UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 9, 2005
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EMC INSURANCE GROUP INC.
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(Exact name of registrant as specified in its charter)
Iowa 0-10956 42-623455
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
717 Mulberry Street, Des Moines, Iowa 50309
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(Address of principal executive office) (Zip Code)
(515) 280-2902
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(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On March 9, 2005, the Board of Directors of Employers Mutual Casualty
Company, the parent company of the Registrant, approved the 2005
compensation arrangements as recommended by its Senior Executive
Compensation and Stock Option Committee. These compensation
arrangements had previously been approved by the Compensation Committee
of the Registrant.
Following are the 2005 base salaries for the executive officers of the
Registrant who will be named in the Summary Compensation Table in the
Registrant's 2005 Proxy Statement and who are expected to be named in
the Summary Compensation Table in the Registrant's 2006 Proxy Statement.
The 2005 base salaries are retroactive to January 1, 2005.
Executive Officer 2005 Salary
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Bruce G. Kelley $588,048
President & Chief Executive Officer
William A. Murray $339,456
Executive Vice President &
Chief Operating Officer
Ronald W. Jean $339,456
Executive Vice President for
Corporate Development
Raymond W. Davis $241,116
Senior Vice President & Treasurer
David O. Narigon $205,848 (1)
Senior Vice President
Steven C. Peck $208,164
Senior Vice President - Actuary
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(1) As reported in the Registrant's Form 8-K filed March 2, 2005,
Mr. Narigon, a named executive officer for 2004, resigned from his position
as Senior Vice President - Claims effective March 1, 2005. Mr. Narigon's
base salary for 2005 did not change from 2004. Under the terms of Mr.
Narigon's severance agreement, Mr. Narigon will continue to receive
bi-weekly payments based on his current base salary for a period of 18 months.
Payments to Mr. Narigon subsequent to March 1, 2005 will be made as severance
payments and will not be considered salary compensation for services rendered.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
EMC INSURANCE GROUP INC.
Registrant
/s/ Bruce G. Kelley
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Bruce G. Kelley
President & Chief Executive Officer
/s/ Mark E. Reese
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Mark E. Reese
Senior Vice President &
Chief Financial Officer
March 10, 2005