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) — April 25, 2006
Platinum Underwriters Holdings, Ltd.
(Exact name of registrant as specified in its charter)
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Bermuda
(State or other jurisdiction of incorporation or organization)
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001-31341
(Commission File Number)
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98-0416483
(IRS Employer Identification
No.) |
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The Belvedere Building
69 Pitts Bay Road
Pembroke, Bermuda
(Address of principal executive offices)
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HM 08
(Zip Code) |
(441) 295-7195
(Registrant’s telephone number, including area code)
N/A
(Former name or address, if changed since last report)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01. Entry into a Material Definitive Agreement.
On April 25, 2006, the shareholders of Platinum Underwriters Holdings, Ltd. (the “Company”)
approved the Company’s 2006 Share Incentive Plan at the Company’s 2006 Annual General Meeting of
Shareholders, as recommended by the Company’s Board of Directors. The 2006 Share Incentive Plan,
which replaces the Company’s 2002 Share Incentive Plan, provides for the award of equity-based
compensation to employees, officers, directors, agents, consultants, and advisors of the Company.
The foregoing description is qualified in its entirety by reference to the 2006 Share Incentive
Plan, a copy of which was filed as Exhibit 10.1 to the Company’s Form S-8 Registration Statement
filed with the Securities and Exchange Commission on April 25, 2006, and is incorporated herein by
reference.
Item 2.02. Results of Operations and Financial Condition.
On April 26, 2006, the Company issued a press release reporting its financial results as of
and for the quarter ended March 31, 2006. A copy of the press release, as well as a financial
supplement, are furnished herewith as Exhibits 99.1 and 99.2, respectively. The information
hereunder is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, is not otherwise subject to the liabilities of that section and is not
incorporated by reference into any filing under the Securities Act of 1933, as amended, or the
Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific
reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 99.1
Press Release dated April 26, 2006
Exhibit 99.2 Financial Supplement
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, Platinum
Underwriters Holdings, Ltd. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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PLATINUM UNDERWRITERS HOLDINGS, LTD.
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By: |
/s/ Michael E. Lombardozzi
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Michael E. Lombardozzi |
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Executive Vice President, General
Counsel and Chief Administrative Officer |
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Date: April 27, 2006
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