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Management Change – Form 8-K
U.S. Regulated Equity Markets (Alternative Disclosure) via PUBT
aiz-20221110
UNITED STATES
WASHINGTON, D.C. 20549
Assurant, Inc.
55 Broadway , Suite 2901
New York , New York10006
SECURITIES AND EXCHANGE COMMISSION
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): November 14, 2022 (November 10, 2022 )
(Exact Name of Registrant as Specified in its Charter)
| 001-31978 | 39-1126612 | |
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(212) 859-7000
(Address, including zip code, and telephone number, including area code, of Registrant's Principal Executive Offices)
N/A
(Former Name or Former 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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | |
| Common Stock, |
AIZ | |
| 5.25% Subordinated Notes due 2061 | AIZN |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) On November 10, 2022 , the Board of Directors (the "Board") of Assurant, Inc. (the "Company") accepted Jean-Paul L. Montupet's resignation from the Board, effective upon the completion of his current term as of the date of the Company's 2023 annual meeting of stockholders.Mr. Montupet tendered his resignation from the Board in accordance with the director retirement policy under the Company's Corporate Governance Guidelines.
Item 5.03.Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On November 10, 2022 , the Board amended and restated the Amended and Restated By-laws of the Company (as so amended and restated, the "By-laws"), effective as of that date, to, among other matters, address the advance notice procedures for stockholder nominations and proposals, including the solicitation of proxies in accordance with Rule 14a-19 under the Securities Exchange Act of 1934, as amended, and make other clarifying changes.
The foregoing summary of the amendments to the By-laws is not complete and is qualified in its entirety by reference to the full text of the By-laws, a copy of which is filed as Exhibit 3.1 and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Exhibit |
| 3.1 | |
| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. |
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SIGNATURE
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.
| Date: |
By: | /s/ |
| Title: Senior Vice President and Corporate Secretary |
-3-
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