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) May 20, 2005
Selective Insurance Group, Inc.
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(Exact name of registrant as specified in its charter)
New Jersey 0-8641 22-2168890
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
40 Wantage Avenue, Branchville, New Jersey 07890
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (973) 948-3000
n/a
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(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:
[ ] 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 May 19, 2005, the Board of Directors of Selective Insurance Group,
Inc. (the "Company") approved a form of indemnification agreement which is
expected to be entered into between the Company and each of its directors and
executive officers.
In general, the form of indemnification agreement provides that the
Company will indemnify each indemnitee against expenses, judgments, fines, and
amounts paid in settlement incurred by indemnitee because of claims made
against him or her in connection with any threatened, pending or completed
action, suit, or proceeding because (i) the indemnitee is or was a director,
officer, employee or agent of the Company or any of its subsidiaries or (ii)
indemnitee is or was serving at the request of the Company as a director,
officer, employee or agent of another corporation, partnership, joint venture,
trust or other enterprise. In addition, the form of indemnification agreement
provides for the advancement of expenses incurred by the indemnitee in
connection with the investigation, defense, settlement, or appeal of
proceedings covered by the agreement, provided that such indemnitee shall repay
such amounts if it is ultimately determined that the indemnitee is not entitled
to be indemnified by the Company under the agreement.
The foregoing description of the form of indemnification agreement is
qualified in its entirety by reference to the copy of the form of the
indemnification agreement, which is filed as Exhibit 10.1 to this Current
Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
10.1 Form of Indemnification Agreement between the Company and
each of its directors and executive officers, as adopted on
May 19, 2005.
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.
SELECTIVE INSURANCE GROUP, INC.
(Registrant)
Date: May 20, 2005 By: /s/ Michele N. Schumacher
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Name: Michele N. Schumacher, Esq.
Title: Vice President, Assistant
General Counsel & Chief
Compliance Officer
EXHIBIT INDEX
Exhibit No. Description
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10.1 Form of Indemnification Agreement between the Company and
each of its directors and executive officers, as adopted on
May 19, 2005.