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 17, 2025

 
Donegal Group Inc.
 
 
 (Exact name of registrant as specified in its charter)
 

 Delaware
   0-15341
   23-2424711
(State or other jurisdiction of incorporation)
  
(Commission file number)
  
(I.R.S. employer identification no.)

1195 River Road, Marietta, Pennsylvania
  
17547
 (Address of principal executive offices)    (Zip code)

Registrant's telephone number, including area code:  717-426-1931

 
Not Applicable
  
   (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))

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. ☐

Securities registered pursuant to Section 12(b) of the Act:

 
Title of Each Class
  
Trading
Symbols
  
Name of Exchange on Which
Registered
 
Class A Common Stock, $.01 par value
  
DGICA
  
The NASDAQ Global Select Market
 
Class B Common Stock, $.01 par value
  
DGICB
  
The NASDAQ Global Select Market

Item 5.07.
Submission of Matters to a Vote of Security Holders.

We held our annual meeting of stockholders on April 17, 2025.  The results of the voting at our annual meeting of stockholders were as follows:
 

 •
The total number of votes represented at the annual meeting in person or by proxy by the holders of our Class A common stock and the holders of our Class B common stock was 7,920,015 of the total of 8,582,980 votes entitled to vote at the annual meeting by the holders of all shares of Class A common stock and all shares of Class B common stock outstanding on the record date.
 

 •
At the annual meeting, the stockholders elected Barry C. Huber and S. Trezevant Moore, Jr. as Class C Directors to serve for a term of three years and until their successors take office.  The votes cast for the election of Class C Directors were as follows:
 
 
Number of Votes
 
For
Withheld
Broker Non-Votes
       
Barry C. Huber
6,949,555
676,020
294,440
S. Trezevant Moore, Jr.
6,708,861
916,714
294,440

There were no other nominations of candidates for election as Class C Director.  There were no abstentions with respect to the election of Class C Directors.
 
Our stockholders also voted on the following additional proposal:
 

 •
Ratification of the selection by the audit committee of our board of directors of KPMG LLP as our independent registered public accounting firm for 2025.
 
Number of Votes
For
Against
Abstain
Broker Non-Votes
7,855,170
62,983
1,862
--

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.
 
 
DONEGAL GROUP INC.
   
 
By:
/s/ Jeffrey D. Miller
  
 
Jeffrey D. Miller, Executive Vice 
 
President and Chief Financial Officer
   
Date:  April 22, 2025