NI Holdings Announces Director Changes and Compensation Updates

TL;DR

NI Holdings shuffled its board and updated exec pay on Nov 20. Expect potential strategy shifts.

AI Summary

NI Holdings, Inc. announced on November 20, 2024, changes in its board of directors and executive compensation arrangements. Specifically, the company reported the departure of a director and the election of a new director, along with updates to its compensatory arrangements for certain officers. The filing also includes a Regulation FD disclosure and financial statements.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing primarily concerns routine corporate governance and executive compensation matters, with no immediate financial distress or significant operational changes indicated.

Key Players & Entities

• NI Holdings, Inc. (company) — Registrant
• November 20, 2024 (date) — Date of earliest event reported
• North Dakota (location) — State of incorporation
• Fargo (location) — City of principal executive offices

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value per share NODK Nasdaq Capit
• $700,000 — he following: (a) annual base salary of $700,000, (b) annual short-term incentive equal
• $100,000 — base salary, (d) one-time cash bonus of $100,000, and (e) one-time grant of Restricted S
• $240,000 — Restricted Stock Units with a value of $240,000 pursuant to the Company's 2020 Stock an
• $25,000 — ing and Analysis, Mr. Maki will receive $25,000 per month, with 40% to be paid in cash
• $320,000 — he following: (a) annual base salary of $320,000, (b) annual short-term incentive equal
• $859,706 — he Company expects to pay approximately $859,706 in termination payments to Mr. Duncan,

Filing Documents

• form8k-33184_nodk.htm (8-K) — 35KB
• ex99-1.htm (EX-99.1) — 8KB
• image_001.jpg (GRAPHIC) — 4KB
• 0001174947-24-001282.txt ( ) — 222KB
• nodk-20241120.xsd (EX-101.SCH) — 3KB
• nodk-20241120_lab.xml (EX-101.LAB) — 33KB
• nodk-20241120_pre.xml (EX-101.PRE) — 22KB
• form8k-33184_nodk_htm.xml (XML) — 3KB

02

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Appointment of Chief Executive Officer On November 20, 2024, NI Holdings, Inc. (the "Company") determined to appoint its current Executive Vice President, Treasurer and Chief Financial Officer, Seth C. Daggett, as the Company's President and Chief Executive Officer and a member of the Board of Directors, effective December 1, 2024. Effective December 1, 2024, Mr. Daggett will transition from his role as Chief Financial Officer to President and Chief Executive Officer. Ms. Cindy L. Launer, the current Interim Chief Executive Officer of the Company and a member of the Company's Board of Directors, will step down from her position as Interim Chief Executive Officer effective November 30, 2024. Ms. Launer will continue to serve as a member of the Board of Directors and receive compensation for such service consistent with the Company's compensation program for non-employee directors, as described in the Company's Definitive Proxy Statement filed with the Securities and Exchange Commission on April 10, 2024. Mr. Daggett, age 46, joined the Company as Executive Vice President of Strategy in September 2019, and became Executive Vice President, Treasurer and Chief Financial Officer in May 2021. Prior to joining the Company, Mr. Daggett was Chief Financial Officer and Treasurer of RAM Mutual Insurance Company, Senior Director, Finance at Travelers Companies, Inc., and began his career as an auditor at Deloitte. Mr. Daggett has over 20 years of experience in the property/casualty insurance industry. Mr. Daggett graduated from the University of North Dakota with Bachelor's degrees in Financial Management and Accounting and is a Certified Public Accountant. In connection with the foregoing, as determined and approved by the Compensation Committee of our Board of Directors, effective December 1, 2024, Mr. Daggett's

01

Item 7.01. Regulation FD Disclosure. On November 22, 2024 the Company issued a press release announcing the appointment of Mr. Daggett as Chief Executive Officer and Mr. Maki as Interim Chief Financial Officer. A copy of the press release is attached hereto as Exhibit 99.1. The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general language in such filing, unless it is specifically identified therein as being incorporated therein by reference.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 99.1 Press Release dated November 22, 2024. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 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. NI Holdings, Inc. Date: November 22, 2024 By: /s/ Cindy L. Launer Cindy L. Launer Interim Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR