Основная статистика
| CIK | 1610793 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to State National Companies, Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| February 13, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* State National Companies, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 85711T305 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| December 1, 2017 |
SNC / State National Companies, Inc. FORM 15-12B Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File No. 001-36712 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as |
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| November 17, 2017 |
SNC / State National Companies, Inc. S-8 POS - POST-EFFECTIVE AMENDMENT NO. 2 As filed with the Securities and Exchange Commission on November 17, 2017 Registration No. |
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| November 17, 2017 |
SNC / State National Companies, Inc. S-8 - POST-EFFECTIVE AMENDMENT NO. 1 S-8 POS 1 s-8posa1.htm S-8 - POST-EFFECTIVE AMENDMENT NO. 1 As filed with the Securities and Exchange Commission on November 17, 2017 Registration No. 333-218879 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specifi |
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| November 17, 2017 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T 305 (CUSIP Number) Terry Lee Ledbetter, Jr. c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (817) 265-2000 |
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| November 17, 2017 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION STATE NATIONAL COMPANIES, INC. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF STATE NATIONAL COMPANIES, INC. FIRST: The name of the corporation (which is hereinafter referred to as the " Corporation") is State National Companies, Inc. SECOND: The address of the Corporation's registered office in the State of Delaware is 160 Greentree Drive Suite 101 in the City of Dover, County of Kent, Delaware 19904. The nam |
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| November 17, 2017 |
8-K 1 form8k.htm FORM 8-K 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 November 17, 2017 (November 17, 2017) Date of Report (Date of earliest event reported) State National Companies, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (Sta |
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| November 17, 2017 |
BYLAWS OF STATE NATIONAL COMPANIES, INC. (in effect as of November 17, 2017) ARTICLE I. OFFICES Exhibit 3.2 BYLAWS OF STATE NATIONAL COMPANIES, INC. (in effect as of November 17, 2017) ARTICLE I. OFFICES Section 1. The registered office of State National Companies, Inc. (the "Corporation") shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 2. The Corporation may also have offices at such other places both within and without the State of Delaware as the Board |
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| November 17, 2017 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T 305 (CUSIP Number) Bradford Luke Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (817) 265-2000 |
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| November 17, 2017 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T 305 (CUSIP Number) Terry Lee Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (817) 265-2000 (Nam |
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| November 8, 2017 |
EX-10.1 2 snc-20170930ex1015caecd.htm EX-10.1 Exhibit 10.1 AMENDMENT NUMBER ONE TO THE EMPLOYMENT AGREEMENT BY AND BETWEEN T.B.A. INSURANCE GROUP, LTD. AND Matthew A. Freeman THIS AMENDMENT NUMBER ONE TO THE EMPLOYMENT AGREEMENT (this “Amendment”) is effective June 1, 2017, by and between T.B.A. INSURANCE GROUP, LTD. (“Company”), and MATTHEW A. FREEMAN (the “EMPLOYEE”); W I T N E S S E T H: WHEREA |
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| November 8, 2017 |
SNC / State National Companies, Inc. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| October 24, 2017 |
Submission of Matters to a Vote of Security Holders 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 October 24, 2017 (October 24, 2017) Date of Report (Date of earliest event reported) State National Companies, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or Other Jurisdiction of Incorporation) |
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| October 23, 2017 |
State National Companies Reports Third Quarter 2017 Results Exhibit 99.1 CONTACTS: FOR IMMEDIATE RELEASE State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard ? Lascar Associates Rick Black 713-529-6600 State National Companies Reports Third Quarter 2017 Results BEDFORD, TX ? October 23, 2017 ? State National Companies, Inc. (NASDAQ: SNC), a leading specialty provider of property and casualty insurance services, today reported its finan |
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| October 23, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a17-2429818k.htm 8-K 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): October 23, 2017 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdi |
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| September 28, 2017 |
State National Companies DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Pro |
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| September 11, 2017 |
State National Companies DEFM14A DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 29, 2017 |
State National Companies PREM14A PREM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 9, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a17-1991818k.htm 8-K 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): August 8, 2017 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdict |
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| August 9, 2017 |
State National Companies Reports Second Quarter 2017 Results EX-99.1 2 a17-199181ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACTS: State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard · Lascar Associates Rick Black 713-529-6600 State National Companies Reports Second Quarter 2017 Results BEDFORD, TX — August 8, 2017 — State National Companies, Inc. (NASDAQ: SNC), a leading specialty provider of property and casualty insura |
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| August 8, 2017 |
SNC / State National Companies, Inc. 10-Q (Quarterly Report) 10-Q 1 snc-20170630x10q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f |
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| August 1, 2017 |
SNC / State National Companies, Inc. / State National Companies, Inc. - SC 13D/A Activist Investment SC 13D/A 1 sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T 305 (CUSIP Number) Terry Lee Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, |
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| August 1, 2017 |
SNC / State National Companies, Inc. / State National Companies, Inc. - SC 13D/A Activist Investment SC 13D/A 1 sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T 305 (CUSIP Number) Bradford Luke Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedfo |
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| August 1, 2017 |
EX-99 2 ex99.htm EXHIBIT B VOTING AGREEMENT Exhibit B VOTING AGREEMENT THIS VOTING AGREEMENT (this "Agreement"), dated as of July 26, 2017, is among Markel Corporation, a Virginia corporation ("Parent"), and the Persons executing this Agreement as "Stockholders" on the signature page hereto (each a "Stockholder" and collectively, the "Stockholders"). W I T N E S S E T H: WHEREAS, concurrently with |
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| August 1, 2017 |
EX-99 2 ex99.htm EXHIBIT D VOTING AGREEMENT Exhibit D VOTING AGREEMENT THIS VOTING AGREEMENT (this "Agreement"), dated as of July 26, 2017, is among Markel Corporation, a Virginia corporation ("Parent"), and the Persons executing this Agreement as "Stockholders" on the signature page hereto (each a "Stockholder" and collectively, the "Stockholders"). W I T N E S S E T H: WHEREAS, concurrently with |
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| August 1, 2017 |
SNC / State National Companies, Inc. / State National Companies, Inc. - SC 13D/A Activist Investment SC 13D/A 1 sc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T 305 (CUSIP Number) Terry Lee Ledbetter, Jr. c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedf |
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| August 1, 2017 |
EX-99 2 ex99.htm EXHIBIT F VOTING RIGHTS AGREEMENT Exhibit F VOTING AGREEMENT THIS VOTING AGREEMENT (this "Agreement"), dated as of July 26, 2017, is among Markel Corporation, a Virginia corporation ("Parent"), and the Persons executing this Agreement as "Stockholders" on the signature page hereto (each a "Stockholder" and collectively, the "Stockholders"). W I T N E S S E T H: WHEREAS, concurrent |
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| July 26, 2017 |
EX-2.1 2 ex21.htm EXHIBIT 2.1 - MERGER AGREEMENT Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among MARKEL CORPORATION, MARKELVERICK CORPORATION and STATE NATIONAL COMPANIES, INC. Dated as of July 26, 2017 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND TERMS Section 1.01 Definitions 2 Section 1.02 Interpretation 12 ARTICLE II THE MERGER Section 2.01 The Merger 13 Section 2.0 |
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| July 26, 2017 |
EX-99.3 6 ex993.htm EXHIBIT 99.3 - EMPLOYEE FAQ Exhibit 99.3 Employee FAQ 1. What was announced? · We announced that we have entered into a definitive agreement under which Markel will acquire all of the outstanding shares of State National common stock for $21.00 per share in cash, for a total value of approximately $919 million. · This transaction, which represents an important milestone for Sta |
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| July 26, 2017 |
Lender Services Client Talking Points Exhibit 99.7 Lender Services Client Talking Points What We Announced ? As you may have seen, we recently announced an agreement to combine with Markel. ? Markel is a diverse financial holding company for insurance, reinsurance and investment operations around the world. ? We believe Markel is an ideal partner. ? The transaction brings together two values-driven organizations with a shared commitme |
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| July 26, 2017 |
EX-99.1 4 ex991.htm EXHIBIT 99.1 - MARKEL TO ACQUIRE STATE NATIONAL PRESS RELEASE Exhibit 99.1 For more information contact: Markel Corporation Media Paul Broughton Managing Director, Marketing 804-527-7618 [email protected] State National David Hale, COO & CFO 817-265-2000 Dennard ▪ Lascar Associates Rick Black 713-529-6600 Investors Bruce Kay Managing Director, Investor Relations 804-747 |
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| July 26, 2017 |
Exhibit 99.2 July 26, 2017 Dear Team, I have some exciting news to share with you. Today we announced that we have entered into a definitive agreement under which Markel will acquire all of the outstanding shares of State National common stock for $21.00 per share in cash. This transaction, which represents an important milestone for State National, recognizes our recent success and will enable us |
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| July 26, 2017 |
Dear Valued Lender Services Client, EX-99.5 8 ex995.htm EXHIBIT 99.5 - LEDBETTER VLS CLIENT LETTER Exhibit 99.5 Dear Valued Lender Services Client, I am pleased to share the exciting news that State National has announced an agreement to combine with Markel. The transaction brings together two values-driven organizations with a shared commitment to innovation, service and long-term relationships. Markel is a diverse financial holdin |
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| July 26, 2017 |
8-K 1 form8k.htm FORM 8-K 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 July 26, 2017 (July 26, 2017) Date of Report (Date of earliest event reported) State National Companies, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or Other Jurisdicti |
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| July 26, 2017 |
EX-10.1 3 ex101.htm EXHIBIT 10.1: TERMINATION OF TAX ALLOCATION AND INDEMNIFICATION AGREEMENT Exhibit 10.1 TERMINATION OF TAX ALLOCATION AND INDEMNIFICATION AGREEMENT July 26, 2017 State National Companies, Inc. (the “Company”) and each of the undersigned stockholders of the Company (collectively, the “Stockholders,” and together with the Company, the “Parties”) hereby recognizes and agrees to the |
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| July 26, 2017 |
Dear Valued Program Services Client, EX-99.4 7 ex994.htm EXHIBIT 99.4 - LEDBETTER LETTER TO VPS CLIENT Exhibit 99.4 Dear Valued Program Services Client, I am pleased to share the exciting news that State National has announced an agreement to combine with Markel. The transaction brings together two values-driven organizations with a shared commitment to innovation, service, and long-term relationships. Markel is a diverse financial h |
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| July 26, 2017 |
Program Services Client Talking Points EX-99.6 9 ex996.htm EXHIBIT 99.6 - PROGRAM SERVICES CLIENT TALKING POINTS Exhibit 99.6 Program Services Client Talking Points What We Announced · As you may have seen, we recently announced an agreement to combine with Markel. · Markel is a diverse financial holding company for insurance, reinsurance and investment operations around the world. · We believe Markel is an ideal partner. · The transac |
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| July 26, 2017 |
State National Companies FORM 8-K 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 July 26, 2017 (July 26, 2017) Date of Report (Date of earliest event reported) State National Companies, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or Other Jurisdiction of Incorporation) (Comm |
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| July 26, 2017 |
Talking Points (Lender Services) EX-99.7 10 ex997.htm EXHIBIT 99.7 - LENDER SERVICES CLIENT TALKING POINTS Exhibit 99.7 Lender Services Client Talking Points What We Announced · As you may have seen, we recently announced an agreement to combine with Markel. · Markel is a diverse financial holding company for insurance, reinsurance and investment operations around the world. · We believe Markel is an ideal partner. · The transact |
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| July 26, 2017 |
EX-99.4 7 ex994.htm EXHIBIT 99.4 - LEDBETTER LETTER TO VPS CLIENT Exhibit 99.4 Dear Valued Program Services Client, I am pleased to share the exciting news that State National has announced an agreement to combine with Markel. The transaction brings together two values-driven organizations with a shared commitment to innovation, service, and long-term relationships. Markel is a diverse financial h |
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| July 26, 2017 |
EX-99.3 6 ex993.htm EXHIBIT 99.3 - EMPLOYEE FAQ Exhibit 99.3 Employee FAQ 1. What was announced? · We announced that we have entered into a definitive agreement under which Markel will acquire all of the outstanding shares of State National common stock for $21.00 per share in cash, for a total value of approximately $919 million. · This transaction, which represents an important milestone for Sta |
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| July 26, 2017 |
Exhibit 10.1 TERMINATION OF TAX ALLOCATION AND INDEMNIFICATION AGREEMENT July 26, 2017 State National Companies, Inc. (the ? Company?) and each of the undersigned stockholders of the Company (collectively, the ? Stockholders,? and together with the Company, the ? Parties?) hereby recognizes and agrees to the following: WHEREAS, the Company has entered into the Agreement and Plan of Merger (the ? M |
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| July 26, 2017 |
EX-99.5 8 ex995.htm EXHIBIT 99.5 - LEDBETTER VLS CLIENT LETTER Exhibit 99.5 Dear Valued Lender Services Client, I am pleased to share the exciting news that State National has announced an agreement to combine with Markel. The transaction brings together two values-driven organizations with a shared commitment to innovation, service and long-term relationships. Markel is a diverse financial holdin |
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| July 26, 2017 |
Joint Press Release Issued by State National and Markel, dated July 26, 2017 EX-99.1 4 ex991.htm EXHIBIT 99.1 - MARKEL TO ACQUIRE STATE NATIONAL PRESS RELEASE Exhibit 99.1 For more information contact: Markel Corporation Media Paul Broughton Managing Director, Marketing 804-527-7618 [email protected] State National David Hale, COO & CFO 817-265-2000 Dennard ▪ Lascar Associates Rick Black 713-529-6600 Investors Bruce Kay Managing Director, Investor Relations 804-747 |
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| July 26, 2017 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among MARKEL CORPORATION, MARKELVERICK CORPORATION and STATE NATIONAL COMPANIES, INC. Dated as of July 26, 2017 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND TERMS Section 1.01 Definitions 2 Section 1.02 Interpretation 12 ARTICLE II THE MERGER Section 2.01 The Merger 13 Section 2.02 Closing 14 Section 2.03 Effective Time; Effect |
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| July 26, 2017 |
Talking Points (Program Services) EX-99.6 9 ex996.htm EXHIBIT 99.6 - PROGRAM SERVICES CLIENT TALKING POINTS Exhibit 99.6 Program Services Client Talking Points What We Announced · As you may have seen, we recently announced an agreement to combine with Markel. · Markel is a diverse financial holding company for insurance, reinsurance and investment operations around the world. · We believe Markel is an ideal partner. · The transac |
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| July 26, 2017 |
Employee Letter, dated July 26, 2017 EX-99.2 5 ex992.htm EXHIBIT 99.2 - TERRY LEDBETTER LETTER Exhibit 99.2 July 26, 2017 Dear Team, I have some exciting news to share with you. Today we announced that we have entered into a definitive agreement under which Markel will acquire all of the outstanding shares of State National common stock for $21.00 per share in cash. This transaction, which represents an important milestone for State |
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| June 21, 2017 |
State National Companies S-8 POS As filed with the Securities and Exchange Commission on June 21, 2017 Registration No. |
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| June 21, 2017 |
As filed with the Securities and Exchange Commission on June 21, 2017 Registration No. |
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| May 22, 2017 |
8-K 1 a17-1388118k.htm 8-K 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 18, 2017 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdictio |
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| May 22, 2017 |
First Amended and Restated State National Companies, Inc. 2014 Long-Term Incentive Plan Exhibit 10.1 First Amended and Restated State National Companies, Inc. 2014 Long-Term Incentive Plan 1. PURPOSE The Plan is intended to foster and promote the long-term financial success of State National Companies, Inc. and its Affiliates (collectively, the ?Company Group?); to reward performance and to increase stockholder value by providing Participants appropriate incentives and rewards; to en |
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| May 10, 2017 |
State National Companies 10-Q (Quarterly Report) sncCurrent folio10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 10, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a17-1259918k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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 10, 2017 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delawa |
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| May 10, 2017 |
State National Companies Reports First Quarter 2017 Results Company Raises 2017 Outlook Exhibit 99.1 CONTACTS: FOR IMMEDIATE RELEASE State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard · Lascar Associates Rick Black 713-529-6600 State National Companies Reports First Quarter 2017 Results Company Raises 2017 Outlook BEDFORD, TX May 10, 2017 State National Companies, Inc. (NASDAQ: SNC), a leading specialty provider of property and casualty insurance services, |
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| May 10, 2017 |
SNC / State National Companies, Inc. / Ledbetter Terry Lee - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T305 (CUSIP Number) Terry Lee Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (817) 26 |
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| April 6, 2017 |
State National Companies DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 14, 2017 |
State National Companies 10-K (Annual Report) sncCurrent folio10K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 14, 2017 |
List of Subsidiaries of the Company EX-21.1 2 snc-20161231ex2118a753c.htm EX-21.1 EXHIBIT 21.1 List of Subsidiaries of the Company SNC Financial GP, LLC SNC Financial LP, LLC T.B.A. Insurance Group, Ltd. State National Intermediate Holdings, Inc. State National Insurance Company, Inc. United Specialty Insurance Company National Specialty Insurance Company City National Insurance Company Independent Specialty Insurance Company |
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| February 23, 2017 |
Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACTS: State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard ? Lascar Associates Rick Black 713-529-6600 State National Companies Reports Fourth Quarter and Full Year 2016 Results 2016 Record Earnings with 15% EPS Growth Company Raises 2017 Outlook BEDFORD, TX ? February 23, 2017 ? State National Companies, Inc. (NASDAQ: SNC), a leading spe |
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| February 23, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): February 23, 2017 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or |
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| November 9, 2016 |
Exhibit 99.1 CONTACTS: FOR IMMEDIATE RELEASE State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard ? Lascar Associates Rick Black 713-529-6600 State National Companies Reports Third Quarter 2016 Results Company Raises 2016 Outlook and Provides 2017 Outlook BEDFORD, TX ? November 9, 2016 ? State National Companies, Inc. (NASDAQ: SNC), a leading specialty provider of property and |
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| November 9, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a16-2093618k.htm 8-K 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): November 9, 2016 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdi |
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| November 9, 2016 |
State National Companies 10-Q (Quarterly Report) sncCurrent folio10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 8, 2016 |
State National Companies 10-Q (Quarterly Report) sncCurrent folio10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 8, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 8, 2016 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or org |
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| August 8, 2016 |
State National Companies Reports Second Quarter 2016 Results Exhibit 99.1 CONTACTS: State National Companies, Inc. FOR IMMEDIATE RELEASE David Hale, COO & CFO 817-265-2000 Dennard · Lascar Associates Rick Black 713-529-6600 State National Companies Reports Second Quarter 2016 Results BEDFORD, TX August 8, 2016 State National Companies, Inc. (NASDAQ: SNC), a leading specialty provider of property and casualty insurance services, today reported its financ |
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| June 6, 2016 |
Submission of Matters to a Vote of Security Holders 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): June 3, 2016 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or organ |
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| May 10, 2016 |
SNC / State National Companies, Inc. / Ledbetter Terry Lee - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T305 (CUSIP Number) Terry Lee Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (817) 26 |
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| May 10, 2016 |
SNC / State National Companies, Inc. / LEDBETTER BRADFORD LUKE - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T 305 (CUSIP Number) Bradford Luke Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (81 |
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| May 9, 2016 |
State National Companies 10-Q (Quarterly Report) sncCurrent folio10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 9, 2016 |
STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT EX-10.7 8 snc-20160331ex107f2c0b3.htm EX-10.7 Exhibit 10.7 STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT (TIME-BASED) Name of Recipient: Total Restricted Stock Award: Number of Shares equal to $ divided by Fair Market Value of a Share on the Date of Grant, rounded down to the nearest whole Share Vesting: This Restricted Stock Award is subject to the |
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| May 9, 2016 |
Exhibit 10.1 LOAN AGREEMENT Borrower: T.B.A. Insurance Group, Ltd. Lender: Frost Bank Address: 1900 L Don Dodson Drive Bedford, Texas 76021 Address: P.O. Box 1600 San Antonio, Texas 78296 This Loan Agreement (this "Loan Agreement") is dated March 31, 2016 by and between Borrower and Lender. ARTICLE I Definitions and Use of Terms Section 1.01.Certain Definitions. As used herein, the following terms |
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| May 9, 2016 |
EX-10.3 4 snc-20160331ex103c90456.htm EX-10.3 Exhibit 10.3 PLEDGE AND SECURITY AGREEMENT Borrower: T.B.A Insurance Group, Ltd. Lender/Secured Party: Frost Bank Address: 1900 L Don Dodson Drive Address: P.O. Box 1600 Bedford, Texas 76021 San Antonio, TX 78296 THIS PLEDGE AND SECURITY AGREEMENT ("Agreement") is dated March 31, 2016, by and between Borrower and Lender ("Secured Party"). 1.Definitions |
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| May 9, 2016 |
Exhibit 10.4 EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into as of February 4, 2016, by and between T.B.A. Insurance Group, Ltd., a Texas limited partnership having its principal offices located at 1900 L. Don Dodson Drive, Bedford, Texas 76021 (“Employer” or “Company”), and Matthew A. Freeman (“Employee”), collectively, the “Parties.” WHEREAS, the Employe |
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| May 9, 2016 |
Exhibit 10.5 SEVERANCE agreement This Severance Agreement (this “Agreement”) dated as of February 4, 2016, is entered into by and between Matthew A. Freeman (“Employee”) and T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Company” or “Employer”), collectively, the “Parties.” WHEREAS, Employer has agreed to hire Employee, and Employee has agreed to accept employment with Employer, a |
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| May 9, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a16-1064918k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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 9, 2016 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delawar |
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| May 9, 2016 |
Exhibit 99.1 CONTACTS: State National Companies, Inc. David Hale, COO & CFO FOR IMMEDIATE RELEASE 817-265-2000 Dennard ? Lascar Associates Rick Black 713-529-6600 State National Companies Reports First Quarter 2016 Results Company Extends Meadowbrook Agreement Through at Least 2017 with Total Contractual Minimum Ceding Fees of $22.5 Million BEDFORD, TX ? May 9, 2016 ? State National Companies, Inc |
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| May 9, 2016 |
STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT Exhibit 10.6 STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT (PERFORMANCE-BASED) Name of Recipient: Total Restricted Stock Award: Shares Vesting: This Restricted Stock Award is subject to the performance-based and other conditions set forth in Exhibit A to this Award Agreement, which are incorporated herein by reference. Except as otherwise expressly p |
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| May 9, 2016 |
EX-10.2 3 snc-20160331ex102938c36.htm EX-10.2 Exhibit 10.2 GUARANTY AGREEMENT This GUARANTY AGREEMENT (this "Guaranty") is made as of the 31st day of March, 2016, by Guarantor (as hereinafter defined) for the benefit of Lender (as hereinafter defined). 1.Definitions. As used in this Guaranty, the following terms shall have the meanings indicated below: (a)The term "Lender" shall mean FROST BANK, a |
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| April 22, 2016 |
State National Companies DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 5, 2016 |
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): March 31, 2016 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or org |
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| March 29, 2016 |
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): March 25, 2016 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or org |
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| March 10, 2016 |
State National Companies 10-K (Annual Report) sncCurrent folio10k Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 10, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): March 10, 2016 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or org |
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| March 10, 2016 |
State National Companies Reports Fourth Quarter and Full Year 2015 Results Exhibit 99.1 CONTACTS: FOR IMMEDIATE RELEASE State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard ? Lascar Associates Rick Black 713-529-6600 State National Companies Reports Fourth Quarter and Full Year 2015 Results BEDFORD, TX ? March 10, 2016 ? State National Companies, Inc. (NASDAQ: SNC), a leading specialty provider of property and casualty insurance, today reported its f |
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| March 10, 2016 |
Cash Performance Bonus Opportunity Agreement EX-10.10 2 snc-20151231ex1010ae093.htm EX-10.10 EXHIBIT 10.10 Cash Performance Bonus Opportunity Agreement This Cash Performance Bonus Opportunity Agreement (this “Agreement”) is made as of June 1, 2013, by and between T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Employer”), and you, the undersigned executive employee of the Employer (the “Employee” or “you”). Agreement This Agr |
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| March 10, 2016 |
Cash Performance Bonus Opportunity Agreement EX-10.9 6 snc-20151231ex1094c201c.htm EX-10.9 EXHIBIT 10.9 Cash Performance Bonus Opportunity Agreement This Cash Performance Bonus Opportunity Agreement (this “Agreement”) is made as of June 1, 2013, by and between T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Employer”), and you, the undersigned executive employee of the Employer (the “Employee” or “you”). Agreement This Agreem |
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| March 10, 2016 |
EX-10.5 4 snc-20151231ex1057771d9.htm EX-10.5 EXHIBIT 10.5 SEVERANCE AGREEMENT This Agreement (this “Agreement”) is dated as of , and confirms the discussions between (“Employee”) and T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Company” or the “Employer”), regarding, among other things, amounts payable upon the termination of Employee’s employment with the Company. WHEREAS, Emp |
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| March 10, 2016 |
EX-10.7 5 snc-20151231ex107fbb0a1.htm EX-10.7 EXHIBIT 10.7 SEVERANCE AGREEMENT This Agreement (this “Agreement”) is dated as of May 20 , 2014, and confirms the discussions between Trace Ledbetter (“Employee”) and T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Company” or the “Employer”), regarding, among other things, amounts payable upon the termination of Employee’s employment w |
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| March 10, 2016 |
STATE NATIONAL COMPANIES, INC. 2014 Long-Term INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT EX-10.16 3 snc-20151231ex1016ea867.htm EX-10.16 EXHIBIT 10.16 STATE NATIONAL COMPANIES, INC. 2014 Long-Term INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT Name of Recipient: Trace Ledbetter Total Restricted Stock Award: Number of Shares equal to $150,000 divided by Fair Market Value of a Share on the Date of Grant Vesting: This Restricted Stock Award is subject to the time-based and performance-b |
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| February 16, 2016 |
SC 13G/A 1 p16-0600sc13ga.htm STATE NATIONAL COMPANIES, INC. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* State National Companies, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 85711T305 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of This Stateme |
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| February 12, 2016 |
SNC / State National Companies, Inc. / Indaba Capital Management, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* STATE NATIONAL COMPANIES, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class Securities) 85711T107 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 10, 2016 |
8-K 1 a16-386918k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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): February 4, 2016 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Del |
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| February 10, 2016 |
State National Companies Names Matthew Freeman President Exhibit 99.1 For Immediate Release State National Companies Names Matthew Freeman President BEDFORD, TX ? February 9, 2016 ? State National Companies, Inc. (NASDAQ: SNC) today announced that Matthew Freeman has been appointed President of State National Companies, effective February 8, 2016. In this newly created role, Mr. Freeman will oversee sales and service operations for both the Program Serv |
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| November 12, 2015 |
State National Companies Reports Third Quarter 2015 Results Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACTS: State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard ? Lascar Associates Rick Black 713-529-6600 State National Companies Reports Third Quarter 2015 Results BEDFORD, TX ? November 12, 2015 ? State National Companies, Inc. (NASDAQ: SNC), a leading specialty provider of property and casualty insurance, today reported its financial res |
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| November 12, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2015 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 12, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a15-2239318k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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): November 12, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) D |
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| August 12, 2015 |
Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACTS: State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard ? Lascar Associates Rick Black 713-529-6600 State National Companies Reports Second Quarter 2015 Results Company Increases Quarterly Cash Dividend to $0.06 BEDFORD, TX ? August 12, 2015 ? State National Companies, Inc. (NASDAQ: SNC) today reported its financial results for the sec |
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| August 12, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 a15-1705018k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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): August 12, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Del |
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| August 12, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2015 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001 |
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| June 29, 2015 |
State National Companies POST-EFFECTIVE AMENDMENT NOT AUTOMATICALLY EFFECTIVE UPON FILING As filed with the Securities and Exchange Commission on June 29, 2015 Registration No. |
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| May 21, 2015 |
State National Companies, Inc. 2015 Cash Incentive Plan EX-10.1 2 a15-117971ex10d1.htm EX-10.1 Exhibit 10.1 State National Companies, Inc. 2015 Cash Incentive Plan 1. PURPOSE This Plan is intended to foster and promote the long-term financial success of State National Companies, Inc. and its Affiliates (the “Company Group”); to reward performance and to increase shareholder value by providing Participants appropriate incentives and rewards; to enable t |
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| May 21, 2015 |
STATE NATIONAL COMPANIES, INC. 2015 CASH INCENTIVE PLAN AWARD AGREEMENT EX-10.2 3 a15-117971ex10d2.htm EX-10.2 EXHIBIT 10.2 STATE NATIONAL COMPANIES, INC. 2015 CASH INCENTIVE PLAN AWARD AGREEMENT Name of Recipient: Maximum Amount: $ Performance Period: Qualified Performance- Based Award: o Yes o No Date of Grant: The Committee hereby grants to the individual named above (the “Recipient”) a performance-based cash bonus in the Maximum Amount specified above, provided al |
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| May 21, 2015 |
8-K 1 a15-1179718k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delawa |
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| May 15, 2015 |
Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-197441 Prospectus Supplement No. 4 (To the Prospectus dated October 31, 2014) 30,728,500 Shares of Common Stock, $0.001 Par Value Per Share This Prospectus Supplement supplements the prospectus dated October 31, 2014 (the ?Prospectus?), relating to the offering of up to 30,728,500 shares of common stock of State National Compa |
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| May 14, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2015 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00 |
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| May 14, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 14, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or organ |
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| May 14, 2015 |
State National Companies Reports First Quarter 2015 Results EX-99.1 2 a15-110851ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE CONTACTS: State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard · Lascar Associates Rick Black 713-529-6600 State National Companies Reports First Quarter 2015 Results BEDFORD, TX — May 14, 2015 — State National Companies, Inc. (NASDAQ: SNC) today reported its financial results for the first quarter ended |
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| May 1, 2015 |
SNC / State National Companies, Inc. / Ledbetter Terry Lee - SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T305 (CUSIP Number) Terry Lee Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (817) 26 |
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| April 10, 2015 |
State National Companies DEF 14A Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 1, 2015 |
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): March 30, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or org |
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| April 1, 2015 |
Exhibit 10.1 STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT Name of Recipient: Terry L. Ledbetter Total Restricted Stock Award: 200,000 Shares Vesting: This Restricted Stock Award is subject to the time-based and performance-based conditions set forth in Exhibits A and B to this Award Agreement, which are incorporated herein by reference. No Shares su |
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| March 31, 2015 |
Filed pursuant to Rule 424(b)(3) Registration No. 333-197441 Prospectus Supplement No. 3 (To the Prospectus dated October 31, 2014) 30,728,500 Shares of Common Stock, $0.001 Par Value Per Share This Prospectus Supplement supplements the prospectus dated October 31, 2014 (the Prospectus), relating to the offering of up to 30,728,500 shares of common stock of State National Companies, Inc. by the |
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| March 30, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K 10-K 1 snc-20141231x10k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ⌧ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from |
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| March 30, 2015 |
State National Companies SECURITIES TO BE OFFERED TO EMPLOYEES PURSUANT TO EMPLOYEE BENEFIT PLANS Table of Contents As filed with the Securities and Exchange Commission on March 30, 2015 Registration No. |
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| March 19, 2015 |
8-K 1 a15-707218k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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): March 19, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaw |
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| March 19, 2015 |
Exhibit 99.2 DATA SHEET MARCH 2015 STATE NATIONAL COMPANIES CUSTOMIZED SOLUTIONS. QUALITY SERVICE. NASDAQ: SNC State National Companies, Inc. is a leading specialty provider of property and casualty insurance operating in two niche markets across the United States. In its Program Services segment, the company leverages its A (Excellent) A.M. Best rating, expansive licenses and reputation to prov |
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| March 19, 2015 |
State National Companies Reports Fourth Quarter and Full Year 2014 Earnings EX-99.1 2 a15-70721ex99d1.htm EX-99.1 Exhibit 99.1 CONTACTS: State National Companies, Inc. FOR IMMEDIATE RELEASE David Hale, COO & CFO 817-265-2000 Dennard · Lascar Associates Rick Black 713-529-6600 State National Companies Reports Fourth Quarter and Full Year 2014 Earnings BEDFORD, TX — March 19, 2015 — State National Companies, Inc. (NASDAQ: SNC) today reported its financial results for the fo |
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| March 13, 2015 |
SNC / State National Companies, Inc. / Indaba Capital Management, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* STATE NATIONAL COMPANIES, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class Securities) 85711T107 (CUSIP Number) March 4, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| February 25, 2015 |
State National Companies Announces Quarterly Cash Dividend Exhibit 99.1 FOR IMMEDIATE RELEASE State National Companies Announces Quarterly Cash Dividend BEDFORD, TX — February 25, 2015 — State National Companies, Inc. (NASDAQ: SNC) today announced that its Board of Directors has declared a regular cash dividend of $0.01 per share payable on its outstanding common stock. The dividend will be paid on April 13, 2015 to all shareholders of record on March 27, |
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| February 25, 2015 |
Financial Statements and Exhibits, Other Events 8-K 1 a15-530818k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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): February 25, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) De |
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| February 23, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): February 23, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or |
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| February 23, 2015 |
State National Companies Introduces New Logo and Launches New Website Exhibit 99.1 FOR IMMEDIATE RELEASE State National Companies Introduces New Logo and Launches New Website BEDFORD, TX — February 23, 2015 — State National Companies, Inc. (NASDAQ: SNC) today announced the introduction of a new logo in a move to align its corporate brand with its corporate evolution. To better communicate with its customers, partners, and employees, the Company has also launched its |
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| February 17, 2015 |
SNC / State National Companies, Inc. / LEDBETTER BRADFORD LUKE - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T 305 (CUSIP Number) Bradford Luke Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (817 |
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| February 17, 2015 |
Exhibit 1 JOINT FILING AGREEMENT This JOINT FILING AGREEMENT, dated as of February 17, 2015, is entered into by and among CF SNC Investors LP, CF SNC GP LLC, Hybrid GP Holdings LLC, FIG LLC, Fortress Operating Entity I LP, FIG CORP. |
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| February 17, 2015 |
SNC / State National Companies, Inc. / Ledbetter Terry Lee Jr - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 85711T 305 (CUSIP Number) Terry Lee Ledbetter, Jr. c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (81 |
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| February 17, 2015 |
SNC / State National Companies, Inc. / Indaba Capital Management, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* STATE NATIONAL COMPANIES, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class Securities) 85711T107 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 17, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): February 17, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or |
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| February 17, 2015 |
EX-99.1 2 a15-46051ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE State National Companies Announces Fourth Quarter and Full Year 2014 Earnings Release & Conference Call Schedule BEDFORD, TX — February 17, 2015 — State National Companies, Inc. (NASDAQ: SNC) today announced that it will release its fourth quarter and full year 2014 financial results on Thursday, March 19, 2015 after the mark |
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| February 17, 2015 |
SNC / State National Companies, Inc. / Fortress Investment Group LLC - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* State National Companies, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 85711T305 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| February 2, 2015 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 State National Companies, Inc. (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 85711T305 (CUSIP Number) January 23, 2015 (Date of Event Which Requires Filing of This Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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| January 8, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a15-140018k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES 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): January 8, 2015 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Dela |
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| January 8, 2015 |
Exhibit 99.1 January 2015 Forward Looking Statements Various statements contained in this presentation, including those that express a belief, expectation or intention, as well as those that are not statements of historical fact, are forward-looking statements made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may i |
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| December 23, 2014 |
SNC / State National Companies, Inc. / Ledbetter Terry Lee - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* State National Companies, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 001-36712 (CUSIP Number) Terry Lee Ledbetter c/o State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 (817) 265 |
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| December 15, 2014 |
424B3 1 a14-256171424b3.htm PROSPECTUS FILED PURSUANT TO RULE 424(B)(3) Filed pursuant to Rule 424(b)(3) Registration No. 333-197441 Prospectus Supplement No. 2 (To the Prospectus dated October 31, 2014) 30,728,500 Shares of Common Stock, $0.001 Par Value Per Share This Prospectus Supplement supplements the prospectus dated October 31, 2014 (the “Prospectus”), relating to the offering of up to 30, |
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| December 15, 2014 |
10-Q/A 1 snc-20140930x10qa.htm 10-Q/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 19 |
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| November 18, 2014 |
Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-197441 Prospectus Supplement No. 1 (To the Prospectus dated October 31, 2014) 30,728,500 Shares of Common Stock, $0.001 Par Value Per Share This Prospectus Supplement supplements the prospectus dated October 31, 2014 (the “Prospectus”), relating to the offering of up to 30,728,500 shares of common stock of State National Compa |
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| November 18, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2014 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 17, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 17, 2014 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or |
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| November 17, 2014 |
State National Companies Reports 2014 Third Quarter Earnings Exhibit 99.1 CONTACTS: State National Companies, Inc. David Hale, COO & CFO 817-265-2000 Dennard · Lascar Associates FOR IMMEDIATE RELEASE Rick Black 713-529-6600 State National Companies Reports 2014 Third Quarter Earnings BEDFORD, TX — November 17, 2014 — State National Companies, Inc. (NASDAQ: SNC) today reported its 2014 financial results for the third quarter ending September 30, 2014. Commen |
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| November 12, 2014 |
Financial Statements and Exhibits, Other Events 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): November 12, 2014 STATE NATIONAL COMPANIES, INC. (Exact name of Registrant as Specified in Charter) Delaware 001-36712 26-0017421 (State or Other Jurisdiction of Incorporation) (Commi |
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| November 12, 2014 |
State National Companies Announces Quarterly Cash Dividend Exhibit 99.1 CONTACTS: State National Companies, Inc. David Hale, CFO 817-265-2000 FOR IMMEDIATE RELEASE Dennard · Lascar Associates Rick Black 713-529-6600 State National Companies Announces Quarterly Cash Dividend BEDFORD, TX — November 12, 2014 — State National Companies, Inc. (NASDAQ: SNC or the “Company”) today announced that its Board of Directors has declared a regular cash dividend of $0.0 |
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| November 7, 2014 |
State National Companies Announces Third Quarter 2014 Earnings Release & Conference Call Schedule Exhibit 99.1 FOR IMMEDIATE RELEASE State National Companies Announces Third Quarter 2014 Earnings Release & Conference Call Schedule BEDFORD, TX — November 7, 2014 — State National Companies, Inc. (NASDAQ: SNC) today announced that it will release third quarter 2014 financial results on Monday, November 17, 2014 after the market closes. In conjunction with the release, State National has scheduled |
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| November 7, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): November 7, 2014 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or o |
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| November 6, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): November 6, 2014 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 001-36712 26-0017421 (State or other jurisdiction of incorporation or o |
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| November 6, 2014 |
FORM OF INDEMNIFICATION AGREEMENT EXHIBIT 10.1 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of , 2014, between State National Companies, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). WHEREAS, the Board of Directors of the Company (the “Board” or “Board of Directors”) has concluded that to retain and attract talented and experienced individuals t |
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| October 31, 2014 |
30,728,500 Shares of Common Stock, $0.001 Par Value Per Share Table of Contents Filed pursuant to Rule 424(b)(3) Registration No. 333-197441 30,728,500 Shares of Common Stock, $0.001 Par Value Per Share This prospectus relates solely to the resale of up to an aggregate of 30,728,500 shares of our common stock by the selling shareholders identified in this prospectus. The selling shareholders acquired the shares of common stock offered by this prospectus in a |
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| October 28, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 STATE NATIONAL COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware 26-0017421 (State of incorporation or organization) (I.R.S. Employer Identification Number) 1900 L. Do |
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| October 28, 2014 |
SNC / State National Companies, Inc. CORRESP - - State National Companies, Inc. 1900 L. Don Dodson Drive Bedford, Texas 76021 October 28, 2014 VIA EDGAR SUBMISSION United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: State National Companies, Inc. Registration Statement on Form S-1 File No. 333-197441 Dear Mr. Riedler: Pursuant to the provisions of Rule 461 under the Securities Act of 1933, as amended, S |
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| October 22, 2014 |
SNC / State National Companies, Inc. S-1/A - - PRE-EFFECTIVE AMENDMENT Table of Contents As filed with the Securities and Exchange Commission on October 22, 2014 Registration No. |
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| October 22, 2014 |
Exhibit 4.1 SHARES SNC STATE NATIONAL COMMON STOCK COMPANIES, INC. COMMON STOCK CUSIP 85711T 30 5 INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE SEE REVERSE FOR CERTAIN DEFINITIONS This Certifies that is the record holder of BY: FULLY PAID AND NONASSESSABLE STATE NATIONAL COMPANIES, INC. BL SHARES OF COMMON STOCK, PAR VALUE $0.001 PER SHARE, OF COUNTERSIGNED transferable on the books of the |
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| October 22, 2014 |
SNC / State National Companies, Inc. CORRESP - - 111 South Wacker Drive Chicago, IL 60606 Telephone: 312-443-0700 Fax: 312-443-0336 www. |
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| October 22, 2014 |
FORM OF INDEMNIFICATION AGREEMENT Exhibit 10.15 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of , 2014, between State National Companies, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). WHEREAS, the Board of Directors of the Company (the “Board” or “Board of Directors”) has concluded that to retain and attract talented and experienced individuals |
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| October 3, 2014 |
SNC / State National Companies, Inc. S-1/A - - S-1/A Table of Contents As filed with the Securities and Exchange Commission on October 3, 2014 Registration No. |
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| October 3, 2014 |
SNC / State National Companies, Inc. CORRESP - - CORRESP 1 filename1.htm 111 South Wacker Drive Chicago, IL 60606 Telephone: 312-443-0700 Fax: 312-443-0336 www.lockelord.com October 3, 2014 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 4720 100 F. Street, N.E. Washington, D.C. 20549 Attn: Jeffrey P. Riedler Re: State National Companies, Inc. Amendment No. 2 to Registration Statement on Form |
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| September 12, 2014 |
SNC / State National Companies, Inc. CORRESP - - 111 South Wacker Drive Chicago, IL 60606 Telephone: 312-443-0700 Fax: 312-443-0336 www. |
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| September 12, 2014 |
SNC / State National Companies, Inc. S-1/A - - PRE-EFFECTIVE AMENDMENT Table of Contents As filed with the Securities and Exchange Commission on September 12, 2014 Registration No. |
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| July 15, 2014 |
Exhibit 10.3 T.B.A. INSURANCE GROUP, LTD., as Issuer INDENTURE Dated as of May 15, 2003 U.S. BANK NATIONAL ASSOCIATION, as Trustee FLOATING RATE JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURES DUE 2033 TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS 1 Section 1.1. Definitions 1 ARTICLE II. DEBENTURES 7 Section 2.1. Authentication and Dating 7 Section 2.2. Form of Trustee’s Certificate of Authenti |
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| July 15, 2014 |
EXHIBIT 10.9 BONUS AGREEMENT This Bonus Agreement (this “Agreement’) is dated as of May 20, 2014, and confirms the discussions between David D. Hale (“Employee”) and T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Employer” or the “Company”) regarding, the successful completion of a private offering of common stock by the Company’s ultimate parent entity, State National Companies, |
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| July 15, 2014 |
State National Companies, Inc. 2014 Long-Term Incentive Plan EXHIBIT 10.11 State National Companies, Inc. 2014 Long-Term Incentive Plan 1. PURPOSE This Plan is intended to foster and promote the long-term financial success of State National Companies, Inc. and its Affiliates (the “Company Group”); to reward performance and to increase stockholder value by providing Participants appropriate incentives and rewards; to enable the Company Group to attract and r |
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| July 15, 2014 |
STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT EXHIBIT 10.12 STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT Name of Recipient: Number of Shares Subject to this Option Exercise Price per Share: $ Type of Option: o Incentive Stock Option x Non-Statutory Stock Option Option Term/Expiration Date: Payment of Exercise Price: The Exercise Price may be paid by delivery of any combination of cash, Common Stock |
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| July 15, 2014 |
STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT EX-10.13 18 a14-169671ex10d13.htm EX-10.13 EXHIBIT 10.13 STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT Name of Recipient: Number of Shares Subject to this Option Exercise Price per Share: $ Type of Option: o Incentive Stock Option x Non-Statutory Stock Option Option Term/Expiration Date: Payment of Exercise Price: The Exercise Price may be paid by delive |
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| July 15, 2014 |
Cash Performance Bonus Opportunity Agreement EXHIBIT 10.10 Cash Performance Bonus Opportunity Agreement This Cash Performance Bonus Opportunity Agreement (this “Agreement”) is made as of June 1, 2013, by and between T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Employer”), and you, the undersigned executive employee of the Employer (the “Employee” or “you”) Agreement This Agreement and the Notice of Award of Cash Performanc |
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| July 15, 2014 |
SEPARATION AND CONSULTING AGREEMENT EXHIBIT 10.8 SEPARATION AND CONSULTING AGREEMENT This Separation and Consulting Agreement (this “Agreement”), dated as of May 20, 2014, is made by and between T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Company”) and Lonnie Ledbetter (“Executive”). Recitals WHEREAS, Executive is currently employed as the Company’s Chief Executive Officer; and WHEREAS, Executive is resigning fro |
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| July 15, 2014 |
EX-3.2 3 a14-169671ex3d2.htm EX-3.2 EXHIBIT 3.2 AMENDED AND RESTATED BYLAWS OF STATE NATIONAL COMPANIES, INC. (adopted as of June 23, 2014) ARTICLE I. CORPORATE OFFICES Section 1.1. Registered Office. The registered office of State National Companies, Inc. (the “Corporation”) in the State of Delaware shall be fixed in the Corporation’s certificate of incorporation (the “Charter”) as the same may b |
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| July 15, 2014 |
EXHIBIT 10.7 SEVERANCE AGREEMENT This Agreement (this “Agreement”) is dated as of May 20, 2014, and confirms the discussions between Terry Ledbetter (“Employee”) and T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Company” or the “Employer”), regarding, among other things, amounts payable upon the termination of Employee’s employment with the Company. WHEREAS, Employee is a key emp |
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| July 15, 2014 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF STATE NATIONAL COMPANIES, INC. EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF STATE NATIONAL COMPANIES, INC. State National Companies, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. That the Corporation’s original certificate of incorporation was filed with the Secretary of State of the State of Del |
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| July 15, 2014 |
Exhibit 10.2 T.B.A. INSURANCE GROUP, LTD., as Issuer INDENTURE Dated as of December 4, 2002 STATE STREET BANK AND TRUST COMPANY OF CONNECTICUT, NATIONAL ASSOCIATION, as Trustee FLOATING RATE JUNIOR SUBORDINATED DEFERRABLE INTEREST DEBENTURES DUE 2032 State National TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS 1 Section 1.1. Definitions 1 ARTICLE II. DEBENTURES 6 Section 2.1. Authentication and Da |
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| July 15, 2014 |
STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN STOCK AWARD AGREEMENT (DIRECTOR) EXHIBIT 10.14 STATE NATIONAL COMPANIES, INC. 2014 LONG-TERM INCENTIVE PLAN STOCK AWARD AGREEMENT (DIRECTOR) Name of Recipient: Total Stock Award: Shares Vesting: This Stock Award is subject to the time-based and performance-based conditions set forth in Exhibits A and B to this Award Agreement, which are incorporated herein by reference. No Shares subject to this Stock Award shall be vested until |
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| July 15, 2014 |
Exhibit 10.5 INDENTURE Between T.B.A. INSURANCE GROUP, LTD. and WILMINGTON TRUST COMPANY AS TRUSTEE Dated as of May 26, 2004 FLOATING RATE JUNIOR SUBORDINATED DEBENTURES DUE 2034 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.01 Definitions 1 ARTICLE II SECURITIES Section 2.01 Principal Amount; Maturity 8 Section 2.02 Form of Securities 8 Section 2.03 Form of Trustee’s Certificate of Authe |
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| July 15, 2014 |
Exhibit 10.4 T.B.A. INSURANCE GROUP, LTD. as Issuer INDENTURE Dated as of December 16, 2003 WILMINGTON TRUST COMPANY as Trustee FLOATING RATE JUNIOR SUBORDINATED DEBT SECURITIES DUE 2034 TABLE OF CONTENTS ARTICLE I DEFINITIONS 1 SECTION 1.01 Definitions 1 ARTICLE II DEBT SECURITIES 8 SECTION 2.01 Authentication and Dating 8 SECTION 2.02 Form of Trustee’s Certificate of Authentication 8 SECTION 2.0 |
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| July 15, 2014 |
EXHIBIT 10.6 SEVERANCE AGREEMENT This Agreement (this “Agreement”) is dated as of May 20, 2014, and confirms the discussions between David D. Hale (“Employee”) and T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Company” or the “Employer”), regarding, among other things, amounts payable upon the termination of Employee’s employment with the Company. WHEREAS, Employer and Employee a |
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| July 15, 2014 |
SNC / State National Companies, Inc. S-1 - Registration Statement - S-1 Table of Contents As filed with the Securities and Exchange Commission on July 15, 2014 Registration No. |
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| July 15, 2014 |
EXHIBIT 4.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 25, 2014, between State National Companies, Inc., a Delaware corporation (together with any successor entity thereto, the “Company”), Lonnie Ledbetter, Terry Ledbetter, Kendall Kaye Hohmann, Lonnie K. Ledbetter, III, The Terry Lee Ledbetter and Reta Laurie Ledbetter 2 |
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| July 15, 2014 |
Exhibit 10.1 COLLATERAL PROTECTION ALLIANCE AGREEMENT BY AND AMONG CUMIS INSURANCE SOCIETY, INC. AND STATE NATIONAL INSURANCE COMPANY, INC. COLLATERAL PROTECTION ALLIANCE AGREEMENT THIS COLLATERAL PROTECTION ALLIANCE AGREEMENT (“Agreement”) is made effective as of the 24th day of July, 2009 (the “Effective Date”), by and among CUMIS INSURANCE SOCIETY, INC., an Iowa stock insurance company (“CUMIS” |
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| July 15, 2014 |
List of Subsidiaries of the Company EX-21.1 20 a14-169671ex21d1.htm EX-21.1 EXHIBIT 21.1 List of Subsidiaries of the Company SNC Financial GP, LLC SNC Financial LP, LLC T.B.A. Insurance Group, Ltd. State National Intermediate Holdings, Inc. State National Insurance Company, Inc. United Specialty Insurance Company National Specialty Insurance Company |
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| July 15, 2014 |
EXHIBIT 99.1 LOCK-UP AGREEMENT [·], 2014 FBR Capital Markets & Co. 1001 Nineteenth Street North, 18th Floor Arlington, Virginia 22209 Ladies and Gentlemen: The undersigned understands and agrees as follows: 1. FBR Capital Markets & Co. (“FBR”) proposes to enter into a Purchase/Placement Agreement (the “Agreement”) with State National Companies, Inc., a Delaware corporation (the “Company”), providi |
