Business Context and Reporting Period
This Form 8-K Current Report was filed by Assurant, Inc. on February 28, 2005, with the report date signed on March 3, 2005. The filing addresses Item 8.01 (Other Events) regarding executive compensation and stock transactions.
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The only financial data disclosed relates to a specific executive stock transaction:
- Stock Appreciation Rights (SARs) Exercise: 361,395 SARs exercised by CEO J. Kerry Clayton.
- Strike Price: $22.00 per share.
- Market Price: $34.97 per share.
- Immediate Share Purchase: 33,000 shares purchased on the open market.
- Rule 10b5-1 Plan Value: Up to approximately $1.19 million.
Material Changes
The filing reports a material event concerning the CEO's equity compensation and subsequent stock acquisition strategy. There are no reported changes to the company's operational or financial status compared to prior periods.
Guidance, Outlook, and Management Commentary
The filing details a Rule 10b5-1 purchase plan entered into by CEO J. Kerry Clayton on February 28, 2005, with Morgan Stanley & Co. Incorporated. Key terms include:
- Purchase Schedule: 1,000 shares per week.
- Commencement Date: March 15, 2005.
- Expiration Date: December 31, 2005 (unless terminated earlier).
- Conditions: Subject to certain conditions outlined in the plan.
No forward-looking guidance, risk factors, or contingencies regarding the company's overall business outlook are provided in this specific filing.
Investor Verification Checklist
- Verify the total number of shares outstanding following the CEO's immediate purchase of 33,000 shares.
- Monitor the execution of the Rule 10b5-1 plan to confirm the weekly purchase of 1,000 shares commences on March 15, 2005.
- Confirm the final aggregate value of shares purchased under the plan does not exceed the $1.19 million limit.
- Review subsequent filings for any early termination of the purchase plan.