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): September 29, 2005
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EMC INSURANCE GROUP INC.
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(Exact name of registrant as specified in its charter)
Iowa 0-10956 42-623455
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
717 Mulberry Street, Des Moines, Iowa 50309
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(Address of principal executive office) (Zip Code)
(515) 280-2902
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(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
On September 29, 2005, Employers Mutual Casualty Company, the parent company
of the Registrant, amended and restated its Executive Non-Qualified Excess
Plan. This action was undertaken to accomplish two objectives. The first
objective was to bring the plan into compliance with the requirements of
Section 409A of the Internal Revenue Code. The second objective was to
broaden the terms of the plan to permit the deferral of (1) bonus income by
executives and (2) retainer and/or meeting fees by non-employee directors.
The terms of the plan were broadened because the Option It-Deferred
Compensation Plans previously in place to handle deferred compensation were
frozen effective December 31, 2004 to comply with Section 409A of the Internal
Revenue Code. The amended and restated plan is titled The Board and Executive
Nonqualified Excess Plan.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit Number Description
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10.1 The Board and Executive
Nonqualified Excess Plan
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.
EMC INSURANCE GROUP INC.
Registrant
/s/ Bruce G. Kelley
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Bruce G. Kelley
President & Chief Executive Officer
/s/ Mark E. Reese
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Mark E. Reese,
Sr. Vice President &
Chief Financial Officer
October 4, 2005
EXHIBIT INDEX
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Exhibit Number Description
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10.1 The Board and Executive
Nonqualified Excess Plan