Presurance Holdings, Inc 8-K/A, filed Mar 14, 2025
Presurance Holdings, Inc. (PRHI)
About this 8-K/A
Presurance Holdings, Inc filed this 8-K/A on March 14, 2025, reporting on events of February 27, 2025.
Items reported
- Item 1.01: Entered into a material agreement
- Item 3.02: Unregistered sale of equity
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 1.01. Entry Into a Material Definitive Agreement.
On March 4, 2025, Conifer Holdings, Inc. (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) under Item 1.01 disclosing, among other things, that on February 27, 2025 and March 3, 2025, the Company agreed to issue to a Purchaser shares of Series B Preferred Stock. Capitalized terms not otherwise defined herein shall have the meanings assigned to such terms in the Original 8-K.
Item 3.02. Unregistered Sales of Equity Securities.
Item 1.01 is hereby incorporated by reference into this Item 3.02. As previously disclosed, the above issuance was completed in reliance on exemptions from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506 of Regulation D promulgated thereunder. The Company relied on this exemption from registration based in part on representations made by the Purchaser. The Securities have not been and may not be registered under the Securities Act or applicable state securities laws and may not be offered or sold in the United States absent registration under the Securities Act or an exemption from such registration requirements.
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.
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Conifer Holdings Inc. |
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Date: March 14, 2025 |
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By: |
/s/ BRIAN J. RONEY |
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Brian J. Roney |
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Chief Executive Officer |