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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, 2026
United Fire Group Inc.
(Exact name of registrant as specified in its charter)
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| Iowa | 001-34257 | 45-2302834 |
| (State of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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| 118 Second Avenue SE |
| Cedar Rapids | Iowa | 52401 |
| (Address of principal executive offices) (Zip Code) |
Registrant's telephone number, including area code: (319) 399-5700
_______________________N/A________________________
(Former name or former address, if changed since last report)
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:
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☐ | | 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)) |
Securities Registered Pursuant to Section 12(b) of the Exchange Act:
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| Title of each class | Trading Symbol | Name of each exchange on which registered |
| Common Stock, $0.001 par value | UFCS | The NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 20, 2026, United Fire Group, Inc. (the "Company") held its 2026 Annual Meeting of Shareholders (the "Annual Meeting").
Each of the director nominees was elected and all the other proposals submitted to the Company's shareholders were approved. The following are the final voting results for each proposal presented at the Annual Meeting.
Proposal 1: Elect five Class A Directors to serve three-year terms expiring in 2029.
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Director Nominee | | Number of Shares |
Name | Class | | Shares For | Shares Against | Shares Abstained | Broker Non-Votes |
Scott L. Carlton | A | | 19,651,006 | | 746,867 | | 17,589 | | 2,379,229 | |
Brenda K. Clancy | A | | 19,462,832 | | 234,466 | | 718,164 | | 2,379,229 | |
Kevin J. Leidwinger | A | | 20,030,772 | | 367,073 | | 17,617 | | 2,379,229 | |
| Glinda L. Spencer | A | | 19,609,140 | | 88,158 | | 718,164 | | 2,379,229 | |
| Susan E. Voss | A | | 19,006,433 | | 685,299 | | 723,730 | | 2,379,229 | |
Proposal 2: Ratify the Audit Committee's appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2026.
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| Number of Shares |
| Shares For | Shares Against | Shares Abstained | Broker Non-Votes |
| 22,047,843 | | 731,737 | | 15,111 | | — | |
Proposal 3: Shareholder advisory vote to approve the compensation of the Company’s named executive officers.
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| Number of Shares |
| Shares For | Shares Against | Shares Abstained | Broker Non-Votes |
| 20,096,679 | | 306,486 | | 12,297 | | 2,379,229 | |
Proposal 4: Approval of the amendment of the 2021 Non-Employee Director Stock Plan to increase the number of shares of United Fire Group, Inc. common stock available for issuance thereunder to non-employee Directors and to extend the life of the 2021 Non-Employee Director Stock Plan from December 31, 2029 to December 31, 2034.
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| Number of Shares |
| Shares For | Shares Against | Shares Abstained | Broker Non-Votes |
| 19,329,071 | | 1,068,724 | | 17,667 | | 2,379,229 | |
Item 7.01. Regulation FD Disclosure.
A copy of the Company’s press release announcing the voting results of the Annual Meeting is attached as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 7.01 and Exhibit 99.1 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933.
Item 8.01. Other Events.
At a meeting of the Board of Directors of UFG held on May 20, 2026 the directors declared a $0.20 per share quarterly cash dividend, which will be paid June 19, 2026 to common stock shareholders of record as of June 5, 2026. Additionally, the directors extended the current Share Repurchase Program to August 31, 2028, and increased the number of shares of its common stock the Company is authorized to purchase under the Share Repurchase Program to 2 million shares. A copy of the Company’s related press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
SIGNATURES
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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| | United Fire Group, Inc. |
| | (Registrant) |
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| Dated: | May 20, 2026 | /s/ Kevin Leidwinger |
| | Kevin Leidwinger, Chief Executive Officer |
United Fire Group, Inc. declares quarterly cash dividend of $0.20 per share
and announces results of annual meeting of shareholders
CEDAR RAPIDS, Iowa, May 20, 2026 – Today, the board of directors of United Fire Group, Inc. (UFG) (Nasdaq: UFCS) declared a common stock quarterly cash dividend of $0.20 per share. This dividend will be payable June 19, 2026, to shareholders of record as of June 5, 2026. In addition, the board of directors extended the current Share Repurchase Program to August 31, 2028, and increased the number of shares of its common stock the company is authorized to purchase under the Share Repurchase Program to 2 million shares. The previous authorization allowed for the purchase of 1 million shares.
Director elections to the board of directors
UFG announced today that its shareholders elected five Class A directors to its 11-member board of directors at the 2026 annual meeting of shareholders held on May 20,2026.
The following individuals were each elected as Class A directors to serve three-year terms expiring in 2029:
•Scott L. Carlton, President of Tokai Carbon GE LLC
•Brenda K. Clancy, former Global Chief Technology Officer for AEGON N.V.
•Kevin J. Leidwinger, President and Chief Executive Officer of United Fire Group, Inc.
•Gilda L. Spencer, Adjunct Professor for Loyola University Chicago School of Law
•Susan E. Voss, former Vice President and General Counsel and Vice President of Government Relations of American Enterprise Group, Inc.
In other official business, shareholders:
•Ratified the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for 2026.
•Approved, on an advisory basis, the compensation of the company's named executive officers.
•Approved the amendment of the 2021 Non-Employee Director Stock Plan to increase the number of shares of United Fire Group, Inc. common stock available for issuance thereunder to non-employee directors and to extend the life of the 2021 Non-Employee Director Stock Plan from December 31, 2029 to December 31, 2034.
About UFG
Founded in 1946 as United Fire & Casualty Company, UFG, through its insurance company subsidiaries, is engaged in the business of writing property and casualty insurance. The company is licensed as a property and casualty insurer in 50 states and the District of Columbia, and is represented by approximately 850 independent agencies. AM Best assigns a rating of “A-” (Excellent) for members of the United Fire & Casualty Group. For more information about UFG, visit www.ufginsurance.com.
Contact:
Investor relations
Media inquiries
Disclosure of forward-looking statements
This release may contain forward-looking statements about our operations, anticipated performance and other similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor under the Securities Act of 1933 and the Securities Exchange Act of 1934 for forward-looking statements. The forward-looking statements are not historical facts and involve risks and uncertainties that could cause actual results to differ from those expected and/or projected. Such forward-looking statements are based on current expectations, estimates, forecasts and projections about the Company, the industry in which we operate, and beliefs and assumptions made by management. Words such as "expect(s)," "anticipate(s)," "intend(s)," "plan(s)," "believe(s)," "continue(s)," "seek(s)," "estimate(s)," "goal(s)," "remain(s) optimistic," "target(s)," "forecast(s)," "project(s)," "predict(s)," "should," "could," "may," "will," "might," "hope," "can" and other words and terms of similar meaning or expression in connection with a discussion of future operations, financial performance or financial condition, are intended to identify forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed in such forward-looking statements. Information concerning factors that could cause actual outcomes and results to differ materially from those expressed in the forward-looking statements is contained in Part I, Item 1A "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission ("SEC") on February 26, 2026. The risks identified in our Annual Report on Form 10-K and in our other SEC filings are representative of the risks, uncertainties, and assumptions that could cause actual outcomes and results to differ materially from what is expressed in the forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release or as of the date they are made. Except as required under the federal securities laws and the rules and regulations of the SEC, we do not have any intention or obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise. In addition, future dividend payments are within the discretion of our Board of Directors and will depend on numerous factors, including our financial condition, our capital requirements and other factors that our Board of Directors considers relevant.
