NAVG / Navigators Group, Inc. (The) - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Navigators Group, Inc. (The)
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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 Navigators Group, Inc. (The)
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
June 3, 2019 15-12G

NAVG / Navigators Group, Inc. (The) 15-12G - - 15-12G

15-12G 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 Number 0-15886 (The Navigators Group, Inc.) THE NAVIGATORS GROUP, INC. (Exac

May 23, 2019 S-8 POS

NAVG / Navigators Group, Inc. (The) S-8 POS - - POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

S-8 POS 1 d750019ds8pos.htm POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 As filed with the Securities and Exchange Commission on May 23, 2019 Registration No. 33-51608 Registration No. 333-97183 Registration No. 333-106317 Registration No. 333-125124 Registration No. 333-172784 Registration No. 333-194886 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendmen

May 23, 2019 S-8 POS

NAVG / Navigators Group, Inc. (The) S-8 POS - - POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

Post-Effective Amendment No. 1 to Form S-8 As filed with the Securities and Exchange Commission on May 23, 2019 Registration No. 33-51608 Registration No. 333-97183 Registration No. 333-106317 Registration No. 333-125124 Registration No. 333-172784 Registration No. 333-194886 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

May 23, 2019 S-8 POS

NAVG / Navigators Group, Inc. (The) S-8 POS - - POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

Post-Effective Amendment No. 1 to Form S-8 As filed with the Securities and Exchange Commission on May 23, 2019 Registration No. 33-51608 Registration No. 333-97183 Registration No. 333-106317 Registration No. 333-125124 Registration No. 333-172784 Registration No. 333-194886 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

May 23, 2019 S-8 POS

NAVG / Navigators Group, Inc. (The) S-8 POS - - POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

Post-Effective Amendment No. 1 to Form S-8 As filed with the Securities and Exchange Commission on May 23, 2019 Registration No. 33-51608 Registration No. 333-97183 Registration No. 333-106317 Registration No. 333-125124 Registration No. 333-172784 Registration No. 333-194886 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

May 23, 2019 S-8 POS

NAVG / Navigators Group, Inc. (The) S-8 POS - - POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

Post-Effective Amendment No. 1 to Form S-8 As filed with the Securities and Exchange Commission on May 23, 2019 Registration No. 33-51608 Registration No. 333-97183 Registration No. 333-106317 Registration No. 333-125124 Registration No. 333-172784 Registration No. 333-194886 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

May 23, 2019 S-8 POS

NAVG / Navigators Group, Inc. (The) S-8 POS - - POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

Post-Effective Amendment No. 1 to Form S-8 As filed with the Securities and Exchange Commission on May 23, 2019 Registration No. 33-51608 Registration No. 333-97183 Registration No. 333-106317 Registration No. 333-125124 Registration No. 333-172784 Registration No. 333-194886 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 Registra

May 23, 2019 POSASR

NAVG / Navigators Group, Inc. (The) POSASR - - POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-3

Post Effective Amendment No. 1 to Form S-3 As filed with the Securities and Exchange Commission on May 23, 2019 Registration No. 333-224268 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Post-Effective Amendment No. 1 to Form S-3 Registration Statement No. 333-224268 UNDER THE SECURITIES ACT OF 1933 THE NAVIGATORS GROUP, INC. (Exact name of registrant as specified in its c

May 23, 2019 EX-3.2

Second Amended and Restated By-Laws of The Navigators Group, Inc.

EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BY-LAWS OF THE NAVIGATORS GROUP, INC. (a Delaware corporation) ARTICLE 1 OFFICES 1.1 REGISTERED OFFICE The corporation shall maintain a registered office and registered agent in the state of Delaware. The registered office and/or registered agent of the corporation may be changed from time to time by action of the board of directors. 1.2 OTHER OFFICES

May 23, 2019 EX-3.1

Amended and Restated Certificate of Incorporation of The Navigators Group, Inc.

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF THE NAVIGATORS GROUP, INC. ARTICLE 1 The name of the corporation is: The Navigators Group, Inc. ARTICLE 2 The address of the corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. The name of the corporation’s registered agent at

May 23, 2019 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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 Date of report (Date of earliest event reported): May 23, 2019 THE NAVIGATORS GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Com

May 16, 2019 8-K

Other Events

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 Date of report (Date of earliest event reported): May 16, 2019 THE NAVIGATORS GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Com

May 16, 2019 8-K

Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 15, 2019 THE NAVIGATORS GROUP, INC.

May 16, 2019 EX-99.1

Navigators Announces Revised Dates for Second Quarter 2019 Dividend

EX-99.1 Exhibit 99.1 Navigators Announces Revised Dates for Second Quarter 2019 Dividend STAMFORD, Conn., May 15, 2019—The Navigators Group, Inc. (NASDAQ:NAVG) (“Navigators” or the “Company”) announced today that it has revised the record and payment dates for the previously announced second quarter dividend to more closely align these dates with past practice. A cash dividend of $0.07 per share o

May 9, 2019 10-Q

NAVG / Navigators Group, Inc. (The) 10-Q Quarterly Report 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2019 or ☐ Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 0-15886 The Navigators Group,

May 9, 2019 EX-11.1

Statement re Computation of Per Share Earnings (Loss)

Exhibit 11.1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings (Loss) The following table presents the computation of Basic and Diluted Earnings (Loss) per Share for the three months ended March 31, 2019 and 2018: Three Months Ended March 31, amounts in thousands, except per share amounts 2019 2018 Net Income (Loss) $ (1,738 ) $ 30,878 Basic Weighted Average Shares 29,8

May 9, 2019 EX-10.17

Retirement Agreement and Release of All Claims, dated March 15, 2019, made by and between Michael J. Casella and Navigators Management Company, Inc.

Exhibit 10.17 RETIREMENT AGREEMENT AND RELEASE OF ALL CLAIMS This Retirement Agreement and Release of All Claims (“Agreement”) is made by and between Michael J. Casella (“Casella”) and Navigators Management Company, Inc. (“NMC”) and was given to Casella on March 8, 2019. In consideration of the covenants and agreements contained in this document and the consideration described herein, Casella and

May 1, 2019 8-K

Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2019 THE NAVIGATORS GROUP, INC.

April 30, 2019 10-K/A

NAVG / Navigators Group, Inc. (The) 10-K/A Annual Report 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 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 0-15886 The N

March 12, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2019 THE NAVIGATORS GROUP, INC.

February 28, 2019 10-K

NAVG / Navigators Group, Inc. (The) 10-K 12.31.18 (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 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 0-15886 The Navigators Group, Inc

February 28, 2019 EX-11.1

Statement re Computation of Per Share Earnings

EXHIBIT 11.1 Years Ended December 31, amounts in thousands, except per share amounts 2018 2017 2016 Net Income $ 34,239 $ 40,494 $ 82,726 Basic Weighted Average Shares 29,720 29,441 29,074 Effect of Common Stock Equivalents: Assumed Vesting of Stock Grants 473 630 958 Diluted Weighted Average Shares 30,193 30,071 30,032 Net Income per Common Share: Basic $ 1.15 $ 1.38 $ 2.85 Diluted $ 1.13 $ 1.35

February 28, 2019 EX-21.1

Subsidiaries of Registrant

Exhibit 21.1 Jurisdiction in Name which organized Navigators Insurance Company New York Navigators Specialty Insurance Company New York Navigators Management Company, Inc. New York Navigators International Insurance Company Ltd. United Kingdom Navigators Management (UK) Ltd. United Kingdom Navigators Corporate Underwriters Ltd. United Kingdom Navigators Holdings (UK) Ltd. United Kingdom Navigators

February 15, 2019 8-K

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) February 14, 2019 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commissi

February 15, 2019 EX-99.1

Navigators Announces First Quarter 2019 Dividend

Exhibit 99.1 Navigators Announces First Quarter 2019 Dividend STAMFORD, CT, February 14, 2019 – The Navigators Group, Inc. (NASDAQ:NAVG) announced today that its Board of Directors declared a cash dividend of $0.07 per share of common stock for the first quarter of 2019. The dividend will be payable on March 11, 2019 to the Company's stockholders of record at the close of business on February 25,

February 11, 2019 SC 13G/A

NAVG / Navigators Group, Inc. (The) / VANGUARD GROUP INC Passive Investment

navigatorsgroupincthe.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: Navigators Group Inc/The Title of Class of Securities: Common Stock CUSIP Number: 638904102 Date of Event Which Requires Filing of this Statement: December 31, 2018 Check the appro

February 8, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 d701630d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 8, 2019 (February 4, 2019) THE NAVIGATORS GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-15886 13-3138397 (State or

February 8, 2019 SC 13G/A

NAVG / Navigators Group, Inc. (The) / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 dfs408.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NAVIGATORS GROUP INC (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

November 16, 2018 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2018 THE NAVIGATORS GROUP, INC.

November 16, 2018 EX-99.1

Navigators Stockholders Approve Merger with The Hartford

EX-99.1 Exhibit 99.1 Navigators Stockholders Approve Merger with The Hartford STAMFORD, CT, November 16, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) (“Navigators”) announced that, at a special meeting of stockholders held today, Navigators’ stockholders approved the adoption of the previously announced merger agreement relating to the proposed transaction between Navigators and The Hartford Fi

November 8, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 navg-8k20181107.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 7, 2018 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdictio

November 8, 2018 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Third Quarter 2018 Earnings

Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Third Quarter 2018 Earnings Stamford, CT – November 7, 2018 - The Navigators Group, Inc. (NASDAQ:NAVG) reported Net Income of $4.6 million, or $0.15 per diluted share, for the three months ended September 30, 2018 compared to a Net Loss of $(28.0) million, or $(0.95) per diluted share, for the same period in 2017. Net Operat

November 8, 2018 EX-11.1

Computation of Per Share Earnings

Exhibit 11.1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings (Loss) The following table presents the computation of Basic and Diluted Earnings (Loss) per Share for the three and nine months ended September 30, 2018 and 2017: Three Months Ended September 30, Nine Months Ended September 30, amounts in thousands, except per share amounts 2018 2017 2018 2017 Net Income (L

November 8, 2018 10-Q

NAVG / Navigators Group, Inc. (The) 10-Q (Quarterly Report)

10-Q 1 navg-10q20180930.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2018 or ☐ Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file

November 7, 2018 EX-10.1

Fourth Amended and Restated Funds at Lloyd's Letter of Credit Agreement

Exhibit 10.1 FOURTH AMENDED AND RESTATED FUNDS AT LLOYD’S LETTER OF CREDIT AGREEMENT AMONG THE NAVIGATORS GROUP, INC., as Borrower, THE LENDERS NAMED HEREIN, and ING BANK N.V., LONDON BRANCH, as Administrative Agent and Letter of Credit Agent DATED AS OF November 7, 2018 ING BANK, N.V., LONDON BRANCH, as Lead Arranger and Sole Bookrunner TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 ARTICLE II TH

November 7, 2018 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 navg-8k20181107.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 7, 2018 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdictio

November 6, 2018 DEFA14A

NAVG / Navigators Group, Inc. (The) DEFA14A

DEFA14A 1 d649019ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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 pe

November 6, 2018 EX-99.1

IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE MICHAEL KENT, Individually and On Behalf ) of All Others Similarly Situated, ) ) Plaintiff, ) Case No. _______________ ) v. ) CLASS ACTION ) THE NAVIGATORS GROUP, INC., SAUL L. ) JURY T

EX-99.1 Exhibit 99.1 IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE MICHAEL KENT, Individually and On Behalf ) of All Others Similarly Situated, ) ) Plaintiff, ) Case No. ) v. ) CLASS ACTION ) THE NAVIGATORS GROUP, INC., SAUL L. ) JURY TRIAL DEMANDED BASCH, TERENCE N. DEEKS, STANLEY A. ) GALANSKI, MERYL D. HARTZBAND, ) GEOFFREY E. JOHNSON, ROBERT V. ) MENDELSOHN, DAVID M. PLATTER

November 6, 2018 8-K

Financial Statements and Exhibits, Other Events

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2018 THE NAVIGATORS GROUP, INC.

November 1, 2018 DEFA14A

NAVG / Navigators Group, Inc. (The) DEFA14A

DEFA14A 1 d647804ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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 pe

October 19, 2018 EX-99.1

The Navigators Group, Inc. Announces Expiration of Hart-Scott-Rodino Waiting Period for Proposed Merger

EX-99.1 Exhibit 99.1 The Navigators Group, Inc. Announces Expiration of Hart-Scott-Rodino Waiting Period for Proposed Merger STAMFORD C.T. – October 19, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) (“Navigators” or the “Company”) announced today that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”), in connection with its previously a

October 19, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d640519d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 18, 2018 THE NAVIGATORS GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction

October 12, 2018 DEFA14A

NAVG / Navigators Group, Inc. (The) DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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)) ☐

October 12, 2018 DEFM14A

NAVG / Navigators Group, Inc. (The) DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 4, 2018 EX-99.1

The Navigators Group, Inc. Announces Special Meeting of Stockholders to be Held November 16, 2018

EX-99.1 Exhibit 99.1 The Navigators Group, Inc. Announces Special Meeting of Stockholders to be Held November 16, 2018 STAMFORD C.T. – October 4, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) (“Navigators” or the “Company”) today announced that it has established a meeting date of November 16, 2018 for a special meeting (the “Special Meeting”) of stockholders of record as of October 10, 2018 to,

October 4, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d597617d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2018 THE NAVIGATORS GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction

October 4, 2018 DEFA14A

NAVG / Navigators Group, Inc. (The) FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 4, 2018 THE NAVIGATORS GROUP, INC.

October 4, 2018 EX-99.1

Press Release of The Navigators Group, Inc. dated October 4, 2018

EX-99.1 Exhibit 99.1 The Navigators Group, Inc. Announces Special Meeting of Stockholders to be Held November 16, 2018 STAMFORD C.T. – October 4, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) (“Navigators” or the “Company”) today announced that it has established a meeting date of November 16, 2018 for a special meeting (the “Special Meeting”) of stockholders of record as of October 10, 2018 to,

September 25, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 d619882d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2018 THE NAVIGATORS GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of

September 25, 2018 EX-99.1

Navigators Announces End of “Go-Shop” Period

EX-99.1 Exhibit 99.1 Navigators Announces End of “Go-Shop” Period STAMFORD, CT, September 25, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) (“Navigators”) today announced the expiration of the 30-day “go-shop” period provided for under the terms of the previously announced definitive merger agreement (the “Merger Agreement”), pursuant to which Navigators will be acquired by The Hartford Financia

September 25, 2018 DEFA14A

NAVG / Navigators Group, Inc. (The) 8-K

DEFA14A 1 d619882d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 25, 2018 THE NAVIGATORS GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdictio

September 25, 2018 EX-99.1

Press Release of The Navigators Group, Inc. dated September 25, 2018

EX-99.1 Exhibit 99.1 Navigators Announces End of “Go-Shop” Period STAMFORD, CT, September 25, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) (“Navigators”) today announced the expiration of the 30-day “go-shop” period provided for under the terms of the previously announced definitive merger agreement (the “Merger Agreement”), pursuant to which Navigators will be acquired by The Hartford Financia

September 20, 2018 PREM14A

NAVG / Navigators Group, Inc. (The) PREM14A

Table of Contents PRELIMINARY PROXY STATEMENT, SUBJECT TO COMPLETION, DATED SEPTEMBER 20, 2018 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 31, 2018 SC 13D

NAVG / Navigators Group, Inc. (The) / Hartford Financial Services Group Inc/de - SC 13D Activist Investment

SC 13D 1 schedule13d.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* The Navigators Group, Inc. (Name of Issuer) Common Stock, par value $0.10 (Title of Class of Securities) 638904102 (CUSIP Number) David C. Robinson The Hartford Financial Services Group, Inc. One Hartford Plaza Hartford, CT

August 23, 2018 SC 13D/A

NAVG / Navigators Group, Inc. (The) / Deeks Terence N - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* The Navigators Group, Inc. (Name of Issuer) Common Stock, par value $0.10 per share (Title of Class of Securities) 638904102 (CUSIP Number) Terence N. Deeks c/o The Navigators Group, Inc. 400 Atlantic Street 8th Floor Stamford, Connecticut 069

August 23, 2018 EX-99.2

VOTING AGREEMENT

EX-99.2 Exhibit 2 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), dated as of August 22, 2018, among The Hartford Financial Services Group, Inc., a Delaware corporation (“Parent”), and the Persons executing this Agreement as “Stockholders” on the signature page hereto (each a “Stockholder” and collectively, the “Stockholders”). WHEREAS, concurrently with the execution and delivery of th

August 22, 2018 EX-99.1

VOTING AGREEMENT

EX-99.1 Exhibit 99.1 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), dated as of August 22, 2018, among The Hartford Financial Services Group, Inc., a Delaware corporation (“Parent”), and the Persons executing this Agreement as “Stockholders” on the signature page hereto (each a “Stockholder” and collectively, the “Stockholders”). WHEREAS, concurrently with the execution and delivery of

August 22, 2018 EX-99.2

VOTING AGREEMENT

EX-99.2 Exhibit 99.2 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), dated as of August 22, 2018, among The Hartford Financial Services Group, Inc., a Delaware corporation (“Parent”), and Stanley A. Galanski (“Stockholder”). WHEREAS, concurrently with the execution and delivery of this Agreement, Parent, Renato Acquisition Co., a Delaware corporation and wholly owned Subsidiary of Paren

August 22, 2018 EX-2.1

Agreement and Plan of Merger, dated as of August 22, 2018, by and among The Navigators Group, Inc., The Hartford Financial Services Group, Inc., and Renato Acquisition Co.*

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER By and Among THE NAVIGATORS GROUP, INC., THE HARTFORD FINANCIAL SERVICES GROUP, INC., and RENATO ACQUISITION CO. Dated as of August 22, 2018 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 Section 1.01 Merger 1 Section 1.02 Merger Effective Time 2 Section 1.03 Effects of Merger 2 Section 1.04 Certificate of Incorporation and By-Laws of the Surviving Co

August 22, 2018 EX-10.3

Form of President’s Award Agreement

EX-10.3 6 d605062dex103.htm EX-10.3 Exhibit 10.3 PRESIDENT’S AWARD AGREEMENT This PRESIDENT’S AWARD AGREEMENT (this “Agreement”) is entered into on this [•] day of [•], 2018 by and between The Navigators Group, Inc., a Delaware corporation (the “Company”), and [•] (“Employee”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in Section 8 hereof. WHE

August 22, 2018 EX-3.1

Amended and Restated By-Laws of The Navigators Group, Inc., as amended and restated on August 21, 2018

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF THE NAVIGATORS GROUP, INC. (As amended and restated on August 21, 2018) ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office shall be established and maintained at the office of the United States Corporation Company, in the City of Dover, in the County of Kent, in the State of Delaware, and said corporation shall be the registered

August 22, 2018 EX-10.2

Employment Agreement, dated August 21, 2018, by and among The Navigators Group, Inc., Navigators Management Company, Inc. and Ciro M. DeFalco

EX-10.2 Exhibit 10.2 EMPLOYMENT AGREEMENT THIS AGREEMENT is made the 21st day of August, 2018 (the “Effective Date”), by and among THE NAVIGATORS GROUP, INC., a Delaware corporation (“Navigators Group”), NAVIGATORS MANAGEMENT COMPANY, INC., a New York corporation and wholly owned subsidiary of Navigators Group (“Navigators Management” and, unless otherwise specified herein, together with Navigator

August 22, 2018 EX-10.1

Employment Agreement, dated August 21 2018, by and among The Navigators Group, Inc., Navigators Management Company, Inc. and Stanley A. Galanski

EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT is made the 21st day of August 2018 (the “Effective Date”), by and among THE NAVIGATORS GROUP, INC., a Delaware corporation (“Navigators Group”), NAVIGATORS MANAGEMENT COMPANY, INC., a New York corporation and wholly owned subsidiary of Navigators Group (“Navigators Management” and, unless otherwise specified herein, together with Navigators

August 22, 2018 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 22, 2018 THE NAVIGATORS GROUP, INC.

August 22, 2018 EX-99.1

Voting Agreement, dated as of August 22, 2018, by and among The Hartford Financial Services Group, Inc. and the stockholders party thereto

EX-99.1 Exhibit 99.1 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), dated as of August 22, 2018, among The Hartford Financial Services Group, Inc., a Delaware corporation (“Parent”), and the Persons executing this Agreement as “Stockholders” on the signature page hereto (each a “Stockholder” and collectively, the “Stockholders”). WHEREAS, concurrently with the execution and delivery of

August 22, 2018 DEFA14A

NAVG / Navigators Group, Inc. (The) FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 22, 2018 THE NAVIGATORS GROUP, INC.

August 22, 2018 EX-10.1

Employment Agreement, dated August 21 2018, by and among The Navigators Group, Inc., Navigators Management Company, Inc. and Stanley A. Galanski

EX-10.1 4 d605062dex101.htm EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT THIS AGREEMENT is made the 21st day of August 2018 (the “Effective Date”), by and among THE NAVIGATORS GROUP, INC., a Delaware corporation (“Navigators Group”), NAVIGATORS MANAGEMENT COMPANY, INC., a New York corporation and wholly owned subsidiary of Navigators Group (“Navigators Management” and, unless otherwise specified here

August 22, 2018 EX-10.2

Employment Agreement, dated August 21, 2018, by and among The Navigators Group, Inc., Navigators Management Company, Inc. and Ciro M. DeFalco

EX-10.2 Exhibit 10.2 EMPLOYMENT AGREEMENT THIS AGREEMENT is made the 21st day of August, 2018 (the “Effective Date”), by and among THE NAVIGATORS GROUP, INC., a Delaware corporation (“Navigators Group”), NAVIGATORS MANAGEMENT COMPANY, INC., a New York corporation and wholly owned subsidiary of Navigators Group (“Navigators Management” and, unless otherwise specified herein, together with Navigator

August 22, 2018 EX-2.1

Agreement and Plan of Merger, dated as of August 22, 2018, by and among The Navigators Group, Inc., The Hartford Financial Services Group, Inc., and Renato Acquisition Co.*

EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER By and Among THE NAVIGATORS GROUP, INC., THE HARTFORD FINANCIAL SERVICES GROUP, INC., and RENATO ACQUISITION CO. Dated as of August 22, 2018 TABLE OF CONTENTS Page ARTICLE I THE MERGER 1 Section 1.01 Merger 1 Section 1.02 Merger Effective Time 2 Section 1.03 Effects of Merger 2 Section 1.04 Certificate of Incorporation and By-Laws of the Surviving Co

August 22, 2018 EX-3.1

Amended and Restated By-Laws of The Navigators Group, Inc., as amended and restated on August 21, 2018

EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF THE NAVIGATORS GROUP, INC. (As amended and restated on August 21, 2018) ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office shall be established and maintained at the office of the United States Corporation Company, in the City of Dover, in the County of Kent, in the State of Delaware, and said corporation shall be the registered

August 22, 2018 EX-99.2

Voting Agreement, dated as of August 22, 2018, by and between The Hartford Financial Services Group, Inc. and Stanley A. Galanski

EX-99.2 Exhibit 99.2 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”), dated as of August 22, 2018, among The Hartford Financial Services Group, Inc., a Delaware corporation (“Parent”), and Stanley A. Galanski (“Stockholder”). WHEREAS, concurrently with the execution and delivery of this Agreement, Parent, Renato Acquisition Co., a Delaware corporation and wholly owned Subsidiary of Paren

August 22, 2018 EX-10.3

Form of President’s Award Agreement

EX-10.3 Exhibit 10.3 PRESIDENT’S AWARD AGREEMENT This PRESIDENT’S AWARD AGREEMENT (this “Agreement”) is entered into on this [•] day of [•], 2018 by and between The Navigators Group, Inc., a Delaware corporation (the “Company”), and [•] (“Employee”). Capitalized terms used but not otherwise defined herein have the meanings ascribed to such terms in Section 8 hereof. WHEREAS, Employee is a key empl

August 22, 2018 DEFA14A

NAVG / Navigators Group, Inc. (The) DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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)) ☐

August 22, 2018 EX-99.1

The Hartford to Acquire Navigators for $2.1 Billion in Cash

EX-99.1 Exhibit 99.1 The Hartford to Acquire Navigators for $2.1 Billion in Cash STAMFORD, CT, August 22, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) today announced that it has entered into a definitive agreement to be acquired by The Hartford Financial Services Group, Inc. (NYSE: HIG) in an all-cash transaction that values Navigators at approximately $2.1 billion. Under the terms of the agre

August 22, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

8-K 1 d607636d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 22, 2018 THE NAVIGATORS GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction

August 22, 2018 DEFA14A

NAVG / Navigators Group, Inc. (The) FORM 8-K

DEFA14A 1 d607636d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 22, 2018 THE NAVIGATORS GROUP, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdict

August 22, 2018 EX-99.1

Press Release of The Navigators Group, Inc. dated August 22, 2018

EX-99.1 Exhibit 99.1 The Hartford to Acquire Navigators for $2.1 Billion in Cash STAMFORD, CT, August 22, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) today announced that it has entered into a definitive agreement to be acquired by The Hartford Financial Services Group, Inc. (NYSE: HIG) in an all-cash transaction that values Navigators at approximately $2.1 billion. Under the terms of the agre

August 9, 2018 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Record Net Income in Second Quarter 2018

Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Record Net Income in Second Quarter 2018 Stamford, CT – August 8, 2018 - The Navigators Group, Inc. (NASDAQ:NAVG) reported Net Income of $32.1 million, or $1.07 per diluted share, for the three months ended June 30, 2018 compared to $20.5 million, or $0.69 per diluted share, for the same period in 2017. Net Operating Earning

August 9, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 navg-8k20180808.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, 2018 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction

August 9, 2018 EX-99.2

Navigators Announces Third Quarter 2018 Dividend

EX-99.2 3 navg-ex992137.htm EX-99.2 Exhibit 99.2 Navigators Announces Third Quarter 2018 Dividend STAMFORD, Conn., August 9, 2018—The Navigators Group, Inc. (NASDAQ:NAVG) announced today that its Board of Directors declared a cash dividend of $0.07 per share of common stock for the third quarter of 2018. The dividend will be payable on September 21, 2018 to the Company's stockholders of record at

August 9, 2018 EX-11.1

Computation of Per Share Earnings

Exhibit 11.1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings The following table presents the computation of Basic and Diluted Earnings per Share for the three and six months ended June 30, 2018 and 2017: Three Months Ended June 30, Six Months Ended June 30, amounts in thousands, except per share amounts 2018 2017 2018 2017 Net Income $ 32,104 $ 20,502 $ 62,982 $ 41,6

August 9, 2018 10-Q

NAVG / Navigators Group, Inc. (The) 10-Q (Quarterly Report)

10-Q 1 navg-10q20180630.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2018 or ☐ Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file numb

June 7, 2018 8-K

Financial Statements and Exhibits

8-K 1 navg-8k20180608.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) June 7, 2018 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of

June 7, 2018 EX-99.1

Navigators Completes Acquisition of Belgian Specialty Insurer

EX-99.1 2 navg-ex9916.htm EX-99.1 Exhibit 99.1 Navigators Completes Acquisition of Belgian Specialty Insurer STAMFORD, CT, June 7, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) today announced the completion of the acquisition of Bracht, Deckers & Mackelbert NV (“BDM”), a specialty underwriting agency, and its affiliated insurance company, Assurances Continentales – Continentale Verzekeringen NV

May 11, 2018 EX-99.1

Navigators Announces Second Quarter 2018 Dividend

EX-99.1 2 navg-ex9916.htm EX-99.1 Exhibit 99.1 Navigators Announces Second Quarter 2018 Dividend STAMFORD, CT, May 10, 2018 – The Navigators Group, Inc. (NASDAQ:NAVG) announced today that its Board of Directors declared a cash dividend of $0.07 per share of common stock for the second quarter of 2018. The dividend will be payable on June 29, 2018 to the Company's stockholders of record at the clos

May 11, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K 1 navg-8k20180510.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 10, 2018 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of

May 8, 2018 8-K

NAVG / Navigators Group, Inc. (The) 8-K (Current Report)

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 7, 2018 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission Fil

May 8, 2018 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter 2018 Earnings Net Income up 46.3% and Record Quarterly Operating Earnings

EX-99.1 2 navg-ex9916.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter 2018 Earnings Net Income up 46.3% and Record Quarterly Operating Earnings Stamford, CT – May 7, 2018 - The Navigators Group, Inc. (NASDAQ:NAVG) reported Net Income of $30.9 million, or $1.02 per diluted share, for the three months ended March 31, 2018 compared to $21.1 million,

May 8, 2018 EX-11.1

Computation of Per Share Earnings

EX-11.1 3 navg-ex1118.htm EX-11.1 Exhibit 11.1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings The following table presents the computation of Basic and Diluted Earnings per Share for the three months ended March 31, 2018 and 2017: Three Months Ended March 31, amounts in thousands, except per share amounts 2018 2017 Net Income $ 30,878 $ 21,110 Basic Weighted Average

May 8, 2018 10-Q

NAVG / Navigators Group, Inc. (The) 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2018 or ☐ Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 0-15886 The Navigators Group,

May 8, 2018 EX-4.1

Senior Indenture for Senior Debt Securities, dated as of April 17, 2006, between the Company and The Bank of New York Mellon (successor to JPMorgan Chase Bank N.A.), as Trustee.

EX-4.1 2 navg-ex41163.htm EX-4.1 Exhibit 4-1 EXECUTION COPY THE NAVIGATORS GROUP, INC. AND JPMORGAN CHASE BANK, N.A. TRUSTEE INDENTURE SENIOR DEBT SECURITIES Dated as of April 17, 2006 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.01. DEFINITIONS 1 SECTION 1.02. OTHER DEFINITIONS 4 SECTION 1.03. INCORPORATION BY REFERENCE OF TRUST INDENTURE ACT 4 SECTION 1

April 13, 2018 EX-25.2

Statement of Eligibility under the Trust Indenture Act of 1939 of The Bank of New York Mellon, as Trustee for the form of Subordinated Indenture.**

EX-25.2 6 d569594dex252.htm EX-25.2 Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in

April 13, 2018 EX-12.1

Computation of Ratio of Earnings to Fixed Charges.**

EX-12.1 Exhibit 12.1 The Navigators Group, Inc. Computation of Ratio of Earnings to Fixed Charges Year ended December 31, 2017 2016 2015 2014 2013 Income before income taxes $ 74,806 $ 117,509 $ 117,474 $ 140,536 $ 92,273 Add: Portion of rents representative of the interest factor 4,394 4,430 4,295 4,407 3,817 Interest expense 15,447 15,435 15,424 15,413 10,507 Call premium on Senior Notes — — — —

April 13, 2018 EX-25.1

Statement of Eligibility under the Trust Indenture Act of 1939 of The Bank of New York Mellon, as Trustee for the Senior Indenture, dated as of April 17, 2006, between the Company and The Bank of New York Mellon (successor to JP Morgan Chase Bank, N.A.), as Trustee.**

EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

April 13, 2018 S-3ASR

NAVG / Navigators Group, Inc. (The) FORM S-3

Form S-3 Table of Contents As filed with the Securities and Exchange Commission on April 13, 2018 Registration No.

March 29, 2018 DEFA14A

NAVG / Navigators Group, Inc. (The) DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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)) ☐

March 29, 2018 DEF 14A

NAVG / Navigators Group, Inc. (The) DEF 14A

DEF 14A 1 d548356ddef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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 per

February 22, 2018 EX-11.1

Statement re Computation of Per Share Earnings

EX-11.1 2 navg-ex1117.htm EX-11.1 EXHIBIT 11.1 Years Ended December 31, amounts in thousands, except per share amounts 2017 2016 2015 Net Income $ 40,494 $ 82,726 $ 81,057 Basic Weighted Average Shares 29,441 29,074 28,785 Effect of Common Stock Equivalents: Assumed Exercise of Stock Options and Vesting of Stock Grants 630 958 866 Diluted Weighted Average Shares 30,071 30,032 29,651 Net Income per

February 22, 2018 10-K

NAVG / Navigators Group, Inc. (The) 10-K (Annual Report)

10-K 1 navg-10k20171231.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 number

February 22, 2018 EX-21.1

Subsidiaries of Registrant

EX-21.1 3 navg-ex2116.htm EX-21.1 Exhibit 21.1 Jurisdiction in Name which organized Navigators Insurance Company New York Navigators Specialty Insurance Company New York Navigators Management Company, Inc. New York Navigators International Insurance Company Ltd. United Kingdom Navigators Management (UK) Ltd. United Kingdom Navigators Corporate Underwriters Ltd. United Kingdom Navigators Holdings (

February 16, 2018 CORRESP

NAVG / Navigators Group, Inc. (The) CORRESP

CORRESP 1 filename1.htm VIA EDGAR February 16, 2018 Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Attn: Jim Rosenberg Division of Corporation Finance Office of Healthcare and Insurance Re: The Navigators Group, Inc. (the “Company”) Form 10-K for Fiscal Year Ended December 31, 2016 Filed February 17, 2017 File No. 000-15886 Dear Mr. Rosenberg: This letter

February 15, 2018 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter 2017 Earnings Net Income up 24.4%; Board Approves Dividend Increase

navg-ex9916.htm Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter 2017 Earnings Net Income up 24.4%; Board Approves Dividend Increase Stamford, CT ? February 15, 2018 - The Navigators Group, Inc. (NASDAQ:NAVG) reported Net Income of $26.9 million, or $0.89 per diluted share, for the three months ended December 31, 2017 compared to $21.6 million, or $0.71 per

February 15, 2018 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 navg-8k20171231.htm 8-K - 4Q17 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 15, 2018 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jur

February 14, 2018 SC 13G/A

NAVG / Navigators Group, Inc. (The) / Vulcan Value Partners, LLC - 3G/A (Passive Investment)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)1 the Navigators Group, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

February 9, 2018 SC 13G/A

NAVG / Navigators Group, Inc. (The) / VANGUARD GROUP INC Passive Investment

SC 13G/A 1 navigatorsgroupincthe.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3 )* Name of issuer: Navigators Group Inc/The Title of Class of Securities: Common Stock CUSIP Number: 638904102 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to designate the rule

February 9, 2018 SC 13G

NAVG / Navigators Group, Inc. (The) / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G Passive Investment

SC 13G 1 dfs388.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* NAVIGATORS GROUP INC (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

February 7, 2018 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 navg-8k20180205.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) February 7, 2018 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdictio

February 7, 2018 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Announces the Estimated Impact of U.S. Tax Reform on the Fourth Quarter 2017

navg-ex9916.htm Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Announces the Estimated Impact of U.S. Tax Reform on the Fourth Quarter 2017 Stamford, CT ? February 7, 2018 - The Navigators Group, Inc. (NASDAQ:NAVG) today announced the expected impact on its Fourth Quarter 2017 results due to the Tax Cuts and Jobs Act of 2017 (the ?Tax Act?) that was signed into law by President

February 5, 2018 CORRESP

NAVG / Navigators Group, Inc. (The) CORRESP

CORRESP 1 filename1.htm VIA EDGAR February 5, 2018 Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Attn: Jim Rosenberg Division of Corporation Finance Office of Healthcare and Insurance Re: The Navigators Group, Inc. (the “Company”) Form 10-K for Fiscal Year Ended December 31, 2016 Filed February 17, 2017 File No. 000-15886 Dear Mr. Rosenberg: This letter

January 11, 2018 CORRESP

NAVG / Navigators Group, Inc. (The) CORRESP

CORRESP 1 filename1.htm January 11, 2018 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Jim B. Rosenberg Senior Assistant Chief Accountant Re: The Navigators Group, Inc. (the “Company”) Form 10-K for Fiscal Year Ended December 31, 2016 Filed February 17, 2017 File No. 000-15886 Dear Mr. Rosenberg: We hereby acknowledge r

December 18, 2017 EX-2.1

Share Purchase Agreement, dated as of December 15, 2017, by and between the Company and Ackermans & van Haaren NV, SIPEF NV, Mr. Jozef Gielen and Kapimar Comm.V

EX-2.1 2 navg-ex216.htm EX-2.1 Exhibit 2.1 15 December 2017 SHARE PURCHASE Agreement in respect of all shares in BDM NV and ASCO NV between Ackermans & van Haaren NV, SIPEF NV, Mr Jozef Gielen and Kapimar Comm.V as Sellers and The Navigators Group, Inc. as Purchaser Argo Law Posthofbrug 12 2600 Antwerpen Tel.: +32 3 206 85 30 Fax: +32 3 206 85 55 Table of Contents TABLE OF CONTENTS 1 SHARE PURCHAS

December 18, 2017 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 navg-8k20171215.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) December 15, 2017 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdicti

December 18, 2017 EX-99.1

Navigators to Acquire Belgian Specialty Insurer

navg-ex99122.htm Exhibit 99.1 Navigators to Acquire Belgian Specialty Insurer STAMFORD, CT, December 18, 2017 ? The Navigators Group, Inc. (NASDAQ:NAVG) today announced that it has entered into a share purchase agreement for the purchase of all of the shares of Assurances Continentales ? Continentale Verzekeringen NV (?ASCO?) and Bracht, Deckers & Mackelbert NV (?BDM?). ASCO and BDM are both based

December 1, 2017 CORRESP

NAVG / Navigators Group, Inc. (The) CORRESP

CORRESP 1 filename1.htm VIA EDGAR December 1, 2017 Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Attn: Jim Rosenberg Division of Corporation Finance Office of Healthcare and Insurance Re: The Navigators Group, Inc. (the “Company”) Form 10-K for Fiscal Year Ended December 31, 2016 Filed February 17, 2017 File No. 000-15886 Dear Mr. Rosenberg: This letter

November 3, 2017 10-Q

Navigators Group 10-Q (Quarterly Report)

10-Q 1 navg-10q20170930.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ 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 ☐ Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file

November 3, 2017 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Third Quarter 2017 Results

navg-ex991169.htm Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Third Quarter 2017 Results Stamford, CT ? November 2, 2017 - The Navigators Group, Inc. (NASDAQ:NAVG) reported a Net Loss of $(28.0) million, or $(0.95) per diluted share, for the three months ended September 30, 2017 compared to Net Income of $22.0 million, or $0.73 per diluted share, for the same period i

November 3, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 navg-8k20171102.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 2, 2017 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdictio

October 10, 2017 EX-99.1

Navigators Estimates Natural Catastrophe Losses for Third Quarter

EX-99.1 2 navg-ex9917.htm EX-99.1 Exhibit 99.1 Navigators Estimates Natural Catastrophe Losses for Third Quarter STAMFORD, CT – October 5, 2017 – The Navigators Group, Inc. (NASDAQ:NAVG) today announced that its estimated financial impact from natural catastrophes in the third quarter will range from $50 to $70 million pre-tax and $33 to $45 million after tax. The company is providing these estima

October 10, 2017 8-K

Financial Statements and Exhibits, Other Events

8-K 1 navg-8k20171005.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 5, 2017 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction

August 4, 2017 10-Q

Navigators Group 10-Q (Quarterly Report)

10-Q 1 navg-10q20170630.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ 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 ☐ Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file numb

August 4, 2017 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Second Quarter 2017 Earnings Net Income up 26.6%; Book Value up 3.2%

navg-ex9916.htm Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Second Quarter 2017 Earnings Net Income up 26.6%; Book Value up 3.2% Stamford, CT ? August 3, 2017 - The Navigators Group, Inc. (NASDAQ:NAVG) reported Net Income of $20.5 million, or $0.69 per diluted share, for the three months ended June 30, 2017 compared to $16.2 million, or $0.54 per diluted share, for th

August 4, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 navg-8k20170803.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 3, 2017 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction

May 25, 2017 8-K

Financial Statements and Exhibits, Other Events, 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) May 25, 2017 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission Fi

May 25, 2017 EX-99.1

Navigators Announces Second Quarter 2017 Dividend Board Increases Dividend to $0.06 per Share of Common Stock

EX-99.1 2 d399157dex991.htm EX-99.1 Exhibit 99.1 Navigators Announces Second Quarter 2017 Dividend Board Increases Dividend to $0.06 per Share of Common Stock STAMFORD, CT, May 25, 2017—The Navigators Group, Inc. (NASDAQ: NAVG) announced today that its Board of Directors declared a cash dividend of $0.06 per share of common stock for the second quarter of 2017, reflecting a one and one-half cent i

May 5, 2017 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter 2017 Earnings

EX-99.1 2 navg-ex9916.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter 2017 Earnings Stamford, CT – May 4, 2017 - The Navigators Group, Inc. (NASDAQ:NAVG) reported Net income of $21.1 million, or $0.70 per diluted share, for the three months ended March 31, 2017 compared to $22.9 million, or $0.77 per diluted share, for the comparable period in 20

May 5, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 navg-8k20170505.htm 8-K 1Q-2017 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 4, 2017 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdic

May 5, 2017 10-Q

Navigators Group 10-Q (Quarterly Report)

navg-10q20170331.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2017 or ? Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 0-15886

May 5, 2017 EX-11.1

Three Months Ended March 31,

EX-11.1 2 navg-ex1119.htm EX-11.1 Exhibit 11-1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings The following table presents the computation of basic and diluted earnings per share for the three months ended March 31, 2017 and 2016: Three Months Ended March 31, amounts in thousands, except per share amounts 2017 2016 Net income $ 21,110 $ 22,932 Basic weighted average

April 13, 2017 DEFA14A

Navigators Group DEFA14A

DEFA14A 1 d374042ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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 pe

April 13, 2017 DEF 14A

Navigators Group DEF 14A

DEF 14A 1 d371823ddef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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 per

April 3, 2017 8-K

Navigators Group 8-K_BLAKENEY'S RETIREMENT (Current Report/Significant Event)

navg-8k20170404.htm 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, 2017 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorpo

February 17, 2017 10-K

Navigators Group NAVG-10K-20161231 (Annual Report)

navg-10k20161231.htm I went into the UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 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 num

February 17, 2017 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter 2016 Earnings Net Income up 21.7%

EX-99.1 2 navg-ex9916.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter 2016 Earnings Net Income up 21.7% Stamford, CT – February 16, 2017 - The Navigators Group, Inc. (NASDAQ:NAVG) reported Net income of $21.6 million, or $0.71 per diluted share, for the three months ended December 31, 2016 compared to $17.7 million, or $0.59 per diluted share, f

February 17, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 navg-8k20170220.htm 8-K 4Q-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) February 16, 2017 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Ju

February 17, 2017 EX-10.21

Guarantee, dated February 16, 2017, entered into by the Company

EXHIBIT 10.21 GUARANTEE GUARANTEE (this “Guarantee”), dated as of February 16, 2017, is executed by The Navigators Group, Inc., a corporation organized under the laws of Delaware (“Parent”), in favor of Navigators International Insurance Company Ltd., an insurance company organized under the laws of the United Kingdom and a direct wholly-owned subsidiary of Parent (the “Subsidiary”). 1.Guarantee.

February 17, 2017 EX-11.1

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

EX-11.1 3 navg-ex1116.htm EX-11.1 EXHIBIT 11.1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings Earnings Per Share of Common Stock and Common Stock Equivalents Years Ended December 31, amounts in thousands, except share and per share amounts 2016 2015 2014 Net income $ 82,726 $ 81,057 $ 95,329 Basic weighted average shares(1) 29,073,803 28,785,044 28,519,536 Effect of

February 17, 2017 EX-21.1

Jurisdiction in

EX-21.1 4 navg-ex21111.htm EX-21.1 Exhibit 21.1 Jurisdiction in Name which organized Navigators Insurance Company New York Navigators Specialty Insurance Company New York Navigators Management Company, Inc. New York Navigators Management (UK) Ltd. United Kingdom Navigators Corporate Underwriters Ltd. United Kingdom Navigators Holdings (UK) Ltd. United Kingdom Navigators Underwriting Agency Ltd. Un

February 14, 2017 SC 13G/A

Navigators Group 3G/A (Passive Acquisition of More Than 5% of Shares)

SC 13G/A 1 vvpnavg123116.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)1 the Navigators Group, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

February 10, 2017 SC 13G/A

NAVG / Navigators Group, Inc. (The) / FRONTIER CAPITAL MANAGEMENT CO LLC - SC 13G/A Passive Investment

SC 13G/A 1 d335758dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1) NAVIGATORS GROUP INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 638904102 (CUSIP Number) DECEMBER 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

February 10, 2017 SC 13G/A

Navigators Group 3G/A (Passive Acquisition of More Than 5% of Shares)

navigatorsgroupincthe.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2 )* Name of issuer: Navigators Group Inc/The Title of Class of Securities: Common Stock CUSIP Number: 638904102 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appro

February 9, 2017 SC 13G/A

NAVG / Navigators Group, Inc. (The) / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* NAVIGATORS GROUP INC (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

January 3, 2017 EX-99.1

Ryan Specialty Group Acquires Navigators’ Nordic Agency Operations

EX-99.1 Exhibit 99.1 Ryan Specialty Group Acquires Navigators? Nordic Agency Operations LONDON, 3 January 2017?The Navigators Group, Inc. (NASDAQ: NAVG) (?Navigators?) and Ryan Specialty Group, LLC (?RSG?) announced today the acquisition by RSG of Navigators? insurance agency operations in Sweden and Denmark. The transaction represents a 100% acquisition of Navigators? Sweden and Denmark corporati

January 3, 2017 8-K

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) December 31, 2016 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission F

December 12, 2016 EX-99.1

Navigators Names Meryl D. Hartzband to Board of Directors

EX-99.1 Exhibit 99.1 Navigators Names Meryl D. Hartzband to Board of Directors STAMFORD, CT, December 7, 2016 ? The Board of Directors of The Navigators Group, Inc. (NASDAQ:NAVG) today announced the appointment of Meryl D. Hartzband as an independent director to the Company, effective immediately. Ms. Hartzband will serve on the Compensation and Finance Committees of the Board of Directors. Ms. Ha

December 12, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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) December 6, 2016 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission Fi

December 12, 2016 EX-99.2

Navigators Announces Two-for-One Stock Split

EX-99.2 Exhibit 99.2 Navigators Announces Two-for-One Stock Split STAMFORD, CT, December 6, 2016 ? The Navigators Group, Inc. (NASDAQ:NAVG) today announced that its Board of Directors has approved a two-for-one stock split of the Company?s outstanding shares of common stock, to be effected in the form of a stock dividend. Stockholders of record at the close of business on December 30, 2016 will re

November 10, 2016 CORRESP

Navigators Group ESP

CORRESP 1 filename1.htm November 10, 2016 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Attn: Jim B. Rosenberg Senior Assistance Chief Accountant Office of Healthcare and Insurance Re: The Navigators Group, Inc. (the “Company”) Form 10-K for Fiscal Year Ended December 31, 2015 Filed February 12, 2016 File No. 0-15886 Dear Mr. Rosenberg: This le

November 8, 2016 EX-10.1

Third Amended and Restated Funds at Lloyd's Letter of Credit Agreement, dated as of November 7, 2016, among the Company, ING Bank N.V., London Branch, individually and as Administrative Agent and Letter of Credit Agent, JP Morgan Chase Bank N.A., and Barclays Bank PLC

EX-10.1 2 navg-ex1016.htm EX-10.1 Exhibit 10.1 THIRD AMENDED AND RESTATED FUNDS AT LLOYD’S LETTER OF CREDIT AGREEMENT AMONG THE NAVIGATORS GROUP, INC., as Borrower, THE LENDERS NAMED HEREIN, and ING BANK N.V., LONDON BRANCH, as Administrative Agent and Letter of Credit Agent DATED AS OF NOVEMBER 7, 2016 ING BANK, N.V., LONDON BRANCH, as Lead Arranger and Sole Bookrunner 721957545 11052467 TABLE OF

November 8, 2016 8-K

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 navg-8k20161107.htm NAVG-8K-CREDIT FACILITY AGREEMENT 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, 2016 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-31383

November 4, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 navg-8k20160930.htm NAVG-8K-20161103 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 3, 2016 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Othe

November 4, 2016 EX-99

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Third Quarter 2016 Earnings Net Income up 20.9%

EX-99 2 navg-ex997.htm EX-99 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Third Quarter 2016 Earnings Net Income up 20.9% Stamford, CT – November 3, 2016 - The Navigators Group, Inc. (NASDAQ:NAVG) reported Net income of $22.0 million, or $1.46 per diluted share, for the three months ended September 30, 2016 compared to $18.2 million, or $1.23 per diluted share, for the

November 4, 2016 10-Q

Navigators Group 10-Q (Quarterly Report)

10-Q 1 navg-10q20160930.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2016 or ☐ Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file

November 4, 2016 EX-11.1

Three Months Ended September 30,

EX-11.1 2 navg-ex11114.htm EX-11.1 Exhibit 11-1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings The following table presents the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2016: Three Months Ended September 30, Nine Months Ended September 30, amounts in thousands, except share and per share amounts 2016 2015 2

August 8, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 navg-8k20160805.htm NAVG-8K-20160804 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 4, 2016 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other

August 8, 2016 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Second Quarter 2016 Earnings

navg-ex9917.htm Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Second Quarter 2016 Earnings Stamford, CT ? August 4, 2016 - The Navigators Group, Inc. (NASDAQ:NAVG) reported Net income of $16.2 million, or $1.08 per diluted share, for the three months ended June 30, 2016 compared to $19.2 million, or $1.30 per diluted share, for the comparable period in 2015. Operating e

August 5, 2016 10-Q

Navigators 10-Q (Quarterly Report)

10-Q 1 navg-10q20160630.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2016 or o Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file numb

August 5, 2016 EX-11.1

Three Months Ended June 30,

Exhibit 11-1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings The following table presents the computation of basic and diluted earnings per share for the three and six months ended June 30, 2016 and 2015: Three Months Ended June 30, Six Months Ended June 30, amounts in thousands, except share and per share amounts 2016 2015 2016 2015 Net income $ 16,190 $ 19,184 $ 39,

May 31, 2016 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

8-K 1 d13557d8k.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 Date of report (Date of earliest event reported) May 26, 2016 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Inco

May 31, 2016 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Initiates Dividend

EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Initiates Dividend Stamford, CT, May 26, 2016 – (GLOBAL NEWSWIRE) — The Navigators Group, Inc. (NASDAQ:NAVG) announced today that its Board of Directors has declared a quarterly cash dividend of $0.09 per share of common stock to be paid on July 15, 2016 to stockholders of record at the close of business on June 20, 2016. Th

May 9, 2016 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter 2016 Earnings Diluted EPS $1.54 per share; Operating Earnings $1.36 per diluted share

navg-ex9916.htm Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter 2016 Earnings Diluted EPS $1.54 per share; Operating Earnings $1.36 per diluted share Stamford, CT ? May 5, 2016 - The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $22.9 million, or $1.54 per diluted share, for the three months ended March 31, 2016 compared to $25.9 million, or $1

May 9, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 navg-8k20160505.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 5, 2016 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of

May 6, 2016 EX-11.1

Three Months Ended March 31,

EX-11.1 2 navg-ex11110.htm EX-11.1 Exhibit 11-1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings The following table presents the computation of basic and diluted earnings per share for the three months ended March 31, 2016 and 2015: Three Months Ended March 31, amounts in thousands, except share and per share amounts 2016 2015 Net income $ 22,932 $ 25,929 Basic weight

May 6, 2016 10-Q

NAVG / Navigators Group, Inc. (The) 10-Q - Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2016 or o Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 0-15886 The Navigators Group,

April 14, 2016 DEF 14A

Navigators Group DEF 14A

DEF 14A 1 d70313ddef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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 permit

April 14, 2016 DEFA14A

Navigators Group DEFA14A

DEFA14A 1 d120558ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as pe

February 16, 2016 SC 13G/A

NAVG / Navigators Group, Inc. (The) / Vulcan Value Partners, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)1 the Navigators Group, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

February 12, 2016 EX-21.1

Jurisdiction in

EX-21.1 3 navg-ex211197.htm EX-21.1 Exhibit 21.1 Jurisdiction in Name which organized Navigators Insurance Company New York Navigators Specialty Insurance Company New York Navigators Management Company, Inc. New York Navigators Management (UK) Ltd. United Kingdom Navigators Corporate Underwriters Ltd. United Kingdom Navigators Holdings (UK) Ltd. United Kingdom Navigators Underwriting Agency Ltd. U

February 12, 2016 EX-11.1

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

EX-11.1 2 navg-ex111701.htm EX-11.1 EXHIBIT 11-1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Computation of Per Share Earnings Earnings Per Share of Common Stock and Common Stock Equivalents Years Ended December 31, amounts in thousands, except share and per share amounts 2015 2014 2013 Net income $ 81,057 $ 95,329 $ 63,466 Basic weighted average shares 14,392,522 14,259,768 14,133,925 Effect of c

February 12, 2016 10-K

NAVG / Navigators Group, Inc. (The) 10-K - Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or o 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 0-15886 The Navigators Group, Inc

February 12, 2016 SC 13G

Navigators Group SC 13G (Passive Acquisition of More Than 5% of Shares)

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* NAVIGATORS GROUP INC. (Name of Issuer) COMMON STOCKS (Title of Class of Securities) 638904102 (CUSIP Number) DECEMBER 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

February 11, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 navg-8k20160210.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) February 10, 2016 THE NAVIGATORS GROUP, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdicti

February 11, 2016 EX-99.1

CORPORATE NEWS Navigators Reports Fourth Quarter and Full Year Earnings

navg-ex99115.htm Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter and Full Year Earnings Stamford, CT ? February 10, 2016 - The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $17.7 million, or $1.19 per diluted share, for the three months ended December 31, 2015 compared to $19.3 million, or $1.31 per diluted share, for the comparable period in

February 10, 2016 SC 13G/A

Navigators Group 3G/A (Passive Acquisition of More Than 5% of Shares)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Navigators Group Inc/The Title of Class of Securities: Common Stock CUSIP Number: 638904102 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to designate the rule pursuant to which this Schedule is fi

February 9, 2016 SC 13G/A

NAVG / Navigators Group, Inc. (The) / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 rrd372.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* NAVIGATORS GROUP INC (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

November 6, 2015 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Third Quarter Earnings, Operating Earnings $1.37 per diluted share

EX-99.1 2 d50799dex991.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Third Quarter Earnings, Operating Earnings $1.37 per diluted share Stamford, CT – November 5, 2015 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $18.2 million, or $1.23 per diluted share, for the three months ended September 30, 2015 compared to $31.2 million, or $2.14 p

November 6, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d50799d8k.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 5, 2015 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incor

August 7, 2015 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Second Quarter Operating Earnings up 31%, Net Income up 14%

EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Second Quarter Operating Earnings up 31%, Net Income up 14% Stamford, CT – August 6, 2015 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $19.2 million, or $1.30 per diluted share, for the three months ended June 30, 2015 compared to $16.9 million, or $1.17 per diluted share, for the comparable period in 20

August 7, 2015 8-K

Regulation FD Disclosure, 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 6, 2015 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission File

May 21, 2015 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 d932584d8k.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 Date of report (Date of earliest event reported) May 21, 2015 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Inc

May 8, 2015 8-K

Regulation FD Disclosure, 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 7, 2015 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission File Nu

May 8, 2015 8-K

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) May 8, 2015 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission File Nu

May 8, 2015 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter 2015 Earnings

EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter 2015 Earnings Stamford, CT ? May 7, 2015 ? The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $25.9 million, or $1.77 per diluted share, for the three months ended March 31, 2015 compared to $28.0 million, or $1.94 per diluted share, for the comparable period in 2014. 2014 results included

May 8, 2015 EX-99.1

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Consolidated and Segment Information (unaudited) Three Months Ended March 31, 2014 ($ in thousands) U.S. Int’l Insurance Insurance GlobalRe Corporate (1) Total Gross written premiums $ 198,348 $ 119,192 $ 1

EX-99.1 Exhibit 99.1 THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Consolidated and Segment Information (unaudited) Three Months Ended March 31, 2014 ($ in thousands) U.S. Int?l Insurance Insurance GlobalRe Corporate (1) Total Gross written premiums $ 198,348 $ 119,192 $ 105,250 $ ? $ 422,790 Ceded written premiums (65,066 ) (42,582 ) (3,292 ) ? (110,940 ) Net written premiums 133,282 76,610 101,958

April 14, 2015 EX-25.2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.2 Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ? CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-516

April 14, 2015 S-3ASR

Navigators Group S-3ASR

S-3ASR 1 d909901ds3asr.htm S-3ASR Table of Contents As filed with the Securities and Exchange Commission on April 14, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 THE NAVIGATORS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdictio

April 14, 2015 EX-12.1

The Navigators Group, Inc.

EX-12.1 Exhibit 12.1 The Navigators Group, Inc. Computation of Ratio of Earnings to Fixed Charges Year ended December 31, 2014 2013 2012 2011 2010 Income before income taxes $ 140,536 $ 92,273 $ 91,736 $ 32,734 $ 98,829 Add: Portion of rents representative of the interest factor 4,407 3,817 3,515 3,476 3,093 Letter of credit charges 2,351 1,985 2,707 2,388 2,645 Interest expense 15,413 10,507 8,19

April 14, 2015 EX-25.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE

EX-25.1 5 d909901dex251.htm EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in

April 9, 2015 DEFA14A

Navigators Group DEFA14A

DEFA14A 1 d902355ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as pe

April 9, 2015 DEF 14A

Navigators Group DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) 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)) x Definitiv

April 1, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 26, 2015 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission File

February 26, 2015 CORRESP

NAVG / Navigators Group, Inc. (The) CORRESP - -

CORRESP 1 filename1.htm February 26, 2015 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Attn: Cecelia Blye, Chief Office of Global Security Risk Re: The Navigators Group, Inc. (the “Company”) Form 10-K for Fiscal Year Ended December 31, 2013 Filed February 14, 2014 (File No. 000-15886) Response letter filed February 3, 2015 Dear Ms. Blye: This

February 17, 2015 SC 13G/A

NAVG / Navigators Group, Inc. (The) / Vulcan Value Partners, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)1 the Navigators Group, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

February 17, 2015 EX-99.1

CORPORATE NEWS Navigators Reports Fourth Quarter and Full Year 2014 Earnings, Record Earnings Per Share

EX-99.1 2 d874683dex991.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter and Full Year 2014 Earnings, Record Earnings Per Share Stamford, CT – February 11, 2015 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $19.3 million, or $1.31 per diluted share, for the three months ended December 31, 2014 compared to $14.3 million, or $1.

February 17, 2015 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d874683d8k.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 Date of report (Date of earliest event reported) February 11, 2015 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction o

February 10, 2015 SC 13G

NAVG / Navigators Group, Inc. (The) / VANGUARD GROUP INC Passive Investment

SC 13G 1 navigatorsgroupinc.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Navigators Group Inc/The Title of Class of Securities: Common Stock CUSIP Number: 638904102 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the appropriate box to designate the rule pursu

February 5, 2015 SC 13G/A

NAVG / Navigators Group, Inc. (The) / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 rrd237.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* NAVIGATORS GROUP INC (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

February 3, 2015 CORRESP

NAVG / Navigators Group, Inc. (The) CORRESP - -

Correspondence February 3, 2015 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Washington, D.

December 10, 2014 EX-99.1

Navigators Appoints Patricia Roberts to Board of Directors

EX-99.1 2 d835258dex991.htm EX-99.1 Exhibit 99.1 Navigators Appoints Patricia Roberts to Board of Directors STAMFORD, CT, December 9, 2014 (GLOBE NEWSWIRE) — The Navigators Group, Inc. (NASDAQ:NAVG) announced today that Patricia Roberts (59) has been appointed to its Board of Directors. Ms. Roberts built a stellar, 35-year career at General Reinsurance Corporation, joining in 1977 as an excess cas

December 10, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 Date of report (Date of earliest event reported) December 4, 2014 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Comm

November 7, 2014 EX-99.1

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES Financial Highlights ($ in thousands, except share and per share data) Three Months Ended Nine Months Ended September 30, September 30, Results of Operations 2014 2013 Change 2014 2013 Change Gross written

EX-99.1 2 d816548dex991.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Record Third Quarter Earnings Stamford, CT – November 6, 2014 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $31.2 million, or $2.14 per diluted share, for the three months ended September 30, 2014 compared to $21.3 million, or $1.48 per diluted share, for the comparable

November 7, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d816548d8k.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 Date of report (Date of earliest event reported) November 6, 2014 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of

August 8, 2014 EX-99.1

Navigators Reports Second Quarter Earnings, Net Income up 21%

EX-99.1 2 d770096dex991.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Second Quarter Earnings, Net Income up 21% Stamford, CT – August 7, 2014 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $16.9 million, or $1.17 per diluted share, for the three months ended June 30, 2014 compared to $13.9 million, or $0.97 per diluted share, for the comp

August 8, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d770096d8k.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 7, 2014 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorp

May 28, 2014 8-K

Submission of Matters to a Vote of Security Holders

8-K 1 d732495d8k.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 22, 2014 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorpor

May 9, 2014 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter Earnings, Operating Earnings Up 94%

EX-99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter Earnings, Operating Earnings Up 94% Stamford, CT — May 7, 2014 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $28.0 million, or $1.94 per diluted share, for the three months ended March 31, 2014 compared to $13.9 million, or $0.97 per diluted share, for the comparable period in 2013. Operating ear

May 9, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d725494d8k.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 7, 2014 THE NAVIGATORS GROUP, INC. (Exact name of registrant as specified in charter) Delaware 0-15886 13-3138397 (State or other jurisdiction of incorpora

April 10, 2014 DEF 14A

- DEF 14A

DEF 14A 1 d705920ddef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as per

April 10, 2014 DEFA14A

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x 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)) ¨

March 28, 2014 S-8

- FORM S-8

Form S-8 As filed with the Securities and Exchange Commission on March 28, 2014 Registration No.

February 18, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d680035d8k.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) February 13, 2014 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Inc

February 18, 2014 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter Earnings, Operating Earnings up 89%

EX-99.1 2 d680035dex991.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter Earnings, Operating Earnings up 89% Stamford, CT – February 13, 2014 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $14.3 million, or $1.00 per diluted share, for the three months ended December 31, 2013 compared to $28.0 million, or $1.96 per diluted shar

February 14, 2014 10-K

Navigators Group FORM 10-K (Annual Report)

10-K 1 d639801d10k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commi

February 10, 2014 SC 13G

NAVG / Navigators Group, Inc. (The) / Vulcan Value Partners, LLC - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )1 THE NAVIGATORS GROUP, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

February 10, 2014 SC 13G/A

NAVG / Navigators Group, Inc. (The) / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* NAVIGATORS GROUP INC (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc

December 23, 2013 CORRESP

-

CORRESP 1 filename1.htm December 20, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Washington, D.C. 20549 Attn: Jeffrey P. Riedler Assistant Director Re: The Navigators Group, Inc. (the “Company”) Form 10-K for Fiscal Year Ended December 31, 2012 Filed March 1, 2013 (File No. 000-15886) Dear Mr. Reidler: This letter is in response to the Division of Corporation

November 13, 2013 EX-99.1

EX-99.1

EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Third Quarter Earnings Stamford, CT – November 7, 2013 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $21.3 million, or $1.48 per diluted share, for the three months ended September 30, 2013 compared to $12.9 million, or $0.90 per diluted share, for the comparable period in 2012. Operating earnings

November 13, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d628407d8k.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 Date of report (Date of earliest event reported) November 7, 2013 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of

October 4, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, 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) October 2, 2013 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission Fil

October 4, 2013 EX-99.1

2

EX-99.1 Exhibit 99.1 October 4, 2013 Navigators Closes Offering of $265 million of Senior Notes NEW YORK, NY, Oct. 4, 2013 (GLOBE NEWSWIRE) — The Navigators Group, Inc. (NASDAQ:NAVG), an international commercial property & casualty specialty insurance holding company, has closed its public offering of $265 million aggregate principal amount of senior unsecured notes due 2023 (the “Notes”). The off

October 4, 2013 424B5

PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED JUNE 12, 2012 The Navigators Group, Inc. 5.75% Senior Notes due October 15, 2023

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-181838 PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED JUNE 12, 2012 $265,000,000 The Navigators Group, Inc. 5.75% Senior Notes due October 15, 2023 We are offering $265,000,000 aggregate principal amount of 5.75% senior notes due October 15, 2023 (the “notes”). We will pay interest on the notes on April 15 and October 15 of e

October 4, 2013 EX-4.1

Second Supplemental Indenture, dated as of October 4, 2013, between the Company and The Bank of New York Mellon

EX-4.1 3 d607822dex41.htm EX-4.1 Exhibit 4.1 THE NAVIGATORS GROUP, INC. AND THE BANK OF NEW YORK MELLON, as Trustee SECOND SUPPLEMENTAL INDENTURE TO INDENTURE DATED AS OF APRIL 17, 2006 SENIOR DEBT SECURITIES Dated as of October 4, 2013 5.75% Senior Notes due October 15, 2023 TABLE OF CONTENTS Page ARTICLE I RELATION TO INDENTURE; DEFINITIONS 1 Section 1.1. Relation to Indenture 1 Section 1.2. Def

October 4, 2013 EX-1.1

The Navigators Group, Inc. 5.75% Senior Notes due 2023 Underwriting Agreement October 2, 2013

Exhibit 1.1 The Navigators Group, Inc. 5.75% Senior Notes due 2023 Underwriting Agreement October 2, 2013 Goldman, Sachs & Co., Keefe, Bruyette & Woods, Inc. As representatives of the several Underwriters named in Schedule I hereto, c/o Goldman, Sachs & Co., 200 West Street, New York, New York 10282-2198. Ladies and Gentlemen: The Navigators Group, Inc., a Delaware corporation (the “Company”), pro

October 2, 2013 FWP

The Navigators Group, Inc. 5.75% Senior Notes due 2023 PRICING TERM SHEET Issuer: The Navigators Group, Inc. Securities: 5.75% Senior Notes due 2023 Principal Amount: $265,000,000 Trade Date: October 2, 2013 Settlement Date: October 4, 2013 (T+2) Mat

FWP 1 d607043dfwp.htm FREE WRITING PROSPECTUS Filed Pursuant to Rule 433 Registration No. 333-181838 October 2, 2013 The Navigators Group, Inc. 5.75% Senior Notes due 2023 PRICING TERM SHEET Issuer: The Navigators Group, Inc. Securities: 5.75% Senior Notes due 2023 Principal Amount: $265,000,000 Trade Date: October 2, 2013 Settlement Date: October 4, 2013 (T+2) Maturity Date: October 15, 2023 Inte

October 2, 2013 424B5

Subject to Completion, dated October 2, 2013 PRELIMINARY PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED JUNE 12, 2012 The Navigators Group, Inc. % Senior Notes due 2023

424B5 1 d600441d424b5.htm 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-181838 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities, and they are not soliciting an offer to buy these securities in any jurisdiction

September 10, 2013 SC 13G/A

NAVG / Navigators Group, Inc. (The) / LORD, ABBETT & CO. LLC Passive Investment

SC 13G/A 1 c74982sch13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Navigators Group, Inc. (The) (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) August 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate

August 9, 2013 EX-99.1

CORPORATE NEWS Navigators Reports Second Quarter Earnings

EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Second Quarter Earnings New York – August 7, 2013 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $13.9 million, or $0.97 per diluted share, for the three months ended June 30, 2013 compared to $14.9 million, or $1.05 per diluted share, for the comparable period in 2012. Operating earnings were $11.

August 9, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

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 Date of report (Date of earliest event reported) August 7, 2013 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commis

May 28, 2013 8-K/A

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

8-K/A 1 d545455d8ka.htm FORM 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 TO 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 23, 2013 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or

May 28, 2013 EX-99.1

Position Description: Chairman of the Board of Directors, The Navigators Group, Inc.

EX-99.1 Exhibit 99.1 Position Description: Chairman of the Board of Directors, The Navigators Group, Inc. Effective May 23, 2013 The Chairman of The Navigators Group, Inc. provides independent leadership to the Navigators’ Board. The Chairman will facilitate the functioning of the Board independently of the Corporation’s management and will maintain and enhance the quality of Navigators’ corporate

May 24, 2013 EX-99.1

Position Description: Chairman of the Board of Directors, The Navigators Group, Inc.

EX-99.1 Exhibit 99.1 Position Description: Chairman of the Board of Directors, The Navigators Group, Inc. Effective May 23, 2013 The Chairman of The Navigators Group, Inc. provides independent leadership to the Navigators’ Board. The Chairman will facilitate the functioning of the Board independently of the Corporation’s management and will maintain and enhance the quality of Navigators’ corporate

May 24, 2013 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders - FORM 8-K

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 Date of report (Date of earliest event reported) May 23, 2013 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commissi

May 3, 2013 EX-99.1

Navigators Reports First Quarter Earnings

EX-99.1 2 d531617dex991.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports First Quarter Earnings New York – May 2, 2013 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $13.9 million, or $0.97 per diluted share, for the three months ended March 31, 2013 compared to $7.9 million, or $0.56 per diluted share, for the comparable period in 2012. Oper

May 3, 2013 8-K

Regulation FD Disclosure, 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 2, 2013 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Commission File Nu

April 12, 2013 DEF 14A

Second Amended and Restated 2005 Stock Incentive Plan

DEF 14A 1 d517908ddef14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as per

April 12, 2013 DEFA14A

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant x 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)) ¨

April 10, 2013 SC 13G/A

NAVG / Navigators Group, Inc. (The) / LORD ABBETT RESEARCH FUND INC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Navigators Group, Inc. (The) (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) March 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

March 22, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 d507357d8k.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 Date of report (Date of earliest event reported) March 21, 2013 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of I

March 22, 2013 EX-99.1

Navigators Announces Board of Director Changes

EX-99.1 2 d507357dex991.htm EX-99.1 Exhibit 99.1 Navigators Announces Board of Director Changes NEW YORK, NY, March 21, 2013 — The Navigators Group, Inc. (NASDAQ:NAVG) today announced that Company founder, Terence N. Deeks (age 73), plans to retire from his role as Chairman of the Board after the upcoming stockholders meeting on May 23, 2013. Mr. Deeks plans to continue to serve as a Director. Mr.

February 14, 2013 SC 13G/A

NAVG / Navigators Group, Inc. (The) / LORD, ABBETT & CO. LLC Passive Investment

SC 13G/A 1 c72466sc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Navigators Group, Inc. (The) (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

February 14, 2013 SC 13G/A

NAVG / Navigators Group, Inc. (The) / LORD ABBETT RESEARCH FUND INC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Navigators Group, Inc. (The) (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

February 14, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 d486981d8k.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 Date of report (Date of earliest event reported) February 13, 2013 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction o

February 14, 2013 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter Earnings

EX-99.1 2 d486981dex991.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Reports Fourth Quarter Earnings New York – February 13, 2013 — The Navigators Group, Inc. (NASDAQ:NAVG) reported net income of $28.0 million, or $1.96 per diluted share, for the three months ended December 31, 2012 compared to $10.1 million, or $0.70 per diluted share, for the comparable period in

February 11, 2013 SC 13G/A

NAVG / Navigators Group, Inc. (The) / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 rrd286.htm SCHEDULE 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* NAVIGATORS GROUP INC (Name of Issuer) Common Stock (Title of Class of Securities) 638904102 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designa

January 11, 2013 CORRESP

-

January 11, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Washington, D.

December 21, 2012 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 d458486d8k.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 Date of report (Date of earliest event reported) December 21, 2012 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction o

December 21, 2012 EX-99.1

The Navigators Group, Inc. CORPORATE NEWS Navigators Announces Preliminary Loss Estimate for Superstorm Sandy

EX-99.1 2 d458486dex991.htm EX-99.1 Exhibit 99.1 The Navigators Group, Inc. CORPORATE NEWS Navigators Announces Preliminary Loss Estimate for Superstorm Sandy NEW YORK, NY— December 21, 2012—The Navigators Group, Inc. (NASDAQ:NAVG) announced today that its preliminary estimate of losses relating to Superstorm Sandy ranges between $18 million and $25 million, net of reinsurance and the effects of r

December 20, 2012 CORRESP

-

CORRESPONDENCE December 20, 2012 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance Washington, D.

December 11, 2012 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

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 Date of report (Date of earliest event reported) December 6, 2012 The Navigators Group, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 0-15886 13-3138397 (State or Other Jurisdiction of Incorporation) (Comm

November 28, 2012 EX-10.1

AMENDED AND RESTATED FUNDS AT LLOYD’S LETTER OF CREDIT AGREEMENT THE NAVIGATORS GROUP, INC., as Borrower, THE LENDERS NAMED HEREIN, ING BANK N.V., LONDON BRANCH, as Administrative Agent and Letter of Credit Agent DATED AS OF November 21, 2012 ING BAN

EX-10.1 Exhibit 10.1 EXECUTION VERSION AMENDED AND RESTATED FUNDS AT LLOYD’S LETTER OF CREDIT AGREEMENT AMONG THE NAVIGATORS GROUP, INC., as Borrower, THE LENDERS NAMED HEREIN, and ING BANK N.V., LONDON BRANCH, as Administrative Agent and Letter of Credit Agent DATED AS OF November 21, 2012 ING BANK, N.V., LONDON BRANCH, as Lead Arranger TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 ARTICLE II TH

November 28, 2012 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

8-K 1 d445408d8k.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 Date of Report (Date of earliest event reported): November 22, 2012 The Navigators Group, Inc. (Exact name of registrant as specified in its charter) Delaware 0-15886 13-3138397 (State or other jurisdict

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