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
March 21, 2007
--------------
Date of report (Date of earliest event reported)
Universal Insurance Holdings, Inc.
----------------------------------
(Exact name of registrant as specified in its charter)
Delaware 000-20848 65-0231984
-------------------------------- ------------------------ -------------------
(State or other jurisdiction (Commission file number) (IRS Employer
of incorporation or organization) Identification No.)
1110 W. Commercial Blvd. Suite 100, Fort Lauderdale, Florida 33309
------------------------------------------------------------------
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (954) 958-1200
-----------------------------
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR
230.425).
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12).
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)).
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)).
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On March 21, 2007, Universal Insurance Holdings, Inc. (the "Company") and
Bradley I. Meier, the Company's President and Chief Executive Officer, entered
into an amendment to Mr. Meier's employment agreement. Under the amendment, Mr.
Meier's annual performance-based bonus shall be contingent upon the Company's
shareholders approving the use of pre-tax income as an appropriate measure of
bonus compensation, and any such bonus paid shall be paid by December 31 of the
year following the year in which it was earned. The Company's Compensation
Committee unanimously approved the amendment.
On March 21, 2007, the Company and Sean P. Downes, Senior Vice President
and Chief Executive Officer of the Company, entered into an amendment to Mr.
Downes' employment agreement. Under the amendment, Mr. Downes' annual
performance-based bonus shall be contingent upon the Company's shareholders
approving the use of pre-tax profits as an appropriate measure of bonus
compensation, and any such bonus paid shall be paid by December 31 of the year
following the year in which it was earned. The Company's Compensation Committee
unanimously approved the amendment.
ITEM 5.02 COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
(e) The information provided in Item 1.01 of this Current Report on Form
8-K is incorporated by reference into this Item 5.02(e).
ITEM 9.01 EXHIBITS
(d) Exhibits
10.1 Amendment to Employment Agreement of Bradley I. Meier dated
March 21, 2007
10.2 Amendment to Employment Agreement of Sean P. Downes dated
March 21, 2007
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
Date: March 21, 2007 UNIVERSAL INSURANCE HOLDINGS, INC.
By: /s/ Bradley I. Meier
-----------------------------------------
Bradley I. Meier
President and Chief Executive Officer