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 26, 2016 (February 24, 2016)

 

 

CRAWFORD & COMPANY

(Exact Name of Registrant as Specified in Its Charter)

 

 

Georgia

(State or Other Jurisdiction of Incorporation)

 

1-10356   58-0506554
(Commission File Number)   (IRS Employer Identification No.)

 

1001 Summit Blvd., Atlanta, Georgia   30319
(Address of Principal Executive Offices)   (Zip Code)

(404) 300-1000

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

  ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

  ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

  ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

  ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 9, 2016, the Board of Directors of Crawford & Company (the “Company”) unanimously elected to extend an offer of directorship to D. Richard Williams, age 59, as an independent Director of the Company. Mr. Williams accepted this offer on February 24, 2016. Mr. Williams was most recently Co-Chief Executive Officer of Primerica, Inc. (NYSE: PRI) from 1999 through his retirement in March 2015. He is currently serving as non-executive Chairman of Primerica, Inc. a position he has held since April 2015. Mr. Williams was Chairman from October 2009 through March 2015.

Mr. Williams will also serve as a member of the Audit Committee. As a director, Mr. Williams is entitled to compensation in the same amounts and type as other non-employee directors of the Company.

The Company issued a press release announcing this election on February 26, 2016. A copy of this press release is attached as Exhibit 99.1 hereto, and is incorporated herein by this reference.

 

Item 9.01. Financial Statements and Exhibits

(d). Exhibits

 

Exhibit
No.

   

Description

99.1    Press Release dated February 26, 2016

 

2

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  CRAWFORD & COMPANY
                  (Registrant)
By:  

/s/ Allen W. Nelson

  Allen W. Nelson
  Executive Vice President – General Counsel & Corporate Secretary

Dated: February 26, 2016

 

3

EXHIBIT INDEX

 

Exhibit
No.

   

Description

99.1    Press Release dated February 26, 2016

 

4



Exhibit 99.1

 

LOGO

D. Richard Williams Elected to Crawford® Board

ATLANTA (Feb. 26, 2016) – The Crawford & Company® Board of Directors has elected D. Richard Williams to serve as a member of its Board.

Williams is Primerica, Inc.’s non-executive chairman of the Board, a position held since April 2015; and was Primerica’s Board chairman from October 2009 to March 2015. He was Primerica’s co-chief executive officer from 1999 to March 2015, having worked there since 1989 in various capacities. Primerica (NYSE: PRI) is an insurance and investments company serving middle-income clients and North America’s largest independent financial services marketing organization.

“Rick’s extensive knowledge of corporate governance matters, significant hand-on experience in finance and accounting, and proven business acumen make him an asset to Crawford & Company’s Board,” said Charles H. Ogburn, Crawford’s non-executive chairman of the Board.

Williams additionally serves on the Board of the Anti-Defamation League Southeast Region, the Board of the Woodruff Arts Center, the Board of the Atlanta Area Council of the Boy Scouts of America and the Carter Center Board of Councilors.

He received both his B.S. and MBA degrees from the Wharton School of the University of Pennsylvania.

 

MORE

Page 2 . . . D. Richard Williams Elected to Crawford® Board

 

About Crawford®

 

Based in Atlanta, Ga., Crawford & Company® (www.crawfordandcompany.com) is the world’s largest independent provider of
claims management solutions to the risk management and insurance industry as well as self-insured entities, with an expansive global network serving clients in more than 70 countries. The Crawford Solution™ offers comprehensive, integrated claims services, business process outsourcing and consulting services for major product lines including property and casualty claims management, workers compensation claims and medical management, and   LOGO
legal settlement administration. The Company’s shares are traded on the NYSE under the  
symbols CRD-A and CRD-B.  
 

# # #

For more information, please contact:

Kara Grady, vice president for corporate communications

404.300.1901 (office)

404.825.4694 (cell)

Kara_Grady@us.crawco.com

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