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 11, 2026
| |
Donegal Group Inc.
|
|
| |
(Exact name of registrant as specified in its charter)
|
|
|
Delaware
|
|
0-15341
|
|
23-2424711
|
|
(State or other jurisdiction of incorporation)
|
|
(Commission file number)
|
|
(I.R.S. employer identification no.)
|
|
1195 River Road, Marietta, Pennsylvania
|
|
17547
|
|
(Address of principal executive offices)
|
|
(Zip code)
|
Registrant's telephone number, including area code: 717-426-1931
| |
Not Applicable
|
|
| |
(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))
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised
financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
| |
Title of Each Class
|
|
Trading
Symbols
|
|
Name of Exchange on Which
Registered
|
| |
Class A Common Stock, $.01 par value
|
|
DGICA
|
|
The NASDAQ Global Select Market
|
| |
Class B Common Stock, $.01 par value
|
|
DGICB
|
|
The NASDAQ Global Select Market
|
| Item 4.01 |
Changes in Registrant’s Certifying Accountant.
|
(a) Dismissal of Independent Registered Public Accounting Firm
On June 11, 2026, Donegal Group Inc. (the “Company”) informed KPMG LLP (“KPMG”) of its dismissal as the Company’s independent registered public accounting firm for the
2026 fiscal year, effective immediately. The change in the Company’s independent registered public accounting firm was approved by the Company’s Audit Committee.
The reports of KPMG on the Company’s consolidated financial statements for the two most recent fiscal years ended December 31, 2025 and December 31, 2024 did not contain
an adverse opinion or a disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope or accounting principles.
During the Company’s two most recent fiscal years ended December 31, 2025 and December 31, 2024, and during the subsequent interim period through June 11, 2026, there
were (1) no disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosures, or auditing scope or procedures, which disagreements, if not resolved to the satisfaction of KPMG, would have caused KPMG to
make reference to the subject matter of the disagreements in connection with its reports, and (2) no reportable events of the type listed in paragraphs (A) through (D) of Item 304(a)(1)(v) of Regulation S-K.
The Company provided KPMG with a copy of this Current Report on Form 8-K prior to its filing with the U.S. Securities and Exchange Commission (“SEC”) and requested that
KPMG furnish the Company with a letter addressed to the SEC stating whether or not KPMG agrees with the above statements. The letter from KPMG is filed with this Current Report on Form 8-K as Exhibit 16.1.
(b) Engagement of New Independent Registered Public Accounting Firm
Following the competitive process to determine the Company’s independent registered public accounting firm, on June 11, 2026, the Company engaged BDO USA, P.C. (“BDO”) as
the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
During the Company’s two most recent fiscal years ended December 31, 2025 and December 31, 2024, and during the subsequent interim period through June 11, 2026, neither
the Company, nor anyone on its behalf, has consulted BDO with respect to (1) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s
consolidated financial statements, and neither a written report was provided to the Company nor oral advice was provided to the Company that BDO concluded was an important factor considered by the Company in reaching a decision as to the
accounting, auditing or financial reporting issue or (2) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a reportable event (as described in Item
304(a)(1)(v) of Regulation S-K).
| Item 9.01. |
Financial Statements and Exhibits.
|
(d) Exhibits.
|
Exhibit
No.
|
|
Description
|
|
16.1
|
|
Letter of KPMG LLP to the SEC, dated June 17, 2026
|
|
104
|
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
| |
DONEGAL GROUP INC.
|
| |
|
| |
By:
|
|
/s/ Jeffrey D. Miller
|
|
| |
|
Jeffrey D. Miller, Executive Vice
|
| |
|
President and Chief Financial Officer
|
| |
|
|
Date: June 17, 2026
|
|
