Shareholders back Donegal Group (DGICA) board at 2026 annual meeting

Rhea-AI Filing Summary

Donegal Group Inc. reported the results of its annual meeting of stockholders held on April 16, 2026. Stockholders elected directors Kevin G. Burke, Michael K. Callahan, David C. King, Annette B. Szady and Melissa A. Veenstra, with votes in favor ranging from 7,038,630 to 7,844,697 and broker non-votes of 293,850 for each nominee.

Stockholders also voted on two additional proposals, casting 7,768,261 votes for, 101,028 against and 2,285 abstaining on one proposal, and 8,116,587 votes for, 48,443 against and 394 abstaining on another, with 293,850 broker non-votes reported on the first proposal and none on the second.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Votes for Michael K. Callahan: 7,844,697 votes Votes for David C. King: 7,038,630 votes First additional proposal votes for: 7,768,261 votes +4 more

7 metrics

Votes for Michael K. Callahan 7,844,697 votes Director election at annual meeting on April 16, 2026

Votes for David C. King 7,038,630 votes Director election at annual meeting on April 16, 2026

First additional proposal votes for 7,768,261 votes Stockholder proposal voted at annual meeting

First additional proposal votes against 101,028 votes Stockholder proposal voted at annual meeting

Second additional proposal votes for 8,116,587 votes Stockholder proposal voted at annual meeting

Second additional proposal votes against 48,443 votes Stockholder proposal voted at annual meeting

Broker non-votes on first proposal 293,850 votes First additional proposal at annual meeting

Key Terms

annual meeting of stockholders, broker non-votes, Class A Common Stock, Class B Common Stock, +1 more

5 terms

annual meeting of stockholders financial

"We held our annual meeting of stockholders on April 16, 2026."

broker non-votes financial

"Number of Votes Withheld ... Broker Non-Votes ... 293,850"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

Class A Common Stock financial

"Class A Common Stock, $.01 par value ... DGICA"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Class B Common Stock financial

"Class B Common Stock, $.01 par value ... DGICB"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

Emerging growth company financial

"Emerging growth company Securities registered pursuant to Section 12(b)"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  April 16, 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 5.07. Submission of Matters to a Vote of Security Holders.

We held our annual meeting of stockholders on April 16, 2026.  The results of the voting at our annual meeting of stockholders were as follows:

• The total number of votes represented at the annual meeting in person or by proxy by the holders of our Class A common stock and the holders of our Class B common stock was 8,165,424 of the total of 8,719,393 votes entitled to vote at the annual meeting by the holders of all shares of Class A common stock and all shares of Class B common stock outstanding on the record date.

• At the annual meeting, the stockholders elected Kevin G. Burke, David C. King, Annette B. Szady and Melissa A. Veenstra as Class A Directors to serve for a term of three years and until their successors take office and elected Michael K. Callahan as a Class C director to serve for a term of two years and until his successor takes office.  The votes cast for the election of directors were as follows:

		For				Number of Votes Withheld				Broker Non-Votes
Kevin G. Burke			7,162,813				708,761				293,850
Michael K. Callahan			7,844,697				26,877				293,850
David C. King			7,038,630				832,944				293,850
Annette B. Szady			7,038,713				832,861				293,850
Melissa A. Veenstra			7,812,900				58,674				293,850

There were no other nominations of candidates for election as director.  There were no abstentions with respect to the election of directors.

Our stockholders also voted on the following additional proposals:

• Approval, on a non-binding advisory basis, of the compensation of our named executive officers

Number of Votes
For				Against				Abstain				Broker Non-Votes
	7,768,261				101,028				2,285				293,850

• Ratification of the selection by the audit committee of our board of directors of KPMG LLP as our independent registered public accounting firm for 2026

Number of Votes
For				Against				Abstain				Broker Non-Votes
	8,116,587				48,443				394				--

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:  April 17, 2026

FAQ

What did Donegal Group Inc. (DGICA) disclose in its latest 8-K?

Donegal Group Inc. disclosed the results of its April 16, 2026 annual stockholder meeting. The filing reports director election outcomes and vote counts on two additional proposals, including for, against, abstain, and broker non-vote tallies for each item.

Which directors were elected at Donegal Group Inc.’s 2026 annual meeting?

Stockholders elected Kevin G. Burke, Michael K. Callahan, David C. King, Annette B. Szady and Melissa A. Veenstra. Each nominee received over 7 million votes in favor, with separate reported tallies for votes withheld and a consistent 293,850 broker non-votes.

How many votes did Donegal Group Inc. directors receive for election?

Votes in favor ranged from 7,038,630 for David C. King to 7,844,697 for Michael K. Callahan. Other nominees received between about 7.0 million and 7.8 million votes, alongside reported withheld votes and 293,850 broker non-votes for each director.

What were the vote totals on the first additional proposal at DGICA’s meeting?

The first additional proposal received 7,768,261 votes for, 101,028 against and 2,285 abstentions. There were also 293,850 broker non-votes reported, indicating shares held by brokers that did not vote on that specific proposal.

How did stockholders vote on the second additional proposal at Donegal Group Inc.?

The second additional proposal received 8,116,587 votes for, 48,443 against and 394 abstentions. No broker non-votes were reported for this proposal, indicating all relevant broker-held shares submitted instructions or were eligible to vote on it.

On which exchanges are Donegal Group Inc. shares listed and under what symbols?

Donegal Group Inc.’s Class A Common Stock, par value $0.01, trades on The Nasdaq Global Select Market under symbol DGICA. Its Class B Common Stock, also par value $0.01, trades on The Nasdaq Global Select Market under symbol DGICB.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 4.2 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 17.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 25.7 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 19.2 KB