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2025-10-29
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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): October
29, 2025
| NI Holdings, Inc. |
| (Exact name of registrant as specified in its charter) |
| |
|
|
|
|
| North Dakota |
|
001-37973 |
|
81-2683619 |
| (State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer Identification No.) |
| |
|
|
|
|
|
1101 First Avenue North
Fargo, North Dakota |
| (Address of principal executive offices) |
| |
| 58102 |
| (Zip code) |
| |
| (701) 298-4200 |
| (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 (see General Instruction A.2 below):
| ☐ |
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)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
| Common Stock, $0.01 par value per share |
NODK |
Nasdaq Capital Market |
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.☐
| Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
As previously disclosed, on October 10, 2025, Seth C. Daggett’s employment
as President and Chief Executive Officer of NI Holdings, Inc. (the “Company”) was terminated without cause. On October 29,
2025, the Company entered into a Separation Agreement with Mr. Daggett memorializing the terms of his departure from the Company (the
“Separation Agreement”). The Separation Agreement provides that, in consideration for Mr. Daggett’s comprehensive release
of claims against the Company and its affiliates and his post-employment covenants set forth in the Separation Agreement, Mr. Daggett
will be entitled to receive a severance payment of $2,559,947. The Company will also pay to Mr. Daggett an amount equal to $72,968.49,
to cover the cost of health coverage for a period of 24 months. These payments are being made to comply with the terms of Mr. Daggett’s
employment agreement. Mr. Daggett may revoke the Separation Agreement for a period of seven days after October 29, 2025, the date he executed
the Separation Agreement. The Separation Agreement does not become effective or enforceable until the seven-day revocation period has
ended. The foregoing summary of the Separation Agreement does not purport to be complete and is subject to, and qualified in its entirety
by, the full text of the Separation Agreement, a copy of which is attached as Exhibit 10.1 to this report and is incorporated by reference
herein.
| Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits
| |
|
Exhibit
Number |
Description |
| 10.1 |
Separation Agreement, dated October 29, 2025, between NI Holdings, Inc. and Seth C. Daggett. |
| 104 |
Cover Page Interactive Data File - the cover page XBRL tags are 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.
| |
NI Holdings, Inc. |
| |
|
| Date: October 31, 2025 |
By: |
/s/ Matthew J. Maki |
| |
|
Matthew J. Maki |
| |
|
Chief Financial Officer |
