0000950170-22-010419.txt : 20220520 0000950170-22-010419.hdr.sgml : 20220520 20220520171703 ACCESSION NUMBER: 0000950170-22-010419 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220520 DATE AS OF CHANGE: 20220520 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HCI Group, Inc. CENTRAL INDEX KEY: 0001400810 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 000000000 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-34126 FILM NUMBER: 22948805 BUSINESS ADDRESS: STREET 1: 3802 COCONUT PALM DRIVE CITY: TAMPA STATE: FL ZIP: 33619 BUSINESS PHONE: 813 849-9500 MAIL ADDRESS: STREET 1: 3802 COCONUT PALM DRIVE CITY: TAMPA STATE: FL ZIP: 33619 FORMER COMPANY: FORMER CONFORMED NAME: Homeowners Choice, Inc. DATE OF NAME CHANGE: 20070524 DEFA14A 1 proxy_amendment_05-20-22.htm DEFA14A DEFA14A

SCHEDULE 14A

(Rule 14A-101)

INFORMATION REQUIRED IN PROXY STATEMENT

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☑

Filed by a Party other than the Registrant ☐

Check the appropriate box:

 

 

 

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Preliminary Proxy Statement

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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

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Definitive Proxy Statement

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Definitive Additional Materials

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Soliciting Material Pursuant to 240.14a-12

HCI GROUP, INC.

(Name of Registrant as Specified in Its Charter)

 

 

 

 

 

 

 

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

 

 

 

 

 

 

 

☑

 

No fee required.

 

 

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Fee paid previously with preliminary materials.

 

 

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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

 

 

 

On April 28, 2022, we filed a Definitive Proxy Statement on Schedule 14A. These materials supplement and provide additional information to the information contained in that proxy statement.

 

Board Meetings

 

All but one of our incumbent directors attended at least 90% of our 21 Board meetings. A majority of our directors attended 100% of our Board meetings. Director Eric Hoffman attended less than 75% of the Board meetings and applicable committee meetings. After being appointed to the Board in February 2021, Mr. Hoffman attended 11 of 16 meetings. Of the five meetings he did not attend, he was excluded from two meetings where matters involving Centerbridge Partners, L.P. were discussed. Mr. Hoffman was appointed to the Board pursuant to a 2021 agreement with Centerbridge, by which Centerbridge made a large investment in our subsidiary, TypTap Insurance Group, Inc. Taking into consideration meetings where Mr. Hoffman was excluded, Mr. Hoffman’s attendance was 11 out of 14 meetings or 78%.

 

Governance and Nominating Committee

 

During 2021, because of a large outside investment in our subsidiary, TypTap Insurance Group, Inc., and an anticipated initial public offering by TypTap, we made substantial changes to our corporate structure and Board composition. We added four new Board members and two members left our Board to focus on the TypTap board of directors. Consequently, during 2021, the Board determined that matters normally addressed by the Governance and Nominating Committee were more appropriate for discussion by the full Board.

 

 

 

 

Important Notice Regarding the Availability of Proxy Materials

for the Shareholder Meeting to be Held on June 2, 2022

This Proxy Statement and the 2021 Annual Report to Shareholders are available at

http://www.hcigroup.com/2022proxymaterials/