10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-K

(Mark One)

ýANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended: December 31, 2015

or

¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from_______________________to_______________________

Commission file number 001-33067 

SELECTIVE INSURANCE GROUP, INC.

(Exact Name of Registrant as Specified in Its Charter)

New Jersey	22-2168890
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
40 Wantage Avenue, Branchville, New Jersey	07890
(Address of Principal Executive Offices)	(Zip Code)
Registrant’s telephone number, including area code:	(973) 948-3000

 Securities registered pursuant to Section 12(b) of the Act: 

Title of each class	Name of each exchange on which registered
Common Stock, par value $2 per share	NASDAQ Global Select Market
5.875% Senior Notes due February 9, 2043	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:      None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

ý Yes     ¨ No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

¨ Yes     ý No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

ý Yes     ¨ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

ý Yes     ¨ No

1

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

ý

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x	Accelerated filer ¨
Non-accelerated filer ¨	Smaller reporting company ¨
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

¨ Yes     ý No 

The aggregate market value of the voting company common stock held by non-affiliates of the registrant, based on the closing price on the NASDAQ Global Select Market, was $1,565,753,304 on June 30, 2015. As of February 12, 2016, the registrant had outstanding 57,587,942 shares of common stock.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive Proxy Statement for the 2016 Annual Meeting of Stockholders to be held on May 4, 2016 are incorporated by reference into Part III of this report.

2

	SELECTIVE INSURANCE GROUP, INC.
	Table of Contents
		Page No.
PART I
Item 1.	Business	4
Item 1A.	Risk Factors	18
Item 1B.	Unresolved Staff Comments	30
Item 2.	Properties	30
Item 3.	Legal Proceedings	30
PART II
Item 5.	Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	31
Item 6.	Selected Financial Data	34
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	35
	Forward-looking Statements	35
	Introduction	35
	Critical Accounting Policies and Estimates	36
	Financial Highlights of Results for Years Ended December 31, 2015, 2014, and 2013	47
	Results of Operations and Related Information by Segment	51
	Federal Income Taxes	66
	Financial Condition, Liquidity, Short-term Borrowings, and Capital Resources	66
	Off-Balance Sheet Arrangements	70
	Contractual Obligations, Contingent Liabilities, and Commitments	70
	Ratings	71
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	72
Item 8.	Financial Statements and Supplementary Data	77
	Consolidated Balance Sheets as of December 31, 2015 and 2014	78
	Consolidated Statements of Income for the Years Ended
	December 31, 2015, 2014, and 2013	79
	Consolidated Statements of Comprehensive Income for the Years Ended
	December 31, 2015, 2014, and 2013	80
	Consolidated Statements of Stockholders’ Equity for the Years Ended
	December 31, 2015, 2014, and 2013	81
	Consolidated Statements of Cash Flow for the Years Ended
	December 31, 2015, 2014, and 2013	82
	Notes to Consolidated Financial Statements	83
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	129
Item 9A.	Controls and Procedures	129
Item 9B.	Other Information	131
PART III
Item 10.	Directors, Executive Officers and Corporate Governance	131
Item 11.	Executive Compensation	131
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	131
Item 13.	Certain Relationships and Related Transactions, and Director Independence	131
Item 14.	Principal Accounting Fees and Services	131
Part IV
Item 15.	Exhibits, Financial Statement Schedules	132

3

PART I

Item 1. Business.

Overview

Selective Insurance Group, Inc. (referred to as the “Parent”) is a New Jersey holding company that was incorporated in 1977. Our main office is located in Branchville, New Jersey and the Parent’s common stock is publicly traded on the NASDAQ Global Select Market under the symbol “SIGI.” The Parent has ten insurance subsidiaries, nine of which are licensed by various state departments of insurance to write specific lines of property and casualty insurance business in the standard market. The remaining subsidiary is authorized by various state insurance departments to write property and casualty insurance in the excess and surplus lines ("E&S Lines") market. Our ten insurance subsidiaries are collectively referred to as the “Insurance Subsidiaries.” The Parent and its subsidiaries are collectively referred to as "we," “us,” or “our” in this document.

In 2015, we were ranked as the 42^nd largest property and casualty group in the United States based on 2014 net premiums written (“NPW”) in A.M. Best Company’s (“A.M. Best”) annual list of “Top 200 U.S. Property/Casualty Writers.”

Our Insurance Subsidiaries’ ratings by major rating agency are as follows:

Rating Agency	Financial Strength Rating	Outlook
A.M. Best	A	Stable
Standard & Poor’s Ratings Services (“S&P”)	A-	Positive
Moody’s Investors Service (“Moody’s”)	A2	Stable
Fitch Ratings (“Fitch”)	A+	Stable

For further discussion on our ratings, please see the “Ratings” section of Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” of this Form 10-K.

We have provided a glossary of terms as Exhibit 99.1 to this Form 10-K, which defines certain industry-specific and other terms that are used in this Form 10-K.

Segments

We classify our business into four reportable segments:

• Standard Commercial Lines - comprised of insurance products and services provided in the standard marketplace to our commercial customers, who are typically businesses, non-profit organizations, and local government agencies. This business represents 77% of our total insurance segments’ NPW.

• Standard Personal Lines - comprised of insurance products and services provided primarily to individuals acquiring coverage in the standard marketplace. This business represents 14% of our total insurance segments’ NPW and includes flood insurance coverage that we write through the National Flood Insurance Program (“NFIP”).

• E&S Lines - comprised of insurance products and services provided to customers who have not obtained coverage in the standard marketplace. We currently only write commercial lines E&S coverages and this business represents 9% of our total insurance segments’ NPW.

• Investments - invests the premiums collected by our insurance segments, as well as amounts generated through our capital management strategies, which may include the issuance of debt and equity securities.

4

We derive substantially all of our income in three ways:

• Underwriting income from our insurance segments. Underwriting income is comprised of revenues, which are the premiums earned on our insurance products and services, less expenses. Gross premiums are direct premium written (“DPW”) plus premiums assumed from other insurers. Gross premiums less premium ceded to reinsurers, is NPW. NPW is recognized as revenue ratably over a policy’s term as net premiums earned (“NPE”). Expenses related to our insurance segments fall into three main categories: (i) losses associated with claims and various loss expenses incurred for adjusting claims (referred to as “loss and loss expenses”); (ii) expenses related to insurance policy issuance, such as commissions to our distribution partners, premium taxes, and other expenses incurred in issuing and maintaining policies, including employee compensation and benefits (referred to as “underwriting expenses”); and (iii) policyholder dividends.

• Net investment income from the investment segment. We generate income from investing insurance premiums and amounts generated through our capital management strategies. Net investment income consists primarily of interest earned on fixed income investments, dividends earned on equity securities, and other income primarily generated from our alternative investment portfolio.

• Net realized gains and losses on investment securities from the investments segment. Realized gains and losses from the investment portfolios of the Insurance Subsidiaries and the Parent are typically the result of sales, calls, and redemptions. They also include write downs from other-than-temporary impairments (“OTTI”).

Our income is partially offset by: (i) expenses at the Parent that include general corporate expenses, as well as interest on our debt obligations; and (ii) federal income taxes.

We use the combined ratio as the key measure in assessing the performance of our insurance segments. Under U.S. generally accepted accounting principles (“GAAP”), the combined ratio is calculated by adding: (i) the loss and loss expense ratio, which is the ratio of incurred loss and loss expense to NPE; (ii) the expense ratio, which is the ratio of underwriting expenses to NPE; and (iii) the dividend ratio, which is the ratio of policyholder dividends to NPE. Statutory accounting principles ("SAP") provides a calculation of the combined ratio that differs from GAAP in that the statutory expense ratio is the ratio of underwriting expenses to NPW, not NPE. A combined ratio under 100% generally indicates an underwriting profit and a combined ratio over 100% generally indicates an underwriting loss. The combined ratio does not reflect investment income, federal income taxes, or Parent company income or expense.

We use after-tax investment income and net realized gains or losses as the key measure in assessing the performance of our investments segment. Our investment philosophy includes setting certain risk and return objectives for the fixed income, equity, and other investment portfolios. We generally review our performance by comparing our returns for each of these components of our portfolio to a weighted-average benchmark of comparable indices.

Our operations are heavily regulated by the state insurance regulators in the states in which our Insurance Subsidiaries are organized and licensed or authorized to do business. In these states, the Insurance Subsidiaries are required to file financial statements prepared in accordance with SAP, which are promulgated by the National Association of Insurance Commissioners (“NAIC”) and adopted by the various states. Because of these state insurance regulatory requirements, we use SAP to manage our insurance operations. The purpose of these state insurance regulations is to protect policyholders, so SAP focuses on solvency and liquidation value unlike GAAP, which focuses on shareholder returns as a going concern. Consequently, significant differences exist between SAP and GAAP as discussed below:

• With regard to the underwriting expense ratio: As noted above, NPE is the denominator for GAAP; whereas NPW is the denominator for SAP.

5

• With regard to income or expense recognition:

• Underwriting expenses that are incremental and directly related to the successful acquisition of insurance policies are deferred and amortized to expense over the life of an insurance policy under GAAP; whereas they are recognized when incurred under SAP.

• Deferred taxes are recognized as either a deferred tax expense or a deferred tax benefit in income under GAAP; whereas they are recorded directly to surplus under SAP.

• Changes in the value of our alternative investments, which are part of our other investment portfolio on our Consolidated Balance Sheets, are recognized in income under GAAP; whereas they are recorded directly to surplus under SAP and only recognized in income when cash is received.

• With regard to loss and loss expense reserves:

• Under GAAP, reinsurance recoverables, net of a provision for uncollectible reinsurance, are presented as an asset on the Consolidated Balance Sheet, whereas under SAP, this amount is netted within the liability for loss and loss expense reserves.

• Under GAAP, for those structured settlements for which we did not obtain a release, a deposit asset and the related loss reserve are included on the Consolidated Balance Sheet, whereas under SAP, the structured settlement transaction is recorded as a paid loss.

The following table reconciles losses and loss expense reserves under SAP and GAAP at December 31 as follows:

($ in thousands)	2015		2014
Statutory losses and loss expense reserves	$	2,951,905	2,892,041
Statutory reinsurance recoverable on unpaid losses and loss expenses	556,719		578,878
Structured settlements	9,104		6,951
GAAP losses and loss expense reserves – net	$	3,517,728	3,477,870

The following table reconciles reinsurance recoverables under SAP and GAAP at December 31:

($ in thousands)	2015			2014
Statutory reinsurance recoverable on unpaid losses and loss expenses	$	556,719		578,878
Provision for uncollectible reinsurance	(5,700		)	(6,900	)
GAAP reinsurance recoverable on unpaid losses and loss expenses	551,019			571,978
Reinsurance recoverable on paid losses and loss expenses	10,949			9,570
GAAP reinsurance recoverable – net	$	561,968		581,548

• With regard to equity under GAAP and statutory surplus under SAP:

• The timing difference in income due to the GAAP/SAP differences in expense recognition creates a difference between GAAP equity and SAP statutory surplus.

• Regarding unrealized gains and losses on fixed income securities:

• Under GAAP, unrealized gains and losses on available-for-sale (“AFS”) fixed income securities are recognized in equity; but they are not recognized in equity on purchased held-to-maturity (“HTM”) securities. Unrealized gains and losses on HTM securities transferred from an AFS designation are amortized from equity as a yield adjustment.

• Under SAP, unrealized gains and losses on fixed income securities assigned certain NAIC Securities Valuation Office ratings (specifically designations of one or two, which generally equate to investment grade bonds) are not recognized in statutory surplus. However, unrealized losses on fixed income securities that have a designation of three or higher are recognized in statutory surplus.

6

• Certain assets are designated under insurance regulations as “non-admitted,” including, but not limited to, certain deferred tax assets, overdue premium receivables, furniture and equipment, and prepaid expenses. These assets are excluded from statutory surplus under SAP, but are recorded in the Consolidated Balance Sheets net of applicable allowances under GAAP.

• Regarding the recognition of the liability for our defined benefit plans, under both GAAP and SAP, the liability is recognized in an amount equal to the excess of the projected benefit obligation over the fair value of the plan assets. However, changes in this balance not otherwise recognized in income are recognized in equity as a component of other comprehensive income (“OCI”) under GAAP and in statutory surplus under SAP.

Our combined insurance segments' GAAP results for the last three completed fiscal years are shown on the following table:

	Year Ended December 31,
($ in thousands)	2015			2014	2013
Combined Insurance Segments Results
NPW	$	2,069,904		1,885,280	1,810,159
NPE	$	1,989,909		1,852,609	1,736,072
Losses and loss expenses incurred	1,148,541			1,157,501	1,121,738
Net underwriting expenses incurred	686,120			610,783	571,294
Policyholder dividends	6,219			6,182	4,274
Underwriting income	$	149,029		78,143	38,766
Ratios:
Loss and loss expense ratio	57.7		%	62.5	64.6
Underwriting expense ratio	34.5			33.0	33.0
Policyholder dividends ratio	0.3			0.3	0.2
GAAP combined ratio	92.5		%	95.8	97.8
Statutory combined ratio	92.4		%	95.7	97.5

For revenue and profitability measures for each of our three insurance segments, see Note 11. "Segment Information" in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K. We do not allocate assets to individual segments. In addition, for analysis of our insurance segments' results, see "Results of Operations and Related Information by Segment" in Item 7. "Management's Discussion and Analysisof Financial Condition and Results of Operations." of this Form 10-K.

Insurance Segments

Overview

We derive all of our insurance operations revenue from selling insurance products and services to businesses and individuals for premium. The majority of our sales are annual insurance policies. Our most significant cost associated with the sale of insurance policies is our loss and loss expenses.

To that end, we establish loss and loss expense reserves that are estimates of the amounts that we will need to pay in the future for claims and related expenses for insured losses that have already occurred. Estimating reserves as of any given date involves a considerable degree of judgment and is inherently uncertain. We regularly review our reserving techniques and our overall amount of reserves. For disclosures concerning our unpaid loss and loss expenses, as well as a full discussion regarding our loss reserving process, see "Critical Accounting Policies and Estimates" in Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations." of this Form 10-K. Additionally, for an analysis of changes in our loss reserves over the most recent three-year period, see Note 9. "Reserves for Losses and Loss Expenses" in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

As part of our risk management efforts associated with the sale of our products and services, we use reinsurance to protect our capital resources and insure us against losses on the risks that we underwrite. We use two main reinsurance vehicles: (i) a reinsurance pooling agreement among our Insurance Subsidiaries in which each company agrees to share in premiums and losses based on certain specified percentages; and (ii) reinsurance contracts and arrangements with third parties that cover various policies that we issue to our customers. For information regarding reinsurance treaties and agreements, see "Reinsurance" in Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations." of this Form 10-K.

7

Insurance Segments Products and Services

The types of insurance we sell in our insurance segments fall into three broad categories: 

• Property insurance, which generally covers the financial consequences of accidental loss of an insured’s real and/or personal property. Property claims are generally reported and settled in a relatively short period of time.

• Casualty insurance, which generally covers the financial consequences of employee injuries in the course of employment and bodily injury and/or property damage to a third party as a result of an insured’s negligent acts, omissions, or legal liabilities. Casualty claims may take several years to be reported and settled.

• Flood insurance, which generally covers property losses under the Federal Government's Write Your Own ("WYO") Program of the NFIP. Flood insurance premiums and losses are 100% ceded to the NFIP.

We underwrite our business primarily through traditional insurance. The following table shows the principal types of policies we write:

Types of Policies	Category of Insurance	Standard Commercial Lines	Standard Personal Lines	E&S Lines
Commercial Property (including Inland Marine)	Property	X		X
Commercial Automobile	Property/Casualty	X		X
General Liability (including Excess Liability/Umbrella)	Casualty	X		X
Workers Compensation	Casualty	X
Businessowners' Policy	Property/Casualty	X
Bonds (Fidelity and Surety)	Casualty	X
Homeowners	Property/Casualty		X
Personal Automobile	Property/Casualty		X
Personal Umbrella	Casualty		X
Flood1	Flood/Property	X	X

¹Flood insurance premiums and losses are 100% ceded to the federal government’s WYO Program. Certain other policies contain minimal flood or flood related coverages.

Product Development and Pricing

Our insurance policies are contracts that specify our coverages - what we will pay to or for an insured upon a specified loss. We develop our coverages internally and by adopting and modifying forms and statistical data licensed from third party aggregators, notably Insurance Services Office, Inc. (“ISO”), American Association of Insurance Services, Inc. ("AAIS"), and the National Council on Compensation Insurance, Inc. ("NCCI"). Determining the price to charge for our coverages involves consideration of many variables. At the time we underwrite and issue a policy, we do not know what our actual costs for the policy will be in the future. To calculate and project future costs, we examine and analyze historical statistical data and factor in expected changes in loss trends. Additionally, we have developed predictive models for certain of our Standard Commercial and Standard Personal Lines. Predictive models analyze historical statistical data regarding our customers and their loss experience, rank our policies, or potential policies, based on this analysis, and apply this risk data to current and future customers to predict the likely profitability of an account. A model’s predictive capabilities are limited by the amount and quality of the statistical data available. As a regional insurance group, our loss experience is not always statistically large enough to analyze and project future costs. Consequently, we use ISO, AAIS, and NCCI data to supplement our proprietary data.

8

Customers and Customer Markets

We categorize our Standard Commercial Lines customers into the following strategic business units ("SBUs"):

	Percentage of Standard Commercial Lines	Description
Contractors	35%	General contractors and trade contractors
Mercantile and Services	26%	Focuses on retail, office, service businesses, restaurants, and hotels
Community and Public Services	20%	Focuses on public entities, social services, golf courses, and religious institutions
Manufacturing and Wholesale	18%	Includes manufacturers, wholesalers, and distributors
Bonds	1%	Includes fidelity and surety
Total Standard Commercial Lines	100%

We do not categorize our Standard Personal Line customers or our E&S Line customers by SBU.

The following are general guidelines that can be used as indicators of the approximate size of our customers:

• The average Standard Commercial Lines account size is $10,500.

• The average Standard Personal Lines account size is $2,000.

• The average E&S Lines policy is $3,000.

No one customer accounts for 10% or more of our insurance segments in the aggregate.

Geographic Markets

We principally sell in the following geographic markets:

• Standard Commercial Lines products and services are primarily sold in 22 states located in the Eastern and Midwestern regions of the United States and the District of Columbia.

• Standard Personal Lines products and services are primarily sold in 13 states located in the Eastern and Midwestern regions of the United States, except for the flood portion of this segment, which is sold in all 50 states and the District of Columbia.

• E&S Lines are sold in all 50 states and the District of Columbia.

We believe this geographic diversification lessens our exposure to regulatory, competitive, and catastrophic risk. The following table lists the principal states in which we write business and the percentage of total NPW each represents for the last three fiscal years:

	Year Ended December 31,
% of NPW	2015		2014	2013
New Jersey	21.2	%	22.6	23.1
Pennsylvania	11.7		11.4	11.5
New York	7.2		7.1	6.9
Maryland	5.4		5.6	5.7
Virginia	4.6		4.6	4.7
Indiana	4.3		4.5	4.8
Georgia	4.1		3.8	3.5
Illinois	3.7		4.0	4.5
North Carolina	3.7		3.4	3.2
Michigan	3.5		3.3	3.4
South Carolina	3.0		3.1	3.0
Ohio	2.4		2.4	2.5
Other states	25.2		24.2	23.2
Total	100.0	%	100.0	100.0

9

We support geographically diversified business from our corporate headquarters in Branchville, New Jersey, and our six regional branches (referred to as our “Regions”). The table below lists our Regions and where they have office locations:

Region	Office Location
Heartland	Carmel, Indiana
New Jersey	Hamilton, New Jersey
Northeast	Branchville, New Jersey
Mid-Atlantic	Allentown, Pennsylvania and Hunt Valley, Maryland
Southern	Charlotte, North Carolina
E&S	Horsham, Pennsylvania and Scottsdale, Arizona

Distribution Channel

We sell our insurance products and services through the following types of distribution partners:

• Standard Commercial Lines: independent retail agents;

• Standard Personal Lines: independent retail agents; and

• E&S Lines: wholesale general agents.

We pay these distribution partners commissions and other consideration for business placed with us. We seek to compensate them fairly and in a manner consistent with market practices. No one distribution partner is responsible for 10% or more of our combined insurance segments' premium.

As our customers rely heavily on our distribution partners, it is sometimes difficult to develop brand recognition as these customers cannot always differentiate between their insurance agents and their insurance carriers. We continue to evolve our service model, post policy-acquisition, with an increasing focus on the customer. Our goal is to provide our customers with 24/7 access to transactional capabilities and account information. Customers expect this level of access from every business and, while many insurers offer such solutions in the personal lines space, we want to be a leader in this area for the small commercial lines market. When combined with our digital strategy, we believe this level of access will significantly improve the customer experience. Within our digital strategy, we provide self-servicing capabilities via a mobile application and a web-based portal where our customers have access to basic account information on demand. These efforts will allow us to continue to offer customers a shared experience with our distribution partners, while positioning us to more directly demonstrate our value proposition.

Independent Retail Agents

According to a study released in 2015 by the Independent Insurance Agents & Brokers of America, independent retail insurance agents and brokers write approximately 80% of standard commercial lines insurance and 35% of standard personal lines insurance in the United States. We believe that independent retail insurance agents will remain a significant force in overall insurance industry premium production because they represent more than one insurance carrier and therefore are able to provide a wider choice of commercial and personal lines insurance products and risk-based consultation to customers.

We currently have approximately 1,100 independent retail agents selling our Standard Commercial Lines business, 700 of which also sell our Standard Personal Lines business (excluding flood). In total, these 1,100 distribution partners have approximately 2,100 office locations selling our business. In addition, we have approximately 6,000 distribution partners selling our flood insurance products.

In a survey that we conducted in 2015, we received an overall satisfaction score of 8.6 out of 10 from our standard market distribution partners, which, we believe, highlighted their satisfaction with our products, the ease of reporting claims, and the professionalism and effectiveness of our employees.

Wholesale General Agents

E&S Lines are written almost exclusively through approximately 80 wholesale general agents, who are our distribution partners in the E&S market. We have granted contract binding authority to these partners for business that meets our prescribed underwriting and pricing guidelines.

10

Marketing

Our primary marketing strategy is to:

• Use an empowered field underwriting model to provide our retail distribution partners with resources within close geographic proximity to their businesses and our customers. For further discussion on this, see the “Field Model and Technology” section below.

• Develop close relationships with each distribution partner, as well as their principals and producers: (i) by soliciting their feedback on products and services; (ii) by advising them concerning our product developments; and (iii) through education and development focusing on producer recruitment, sales training, enhancing customer experience, online marketing, and distribution operations.

• Develop with each distribution partner, and then carefully monitor, annual goals regarding: (i) types and mix of risks placed with us; (ii) amount of premium or number of policies placed with us; (iii) customer service and retention levels; and (iv) profitability of business placed with us.

• Develop brand recognition with our customers through our marketing efforts, which include radio and television advertising, as well as advertising at certain national and local sporting events.

Field Model and Technology

We use the service mark “High-tech x High-touch = HT^{2 SM}” to describe our business strategy. “High-tech” refers to our technology that we use to make it easy for our distribution partners and customers to do business with us. “High-touch” refers to the close relationships that we have with our distribution partners and customers through our field business model.

High Tech

We leverage the use of technology in our business. We have made significant investments in information technology platforms, integrated systems, internet-based applications, and predictive modeling initiatives. We do this to provide:

• Our distribution partners and our customers with access to accurate business information and the ability to process certain transactions from their locations, seamlessly integrating those transactions into our systems;

• Our underwriters with targeted underwriting and pricing tools to enhance profitability while growing the business;

• Our Special Investigations Unit ("SIU") investigators access to our business intelligence systems to better identify claims with potential fraudulent activities;

• Our claims recovery and subrogation departments with the ability to expand and enhance their models through the use of our business intelligence systems; and

• Our customers with 24/7 access to transactional capabilities and information through a web-based customer portal and a customer mobile application.

We manage our information technology projects through an Enterprise Project Management Office (“EPMO”) governance model. The EPMO is supported by certified project managers who apply methodologies to: (i) communicate project management standards; (ii) provide project management training and tools; (iii) manage projects; (iv) review project status and cost; and (v) provide non-technology project management consulting services to the rest of the organization. The EPMO, which includes senior management representatives from all major business areas, corporate functions, and information technology, meets regularly to review all major initiatives and receives reports on the status of other projects. We believe the EPMO is an important factor in the success of our technology implementation.

Our primary technology operations are located in Branchville, New Jersey and Glastonbury, Connecticut. We have agreements with multiple consulting, information technology, and service providers for supplemental staffing services. Collectively, these providers supply approximately 46% of our skilled technology capacity. We retain management oversight of all projects and ongoing information technology production operations. We believe we would be able to manage an efficient transition to new vendors without significant impact to our operations if we terminated an existing vendor.

11

High Touch

To support our distribution partners, we employ a field model for both underwriting and claims, with various employees in the field, usually working from home offices near our distribution partners. We believe that we build better and stronger relationships with our distribution partners because of the close proximity of our field employees, and the resulting direct interaction with our distribution partners and our customers. At December 31, 2015, we had approximately 2,200 employees, of which 320 worked in the field, and 850 worked in one of our regional offices.

Underwriting Process

Our underwriting process requires communication and interaction among:

• Our Agency Management Specialists (“AMSs”), who:  (i) manage the growth and profitability of business that their assigned distribution partners write with us; and (ii) perform field underwriting for new Standard Commercial Lines business;

• Our Standard Commercial Lines small business teams are responsible for handling: (i) new business in need of review that was submitted by our distribution partners through our automated underwriting platform, One & Done^®; and (ii) other new small accounts and middle market accounts with low underwriting complexity;

• Our Standard Personal Lines Marketing Specialists (“PLMSs”) have primary responsibility for identifying new opportunities to grow our Standard Personal Lines;

• Our E&S territory managers have primary responsibility for identifying new opportunities to grow our E&S Lines;

• Our corporate underwriting department develops our underwriting appetite, products, policy forms, pricing, and underwriting guidelines for our standard market and E&S market business;

• Our corporate actuaries assist in the determination of rate and pricing levels, while monitoring pricing and profitability along with the Regions, corporate underwriting and business intelligence staff for our standard market and E&S market business;

• Our Regions establish and execute upon: (i) annual premium and pricing goals; (ii) specific new business targets by distribution partner; and (iii) profit improvement plans as needed across lines, states, and/or distribution partners;

• Our distribution partners, which include independent retail agents for our standard market business and wholesale general agents for our E&S market business, provide front-line underwriting within our prescribed guidelines;

• Our regional underwriters manage the inforce policies for their assigned distribution partners, including but not limited to, managing profitability and pricing levels within their portfolios by developing policy-specific pricing;

• Our Safety Management Specialists (“SMSs”) provide a wide range of front-line safety management services to our Standard Commercial Lines customers as discussed more fully below;

• Our premium auditors supplement the underwriting process by working with insureds to accurately audit exposures for certain policies that we write; and

• Our field technical coordinators are responsible for technology assistance and training to aid our employees and our distribution partners.

We have an underwriting service center (“USC”) located in Richmond, Virginia. The USC assists our distribution partners by servicing certain Standard Personal Lines and smaller Standard Commercial Lines accounts. At the USC, many of our employees are licensed agents who respond to customer inquiries about insurance coverage, billing transactions, and other matters. For the convenience of using the USC and our handling of certain transactions, our distribution partners agree to receive a slightly lower than standard commission for the premium associated with the USC. As of December 31, 2015, our USC was servicing Standard Commercial Lines NPW of $50.0 million and Standard Personal Lines NPW of $31.9 million. The $81.9 million total serviced by the USC represents 4% of our total NPW.

As mentioned above, our field model provides a wide range of front-line safety management services focused on improving a Standard Commercial Lines insured’s safety and risk management programs. Our service mark “Safety Management: Solutions for a safer workplace”^SM includes: (i) risk evaluation and improvement surveys intended to evaluate potential

12

exposures and provide solutions for mitigation; (ii) internet-based safety management educational resources, including a large library of coverage-specific safety materials, videos and online courses, such as defensive driving and employee educational safety courses; (iii) thermographic infrared surveys aimed at identifying electrical hazards; and (iv) Occupational Safety and Health Administration construction and general industry certification training. Risk improvement efforts for existing customers are designed to improve loss experience and policyholder retention through valuable ongoing consultative service. Our safety management goal is to work with our customers to identify and eliminate potential loss exposures.

Claims Management

Effective, fair, and timely claims management is one of the most important services that we provide to our customers and distribution partners. It is also one of the critical factors in achieving underwriting profitability. We have structured our claims organization to emphasize: (i) cost-effective delivery of claims services and control of loss and loss expenses; and (ii) maintenance of timely and adequate claims reserves. In connection with our Standard Commercial Lines and Standard Personal Lines, we achieve better claim outcomes through a field model that locates claim representatives in close proximity to our customers and distribution partners.

We have a claims service center (“CSC”), co-located with the USC, in Richmond, Virginia. The CSC receives first notices of loss from our customers and claimants related to our Standard Commercial Lines and Standard Personal Lines and manages routine automobile and property claims with no injuries. The CSC is designed to help: (i) reduce the claims settlement time on first- and third-party automobile property damage claims; (ii) increase the use of body shops, glass repair shops, and car rental agencies that have contracted with us at discounted rates and specified service levels; (iii) handle and settle small property claims; and (iv) investigate and negotiate auto liability claims. The CSC, as appropriate, will assign claims to the appropriate regional claims office or other specialized area within our claims organization.

Claims Management Specialists (“CMSs”) are responsible for investigating and resolving the majority of our standard marketplace commercial automobile bodily injury, general liability, and property losses with low to moderate severities. Strategically located throughout our footprint, CMSs are able to provide highly responsive customer and distribution partner service to quickly resolve claims within their authority. Over the course of 2015, we made changes to our E&S claims processing, which is now aligned with the processes used for our Standard Commercial Lines and Standard Personal Lines. E&S claims are handled in our E&S regional offices in Scottsdale, Arizona, and Horsham, Pennsylvania, and are segregated by line of business (property and liability). In the first quarter of 2015, our Quality Assurance Unit began conducting monthly file reviews on all of our operations to validate compliance with our quality claim handling standards. In addition, during the second half of the year, we further segregated our claims handling by litigation and complexity. Complex claims oversight is handled by the Complex Claims Unit ("CCU").

We have implemented specialized claims handling as follows:

• Liability claims with high severity or technically complex losses are handled by the CCU. The CCU specialists are primarily field based and handle losses based on injury type or with severities greater than $250,000.

• Litigated matters not meeting the CCU criteria are handled within our regional offices by our litigation claim units. These teams are aligned based upon jurisdictional knowledge and technical experience. In addition, they are supervised by litigation managers within the regional claim offices. These claims are segregated from the CMSs to allow for focused management.

• Workers compensation claim handling is centralized in Charlotte, North Carolina. Jurisdictionally trained and aligned medical only and lost-time adjusters manage non-complex workers compensation claims within our footprint. Claims with high exposure and/or significant escalation risk are referred to the workers compensation strategic case management unit.

• Property claims with high severity potential or technically complex losses are handled by either the Property Flex Unit or the Large Loss Unit.  Both of these groups specifically handle only higher exposure property claims. The Large Loss Unit handles claims above $100,000 and the Property Flex Unit handles claims between $25,000 to $100,000. The Property Flex Unit also forms the core of our catastrophe team.

• All asbestos and environmental claims are referred to our specialized corporate Environmental Unit, which also handles latent claims.

This structure allows us to provide experienced adjusting to each claim category.

13

Our insurance segments have an SIU that investigates potential insurance fraud and abuse, and supports efforts by regulatory bodies and trade associations to curtail the cost of fraud. The SIU adheres to uniform internal procedures to improve detection and take action on potentially fraudulent claims. It is our practice to notify the proper authorities of SIU findings, which we believe sends a clear message that we will not tolerate fraud against us or our customers. The SIU supervises anti-fraud training for all claims adjusters and AMSs.

Insurance Operations Competition

Our insurance segments face competition from public, private, and mutual insurance companies, which may have lower operating costs and/or lower cost of capital than we do. Some, like us, rely on partners for the distribution of their products and services and have competition within their distribution channel, making growth in market share difficult. Other insurance carriers either employ their own agents who only represent them or use a combination of distribution partners, captive agents, and direct marketing. The following provides information on the competition facing our insurance segments:

Standard Commercial Lines

The Standard Commercial Lines property and casualty insurance market is highly competitive and market share is fragmented among many companies. We compete with two types of companies, primarily on the basis of price, coverage terms, claims service, customer experience, safety management services, ease of technology usage, and financial ratings:

• Regional insurers, such as Cincinnati Financial Corporation, Erie Indemnity Company, The Hanover Insurance Group, Inc., and United Fire Group, Inc.; and

• National insurers, such as The Hartford Financial Services Group, Inc., Liberty Mutual Holding Company Inc., Nationwide Mutual Insurance Company, The Travelers Companies, Inc., and Zurich Insurance Group, Ltd.

Standard Personal Lines

Our Standard Personal Lines face competition primarily from the regional and national carriers noted above, as well as companies such as State Farm Mutual Automobile Insurance Company and Allstate Corporation. In addition, we face competition from direct insurers such as The Government Employees Insurance Company and The Progressive Corporation, which primarily offer personal auto coverage and market through a direct-to-consumer model.

E&S Lines

Our E&S Lines face competition from the E&S subsidiaries of the regional and national carriers named above, as well as the following companies:

• Nautilus Insurance Group, a member of W. R. Berkley Company;

• Colony Specialty, a member of the Argo Group International Holding Ltd;

• Western World Insurance Group, a member of the Validus Group;

• Century Insurance Group, a member of the Meadowbrook Insurance Group;

• The Burlington Insurance Company, a member of IFG Companies;

• United States Liability Insurance Group, a member of Berkshire Hathaway, Inc.;

• Scottsdale Insurance Company, a member of Nationwide Mutual Insurance Company; and

• Markel Corporation.

14

Industry Comparison

A comparison of certain statutory ratios for our combined insurance segments and our industry are shown in the following table:

	Simple Average of All Periods Presented		2015	2014		2013		2012		2011
Insurance Operations Ratios:1
Loss and loss expense	66.0	%	57.7	62.4		64.5		70.7		74.6
Underwriting expense	32.9		34.4	33.0		32.8		32.6		31.7
Policyholder dividends	0.3		0.3	0.3		0.2		0.2		0.4
Statutory combined ratio	99.2		92.4	95.7		97.5		103.5		106.7
Growth in NPW	8.4		9.8	4.1		8.7		12.2		7.0
Industry Ratios:1, 2
Loss and loss expense	71.8		70.4	69.3		67.7		73.7		77.9
Underwriting expense	27.7		27.0	27.4		28.0		28.2		28.0
Policyholder dividends	0.6		0.6	0.7		0.7		0.6		0.6
Statutory combined ratio	100.2		98.0	97.4		96.4		102.5		106.5
Growth in NPW	3.8		2.7	4.3		4.4		4.4		3.3
Favorable (Unfavorable) to Industry:
Statutory combined ratio	1.0		5.6	1.7		(1.1	)	(1.0	)	(0.2	)
Growth in NPW	4.6		7.1	(0.2	)	4.3		7.8		3.7

Note: Some amounts may not foot due to rounding.

¹The ratios and percentages are based on SAP prescribed or permitted by state insurance departments in the states in which the Insurance Subsidiaries are domiciled.

²Source: A.M. Best. The industry ratios for 2015 have been estimated by A.M. Best.

Insurance Regulation

Primary Oversight by the States in Which We Operate

Our insurance segments are heavily regulated. The primary public policy behind insurance regulation is the protection of policyholders and claimants over all other constituencies, including shareholders. By virtue of the McCarran-Ferguson Act, Congress has largely delegated insurance regulation to the various states. The primary market conduct and financial regulators of our Insurance Subsidiaries are the departments of insurance in the states in which they are organized and are licensed. For a discussion of the broad regulatory, administrative, and supervisory powers of the various departments of insurance, refer to the risk factor that discusses regulation in Item 1A. “Risk Factors.” of this Form 10-K.

Our various state insurance regulators are members of the NAIC. The NAIC has codified SAP and other accounting reporting formats and drafts model insurance laws and regulations governing insurance companies. An NAIC model only becomes law when it is enacted in the various state legislatures or promulgated as a regulation by the state insurance department. The adoption of certain NAIC model laws and regulations, however, is a key aspect of the NAIC Financial Regulations Standards and Accreditation Program.

15

NAIC Monitoring Tools

Among the NAIC's various financial monitoring tools that are material to the regulators in states in which our Insurance Subsidiaries are organized are the following:

• The Insurance Regulatory Information System (“IRIS”). IRIS identifies 13 industry financial ratios and specifies “usual values” for each ratio. Departure from the usual values on four or more of the financial ratios can lead to inquiries from individual state insurance departments about certain aspects of the insurer's business. Our Insurance Subsidiaries have consistently met the majority of the IRIS ratio tests.

• Risk-Based Capital. Risk-based capital is measured by four major areas of risk to which property and casualty insurers are exposed: (i) asset risk; (ii) credit risk; (iii) underwriting risk; and (iv) off-balance sheet risk. Insurers face a steadily increasing amount of regulatory scrutiny and potential intervention as their total adjusted capital declines below two times their "Authorized Control Level". Based on our 2015 statutory financial statements, which have been prepared in accordance with SAP, the total adjusted capital for each of our Insurance Subsidiaries substantially exceeded two times their Authorized Control Level.

• Annual Financial Reporting Regulation (referred to as the "Model Audit Rule"). The Model Audit Rule, which is modeled closely on the Sarbanes-Oxley Act of 2002, as amended, regulates: (i) auditor independence; (ii) corporate governance; and (iii) internal control over financial reporting. As permitted under the Model Audit Rule, the Audit Committee of the Board of Directors (the “Board”) of the Parent also serves as the audit committee of each of our Insurance Subsidiaries.

• Own Risk and Solvency Assessment ("ORSA"). ORSA requires insurers to maintain a framework for identifying, assessing, monitoring, managing, and reporting on the “material and relevant risks” associated with the insurers' (or insurance groups') current and future business plans. ORSA, which has been adopted by the state insurance regulators of our Insurance Subsidiaries, requires companies to file an internal assessment of their solvency with insurance regulators annually, the first filing of which occurred in 2015. Although no specific capital adequacy standard is currently articulated in ORSA, it is possible that such standard will be developed over time and may increase insurers' minimum capital requirements, which could adversely impact our growth and return on equity.    

Federal Regulation

Notable federal legislation and administrative policies that affect the insurance industry are:

• The Terrorism Risk Insurance Program Reauthorization Act ("TRIPRA");

• The Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”); and

• Various privacy laws that apply to us because we have personal non-public information, including the:

◦ Gramm-Leach-Bliley Act;

◦ Fair Credit Reporting Act;

◦ Drivers Privacy Protection Act; and

◦ Health Insurance Portability and Accountability Act.

Like all businesses, we are required to enforce the economic and trade sanctions of the Office of Foreign Assets Control (“OFAC”).

FEMA oversees the WYO Program enacted by Congress. Congress sets the WYO Program's budgeting, rules, and rating parameters.  Two significant pieces of legislation that impact the WYO Program are the Biggert-Waters Flood Insurance Reform Act of 2012 ("Bigger-Waters Act") and the Homeowner Flood Insurance Affordability Act of 2014 ("Flood Affordability Act"). The Biggert-Waters Act: (i) extended the NFIP funding to September 30, 2017; and (ii) moved the program to more market based rates for certain flood policies. The Flood Affordability Act repealed and modified certain provisions in the Biggert-Waters Act regarding premium adjustments. 

In response to the financial markets crises in 2008 and 2009, the Dodd-Frank Act was enacted in 2010. This law provided for, among other things, the following:

• The establishment of the Federal Insurance Office (“FIO”) under the United States Department of the Treasury;

• Federal Reserve oversight of financial services firms designated as systemically important; and

• Corporate governance reforms for publicly traded companies.

16

The FIO continues to establish itself on national and international insurance issues after having issued its initial report regarding the modernization of insurance regulation in the United States. The report concluded that insurance regulation in the United States is best viewed in terms of a hybrid model, in which state and federal oversight play complementary roles defined by the strengths each brings to improving solvency and market conduct regulation. The FIO, Federal Reserve, and the NAIC are currently looking at oversight and solvency standards as they coordinate with international regulators regarding the future regulation of financial entities. For additional information on the potential impact of the Dodd-Frank Act, refer to the risk factor related to legislation within Item 1A. “Risk Factors.” of this Form 10-K.

International Regulation

We believe that development of global capital standards will influence the development of similar standards by domestic regulators. Notable international developments include the following:

• In 2014, the International Association of Insurance Supervisors proposed Basic Capital Standards for Global Systemically Important Insurers as well as a uniform capital framework for internationally active insurers; and

• The European Union has enacted Solvency II, which sets out new requirements on capital adequacy and risk management for insurers operating in Europe, which was implemented in 2016.

For additional information on the potential impact of international regulation on our business, refer to the risk factor related to regulation within Item 1A. “Risk Factors.” of this Form 10-K.

Investment Segment

Our Investment segment invests insurance premiums, as well as amounts generated through our capital management strategies, which may include the issuance of debt and equity securities, to generate investment income and to satisfy obligations to our customers, our shareholders, and our debt holders, among others. At December 31, 2015, our investment portfolio consisted of the following:

Category of Investment
($ in millions)	Carrying Value		% of Investment Portfolio
Fixed income securities	$	4,609.6	91
Equity securities	207.1		4
Short-term investments	194.8		4
Other investments, including alternatives	77.8		1
Total	$	5,089.3	100

The primary objective of the investment portfolio is to maximize after-tax investment income while balancing risk and generating long-term growth in shareholder value. Our investment philosophy is predicated on investing with a long-term horizon, with significant emphasis on risk control, capital preservation, taxes, liquidity, and diversification. Our investments include high-quality fixed maturity securities, common stocks and preferred securities designed to generate stable dividend income and long-term capital appreciation, and alternative investments that seek to diversify the sources of risk and return of the overall portfolio.

For further information regarding our risks associated with the overall investment portfolio, see Item 7A. “Quantitative and Qualitative Disclosures About Market Risk.” and Item 1A. “Risk Factors.” of this Form 10-K. For additional information about investments, see the section entitled, “Investments,” in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” and Item 8. “Financial Statements and Supplementary Data.” Note 5. of this Form 10-K.

Reports to Security Holders

We file with the SEC all required disclosures, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statements, and other required information under Sections 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (“Exchange Act”). We provide access to these filed materials on our Internet website, www.selective.com.

17

Item 1A. Risk Factors.

Any of the following risk factors could cause our actual results to differ materially from historical or anticipated results. They could have a significant impact on our business, liquidity, capital resources, results of operations, financial condition, and debt ratings. These risk factors might affect, alter, or change actions that we might take in executing our long-term capital strategy, including but not limited to, contributing capital to any or all of the Insurance Subsidiaries, issuing additional debt and/or equity securities, repurchasing our equity securities, redeeming our fixed income securities, or increasing or decreasing stockholders’ dividends. The following list of risk factors is not exhaustive, and others may exist.

Risks Related to Insurance Segments

Our loss and loss expense reserves may not be adequate to cover actual losses and expenses.

We are required to maintain loss and loss expense reserves for our estimated liability for losses and loss expenses associated with reported and unreported insurance claims. Our estimates of reserve amounts are based on facts and circumstances that we know, including our expectations of the ultimate settlement and claim administration expenses, including inflationary trends particularly regarding medical costs, predictions of future events, trends in claims severity and frequency, and other subjective factors relating to our insurance policies in force. There is no method for precisely estimating the ultimate liability for settlement of claims. We cannot be certain that the reserves we establish are adequate or will be adequate in the future. From time-to-time, we increase reserves if they are inadequate or reduce them if they are redundant. An increase in reserves: (i) reduces net income and stockholders’ equity for the period in which the reserves are increased; and (ii) could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

We are subject to losses from catastrophic events.

Our results are subject to losses from natural and man-made catastrophes, including, but not limited to: hurricanes, tornadoes, windstorms, earthquakes, hail, terrorism, explosions, severe winter weather, floods, and fires, some of which may be related to climate changes. The frequency and severity of these catastrophes are inherently unpredictable. One year may be relatively free of such events while another may have multiple events. For further discussion regarding man-made catastrophes that relate to terrorism, see the risk factor directly below regarding the potential for significant losses from acts of terrorism.

There is widespread interest among scientists, legislators, regulators, and the public regarding the effect that greenhouse gas emissions may have on our environment, including climate change. If greenhouse gases continue to impact our climate, it is possible that more devastating catastrophic events could occur.

The magnitude of catastrophe losses is determined by the severity of the event and the total amount of insured exposures in the area affected by the event as determined by ISO's Property Claim Services unit. Most of the risks underwritten by our insurance segments are concentrated geographically in the Eastern and Midwestern regions of the United States, particularly in New Jersey, which represented approximately 21% of our total NPW during 2015. Catastrophes in the Eastern and Midwestern regions of the United States could adversely impact our financial results, as was the case in 2010, 2011, and 2012.

Although catastrophes can cause losses in a variety of property and casualty insurance lines, most of our historical catastrophe-related claims have been from commercial property and homeowners coverages. In an effort to limit our exposure to catastrophe losses, we purchase catastrophe reinsurance. Catastrophe reinsurance could prove inadequate if: (i) the various modeling software programs that we use to analyze the Insurance Subsidiaries’ risk result in an inadequate purchase of reinsurance by us; (ii) a major catastrophe loss exceeds the reinsurance limit or the reinsurers’ financial capacity; or (iii) the frequency of catastrophe losses results in our Insurance Subsidiaries exceeding the aggregate limits provided by the catastrophe reinsurance treaty. Even after considering our reinsurance protection, our exposure to catastrophe risks could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

18

We are subject to potential significant losses from acts of terrorism.

As a Standard Commercial Lines and E&S Lines writer, we are required to participate in TRIPRA, which was extended by Congress to December 31, 2020. TRIPRA requires private insurers and the United States government to share the risk of loss on future acts of terrorism certified by the U.S. Secretary of the Treasury. Under TRIPRA, insureds with non-workers compensation commercial policies have the option to accept or decline our terrorism coverage or negotiate with us for other terms. In 2015, 87% of our Standard Commercial Lines non-workers compensation policyholders purchased terrorism coverage that included nuclear, biological, chemical, and radioactive ("NBCR") events. Terrorism coverage is mandatory for all primary workers compensation policies, so the TRIPRA back-stop applies to these policies. A risk exists that, if the U.S. Secretary of Treasury does not certify certain future terrorist events, we would be required to pay related covered losses without TRIPRA's risk sharing benefits. Examples of this potential risk are the 2013 Boston Marathon bombing and the shootings in San Bernardino, California in 2015, neither of which were certified as terrorism events.

Under TRIPRA, each participating insurer is responsible for paying a deductible of specified losses before federal assistance is available. This deductible is based on a percentage of the prior year’s applicable Standard Commercial Lines and E&S Lines premiums. In 2016, our deductible is approximately $280 million. For losses above the deductible, the federal government will pay 84% of losses to an industry limit of $100 billion, and the insurer retains 16%. The federal share of losses will be reduced by 1% each year to 80% by 2020. Although TRIPRA’s provisions will mitigate our loss exposure to a large-scale terrorist attack, our deductible is substantial and could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

TRIPRA rescinded all previously approved coverage exclusions for terrorism. Many of the states in which we write commercial property insurance mandate that we cover fire following an act of terrorism regardless of whether the insured specifically purchased terrorism coverage. Likewise, terrorism coverage cannot be excluded from workers compensation policies in any state in which we write.

Personal lines of business have never been covered under TRIPRA. Homeowners policies within our Standard Personal Lines exclude nuclear losses, but do not exclude biological or chemical losses.

Our ability to reduce our risk exposure depends on the availability and cost of reinsurance.

We transfer a portion of our underwriting risk exposure to reinsurance companies. Through our reinsurance arrangements, a specified portion of our losses and loss expenses are assumed by the reinsurer in exchange for a specified portion of premiums. The availability, amount, and cost of reinsurance depend on market conditions, which may vary significantly. Most of our reinsurance contracts renew annually and may be impacted by the market conditions at the time of the renewal that are unrelated to our specific book of business or experience. Any decrease in the amount of our reinsurance will increase our risk of loss. Any increase in the cost of reinsurance that cannot be included in renewal price increases will reduce our earnings. Accordingly, we may be forced to incur additional expenses for reinsurance or may not be able to obtain sufficient reinsurance on acceptable terms. Either could adversely affect our ability to write future business or result in the assumption of more risk with respect to those policies we issue.

We are exposed to credit risk.

We are exposed to credit risk in several areas of our insurance segments, including from:

• Our reinsurers, who are obligated to us under our reinsurance agreements. The relatively small size of the reinsurance market and our objective to maintain an average weighted rating of “A” by A.M. Best on our current reinsurance programs constrains our ability to diversify this credit risk. However, some of our reinsurance credit risk is collateralized.

• Certain life insurance companies that are obligated to our customers, as we have purchased annuities from them under structured settlement agreements.

• Some of our distribution partners, who collect premiums from our customers and are required to remit the collected premium to us.

• Some of our customers, who are responsible for payment of premiums and/or deductibles directly to us.

• The invested assets in our defined benefit plan, which partially serve to fund our liability associated with this plan. To the extent that credit risk adversely impacts the valuation and performance of the invested assets within our defined benefit plan, the funded status of the defined benefit plan could be adversely impacted and, as result, could increase the cost of the plan to us.

19

Our exposure to credit risk could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

Difficult conditions in global capital markets and the economy may adversely affect our revenue and profitability and harm our business, and these conditions may not improve in the near future.

General economic conditions in the United States and throughout the world and volatility in financial and insurance markets may materially affect our results of operations. Factors such as business and consumer confidence, unemployment levels, consumer spending, business investment, government spending, the volatility and strength of the capital markets, and inflation all affect the business and economic environment and, indirectly, the amount and profitability of our business. During 2015, 34% of DPW in our Standard Commercial Lines business were based on payroll/sales of our underlying customers. An economic downturn in which our customers decline in revenue or employee count can adversely affect our audit and endorsement premium in our Standard Commercial Lines.

Unfavorable economic developments could adversely affect our earnings if our customers have less need for insurance coverage, cancel existing insurance policies, modify coverage, or choose not to renew with us. Challenging economic conditions may impair the ability of our customers to pay premiums as they come due. Although economic conditions have consistently improved over the last several years, many fundamental concerns still exist, which may have a material effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

A downgrade or a potential downgrade in our financial strength or credit ratings could result in a loss of business and could have a material adverse effect on our financial condition and results of operations.

Our financial strength ratings, as issued by the following Nationally Recognized Statistical Rating Organizations ("NRSROs"), are as follows:

NRSRO	Financial Strength Rating	Outlook
A.M. Best	A	Stable
S&P	A-	Positive
Moody’s	A2	Stable
Fitch	A+	Stable

A significant rating downgrade, particularly from A.M. Best, would affect our ability to write new or renewal business with customers, some of whom are required under various third party agreements to maintain insurance with a carrier that maintains a specified minimum rating. In addition, our $30 million line of credit ("Line of Credit") requires our Insurance Subsidiaries to maintain an A.M. Best rating of at least “A-” (one level below our current rating) and a default could lead to acceleration of any outstanding principal. Such an event could trigger default provisions under certain of our other debt instruments and negatively impact our ability to borrow in the future. As a result, any significant downgrade in our financial strength ratings could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

NRSROs also rate our long-term debt creditworthiness. Credit ratings indicate the ability of debt issuers to meet debt obligations in a timely manner and are important factors in our overall funding profile and ability to access certain types of liquidity. Our current senior credit ratings are as follows:

NRSRO	Credit Rating	Long Term Credit Outlook
A.M. Best	bbb+	Stable
S&P	BBB-	Positive
Moody’s	Baa2	Stable
Fitch	BBB+	Stable

Downgrades in our credit ratings could have a material adverse effect on our financial condition and results of operations in many ways, including making it more expensive for us to access capital markets. We cannot predict possible actions NRSROs may take regarding our ratings that could adversely affect our business or the possible actions we may take in response to any such actions.

We have many competitors and potential competitors.

Demand for insurance is influenced by prevailing general economic conditions. The supply of insurance is related to prevailing prices, the levels of insured losses and the levels of industry capital which, in turn, may fluctuate in response to changes in rates of return on investments being earned in the insurance industry. In addition, pricing is influenced by the operating performance of insurers as increased pricing may be necessary to meet return on equity objectives. As a result, the insurance industry

20

historically has been through cycles characterized by periods of intense price competition due to excessive underwriting capacity and periods when shortages of capacity and poor operating performance by insurers drives favorable premium levels. If competitors price business below technical levels, we might reduce our profit margin in order to retain our best business.

Pricing and loss trends impact our profitability. For example, assuming retention and all other factors remain constant:

• A pure price decline of approximately 1% would increase our statutory combined ratio by approximately 0.75 points;

• A 3% increase in our expected claim costs for the year would cause our loss and loss expense ratio to increase by approximately 1.75 points; and

• A combination of the two could raise the combined ratio by approximately 2.5 points.

We compete with regional, national, and direct-writer property and casualty insurance companies for customers, distribution partners, and employees. Some competitors are public companies and some are mutual companies. Many competitors are larger and may have lower operating costs and/or lower cost of capital. They may have the ability to absorb greater risk while maintaining their financial strength ratings. Consequently, some competitors may be able to price their products more competitively. These competitive pressures could result in increased pricing pressures on a number of our products and services, particularly as competitors seek to win market share, and may impair our ability to maintain or increase our profitability. Because of its relatively low cost of entry, the Internet has emerged as a significant place of new competition, both from existing competitors and new competitors. Additionally, reinsurers have entered certain primary property casualty insurance markets to diversify their operations and compete with us. Further new competition could cause changes in the supply or demand for insurance and adversely affect our business.

We have less loss experience data than our larger competitors.

We believe that insurance companies are competing and will continue to compete on their ability to use reliable data about their customers and loss experience in complex analytics and predictive models to assess profitability of the risk, as well as the potential for adverse claim development, recovery opportunities, fraudulent activities, and customer buying habits. With the consistent expansion of computing power and the decline in its cost, we believe that data and analytics use will continue to increase and become more complex and accurate. As a regional insurance group, the loss experience from our insurance operations is not large enough in all circumstances to analyze and project our future costs. In addition, we have limited data regarding our E&S business, which we assumed in 2011 and began writing directly in 2012. We use data from ISO, NCCI, and AAIS to obtain sufficient industry loss experience data. While statistically relevant, that data is not specific to the performance of risks we have underwritten. Larger competitors, particularly national carriers, have significantly more data regarding the performance of risks that they have underwritten. The analytics of their loss experience data may be more predictive of profitability of their risks than our analysis using, in part, general industry loss experience. For the same reason, should Congress repeal the McCarran-Ferguson Act, which provides an anti-trust exemption for the aggregation of loss data, and we are unable to access data from ISO, NCCI, and AAIS, we will be at a competitive disadvantage to larger insurers who have more sufficient loss experience data on their own customers.

We depend on distribution partners.

We market and sell our insurance products through distribution partners who are not our employees. We believe that these partners will remain a significant force in overall insurance industry premium production because they can provide customers with a wider choice of insurance products than if they represented only one insurer. That, however, creates competition in our distribution channel and we must market our products and services to our distribution partners before they sell them to our mutual customers. Additionally, there has been a trend towards increased levels of consolidation of these distribution partners in the marketplace, which increases competition among fewer distributors. Our Standard Personal Lines production is further limited by the fact that independent retail insurance agencies only write approximately 35% of this business in the United States. Our financial condition and results of operations are tied to the successful marketing and sales efforts of our products by our distribution partners. In addition, under insurance laws and regulations and common law, we potentially can be held liable for business practices or actions taken by our distribution partners.

We face risks regarding our flood business because of uncertainties regarding the NFIP.

We are the sixth largest insurance group participating in the WYO arrangement of the NFIP, which is managed by the Mitigation Division of the Federal Emergency Management Agency (“FEMA”) in the U.S. Department of Homeland Security. For WYO participation, we receive an expense allowance for policies written and a servicing fee for claims administered. Under the program, all losses are 100% reinsured by the Federal Government. Currently, the expense allowance is 30.9% of direct premiums written. The servicing fee is the combination of 0.9% of DPW and 1.5% of incurred losses.

21

The NFIP is funded by Congress and in 2012, Congress passed, and the President signed, the Biggert-Waters Flood Insurance Reform Act of 2012 (“Biggert-Waters Act”). The Biggert-Waters Act: (i) extended NFIP funding to September 30, 2017; and (ii) moved the program to more market based rates for certain flood policyholders. FEMA implemented these rates throughout 2013, which created significant public discontent and Congressional concern over the impact of the new rates on NFIP customers.

Consequently, Congress passed and, on March 21, 2014, the President signed into law, the Homeowner Flood Insurance Affordability Act of 2014 (“Flood Affordability Act”). The Flood Affordability Act substantially modifies certain provisions of the Biggert-Waters Act, including the reversal of certain rate increases resulting in premium refunds for many NFIP policyholders that began after October 1, 2014. Effective April 2015, the Flood Affordability Act effectuated certain changes to the NFIP, including: (i) an increase in the Reserve Fund Assessment; (ii) implementation of an annual surcharge on all new and renewal policies; (iii) an additional deductible option; and (iv) increases in the federal policy fee and basic rates.

As a WYO carrier, we are required to follow certain NFIP procedures when administering flood policies and claims. Some of these requirements may differ from our normal business practices and may present a reputational risk to our brand. Insurance companies are regulated by states; however, the NFIP is a federal program. Consequently, we have the risk that regulatory positions taken by the NFIP and a state regulator on the same issue may conflict.

Despite the passage of the Flood Affordability Act, the role of the NFIP program remains under scrutiny by policymakers. Additionally, our flood business could be impacted by: (i) a mandate for primary insurance carriers to provide flood insurance; or (ii) private writers becoming more prevalent in the marketplace. The uncertainty behind the public policy debate and politics of flood insurance reform make it difficult for us to predict the future of the NFIP and our continued participation in the program.

We are heavily regulated and changes in regulation may reduce our profitability, increase our capital requirements, and/or limit our growth.

Our Insurance Subsidiaries are heavily regulated by extensive laws and regulations that may change on short notice. The primary public policy behind insurance regulation is the protection of policyholders and claimants over all other constituencies, including shareholders. Historically, and by virtue of the McCarran-Ferguson Act, our Insurance Subsidiaries are primarily regulated by the states in which they are domiciled and licensed. State insurance regulation is generally uniform throughout the U.S. by virtue of similar laws and regulations required by the NAIC to accredit state insurance departments so their examinations can be given full faith and credit by other state regulators. Despite their general similarity, various provisions of these laws and regulations vary from state to state. At any given time, there may be various legislative and regulatory proposals in each of the 50 states and District of Columbia that, if enacted, may affect our Insurance Subsidiaries.

The broad regulatory, administrative, and supervisory powers of the various state departments of insurance include the following:

• Related to our financial condition, review and approval of such matters as minimum capital and surplus requirements, standards of solvency, security deposits, methods of accounting, form and content of statutory financial statements, reserves for unpaid loss and loss adjustment expenses, reinsurance, payment of dividends and other distributions to shareholders, periodic financial examinations, and annual and other report filings.

• Related to our general business, review and approval of such matters as certificates of authority and other insurance company licenses, licensing and compensation of distribution partners, premium rates (which may not be excessive, inadequate, or unfairly discriminatory), policy forms, policy terminations, reporting of statistical information regarding our premiums and losses, periodic market conduct examinations, unfair trade practices, participation in mandatory shared market mechanisms, such as assigned risk pools and reinsurance pools, participation in mandatory state guaranty funds, and mandated continuing workers compensation coverage post-termination of employment.

• Related to our ownership of the Insurance Subsidiaries, we are required to register as an insurance holding company system in each state where an insurance subsidiary is domiciled and report information concerning all of our operations that may materially affect the operations, management, or financial condition of the insurers. As an insurance holding company, the appropriate state regulatory authority may: (i) examine us or our Insurance Subsidiaries at any time; (ii) require disclosure or prior approval of material transactions of any of the Insurance Subsidiaries with its affiliates; and (iii) require prior approval or notice of certain transactions, such as payment of dividends or distributions to us.

22

Although Congress has largely delegated insurance regulation to the various states by virtue of the McCarran-Ferguson Act, we are also subject to federal legislation and administrative policies, such as disclosure under the securities laws, including the Sarbanes-Oxley Act and the Dodd-Frank Act, TRIPRA, OFAC, and various privacy laws, including the Gramm-Leach-Bliley Act, the Fair Credit Reporting Act, the Drivers Privacy Protection Act, the Health Insurance Portability and Accountability Act, and the policies of the Federal Trade Commission. As a result of issuing workers compensation policies, we are subject to Mandatory Medicare Secondary Payer Reporting under the Medicare, Medicaid, and SCHIP Extension Act of 2007.

The European Union has enacted Solvency II, which sets out new requirements on capital adequacy and risk management for insurers operating in Europe, which was implemented in 2016.  The strengthened regime is intended to reduce the possibility of consumer loss or market disruption in insurance.  In addition, in 2014, the International Association of Insurance Supervisors proposed Basic Capital Standards for Global Systemically Important Insurers as well as a uniform capital framework for internationally active insurers. Although Solvency II does not govern domestic American insurers and we do not have international operations, we believe that development of global capital standards will influence the development of similar standards by domestic regulators. The NAIC has recently adopted ORSA, which requires insurers to maintain a framework for identifying, assessing, monitoring, managing, and reporting on the “material and relevant risks” associated with the insurer's (or insurance group's) current and future business plans. ORSA, which has been adopted by the state insurance regulators of our Insurance Subsidiaries, requires companies to file an internal assessment of their solvency with insurance regulators annually. Although no specific capital adequacy standard is currently articulated in ORSA, it is possible that such a standard will be developed over time and may increase insurers' minimum capital requirements, which could adversely impact our growth and return on equity.    

We are subject to non-governmental regulators, such as the NASDAQ Stock Market and the New York Stock Exchange where we list our securities. Many of these regulators, to some degree, overlap with each other on various matters. They have different regulations on the same legal issues that are subject to their individual interpretative discretion. Consequently, we have the risk that one regulator’s position may conflict with another regulator’s position on the same issue. As compliance is generally reviewed in hindsight, we are subject to the risk that interpretations will change over time.

We believe we are in compliance with all laws and regulations that have a material effect on our results of operations, but the cost of complying with various, potentially conflicting laws and regulations, and changes in those laws and regulations could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

We are subject to the risk that legislation will be passed that significantly changes insurance regulation and adversely impacts our business, financial condition, and/or the results of operations.

In 2009, the Dodd-Frank Act was enacted to address the financial markets crises in 2008 and 2009 and issues regarding American International Group, Inc. The Dodd-Frank Act created the FIO as part of the U.S. Department of Treasury to advise the federal government regarding insurance issues. The Dodd-Frank Act also requires the Federal Reserve through the Financial Services Oversight Council (“FSOC”) to supervise financial services firms designated as systemically important financial institutions ("SIFI"). The FSOC has not designated Selective as a SIFI. The Dodd-Frank Act also included a number of corporate governance reforms for publicly traded companies, including proxy access, say-on-pay, and other compensation and governance issues. We anticipate that there will continue to be legislative proposals in Congress that could result in the federal government becoming directly involved in the regulation of insurance. There are also legislative and regulatory proposals in the various states that seek to limit the ability of carriers to properly assess insurance risk.

• Repeal of the McCarran-Ferguson Act. While recent proposals for McCarran-Ferguson Act repeal have been directed primarily at health insurers, if enacted and applicable to property and casualty insurers, such repeal would significantly reduce our ability to compete and materially affect our results of operations because we rely on the anti-trust exemptions the law provides to obtain loss data from third party aggregators, such as ISO and NCCI, to predict future losses. Our inability to access data from ISO and NCCI would put us at a competitive disadvantage compared to larger insurers who have more sufficient loss experience data with their own customers.

• Healthcare reform. The enactment of the Patient Protection and Affordable Care Act of 2010 (the “Healthcare Act”) may have an impact on various aspects of our business, including our insurance segments.  The Healthcare Act reduces the reimbursement to healthcare providers, which may result in healthcare providers charging more to insurers not covered under the Healthcare Act. This could increase our cost to provide workers compensation, automobile Personal Injury Protection and general liability coverages, among others.  In addition, we will continue to be impacted as a business enterprise by potential tax issues and changes in employee benefits.  The Healthcare Act has been adopted, its implementation is ongoing, and we continue to monitor and assess its impact.

23

• Changes in rules for Department of Housing and Urban Development ("HUD"). In 2013, HUD finalized a new "disparate impact" regulation that may adversely impact insurers' ability to differentiate pricing for homeowners policies using traditional risk selection analysis.  Various legal challenges to this regulation continue to be pursued in courts, including the applicability of the regulation to the business of insurance. It is uncertain to what extent the application of this regulation will impact the property and casualty industry and underwriting practices, but it could increase litigation costs, force changes in underwriting practices, and impair our ability to write homeowners business profitably.  The outcome of the pending legal challenges and potential rulemaking cannot be predicted at this time.

• State Regulatory and Legislative Limits to Underwriting.  From time-to-time, there are proposals in various states seeking to limit the ability of insurers to use certain factors or predictive measures in the underwriting of property and casualty risks. Among the proposed legislation and regulation have been limits on the use of insurance scores and marketplace considerations. These proposals, if enacted, could impact underwriting pricing and results.

We expect the debate about the role of the federal government in regulating insurance to continue.

We cannot predict whether any of the above discussed proposed rules or legislation will be adopted, or what impact, if any, such proposals or the cost of compliance with such proposals, could have on our results of operations, liquidity, financial condition, financial strength, and debt ratings if enacted.

Class action litigation could affect our business practices and financial results.

Our industry has been the target of class action litigation, including the following areas: 

• After-market parts;

• Urban homeowner insurance underwriting practices, including those related to architectural or structural features and attempts by federal regulators to expand the Federal Housing Administration's guidelines to determine unfair discrimination;

• Credit scoring and predictive modeling pricing;

• Cybersecurity breaches;

• Investment disclosure;

• Managed care practices;

• Timing and discounting of personal injury protection claims payments;

• Direct repair shop utilization practices;

• Flood insurance claim practices; and

• Shareholder class action suits.

If we were to be named in such class action litigation, we could suffer reputational harm with purchasers of insurance and have increased litigation expenses that could have a materially adverse effect on our operations or results.

Changes in tax legislation initiatives could adversely affect our results of operations and financial condition.

We are subject to the tax laws and regulations of U.S. federal, state, and local governments, which may change in ways that adversely impact us. For example, federal tax legislation could be enacted that reduces the existing statutory U.S. federal corporate income tax rate from 35%, thereby reducing any deferred tax assets. This would require that we recognize, in full, a reduction of a previously-recognized federal tax benefit in the period when enacted, and, along with other changes in the tax rules that may increase our actual tax expense, could materially and adversely affect our results of operations.

Risks Related to Our Investment Segment

We are exposed to interest rate and credit risk in our investment portfolio.

We are exposed to interest rate risk primarily related to the market price, and cash flow variability, associated with changes in interest rates. A rise in interest rates may decrease the fair value of our existing fixed income investments and declines in interest rates may result in an increase in the fair value of our existing fixed income investments. Our fixed income investment portfolio, which currently has a duration of 3.8 years excluding short term investments, contains interest rate sensitive instruments that may be adversely affected by changes in interest rates resulting from governmental monetary policies, domestic and international economic and political conditions, and other factors beyond our control. A rise in interest rates would decrease the net unrealized gain position of the investment portfolio, partially offset by our ability to earn higher rates of return on funds reinvested in new investments. Conversely, a decline in interest rates would increase the net unrealized gain position of the investment portfolio, partially offset by lower rates of return on new and reinvested cash in the portfolio. Changes in interest rates have an effect on the calculated duration of certain securities in the portfolio. We seek to mitigate our

24

interest rate risk associated with holding fixed income investments by monitoring and maintaining the average duration of our portfolio with a view toward achieving an adequate after-tax return without subjecting the portfolio to an unreasonable level of interest rate risk. Although we take measures to manage the economic risks of investing in a changing interest rate environment, we may not be able to mitigate the interest rate risk of our assets relative to our liabilities, particularly our loss reserves. In addition, our pension and post-retirement benefit obligations include a discount rate assumption, which is an important element of expense and/or liability measurement. Changes in the discount rate assumption could materially impact our pension and post-retirement life valuation.

The value of our investment portfolio is subject to credit risk from the issuers and/or guarantors of the securities in the portfolio, other counterparties in certain transactions and, for certain securities, insurers that guarantee specific issuer’s obligations. Defaults by the issuer or an issuer’s guarantor, insurer, or other counterparties regarding any of our investments, could reduce our net investment income and net realized investment gains or result in investment losses. We are subject to the risk that the issuers, or guarantors, of fixed income securities we own may default on principal and interest payments due under the terms of the securities. At December 31, 2015, our fixed income securities portfolio represented approximately

91% of our total invested assets. The occurrence of a major economic downturn, acts of corporate malfeasance, widening credit spreads, budgetary deficits, municipal bankruptcies spurred by, among other things, pension funding issues, or other events that adversely affect the issuers or guarantors of these securities could cause the value of our fixed income securities portfolio and our net income to decline and the default rate of our fixed income securities portfolio to increase.

With economic uncertainty, credit quality of issuers or guarantors could be adversely affected and a ratings downgrade of the issuers or guarantors of the securities in our portfolio could cause the value of our fixed income securities portfolio and our net income to decrease. As our stockholders' equity is leveraged at 3.6:1 to our investment portfolio, a reduction in the value of our investment portfolio could have a material adverse effect on our business, results of operations, financial condition, and debt ratings. Levels of write downs are impacted by our assessment of the impairment, including a review of the underlying collateral of structured securities, and our intent and ability to hold securities that have declined in value until recovery. If we reposition or realign portions of the portfolio so that we determine not to hold certain securities in an unrealized loss position to recovery, we will incur an OTTI charge. For further information regarding credit and interest rate risk, see Item 7A. “Quantitative and Qualitative Disclosures About Market Risk.” of this Form 10-K.

Our statutory surplus may be materially affected by rating downgrades on investments held in our portfolio.

We are exposed to significant financial and capital markets risks, primarily relating to interest rates, credit spreads, equity prices, and the change in market value of our alternative investment portfolio. A decline in both income and our investment portfolio asset values could occur as a result of, among other things, a decrease in market liquidity, fluctuations in interest rates, decreased dividend payment rates, negative market perception of credit risk with respect to types of securities in our portfolio, a decline in the performance of the underlying collateral of our structured securities, reduced returns on our alternative investment portfolio, or general market conditions. A global decline in asset values will be more amplified in our financial condition, as our statutory surplus is leveraged at a 3.5:1 ratio to our investment portfolio.

With economic uncertainty, the credit quality and ratings of securities in our portfolio could be adversely affected. The NAIC could potentially apply a more adverse class code on a security than was originally assigned, which could adversely affect statutory surplus because securities with NAIC class codes three through six require securities to be marked-to-market for statutory accounting purposes, as compared to securities with NAIC class codes of one or two that are carried at amortized cost.

Deterioration in the public debt and equity markets, the private investment marketplace, and the economy could lead to investment losses, which may adversely affect our results of operations, financial condition, liquidity, and debt ratings.

Like most property and casualty insurance companies, we depend on income from our investment portfolio for a significant portion of our revenue and earnings. Our investment portfolio is exposed to significant financial and capital market risks, both in the U.S. and abroad, and volatile changes in general market or economic conditions could lead to a decline in the market value of our portfolio as well as the performance of the underlying collateral of our structured securities. Concerns over weak economic growth globally, elevated unemployment, volatile energy and commodity prices, and geopolitical issues, among other factors, contribute to increased volatility in the financial markets, increased potential for credit downgrades, and decreased liquidity in certain investment segments.

Our notes payable and Line of Credit are subject to certain debt-to-capitalization restrictions and net worth covenants, which could be impacted by a significant decline in investment value. Further OTTI charges could be necessary if there is a future significant decline in investment values. Depending on market conditions going forward, and in the event of extreme prolonged market events, such as the global credit crisis, we could incur additional realized and unrealized losses in future periods, which could have an adverse impact on our results of operations, financial condition, debt and financial strength ratings, and our ability to access capital markets as a result of realized losses, impairments, and changes in unrealized positions.

25

For more information regarding market interest rate, credit, and equity price risk, see Item 7A. “Quantitative and Qualitative Disclosures About Market Risk.” of this Form 10-K.

There can be no assurance that the actions of the U.S. Government, Federal Reserve, and other governmental and regulatory bodies will achieve their intended effect.

Over the past several years, the Federal Reserve has taken a number of actions related to interest rates and purchasing of financial instruments intended to spur economic recovery. The Federal Reserve's policy of quantitative easing and low interest rates since the financial crisis of 2008 have had an adverse effect on our investment income, as higher yielding securities mature and we reinvest the proceeds at lower yields. In December 2015, the Federal Reserve increased the Federal Fund Rate by 25 basis points. If this rate were to continue to be systematically increased, we are uncertain of what the effect would be on the broad financial markets. Increased pressure on the price of our fixed income and equity portfolios may occur if these economic stimulus actions by the Federal Reserve are not as effective as originally intended. These results could materially and adversely affect our financial condition and the trading price of our common stock. In the event of future material deterioration in business conditions, we may need to raise additional capital or consider other transactions to manage our capital position.

In addition, our investment activities are subject to extensive laws and regulations that are administered and enforced by a number of different governmental authorities and non-governmental self-regulatory agencies. In light of the current economic conditions, some of these authorities have implemented, or may in the future implement, new or enhanced regulatory requirements, such as those included in the Dodd-Frank Act, intended to restore confidence in financial institutions and reduce the likelihood of similar economic events in the future. These authorities may seek to exercise their supervisory and enforcement authority in new or more robust ways. Such events could affect the way we conduct our business and manage our capital, and may require us to satisfy increased capital requirements. These developments, if they occurred, could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

We are subject to the types of risks inherent in investing in private limited partnerships.

Our other investments include investments in private limited partnerships that invest in various strategies, such as private equity, private credit, and real assets. Since these partnerships’ underlying investments consist primarily of assets or liabilities for which there are no quoted prices in active markets for the same or similar assets, the valuation of interests in these partnerships is subject to a higher level of subjectivity and unobservable inputs than substantially all of our other investments and as such, is subject to greater scrutiny and reconsideration from one reporting period to the next. As these investments are recorded under the equity method of accounting, any decreases in the valuation of these investments would negatively impact our results of operations.

We value our investments using methodologies, estimations, and assumptions that are subject to differing interpretations. Changes in these interpretations could result in fluctuations in the valuations of our investments that may adversely affect our results of operations or financial condition.

Fixed income, equity, and short-term investments, which are reported at fair value on our Consolidated Balance Sheet, represented the majority of our total cash and invested assets as of December 31, 2015. As required under accounting rules, we have categorized these securities into a three-level hierarchy, based on the priority of the inputs to the respective valuation technique. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1). The next priority is to quoted prices in markets that are not active or inputs that are observable either directly or indirectly, including quoted prices for similar assets or liabilities or in markets that are not active and other inputs that can be derived principally from, or corroborated by, observable market data for substantially the full term of the assets or liabilities (Level 2). The lowest priority in the fair value hierarchy is to unobservable inputs supported by little or no market activity and that reflect the reporting entity’s own assumptions about the exit price, including assumptions that market participants would use in pricing the asset or liability (Level 3).

An asset or liability’s classification within the fair value hierarchy is based on the lowest level of significant input to its valuation. We generally use an independent pricing service and broker quotes to price our investment securities. At December 31, 2015, approximately 9% and 91% of these securities represented Level 1 and Level 2, respectively. However, prices provided by independent pricing services and brokers can vary widely even for the same security. Rapidly changing and unprecedented credit and equity market conditions could materially impact the valuation of securities as reported within our consolidated financial statements (“Financial Statements”) and the period-to-period changes in value could vary significantly. Decreases in value may result in an increase in non-cash OTTI charges, which could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

26

The determination of the amount of impairments taken on our investments is highly subjective and could materially impact our results of operations or our financial position.

The determination of the amount of impairments taken on our investments is based on our periodic evaluation and assessment of our investments and known and inherent risks associated with the various asset classes. Such evaluations and assessments are revised as conditions change and new information becomes available. Management updates its evaluations regularly and reflects changes in impairments as such evaluations are revised. There can be no assurance that management has accurately assessed the level of impairments taken as reflected in our Financial Statements. Furthermore, additional impairments may need to be taken in the future. Historical trends may not be indicative of future impairments. For further information regarding our evaluation and considerations for determining whether a security is other-than-temporarily impaired, please refer to “Critical Accounting Policies and Estimates” in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” of this Form 10-K.

Changes in tax legislation initiatives could adversely affect our investments results.

We are subject to the tax laws and regulations of U.S. federal, state, and local governments, which may change in ways that adversely impact us. Our investment portfolio has benefited from tax exemptions and certain other tax laws, including, but not limited to, those governing dividends received deductions and tax-advantaged municipal bond interest. Federal and/or state tax legislation could be enacted that would lessen or eliminate some or all of the tax advantages currently benefiting us. This could negatively impact the value of our investment portfolio and, in turn, materially and adversely impact our results of operations.

Risks Related to Our Corporate Structure and Governance

We are a holding company and our ability to declare dividends to our shareholders, pay indebtedness, and enter into affiliate transactions may be limited because our Insurance Subsidiaries are regulated.

Restrictions on the ability of the Insurance Subsidiaries to pay dividends, make loans or advances to us, or enter into transactions with affiliates may materially affect our ability to pay dividends on our common stock or repay our indebtedness.

As of December 31, 2015, the Parent had stand-alone retained earnings of $1.4 billion. Of this amount, $1.3 billion is related to investments in our Insurance Subsidiaries. The Insurance Subsidiaries have the ability to provide for $178 million in annual ordinary dividends to us under applicable state regulation; however, as they are regulated entities, their ability to pay dividends or make loans or advances to us is subject to the approval or review of the insurance regulators in the states where they are domiciled. The standards for review of such transactions are whether: (i) the terms and charges are fair and reasonable; and (ii) after the transaction, the Insurance Subsidiary's surplus for policyholders is reasonable in relation to its outstanding liabilities and financial needs. Although dividends and loans to us from our Insurance Subsidiaries historically have been approved, we can make no assurance that future dividends and loans will be approved. For additional details regarding dividend restrictions, see Note 19. “Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds” in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

Because we are an insurance holding company and a New Jersey corporation, we may be less attractive to potential acquirers and the value of our common stock could be adversely affected.

Because we are an insurance holding company that owns insurance subsidiaries, anyone who seeks to acquire 10% or more of our stock must seek prior approval from the insurance regulators in the states in which the subsidiaries are organized and file extensive information regarding their business operations and finances.

Provisions in our Amended and Restated Certificate of Incorporation may discourage, delay, or prevent us from being acquired, including:

• Supermajority shareholder voting requirements to approve certain business combinations with interested shareholders (as defined in the Amended and Restated Certificate of Incorporation) unless certain other conditions are satisfied; and

• Supermajority shareholder voting requirements to amend the foregoing provisions in our Amended and Restated Certificate of Incorporation.

In addition to the requirements in our Amended and Restated Certificate of Incorporation, the New Jersey Shareholders’ Protection Act also prohibits us from engaging in certain business combinations with interested stockholders (as defined in the statute), in certain instances for a five-year period, and in other instances indefinitely, unless certain conditions are satisfied. These conditions may relate to, among other things, the interested stockholder’s acquisition of stock, the approval of the business combination by disinterested members of our Board of Directors and disinterested stockholders, and the price and payment of the consideration proposed in the business combination. Such conditions are in addition to those requirements set forth in our Amended and Restated Certificate of Incorporation.

27

These provisions of our Amended and Restated Certificate of Incorporation and New Jersey law could have the effect of depriving our stockholders of an opportunity to receive a premium over our common stock’s prevailing market price in the event of a hostile takeover and may adversely affect the value of our common stock. 

Risks Related to Our General Operations

The failure of our risk management strategies could have a material adverse effect on our financial condition or results of operations.  

As an insurance provider, it is our business to take on risk from our customers. Our long-term strategy includes use of above average operational leverage, which can be measured as the ratio of NPW to our equity or policyholders surplus. We balance operational leverage risk with a number of risk management strategies within our insurance operations to achieve a balance of growth and profit and to reduce our exposure. These strategies include, but are not limited to, the following:

• Being disciplined in our underwriting practices;

• Being prudent in our claims management practices, establishing adequate loss and loss expense reserves, and placing appropriate reliance on our claims analytics;

• Continuing to develop and implement various underwriting tools and automated analytics to examine historical statistical data regarding our customers and their loss experience to: (i) classify such policies based on that information; (ii) apply that information to current and prospective accounts; and (iii) better predict account profitability;

• Continuing to develop our customer experience platform as we grow in our understanding of customer segmentation;

• Purchasing reinsurance and using catastrophe modeling; and

• Being prudent in our financial planning process, which supports our underwriting strategies.

We also maintain a conservative approach to our investment portfolio management and employ risk management strategic that include, but are not limited to:

• Being prudent in establishing our investment policy and appropriately diversifying our investments, which supports our liabilities and underwriting strategies;

• Using complex financial and investment models to analyze historic investment performance and predict future investment performance under a variety of scenarios using asset concentration, asset volatility, asset correlation, and systematic risk; and

• Closely monitoring investment performance, general economic and financial conditions, and other relevant factors.

All of these strategies have inherent limitations. We cannot be certain that an event or series of unanticipated events will not occur and result in losses greater than we expect and have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

Operational risks, including human or systems failures, are inherent in our business.

Operational risks and losses can result from, among other things, fraud, errors, failure to document transactions properly or to obtain proper internal authorization, failure to comply with regulatory requirements, information technology failures, or external events.

We believe that our underwriting, claims, predictive, and catastrophe modeling, as well as our business analytics and our information technology and application systems are critical to our business. We expect our information technology and application systems to remain an important part of our underwriting process and our ability to compete successfully. A major defect or failure in our internal controls or information technology and application systems could: (i) result in management distraction; (ii) harm our reputation; or (iii) increase our expenses. We believe appropriate controls and mitigation procedures are in place to prevent significant risk of a defect in our internal controls around our information technology and application systems, but internal controls provide only a reasonable, not absolute, assurance as to the absence of errors or irregularities and any ineffectiveness of such controls and procedures could have a significant and negative effect on our business.

28

Rapid development of new technologies may result in an unexpected impact on our business and insurance industry overall.

Development of new technologies continues to impact all aspects of business and individuals’ lives at rapid speed.  Often such developments are positive and gradually improve standards of living and speed of communications, and allow for the development of more efficient processes.  However, rapid development of new technologies also presents challenges and risks.  Examples of such emerging risks include but are not limited to:

• Change in exposures and claims frequency and/or severity due to unanticipated consequences of new technologies and their use.  For example, technologies have been developed and are being tested for autonomous self-driving automobiles.  It is unclear and we cannot predict the corresponding severity or cost of automobile claims.  It is possible that these technological developments will affect the profitability and demand for automobile insurance.

• Changes in how insurance products are marketed and purchased due to availability of new technologies and changes in customer expectations.  For example, comparative rating technologies which are widely used in personal lines insurance, facilitate the process of efficiently generating quotes from multiple insurance companies.  This technology makes differentiation other than on pricing more difficult and has increased price comparison and resulted in a higher level of quote activity with a lower percentage of quotes becoming new business written.  These trends may continue to accelerate and may affect other lines of business, which could put pressure on our future profitability.

• New technologies may require development of new insurance products without support of sufficient historical claims data for us to continue to effectively compete for our distribution partners' business and customers.    

We are subject to attempted cyber-attacks and other cybersecurity risks.

The nature of our business requires that we store and use significant amounts of personally identifiable information in electronic format that may be targeted in an attempted cybersecurity breach. In addition, our business is heavily reliant on various information technology and application systems that may be impacted by a malicious cyber-attack. These cyber incidents may cause lost revenues or increased expenses stemming from reputational damage and fines related to the breach of personally identifiable information, inability to use certain systems for a period of time, loss of financial assets, remediation and litigation costs, and increased cybersecurity protection costs. We have developed and continue to invest in a variety of controls to prevent, detect, and appropriately react to such cyber-attacks, including frequently testing our systems' security and access controls. However, cybersecurity risks continue to become more complex and broad ranging and our internal controls provide only a reasonable, not absolute, assurance that we will be able to protect ourselves from significant cyber-attack incidents. By outsourcing certain business and administrative functions to third parties, we may be exposed to enhanced risk of data security breaches. Any breach of data security could damage our reputation and/or result in monetary damages, which, in turn, could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings. Although we have not experienced a material cyber-attack, we purchase insurance coverage to specifically address cybersecurity risks. The coverage provides protection up to $20 million above a deductible of $250,000 for various cybersecurity risks, including privacy breach related incidents. 

We depend on key personnel.

To a large extent, our business' success depends on our ability to attract and retain key employees. Competition to attract and retain key personnel is intense. While we have employment agreements with certain key managers, all of our employees are at-will employees and we cannot ensure that we will be able to attract and retain key personnel. As of December 31, 2015, our workforce had an average age of approximately 47 and approximately 25% of our workforce was retirement eligible under our retirement and benefit plans.

If we experience difficulties with outsourcing relationships, our ability to conduct our business might be negatively impacted. 

We outsource certain business and administrative functions to third parties for efficiencies and cost savings, and may do so increasingly in the future. If we fail to develop and implement our outsourcing strategies or our third-party providers fail to perform as anticipated, we may experience operational difficulties, increased costs, and a loss of business that may have a material adverse effect on our results of operations or financial condition. Currently, we have agreements with multiple consulting, information technology, and service providers for supplemental staffing services. Collectively, these providers supply approximately 46% of our skilled technology capacity.

29

We are subject to a variety of modeling risks, which could have a material adverse impact on our business results.

We rely on complex financial models, such as predictive modeling, a claims fraud model, third party catastrophe models, an enterprise risk management capital model, and modeling tools used by our investment managers, which have been developed internally or by third parties to analyze historical loss costs and pricing, trends in claims severity and frequency, the occurrence of catastrophe losses, investment performance, and portfolio risk. Flaws in these financial models, or faulty assumptions used by these financial models, could lead to increased losses. We believe that statistical models alone do not provide a reliable method of monitoring and controlling risk. Therefore, such models are tools and do not substitute for the experience or judgment of senior management.

Item 1B. Unresolved Staff Comments.

None.

Item 2. Properties.

Our main office is located in Branchville, New Jersey on a site owned by a subsidiary with approximately 114 acres and 315,000 square feet of operational space. We lease all of our other facilities. The principal office locations related to our insurance segments are described in the “Geographic Markets” section of Item 1. “Business.” of this Form 10-K. We believe our facilities provide adequate space for our present needs and that additional space, if needed, would be available on reasonable terms.

Item 3. Legal Proceedings.

In the ordinary course of conducting business, we are named as defendants in various legal proceedings. Most of these proceedings are claims litigation involving our Insurance Subsidiaries as either: (i) liability insurers defending or providing indemnity for third-party claims brought against our customers; or (ii) insurers defending first-party coverage claims brought against them. We account for such activity through the establishment of unpaid loss and loss expense reserves. We expect that the ultimate liability, if any, with respect to such ordinary course claims litigation, after consideration of provisions made for potential losses and costs of defense, will not be material to our consolidated financial condition, results of operations, or cash flows.

Our Insurance Subsidiaries are also from time-to-time involved in other legal actions, some of which assert claims for substantial amounts. These actions include, among others, putative class actions seeking certification of a state or national class. Such putative class actions have alleged, for example, improper reimbursement of medical providers paid under workers compensation and personal and commercial automobile insurance policies. Our Insurance Subsidiaries are also involved from time-to-time in individual actions in which extra-contractual damages, punitive damages, or penalties are sought, such as claims alleging bad faith in the handling of insurance claims. We believe that we have valid defenses to these cases. We expect that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to our consolidated financial condition. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation, an adverse outcome in certain matters could, from time-to-time, have a material adverse effect on our consolidated results of operations or cash flows in particular quarterly or annual periods.

As of December 31, 2015, we do not believe the Company was involved in any legal action that could have a material adverse effect on our consolidated financial condition, results of operations, or cash flows.

30

PART II

Item 5. Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

(a) Market Information

Our common stock is traded on the NASDAQ Global Select Market under the symbol “SIGI.” The following table sets forth the high and low sales prices, as reported on the NASDAQ Global Select Market, for our common stock for each full quarterly period within the two most recent fiscal years:

	2015			2014
	High		Low	High	Low
First quarter	$	30.10	25.49	26.99	21.38
Second quarter	29.60		26.28	25.42	22.14
Third quarter	32.50		28.10	25.46	21.97
Fourth quarter	37.91		30.36	27.65	22.01

On February 12, 2016, the closing price of our common stock as reported on the NASDAQ Global Select Market was $33.48.

(b) Holders

We had 3,490 stockholders of record as of February 12, 2016 according to the records maintained by our transfer agent.

(c) Dividends

Dividends on shares of our common stock are declared and paid at the discretion of the Board based on our results of operations, financial condition, capital requirements, contractual restrictions, and other relevant factors. Considering our improving profitability, in the fourth quarter of 2015, our Board of Directors approved a 7% increase in our dividend to $0.15 per share. The following table provides information on the dividends declared for each quarterly period within our two most recent fiscal years:

Dividend Per Share	2015		2014
First quarter	$	0.14	0.13
Second quarter	0.14		0.13
Third quarter	0.14		0.13
Fourth quarter	0.15		0.14

Our ability to receive dividends, loans, or advances from our Insurance Subsidiaries is subject to the approval or review of the insurance regulators in the respective domiciliary states of our Insurance Subsidiaries. Such approval and review is made under the respective domiciliary states’ insurance holding company acts, which generally require that any transaction between related companies be fair and equitable to the insurance company and its policyholders. Although our dividends have historically been met with regulatory approval, there is no assurance that future dividends will be approved given current market conditions. We currently expect to continue to pay quarterly cash dividends on shares of our common stock in the future. For additional information, see Note 19. "Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds" in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

31

(d) Securities Authorized for Issuance under Equity Compensation Plans

The following table provides information about our common stock authorized for issuance under equity compensation plans as of December 31, 2015:

	(a)		(b)		(c)
Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants and rights		Weighted-average exercise price of outstanding options, warrants and rights		Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
Equity compensation plans approved by security holders	493,428	1	$	17.84	5,738,581	2

¹ Weighted average remaining contractual life of options is 2.90 years.

² Includes 663,154 shares available for issuance under our Employee Stock Purchase Plan (2009); 1,937,154 shares available for issuance under the Stock Purchase Plan for Independent Insurance Agencies; and 3,138,273 shares for issuance under the Selective Insurance Group, Inc. 2014 Omnibus Stock Plan ("Stock Plan"). Future grants under the Stock Plan can be made, among other things, as stock options, restricted stock units, or restricted stock.

(e) Performance Graph

The following chart, produced by Research Data Group, Inc., depicts our performance for the period beginning December 31, 2010 and ending December 31, 2015, as measured by total stockholder return on our common stock compared with the total return of the NASDAQ Composite Index and a select group of peer companies comprised of NASDAQ-listed companies in SIC Code 6330-6339, Fire, Marine, and Casualty Insurance.

This performance graph is not incorporated into any other filing we have made with the U.S. Securities and Exchange Commission ("SEC") and will not be incorporated into any future filing we may make with the SEC unless we so specifically incorporate it by reference. This performance graph shall not be deemed to be “soliciting material” or to be “filed” with the SEC unless we specifically request so or specifically incorporate it by reference in any filing we make with the SEC.

32

(f) Purchases of Equity Securities by the Issuer and Affiliated Purchasers

The following table provides information regarding our purchases of our common stock in the fourth quarter of 2015:

Period	Total Number of Shares Purchased1		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Programs	Maximum Number of Shares that May Yet Be Purchased Under the Announced Programs
October 1 – 31, 2015	$	7,016	$	34.84	—	—
November 1 – 30, 2015	1,414		35.97		—	—
December 1 – 31, 2015	—		—		—	—
Total	$	8,430	$	35.03	—	—

¹During the fourth quarter of 2015, 955 shares were purchased from employees in connection with the vesting of restricted stock units and 7,475 shares were purchased from employees in connection with stock option exercises. These repurchases were made to satisfy tax withholding obligations and/or option costs with respect to those employees. These shares were not purchased as part of any publicly announced program. The shares that were purchased in connection with the vesting of restricted stock units were purchased at fair market value as defined in the Stock Plan and the Selective Insurance Group, Inc. 2005 Omnibus Stock Plan as Amended and Restated Effective as of May 1, 2010. The shares purchased in connection with the option exercises were purchased at the current market prices of our common stock on the dates the options were exercised.

33

Item 6. Selected Financial Data.

Five-Year Financial Highlights1
(All presentations are in accordance with GAAP unless noted otherwise, number of weighted average shares and dollars in thousands, except per share amounts)
	2015			2014	2013		2012		2011
Net premiums written	$	2,069,904		1,885,280	1,810,159		1,666,883		1,485,349
Net premiums earned	1,989,909			1,852,609	1,736,072		1,584,119		1,439,313
Net investment income earned	121,316			138,708	134,643		131,877		147,443
Net realized gains	13,171			26,599	20,732		8,988		2,240
Total revenues	2,131,852			2,034,861	1,903,741		1,734,102		1,597,475
Catastrophe losses	59,055			59,971	47,415		98,608		118,769
Underwriting income (loss)	149,029			78,143	38,766		(64,007	)	(103,584	)
Net income from continuing operations2	165,861			141,827	107,415		37,963		22,683
Total discontinued operations, net of tax2	—			—	(997	)	—		(650	)
Net income	165,861			141,827	106,418		37,963		22,033
Comprehensive income	136,648			136,764	77,229		49,709		57,303
Total assets3	6,904,433			6,574,942	6,262,585		6,789,373		5,680,497
Notes payable3	388,192			372,689	384,829		302,544		302,388
Stockholders’ equity	1,398,041			1,275,586	1,153,928		1,090,592		1,058,328
Statutory premiums to surplus ratio	1.5			1.4	1.4		1.6		1.4
Statutory combined ratio	92.4		%	95.7	97.5		103.5		106.7
Impact of catastrophe losses on statutory combined ratio4	3.0		pts	3.2	2.7		6.2		8.3
GAAP combined ratio	92.5		%	95.8	97.8		104.0		107.2
Invested assets per dollar of stockholders' equity	$	3.64		3.77	3.97		3.97		3.89
Yield on investments, before tax	2.5		%	3.0	3.0		3.1		3.7
Debt to capitalization ratio3	21.7			22.6	25.0		21.7		22.2
Return on average equity	12.4			11.7	9.5		3.5		2.1
Non-GAAP measures5:
Operating income	$	157,300		124,538	93,939		32,121		21,227
Operating return on average equity	11.8		%	10.3	8.4		3.0		2.0
Per share data:
Net income from continuing operations2:
Basic	$	2.90		2.52	1.93		0.69		0.42
Diluted	2.85			2.47	1.89		0.68		0.41
Net income:
Basic	$	2.90		2.52	1.91		0.69		0.41
Diluted	2.85			2.47	1.87		0.68		0.40
Dividends to stockholders	$	0.57		0.53	0.52		0.52		0.52
Stockholders’ equity	24.37			22.54	20.63		19.77		19.45
Price range of common stock:
High	37.91			27.65	28.31		20.31		18.97
Low	25.49			21.38	19.53		16.22		12.10
Close	33.58			27.17	27.06		19.27		17.73
Number of weighted average shares:
Basic	57,212			56,310	55,638		54,880		54,095
Diluted	58,156			57,351	56,810		55,933		55,221

¹ Data for 2011 has been restated to reflect the implementation of ASU 2010-26, Financial Services-Insurance (Topic 944): Accounting for Costs Associated with Acquiring or Renewing Insurance Contracts, which was adopted on January 1, 2012.

² In 2009, we sold our Selective HR Solutions operations.

³ Data for 2011 through 2014 has been restated to reflect the implementation of ASU 2015-03, Interest-Imputation of Interest (Topic 835-30): Simplifying the Presentation of Debt Issue Costs, which was adopted in the fourth quarter of 2015.

⁴ The impact of catastrophe losses on the 2012 statutory combined ratio including flood claims handling fees related to Superstorm Sandy was 5.8 points.

⁵ Operating income and operating return on average equity are non-GAAP measures. See the Glossary of Terms attached to this Form 10-K as Exhibit 99.1 for definitions of these items and see the “Financial Highlights of Results for Years Ended December 31, 2015, 2014, and 2013” section in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” of this Form 10-K for a reconciliation of operating income to net income.

34

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Forward-looking Statements

Certain statements in this report, including information incorporated by reference, are “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995 (“PSLRA”). The PSLRA provides a safe harbor under the Securities Act of 1933, as amended, and the Exchange Act for forward-looking statements. These statements relate to our intentions, beliefs, projections, estimations or forecasts of future events or future financial performance and involve known and unknown risks, uncertainties and other factors that may cause us or the industry’s actual results, levels of activity, or performance to be materially different from those expressed or implied by the forward-looking statements. In some cases, forward-looking statements may be identified by use of the words such as “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “target,” “project,” “intend,” “believe,” “estimate,” “predict,” “potential,” “pro forma,” “seek,” “likely,” or “continue” or other comparable terminology. These statements are only predictions, and we can give no assurance that such expectations will prove to be correct. We undertake no obligation, other than as may be required under the federal securities laws, to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Factors that could cause our actual results to differ materially from those we have projected, forecasted or estimated in forward-looking statements are discussed in further detail in Item 1A. “Risk Factors.” of this Form 10-K. These risk factors may not be exhaustive. We operate in a continually changing business environment, and new risk factors emerge from time-to-time. We can neither predict such new risk factors nor can we assess the impact, if any, of such new risk factors on our businesses or the extent to which any factor or combination of factors may cause actual results to differ materially from those expressed or implied in any forward-looking statements in this report. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this report might not occur.

Introduction

We classify our business into four reportable segments:

• Standard Commercial Lines - comprised of insurance products and services provided in the standard marketplace to our commercial customers, who are typically businesses, non-profit organizations, and local government agencies.

• Standard Personal Lines - comprised of insurance products and services, including flood insurance coverage, provided primarily to individuals acquiring coverage in the standard marketplace.

• Excess and surplus line ("E&S") Lines - comprised of insurance products and services provided to customers who have not obtained coverage in the standard marketplace.

• Investments - invests the premiums collected by our insurance operations, as well as amounts generated through our capital management strategies, which may include the issuance of debt and equity securities.

Our Standard Commercial Lines and Standard Personal Lines products and services are sold through nine subsidiaries that write commercial and personal insurance coverages, some of which write flood business through the National Flood Insurance Program's ("NFIP") Write Your Own ("WYO") Program. Our E&S Lines products and services are sold through one subsidiary, Mesa Underwriters Specialty Insurance Company ("MUSIC"), that provides a nationally-authorized non-admitted platform to write commercial and personal E&S business, of which we currently only write commercial coverages. Our ten insurance subsidiaries are collectively referred to as the "Insurance Subsidiaries."

The purpose of the Management’s Discussion and Analysis (“MD&A”) is to provide an understanding of the consolidated results of operations and financial condition and known trends and uncertainties that may have a material impact in future periods.

In the MD&A, we will discuss and analyze the following:

• Critical Accounting Policies and Estimates;

• Financial Highlights of Results for Years Ended December 31, 2015, 2014, and 2013;

• Results of Operations and Related Information by Segment;

• Federal Income Taxes;

• Financial Condition, Liquidity, Short-term Borrowings, and Capital Resources;

• Off-Balance Sheet Arrangements;

• Contractual Obligations, Contingent Liabilities, and Commitments; and

• Ratings.

35

Critical Accounting Policies and Estimates

We have identified the policies and estimates described below as critical to our business operations and the understanding of the results of our operations. Our preparation of the Financial Statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of our Financial Statements, and the reported amounts of revenue and expenses during the reporting period. There can be no assurance that actual results will not differ from those estimates. Those estimates that were most critical to the preparation of the Financial Statements involved the following: (i) reserves for losses and loss expenses; (ii) pension and post-retirement benefit plan actuarial assumptions; (iii) other-than-temporary-impairment (“OTTI”); and (iv) reinsurance.

Reserves for Losses and Loss Expenses

Significant periods of time can elapse between the occurrence of an insured loss, the reporting of the loss to the insurer, and the insurer’s payment of that loss. To recognize liabilities for unpaid losses and loss expenses, insurers establish reserves as balance sheet liabilities representing an estimate of amounts needed to pay reported and unreported net losses and loss expenses. We had accrued $3.5 billion of gross loss and loss expense reserves and $3.0 billion of net loss and loss expense reserves at December 31, 2015. At December 31, 2014, these gross and net reserves were $3.5 billion and $2.9 billion, respectively.

The following tables provide case and incurred but not reported (“IBNR”) reserves for losses and loss expenses, and reinsurance recoverable on unpaid losses and loss expenses as of December 31, 2015 and 2014:  

As of December 31, 2015
	Losses and Loss Expense Reserves
($ in thousands)	Case Reserves		IBNR Reserves	Total	Reinsurance Recoverable on Unpaid Losses and Loss Expenses	Net Reserves
General liability	$	247,162	970,541	1,217,703	148,113	1,069,590
Workers compensation	479,789		750,238	1,230,027	225,948	1,004,079
Commercial auto	166,606		227,159	393,765	18,983	374,782
Businessowners' policies	40,496		54,937	95,433	5,459	89,974
Commercial property	41,455		6,560	48,015	8,390	39,625
Other	4,126		9,680	13,806	2,275	11,531
Total Standard Commercial Lines	979,634		2,019,115	2,998,749	409,168	2,589,581
Personal automobile	87,589		79,136	166,725	64,258	102,467
Homeowners	29,072		20,364	49,436	2,129	47,307
Other	27,149		21,744	48,893	40,338	8,555
Total Standard Personal Lines	143,810		121,244	265,054	106,725	158,329
E&S Lines	58,664		195,261	253,925	35,126	218,799
Total	$	1,182,108	2,335,620	3,517,728	551,019	2,966,709

36

December 31, 2014
	Losses and Loss Expense Reserves
($ in thousands)	Case Reserves		IBNR Reserves	Total	Reinsurance Recoverable on Unpaid Losses and Loss Expenses	Net Reserves
General liability	$	252,294	960,372	1,212,666	138,366	1,074,300
Workers compensation	513,069		727,167	1,240,236	232,676	1,007,560
Commercial auto	156,538		221,605	378,143	19,699	358,444
Businessowners' policies	42,249		51,918	94,167	7,990	86,177
Commercial property	55,519		7,611	63,130	16,856	46,274
Other	5,969		6,484	12,453	2,007	10,446
Total Standard Commercial Lines	1,025,638		1,975,157	3,000,795	417,594	2,583,201
Personal automobile	99,595		84,348	183,943	68,150	115,793
Homeowners	23,195		22,987	46,182	5,205	40,977
Other	26,756		22,881	49,637	43,317	6,320
Total Standard Personal Lines	149,546		130,216	279,762	116,672	163,090
E&S Lines	31,341		165,972	197,313	37,712	159,601
Total	$	1,206,525	2,271,345	3,477,870	571,978	2,905,892

How reserves are established

When a claim is reported to an Insurance Subsidiary, claims personnel establish a “case reserve” for the estimated amount of the ultimate payment. The amount of the reserve is primarily based on a case-by-case evaluation of the type of claim involved, the circumstances surrounding each claim, and the policy provisions relating to the type of losses. The estimate reflects the informed judgment of such personnel based on their knowledge, experience, and general insurance reserving practices. Until the claim is resolved, these estimates are revised as deemed appropriate by the responsible claims personnel based on subsequent developments and periodic reviews of the case.

Using generally accepted actuarial reserving techniques, we project our estimate of ultimate losses and loss expenses at each reporting date. Our IBNR reserve is the difference between the projected ultimate loss and loss expense incurred and the sum of: (i) case loss and loss expense reserves; and (ii) paid loss and loss expense reserves. The actuarial techniques used are part of a comprehensive reserving process that includes two primary components. The first component is a detailed quarterly reserve analysis performed by our internal actuarial staff. In completing this analysis, the actuaries must gather substantially similar data in sufficient volume to ensure statistical credibility of the data, while maintaining appropriate differentiation. This process defines the reserving segments, to which various actuarial projection methods are applied. When applying these methods, the actuaries are required to make numerous assumptions including, for example, the selection of loss and loss expense development factors and the weight to be applied to each individual projection method. These methods include paid and incurred versions for the following: loss and loss expense development, Bornhuetter-Ferguson, Berquist-Sherman, and frequency/severity modeling (chain-ladder approach). The second component of the analysis is the projection of the expected ultimate loss and loss expense ratio for each line of business for the current accident year. This projection is part of our planning process wherein we review and update expected loss and loss expense ratios each quarter. This review includes actual versus expected pricing changes, loss and loss expense trend assumptions, and updated prior period loss and loss expense ratios from the most recent quarterly reserve analysis.

In addition to the quarterly reserve analysis, a range of possible IBNR reserves is estimated annually and continually considered, among other factors, in establishing IBNR for each reporting period. Loss and loss expense trends are also considered, which include, but are not limited to, large loss activity, asbestos and environmental claim activity, large case reserve additions or reductions for prior accident years, and reinsurance recoverable issues. We also consider factors such as: (i) per claim information; (ii) company and industry historical loss experience; (iii) legislative enactments, judicial decisions, legal developments in the imposition of damages, and changes in political attitudes; and (iv) trends in general economic conditions, including the effects of inflation. Based on the consideration of the range of possible IBNR reserves, recent loss and loss expense trends, uncertainty associated with actuarial assumptions and other factors, IBNR is established and the ultimate net liability for losses and loss expenses is determined. Such an assessment requires considerable judgment given that

37

it is frequently not possible to determine whether a change in the data is an anomaly until sometime after the event. Even if a change is determined to be permanent, it is not always possible to reliably determine the extent of the change until sometime later. There is no precise method for subsequently evaluating the impact of any specific factor on the adequacy of reserves because the eventual deficiency or redundancy is affected by many factors. The changes in these estimates, resulting from the continuous review process and the differences between estimates and ultimate payments, are reflected in the Consolidated Statements of Income for the period in which such estimates are changed. Any changes in the liability estimate may be material to the results of operations in future periods. In addition to our internal review, statutory regulation requires us to have a Statement of Actuarial Opinion issued annually on our statutory reserve adequacy. We engage an independent actuary to issue this opinion based on their independent review.

Range of reasonable reserves

We have estimated a range of reasonably possible reserves for net loss and loss expense claims to be $2,694 million to $3,136 million at December 31, 2015, which compares to $2,645 million to $3,061 million at December 31, 2014. These ranges reflect low and high reasonable reserve estimates, which were selected primarily by considering the range of indications calculated using generally accepted actuarial techniques. Such techniques assume that past experience, adjusted for the effects of current developments and anticipated trends, are an appropriate basis for predicting future events. Although these ranges reflect likely scenarios, it is possible that the final outcomes may fall above or below these amounts. The ranges do not include a provision for potential increases or decreases associated with asbestos, environmental, and other continuous exposure claims, as traditional actuarial techniques cannot be effectively applied to these exposures.

Our loss and loss expense reserve development over the preceding 10 years is shown on the following table, which has five parts:

• Section I shows the estimated liability recorded at the end of each indicated year for all current and prior accident year’s unpaid loss and loss expenses. The liability represents the estimated amount of loss and loss expenses for unpaid claims, including IBNR reserves. In accordance with GAAP, the liability for unpaid loss and loss expenses is recorded gross of the effects of reinsurance. An estimate of reinsurance recoverables is reported separately as an asset. The net balance represents the estimated amount of unpaid loss and loss expenses outstanding reduced by estimates of amounts recoverable under reinsurance contracts.

• Section II shows the re-estimated amount of the previously recorded net liability as of the end of each succeeding year. Estimates of the liability of unpaid loss and loss expenses are increased or decreased as payments are made and more information regarding individual claims and trends, such as overall frequency and severity patterns, becomes known.

• Section III shows the cumulative amount of net loss and loss expenses paid relating to recorded liabilities as of the end of each succeeding year.

• Section IV shows the re-estimated gross liability and re-estimated reinsurance recoverables through December 31, 2015.

• Section V shows the cumulative gross and net (deficiency)/redundancy representing the aggregate change in the liability from the original balance sheet dates and the re-estimated liability through December 31, 2015.

This table does not present accident or policy year development data. Conditions and trends that have affected past reserve development may not necessarily occur in the future. As a result, extrapolating redundancies or deficiencies based on this table is inherently uncertain.

38

($ in millions)	2005		2006		2007		2008		2009		2010		2011		2012		2013		2014		2015
I.  Gross reserves for unpaid losses and loss expenses at December 31	2,084.0		2,288.8		2,542.5		2,641.0		2,745.8		2,830.1		3,144.9		4,068.9		3,349.8		3,477.9		3,517.7
Reinsurance recoverables on unpaid losses and loss expenses at December 31	(218.2	)	(199.7	)	(227.8	)	(224.2	)	(271.6	)	(313.7	)	(549.5	)	(1,409.7	)	(540.9	)	(572.0	)	(551.0	)
Net reserves for unpaid losses and loss expenses at December 31	1,865.8		2,089.1		2,314.7		2,416.8		2,474.2		2,516.4		2,595.4		2,659.2		2,808.9		2,905.9		2,966.7
II.  Net reserves estimate as of:
One year later	1,858.5		2,070.2		2,295.4		2,387.4		2,430.6		2,477.6		2,569.8		2,633.7		2,749.6		2,836.9
Two years later	1,845.1		2,024.0		2,237.8		2,324.6		2,368.1		2,428.6		2,531.4		2,554.9		2,660.0
Three years later	1,825.2		1,982.4		2,169.7		2,286.0		2,315.0		2,388.8		2,502.2		2,481.0
Four years later	1,808.9		1,931.1		2,155.8		2,264.9		2,295.3		2,363.3		2,450.8
Five years later	1,780.7		1,916.0		2,151.5		2,258.1		2,282.3		2,334.5
Six years later	1,777.3		1,924.4		2,154.6		2,243.6		2,273.0
Seven years later	1,789.3		1,939.5		2,147.7		2,246.0
Eight years later	1,810.9		1,936.5		2,145.6
Nine years later	1,806.4		1,939.8
Ten years later	1,815.8
Cumulative net redundancy (deficiency)	50.0		149.3		169.1		170.8		201.2		181.9		144.6		178.2		148.9		69.0
III.  Cumulative amount of net reserves paid through:
One year later	468.6		469.4		579.4		584.5		561.3		569.9		632.7		572.4		592.1		641.2
Two years later	775.0		841.3		945.5		966.8		936.7		990.8		1,003.8		964.0		1,007.9
Three years later	1,026.9		1,080.0		1,201.6		1,238.3		1,235.8		1,248.2		1,293.6		1,247.9
Four years later	1,174.2		1,235.2		1,388.7		1,439.5		1,409.5		1,443.4		1,481.7
Five years later	1,267.1		1,347.0		1,513.0		1,550.3		1,533.4		1,559.4
Six years later	1,341.8		1,426.8		1,587.7		1,631.7		1,617.7
Seven years later	1,399.6		1,481.9		1,648.1		1,690.7
Eight years later	1,438.2		1,525.5		1,686.4
Nine years later	1,469.4		1,555.0
Ten years later	1,492.7
IV.  Re-estimated gross liability	2,196.7		2,273.6		2,476.7		2,596.9		2,638.3		2,721.5		3,054.1		4,161.7		3,285.0		3,436.2
Re-estimated reinsurance recoverables	(380.8	)	(333.8	)	(331.1	)	(350.9	)	(365.3	)	(387.1	)	(603.3	)	(1,680.7	)	(625.0	)	(599.3	)
Re-estimated net liability	1,815.8		1,939.8		2,145.6		2,246.0		2,273.0		2,334.5		2,450.8		2,481.0		2,660.0		2,836.9
V. Cumulative gross redundancy (deficiency)	(112.7	)	15.2		65.8		44.1		107.5		108.6		90.8		(92.8	)	64.7		41.6
Cumulative net redundancy (deficiency)	50.0		149.3		169.1		170.8		201.2		181.9		144.6		178.2		148.9		69.0

Note: Some amounts may not foot due to rounding.

39

In 2015, we experienced overall favorable loss development of $69.0 million, compared to $59.3 million in 2014, and $25.5 million in 2013. The following table summarizes prior year development by line of business:

(Favorable)/Unfavorable Prior Year Loss and Loss Expense Development
($ in millions)	2015		2014		2013
General Liability	(51.0	)	(43.9	)	(20.0	)
Workers Compensation	(37.0	)	—		23.5
Commercial Automobile	2.4		(4.1	)	(4.5	)
Businessowners' Policies	2.2		1.9		(9.5	)
Commercial Property	(3.0	)	(2.1	)	(7.5	)
Personal Automobile	0.4		(10.8	)	(3.0	)
Homeowners	1.5		(4.0	)	(2.5	)
E&S	15.5		3.7		(2.0	)
Total	(69.0	)	(59.3	)	(25.5	)

Major developments related to loss and loss expense reserve estimates and uncertainty

The Insurance Subsidiaries are multi-state, multi-line property and casualty insurance companies and, as such, are subject to reserve uncertainty stemming from a variety of sources. These uncertainties are considered at each step in the process of establishing loss and loss expense reserves. As market conditions change, certain developments may occur that increase or decrease the amount of uncertainty. These developments include impacts within our own paid and reported loss and loss expense experience, as well as other internal and external factors that have not yet manifested within our data, but may do so in the future. All of these developments are considered when establishing loss and loss expense reserves, and in estimating the range of reasonable reserves.

For the past ten years, the Insurance Subsidiaries have experienced favorable prior accident year loss and loss expense development. Over the past three years, contributions to the favorable emergence have come from different lines of business at different points in time. The greater contributions have generally come from the longer tailed casualty lines, primarily due to their associated volume of reserves and the inherent uncertainty of the longer claims settlement process.

A more detailed discussion of recent developments, by line of business, follows.

Standard Market General Liability Line of Business

At December 31, 2015, our general liability line of business had recorded reserves, net of reinsurance, of $1.1 billion, which represented 36% of our total net reserves. In 2015, this line experienced favorable development of $51.0 million, attributable mainly to accident years 2013 and prior. This was primarily driven by severities that continued to develop lower than expected, within both the premises and operations and products liability coverages. In addition, the reduction in frequencies exhibited in recent accident years continued into accident year 2015.

During 2014, this line experienced favorable development of $43.9 million, which was partially driven by lower severities in the 2010 through 2012 accident years, within both the premises and operations and products liability coverages. In addition, accident years 2011 and 2012 continued to show lower than expected claim counts.

Standard Market Workers Compensation Line of Business

At December 31, 2015, our workers compensation line of business recorded reserves, net of reinsurance, of $1.0 billion, which represented 34% of our total net reserves. During 2015, this line experienced favorable development of $37.0 million driven by virtually all prior accident years. During 2014, this line experienced no development on prior accident years. The results over the past two years represent a significant change compared to 2013, during which this line experienced unfavorable development of $23.5 million driven mainly by assisted living facility-type claims. During 2015, this line showed a significant reduction in paid and reported loss amounts, due, in part, to: (i) lower medical inflation than originally anticipated; (ii) our proactive underwriting actions in recent years; and (iii) various significant claims initiatives that we implemented, including the centralization of our workers compensation claim handling in Charlotte, North Carolina, more favorable Preferred Provider Organizations ("PPO") contracts, greater PPO penetration, and more proactive case management in the areas of medical, pharmaceutical, and physical therapy treatments. Jurisdictionally trained and aligned medical only and lost-time adjusters manage non-complex workers compensation claims within our footprint. Claims with high exposure and/or significant escalation risk are referred to the workers compensation strategic case management unit.

40

While we believe these changes are significant drivers of our improved loss experience, there is always risk associated with change. Most notably, these changes in operations may inherently change paid and reported development patterns. While our reserve analyses incorporate methods that adjust for these changes, there nevertheless remains a greater risk in the estimated reserves.

In addition to the uncertainties associated with actuarial assumptions and methodologies described above, the workers compensation line of business can be impacted by a variety of issues, such as the following:

Unexpected changes in medical cost inflation - The industry is currently experiencing a period of lower claim cost inflation. Variability in our historical workers compensation medical costs, along with uncertainty regarding future medical inflation, creates the potential for additional volatility in our reserves;

Changes in statutory workers compensation benefits - Benefit changes may be enacted that affect all outstanding claims, regardless of having occurred in the past. Depending upon the social and political climate, these changes may either increase or decrease associated claim costs;

Changes in utilization of the workers compensation system - These changes may be driven by economic, legislative, or other changes. For example, higher levels of unemployment could ultimately impact both the severity and frequency of workers compensation claims. In particular, during more difficult economic times, workers may be more likely to use the system, and less likely to return to work. Another example is the potential impact of federal healthcare reform, for which there are opposing views regarding the impact on workers compensation costs.

In addition, changes in the economy could impact reserves in other ways. For example, in 2015, audit and endorsement activity resulted in additional premium of $22.5 million, and in 2014, audit and endorsement activity resulted in additional premium of $15.7 million. As premiums earned are used as a basis for setting initial reserves on the current accident year, our reserves could be impacted. While audit and endorsement premiums are modeled within our annual budgeting process, they remain uncertain, and therefore provide additional variability to the resulting loss and loss expense ratio estimates.

Standard Market Commercial Automobile Line of Business

At December 31, 2015, our commercial automobile line of business had recorded reserves, net of reinsurance, of $375 million, which represented 13% of our total net reserves. In 2015, this line experienced unfavorable development of $2.2 million, which was driven by bodily injury liability for accident years 2013 and 2014. This was partially offset by favorable development in accident years 2010 and 2011.

We experienced some modest unfavorable development in accident years 2013 and 2014, which we believe to be similar to more significant trends seen in the industry. We continue to analyze our portfolio to identify less profitable segments which require enhanced underwriting and pricing actions.

In 2014, this line experienced favorable development of $4.1 million, driven by bodily injury liability for accident years 2012 and prior.

Standard Market Personal Automobile Line of Business

At December 31, 2015, our personal automobile line of business had recorded reserves, net of reinsurance, of $102 million, which represented 3.4% of our total net reserves. In 2015, this line experienced unfavorable development of $0.4 million. While this development is relatively neutral overall, it results from an increase in accident year 2014, largely offset by a decrease in accident year 2013. The overall development is a significant change compared to 2014, during which this line experienced favorable development of $10.8 million, which was driven by the liability coverages for accident years 2012 and prior. We continue to recalibrate our predictive models, as well as refine our underwriting and pricing approaches. While we believe these changes will ultimately lead to improved profitability and greater stability, they may impact paid and reported development patterns, thereby increasing the uncertainty in the reserves in the near-term.

E&S Lines

At December 31, 2015, our E&S Lines had recorded reserves, net of reinsurance, of $219 million, which represented 7% of our total net reserves. In 2015, these lines experienced unfavorable development of $15.5 million, associated with accident years 2012 through 2014. In 2014, these lines experienced unfavorable development of $3.7 million, associated with accident years 2011 through 2013. As we have limited historical loss experience in this segment, our reserve estimates are partially based on development patterns of companies that have similar operations. Therefore, these estimates are subject to somewhat greater

41

uncertainty than the comparable traditional lines of business. As our own experience matures, we will continue to place greater weight upon it, and less weight upon the surrogate patterns.

Some of the development seen during 2015 was attributable to late emerging claims. In order to better assess this potential, and mitigate its impact on future results, we have taken the following actions within the E&S Claims operations:

• Effective January 1, 2015, the E&S Claims operation began reporting through our Corporate Claims division in Charlotte, North Carolina.

• During the second half of 2015, a review of all complex liability claims was performed by our corporate CCU.

• Potential complex liability claims are now systematically identified and referred to our CCU. In cases where the CCU agrees these claims are complex in nature, all future handling of the claims is assumed by the CCU.

• The balance of the liability claims have been segregated into “litigated” versus “non-litigated.” Separate claim handling teams have been created, with the required skill sets, to appropriately handle these two types of claims.

• Implemented actions to reduce the amount spent on outside adjusters and legal counsel, including increasing the use of the staff counsel that we use in standard lines claims defense.

• For property claims, similar corporate oversight and referrals are being implemented via our corporate Large Loss Unit.

We believe that the actions above will not only lead to earlier identification of severe claims, but also earlier claims resolutions with improved outcomes.

Other impacts creating additional loss and loss expense reserve uncertainty

Claims Initiative Impacts

In addition to the line of business specific issues mentioned above, our lines of business have been impacted by a number of initiatives undertaken by our Claims Department that have resulted in variability, or shifts, in the average level of case reserves. Some of these initiatives have also impacted claims settlement rates. These changes affect the data upon which the ultimate loss and loss expense projections are made. While these changes in case reserve levels and settlement rates increase the uncertainty in the short run, we expect the longer-term benefit will be a more refined management of the claims process.

Some of the specific actions implemented over the past several years, other than those regarding E&S as discussed above, are as follows:

• Increased focus on reducing workers compensation medical costs through more favorable PPO contracts and greater PPO penetration.

• A more comprehensive approach for handling workers compensation claims, with an emphasis towards improving recovery times, allowing for earlier “return-to-work.” This involves elevated and proactive case management in the areas of medical, pharmaceutical, and physical therapy treatments.

• The continued use of our CCU, to which all significant and complex liability claims are assigned. This unit has been staffed with personnel that have significant experience in handling and settling these types of claims.

• The continued use of our Property Flex Unit and our Large Loss Unit. The Property Flex Unit handles claims between $25,000 to $100,000 and the Large Loss Unit handles claims above $100,000.

• Continued efforts in the areas of fraud investigation and salvage/subrogation recoveries. These efforts have been supported by the introduction of predictive models that allow us to better focus our efforts.

Our internal reserve analyses incorporate actuarial projection methods, which make adjustments for changes in case reserve adequacy and claims settlement rates. These methods adjust our historical loss experience to the current level of case adequacy or settlement rate, which provides a more consistent basis for projecting future development patterns. These methods have their own assumptions and judgments associated with them, so as with any projection method, they are not definitive in and of themselves. Furthermore, given that the expected benefits from our claims initiatives take time to fully manifest, we do not take full credit for the anticipated benefit in establishing our loss and loss expense reserves. These initiatives may prove more or less beneficial than currently reflected, which will affect development in future years. Our various projection methods provide an indication of these potential future impacts. These impacts would be greatest within our larger reserve lines of workers compensation, general liability, and commercial automobile liability, within the more recent accident years.

Economic Inflationary Impacts

Although inflationary volatility is expected to be low in the near term, current United States monetary policy and global economic conditions bring additional uncertainty in the long-term given the length of time required for claim settlement and the impact of medical cost trends relating to longer-tail liability and workers compensation claims. Uncertainty regarding future inflation or deflation creates the potential for additional volatility in our reserves for these lines of business.

42

Sensitivity analysis: Potential impact on reserve uncertainty due to changes in key assumptions

Our process to establish reserves includes a variety of key assumptions, including, but not limited to, the following:

• The selection of loss and loss expense development factors;

• The weight to be applied to each individual actuarial projection method;

• Projected future loss trends; and

• Expected ultimate loss and loss expense ratios for the current accident year.

The importance of any single assumption depends on several considerations, such as the line of business and the accident year. If the actual experience emerges differently than the assumptions used in the process to establish reserves, changes in our reserve estimate are possible and may be material to the results of operations in future periods. Set forth below are sensitivity tests which highlight potential impacts to loss and loss expense reserves under different scenarios, for the major casualty lines of business. These tests consider each assumption and line of business individually, without any consideration of correlation between lines of business and accident years. Therefore, the results in the tables below do not constitute an actuarial range. While the figures represent possible impacts from variations in key assumptions as identified by management, there is no assurance that the future emergence of our loss and loss expense experience will be consistent with either our current or alternative sets of assumptions.

While the sources of variability discussed above are generated by different underlying trends and operational changes, they ultimately manifest themselves as changes in the expected loss and loss expense development patterns. These patterns are a key assumption in the reserving process. In addition to the expected development patterns, the expected loss and loss expense ratios are another key assumption in the reserving process. These expected ratios are developed via a rigorous process of projecting recent accident years' experience to an ultimate settlement basis, and then adjusting it to the current accident year's pricing and loss cost levels. Impact from changes in the underwriting portfolio and changes in claims handling practices are also quantified and reflected, where appropriate. As is the case with all estimates, the ultimate loss and loss expense ratios may differ from those currently estimated.

The sensitivities of loss and loss expense reserves to these key assumptions are illustrated below for the major casualty lines. The first table shows the estimated impacts from changes in expected reported loss and loss expense development patterns. It shows reserve impacts by line of business if the actual calendar year incurred amounts are greater or less than current expectations by the selected percentages. The second table shows the estimated impacts from changes to the expected loss and loss expense ratios for the current accident year. It shows reserve impacts by line of business if the expected loss and loss expense ratios for the current accident year are greater or less than current expectations by the selected percentages. While the selected percentages by line are judgmentally based, they reflect the relative contribution of the specific line of business to the overall reserve range.

Reserve Impacts of Changes to Prior Years Expected Loss and Loss Expense Reporting Patterns
($ in millions)	Percentage Decrease/Increase		(Decrease) to Future Calendar Year Reported			Increase to Future Calendar Year Reported
General liability	7	%	$	(75	)	$	75
Workers compensation	10		(70		)	70
Commercial automobile liability	10		(30		)	30
Personal automobile liability	15		(10		)	10
E&S lines	15		(30		)	30

Reserve Impacts of Changes to Current Year Expected Ultimate Loss and Loss Expense Ratios
($ in millions)	Percentage Decrease/Increase		(Decrease) to Current Accident Year Expected Loss and Loss Expense Ratio			Increase to Current Accident Year Expected Loss and Loss Expense Ratio
General liability	7	pts	$	(35	)	$	35
Workers compensation	10		(30		)	30
Commercial automobile liability	7		(20		)	20
Personal automobile liability	7		(7		)	7
E&S lines	10		(15		)	15

43

Note that there is some overlap between the impacts in the two tables. For example, increases in the calendar year development would ultimately impact our view of the current accident year's loss and loss expense ratios. Nevertheless, these tables provide perspective into the sensitivity of each of these key assumptions.

Asbestos and Environmental Reserves

Our general liability, excess liability, and homeowners reserves include exposure to asbestos and environmental claims. Our exposure to environmental liability is primarily due to: (i) landfill exposures from policies written prior to the absolute pollution endorsement in the mid 1980s; and (ii) underground storage tank leaks mainly from New Jersey homeowners policies. These environmental claims stem primarily from insured exposures in municipal government, small non-manufacturing commercial risks, and homeowners policies.

The total carried net losses and loss expense reserves for these claims were $23.2 million as of December 31, 2015 and $23.0 million at December 31, 2014. The emergence of these claims occurs over an extended period and is highly unpredictable. For example, within our Standard Commercial Lines book, certain landfill sites are included on the National Priorities List (“NPL”) by the United States Environmental Protection Agency (“USEPA”). Once on the NPL, the USEPA determines an appropriate remediation plan for these sites. A landfill can remain on the NPL for many years until final approval for the removal of the site is granted from the USEPA. The USEPA has the authority to re-open previously closed sites and return them to the NPL. We currently have reserves for nine customers related to six sites on the NPL.

“Asbestos claims” are claims for bodily injury alleged to have occurred from exposure to asbestos-containing products. Our primary exposure arises from insuring various distributors of asbestos-containing products, such as electrical and plumbing materials. At December 31, 2015, asbestos claims constituted 29% of our $23.2 million net asbestos and environmental reserves, compared to 32% of our $23.0 million net asbestos and environmental reserves at December 31, 2014.

“Environmental claims” are claims alleging bodily injury or property damage from pollution or other environmental contaminants other than asbestos. These claims include landfills and leaking underground storage tanks. Our landfill exposure lies largely in policies written for municipal governments, in their operation or maintenance of certain public lands. In addition to landfill exposures, in recent years, we have experienced a relatively consistent level of reported losses in the homeowners line of business related to claims for groundwater contamination from leaking underground heating oil storage tanks in New Jersey. In 2007, we instituted a fuel oil system exclusion on our New Jersey homeowners policies that limits our exposure to leaking underground storage tanks for certain customers. At that time, existing customers were offered a one-time opportunity to buy back oil tank liability coverage.  The exclusion applies to all new homeowners policies in New Jersey. These customers are eligible for the buy-back option only if the tank meets specific eligibility criteria.

Our asbestos and environmental claims are handled in our centralized and specialized asbestos and environmental claim unit. Case reserves for these exposures are evaluated on a claim-by-claim basis. The ability to assess potential exposure often improves as a claim develops, including judicial determinations of coverage issues. As a result, reserves are adjusted accordingly.

Estimating IBNR reserves for asbestos and environmental claims is difficult because of the delayed and inconsistent reporting patterns associated with these claims. In addition, there are significant uncertainties associated with estimating critical assumptions, such as average clean-up costs, third-party costs, potentially responsible party shares, allocation of damages, litigation and coverage costs, and potential state and federal legislative changes. Normal historically-based actuarial approaches cannot be applied to asbestos and environmental claims because past loss history is not indicative of future potential loss emergence. In addition, while certain alternative models can be applied, such models can produce significantly different results with small changes in assumptions. As a result, we do not calculate an asbestos and environmental loss range. Historically, our asbestos and environmental claims have been significantly lower in volume, with less volatility and uncertainty than many of our competitors in the commercial lines industry. Prior to the introduction of the absolute pollution exclusion endorsement in the mid-1980's, we were primarily a personal lines carrier and therefore do not have broad exposure to asbestos and environmental claims. Additionally, we are the primary insurance carrier on the majority of these exposures, which provides more certainty in our reserve position compared to others in the insurance marketplace.

Pension and Post-retirement Benefit Plan Actuarial Assumptions

Our pension and post-retirement benefit obligations and related costs are calculated using actuarial methods, within the framework of U.S. GAAP. Two key assumptions, the discount rate and the expected return on plan assets, are important elements of expense and/or liability measurement. We evaluate these key assumptions annually. Other assumptions involve demographic factors, such as retirement age, mortality, turnover, and rate of compensation increases.

44

The discount rate enables us to state expected future cash flows at their present value on the measurement date. The purpose of the discount rate is to determine the interest rates inherent in the price at which pension benefits could be effectively settled. Our discount rate selection is based on high-quality, long-term corporate bonds. A higher discount rate reduces the present value of benefit obligations and reduces pension expense. Conversely, a lower discount rate increases the present value of benefit obligations and increases pension expense. For additional information regarding our discount rate selection, refer to Note 14. “Retirement Plans” in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

The expected long-term rate of return on the plan assets is determined by considering the current and expected asset allocation, as well as historical and expected returns on each plan asset class. A lower expected rate of return on pension plan assets would increase pension expense. Our long-term expected return on the plan assets was increased 10 basis points to 6.37% in 2015 as compared to 6.27% in 2014, reflecting the current interest rate environment.

At December 31, 2015, our pension and post-retirement benefit plan obligation was $324.8 million compared to $337.4 million at December 31, 2014. Plan assets were $249.7 million and $253.5 million at December 31, 2015 and December 31, 2014, respectively. Volatility in the marketplace, coupled with changes in the discount rate assumption, could materially impact our pension and post-retirement life valuation in the future. For additional information regarding our pension and post-retirement benefit plan obligations, see Note 14. “Retirement Plans” in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

Other-Than-Temporary Investment Impairments

When the fair value of any investment is lower than its cost/amortized cost, an assessment is made to determine if the decline is other than temporary. We regularly review our entire investment portfolio for declines in fair value. If we believe that a decline in the value of an available-for-sale (“AFS”) security is temporary, we record the decline as an unrealized loss in Accumulated Other Comprehensive Income (“AOCI”). Temporary declines in the value of a held-to-maturity (“HTM”) security are not recognized in the Financial Statements. Our assessment of a decline in fair value includes judgment as to the financial position and future prospects of the entity that issued the investment security, as well as a review of the security’s underlying collateral for fixed income investments. Broad changes in the overall market or interest rate environment generally will not lead to a write-down.

Fixed Income Securities and Short-Term Investments

Our evaluation for OTTI of a fixed income security or a short-term investment may include, but is not limited to, the evaluation of the following factors:

• Whether the decline appears to be issuer or industry specific;

• The degree to which the issuer is current or in arrears in making principal and interest payments on the fixed income security;

• The issuer’s current financial condition and ability to make future scheduled principal and interest payments on a timely basis;

• Evaluation of projected cash flows;

• Buy/hold/sell recommendations published by outside investment advisors and analysts; and

• Relevant rating history, analysis, and guidance provided by rating agencies and analysts.

OTTI charges are recognized as a realized loss to the extent that they are credit related, unless we have the intent to sell the security or it is more-likely-than not that we will be required to sell the security. In those circumstances, the security is written down to fair value with the entire amount of the writedown charged to earnings as a component of realized losses.

To determine if an impairment is other than temporary, we compare the present value of cash flows expected to be collected with the amortized cost of fixed income securities meeting certain criteria. In addition, this analysis is performed on all previously-impaired debt securities that continue to be held by us and all structured securities that were not of high-credit quality at the date of purchase. These impairment assessments may include, but are not limited to, discounted cash flow analyses (“DCFs”).

For structured securities, including commercial mortgage-backed securities (“CMBS”), residential mortgage-backed securities (“RMBS”), asset-backed securities (“ABS”), and collateralized debt obligations (“CDOs”), we also consider variables such as expected default, severity, and prepayment assumptions based on security type and vintage, taking into consideration information from credit agencies, historical performance, and other relevant economic and performance factors.

In making our assessment, we perform a DCF to determine the present value of future cash flows to be generated by the underlying collateral of the security. Any shortfall in the expected present value of the future cash flows, based on the DCF, from the amortized cost basis of a security is considered a “credit impairment,” with the remaining decline in fair value of a

45

security considered as a “non-credit impairment.” As mentioned above, credit impairments are charged to earnings as a component of realized losses, while non-credit impairments are recorded to Other Comprehensive Income (“OCI”) as a component of unrealized losses.

Discounted Cash Flow Assumptions

The discount rate we use in a DCF is the effective interest rate implicit in the security at the date of acquisition for those structured securities that were not of high-credit quality at acquisition. For all other securities, we use a discount rate that equals the current yield, excluding the impact of previous OTTI charges, used to accrete the beneficial interest.

If applicable, we use a conditional default rate assumption in the DCF to estimate future defaults. The conditional default rate is the proportion of all loans outstanding in a security at the beginning of a time period that are expected to default during that period. Our assumption of this rate takes into consideration the uncertainty of future defaults as well as whether or not these securities have experienced significant cumulative losses or delinquencies to date.

If applicable, conditional default rate assumptions apply at the total collateral pool level held in the securitization trust. Generally, collateral conditional default rates will “ramp-up” over time as the collateral seasons, because the performance begins to weaken and losses begin to surface. As time passes, depending on the collateral type and vintage, losses will peak and performance will begin to improve as weaker borrowers are removed from the pool through delinquency resolutions. In the later years of a collateral pool’s life, performance is generally materially better as the resulting favorable selection of the portfolio improves the overall quality and performance.

For CMBS, we also consider the net operating income (“NOI”) generated by the underlying properties. Our assumptions of the properties’ ultimate cash flows take into consideration both an immediate reduction to the reported NOIs and decreases to projected NOIs.

If applicable, we use a loan loss severity assumption in our DCF that is applied at the loan level of the collateral pool. The loan loss severity assumptions represent the estimated percentage loss on the loan-to-value exposure for a particular security. For CMBS, the loan loss severities applied are based on property type. Losses generated from the evaluations are then applied to the entire underlying deal structure in accordance with the original service agreements.

Equity Securities

Evaluation for OTTI of an equity security may include, but is not limited to, an evaluation of the following factors:

• Whether the decline appears to be issuer or industry specific;

• The relationship of market prices per share to book value per share at the date of acquisition and date of evaluation;

• The price-earnings ratio at the time of acquisition and date of evaluation;

• The financial condition and near-term prospects of the issuer, including any specific events that may influence the issuer’s operations, coupled with our intention to hold the securities in the near term;

• The recent income or loss of the issuer;

• The independent auditors’ report on the issuer’s recent financial statements;

• The dividend policy of the issuer at the date of acquisition and the date of evaluation;

• Buy/hold/sell recommendations or price projections published by outside investment advisors;

• Rating agency announcements;

• The length of time and the extent to which the fair value has been, or is expected to be, less than its cost in the near term; and

• Our expectation of when the cost of the security will be recovered.

If there is a decline in the fair value on an equity security that we do not intend to hold, or if we determine the decline is other-than-temporary, including declines driven by market volatility for which we cannot assert will recover in the near term, we will write down the carrying value of the investment and record the charge through earnings as a component of realized losses.

Other Investments

Our evaluation for OTTI of an other investment (i.e., an alternative investment) may include, but is not limited to, conversations with the management of the alternative investment concerning the following:

• The current investment strategy;

• Changes made or future changes to be made to the investment strategy;

• Emerging issues that may affect the success of the strategy; and

• The appropriateness of the valuation methodology used regarding the underlying investments.

46

If there is a decline in the fair market value of an other investment that we do not intend to hold, or if we determine the decline is other than temporary, we write down the carry value of the investment and record the charge through earnings as a component of realized losses.

Reinsurance

Reinsurance recoverables on paid and unpaid losses and loss expenses represent estimates of the portion of such liabilities that will be recovered from reinsurers. Each reinsurance contract is analyzed to ensure that the transfer of risk exists to properly record the transactions in the Financial Statements. Amounts recovered from reinsurers are recognized as assets at the same time and in a manner consistent with the paid and unpaid losses associated with the reinsured policies. An allowance for estimated uncollectible reinsurance is recorded based on an evaluation of balances due from reinsurers and other available information. This allowance totaled $5.7 million at December 31, 2015 and $6.9 million at December 31, 2014. We continually monitor developments that may impact recoverability from our reinsurers and have available to us contractually provided remedies if necessary. For further information regarding reinsurance, see the “Reinsurance” section below and Note 8. “Reinsurance” in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

Financial Highlights of Results for Years Ended December 31, 2015, 2014, and 20131
						2015 vs.				2014 vs.
($ in thousands, except per share amounts)	2015			2014		2014			2013	2013
GAAP measures:
Revenues	$	2,131,852		$	2,034,861	5		%	1,903,741	7		%
Pre-tax net investment income	121,316			138,708		(13	)		134,643	3
Pre-tax net income	232,692			197,131		18			142,267	39
Net income	165,861			141,827		17			106,418	33
Diluted net income per share	2.85			2.47		15			1.87	32
Diluted weighted-average outstanding shares	58,156			57,351		1			56,810	1
GAAP combined ratio	92.5		%	95.8		(3.3	)	pts	97.8	(2.0	)	pts
Statutory combined ratio	92.4		%	95.7		(3.3	)		97.5	(1.8	)
Return on average equity ("ROE")	12.4		%	11.7		0.7			9.5	2.2
Non-GAAP measures:
Operating income	$	157,300		$	124,538	26		%	93,939	33		%
Diluted operating income per share	2.70			2.17		24			1.65	32
Operating ROE	11.8		%	10.3		1.5		pts	8.4	1.9		pts

¹Refer to the Glossary of Terms attached to this Form 10-K as Exhibit 99.1 for definitions of terms used in this financial review.

The following table reconciles operating income and net income for the periods presented above:

($ in thousands, except per share amounts)	2015		2014	2013
Operating income	$	157,300	124,538	93,939
Net realized gains, net of tax	8,561		17,289	13,476
Loss on discontinued operations, net of tax	—		—	(997	)
Net income	$	165,861	141,827	106,418
Diluted operating income per share	$	2.70	2.17	1.65
Diluted net realized gains per share	0.15		0.30	0.24
Diluted net loss on discontinued operations per share	—		—	(0.02	)
Diluted net income per share	$	2.85	2.47	1.87

It is our goal to average an operating ROE that is at least three points higher than our weighted-average cost of capital. At December 31, 2015, our weighted-average cost of capital was 8.7%. Our operating ROE and contribution by component for the following years are as follows:

Operating Return on Average Equity	2015		2014		2013
Insurance Segments	7.3	%	4.2	%	2.3	%
Investment Segment	7.0	%	8.6	%	9.0	%
Other	(2.5	)%	(2.5	)%	(2.9	)%
Total	11.8	%	10.3	%	8.4	%

47

Insurance Segments

The key metric in understanding our insurance segments’ contribution to operating ROE is the GAAP combined ratio. The following table provides a quantitative foundation for analyzing this ratio:

All Lines					2015				2014
($ in thousands)	2015			2014	vs. 2014			2013	vs. 2013
GAAP Insurance Operations Results:
Net Premiums Written ("NPW")	$	2,069,904		1,885,280	10		%	1,810,159	4		%
Net Premiums Earned ("NPE")	1,989,909			1,852,609	7			1,736,072	7
Less:
Losses and loss expenses incurred	1,148,541			1,157,501	(1	)		1,121,738	3
Net underwriting expenses incurred	686,120			610,783	12			571,294	7
Dividends to policyholders	6,219			6,182	1			4,274	45
Underwriting income	$	149,029		78,143	91		%	38,766	102		%
GAAP Ratios:
Loss and loss expense ratio	57.7		%	62.5	(4.8	)	pts	64.6	(2.1	)	pts
Underwriting expense ratio	34.5			33.0	1.5			33.0	—
Dividends to policyholders ratio	0.3			0.3	—			0.2	0.1
Combined ratio	92.5			95.8	(3.3	)		97.8	(2.0	)
Statutory Ratios:
Loss and loss expense ratio	57.7			62.4	(4.7	)		64.5	(2.1	)
Underwriting expense ratio	34.4			33.0	1.4			32.8	0.2
Dividends to policyholders ratio	0.3			0.3	—			0.2	0.1
Combined ratio	92.4		%	95.7	(3.3	)	pts	97.5	(1.8	)	pts

Fluctuations in our GAAP combined ratio were driven by the following:

• Earned rate in excess of expected loss inflation. Renewal pure price increases on NPW of 3.4% in 2015, 5.6% in 2014, and 7.6% in 2013 provided earned rate of approximately 4% in 2015 and 6.5% in 2014, both of which were above our expected claim inflation. After taking into account the incremental expenses associated with the additional premium, the net benefit to the combined ratio was approximately 1 point in 2015 and 2.5 points in 2014.

• Favorable prior year casualty reserve development, the details of which are below:

(Favorable)/Unfavorable Prior Year Casualty Reserve Development
($ in millions)	2015				2014			2013
General liability	$	(51.0	)		(43.9	)		(20.0	)
Commercial automobile	3.0				(4.0	)		(5.0	)
Workers compensation	(37.0		)		—			23.5
Businessowners' policies	4.0				2.5			(9.5	)
Other	—				—			—
Total Standard Commercial Lines	(81.0		)		(45.4	)		(11.0	)
Homeowners	(2.0		)		(0.7	)		(4.0	)
Personal automobile	—				(8.0	)		(2.0	)
Total Standard Personal Lines	(2.0		)		(8.7	)		(6.0	)
E&S	16.0				5.8			2.5
Total favorable prior year casualty reserve development	$	(67.0	)		(48.3	)		(14.5	)
(Favorable) impact on loss ratio	(3.4		)	pts	(2.6	)	pts	(0.8	)	pts

For a qualitative discussion of this reserve development, please see the related insurance segment discussions below.

48

• Catastrophe losses, the details of which are below:

Catastrophe Losses
($ in millions)					(Favorable)/Unfavorable Year-Over-Year Change
For the Year ended December 31,	Loss and Loss Expense Incurred		Impact on Loss and Loss Expense Ratio
2015	$	59.1	3.0	pts	(0.2	)
2014	60.0		3.2		0.5
2013	47.4		2.7		N/A

• Non-catastrophe property losses, the details of which are below:

Non-Catastrophe Property Losses
($ in millions)					(Favorable)/Unfavorable Year-Over-Year Change
For the Year ended December 31,	Loss and Loss Expense Incurred		Impact on Loss and Loss Expense Ratio
2015	$	265.4	13.3	pts	(2.2	)
2014	287.5		15.5		2.4
2013	226.6		13.1		N/A

Partially offsetting the improvements in the loss and loss expense ratios above were increases in the underwriting expense ratio of 1.5 points in 2015 that included the following:

• Improved underwriting profitability that resulted in higher supplemental commission expense to our distribution partners and increased the ratio by 0.3 points;

• Improved underwriting profitability that also resulted in higher annual incentive compensation expense to

employees and increased the ratio by 0.3 points;

• Pension expense increases due to the accrual of service costs for eligible employees and the negative impact of

declining interest rates last year that increased the ratio by 0.3 points; and

• The March 2014 sale of the renewal rights to our $37 million Self Insured Group ("SIG") book of business that contributed $8 million to other income and reduced the combined ratio by 0.4 points. Although we did not solicit buyers, we decided to sell this small and specialized book of business when the opportunity presented itself because it had significant production outside of our standard lines footprint, and proved difficult to grow. We however, have retained our substantial individual risk public entity book of business and continue to look for opportunities to grow it.

Investments Segment

Operating ROE in 2015 and 2014 was negatively impacted by a decline in investment leverage as a result of overall stockholders' equity growth outpacing investment income growth. This was, in part, due to strong growth in our underwriting operations coupled with declining portfolio yields. In 2015, the lower yields were driven by the fixed income securities portfolio, and lower returns on our energy-related limited partnerships within our other investments portfolio due to declining oil prices.

Net realized gains, which is another component of our investment segment's results, were $8.6 million, $17.3 million, and $13.5 million on an after-tax basis in 2015, 2014, and 2013, respectively. Included in these amounts were after-tax OTTI charges of $11.9 million in 2015, $7.2 million in 2014, and $3.6 million in 2013. The majority of the OTTI charges related to our equity securities portfolio and were primarily comprised of charges on securities for which we had the intent to sell reflecting changes in our strategy on this portfolio.

49

Outlook

We have a long history of delivering on our objectives and creating value for shareholders, but 2015 was our best statutory combined ratio since becoming listed on Nasdaq. We delivered a 92.4% statutory combined ratio, including 3.0 points of catastrophe losses and overall favorable prior year reserve development of 3.5 points. This compares to A.M. Best’s industry expectation of 98.0%, including 3.1 points of catastrophe losses and 1.7 points of overall favorable prior year reserve development, as reported in their February 2016 Review and Preview report.

In addition, A.M. Best also expects the industry’s investment income to decline in 2015 due to lower yields, partially offset by growth in invested assets. During 2015, we experienced positive impacts from strong cash flows and an increasing asset base; however, these positives were more than offset by: (i) the impact of lower reinvestment rates as fixed income securities that were purchased had an after-tax yield of 1.7% and fixed income securities that were disposed of had an after-tax yield of 2.5%; and (ii) lower than expected returns on our alternative investment portfolio due to energy sector performance.

As we turn to the future, we plan to leverage our competitive advantages by increasing our share of wallet with existing agents while adding agents in areas with strong new business opportunities. We celebrate our 90^th year of business in 2016 and our pillars of success continue to be: (i) our unique field model combined with sophisticated underwriting and claims capabilities; (ii) true franchise value with ourdistribution partners; and (iii) delivering a superior customer experience with our “best in class” employees.

To that end, we remain focused on becoming a more customer-centric company in 2016. In 2015, we made key strategic investments in technology as part of our efforts to deliver a superior customer experience across all channels, commonly referred to as omni-channel. Over the last year we have rolled out self-servicing capabilities via our mobile application, mobile web, and on the desktop, and relaunched our public website with simplified navigation, richer content, and responsive capabilities. These investments have enabled us to provide our customers with 24/7 access to transactional capabilities and information. Customers expect this level of service and access from every company with which they conduct business. We view omni-channel as a key to future success in our industry and we will continue to focus our efforts in this area in 2016.

Based on our view of the market and our strategies to outperform, we are providing the following guidance for 2016:

• An ex-catastrophe combined ratio of approximately 91%, which assumes no prior year casualty reserve development;

• 3.5 points of catastrophe losses for the year;

• After-tax investment income of approximately $100 million; and

• Weighted average shares of approximately 58.5 million.

Our goal is to generate an operating ROE that is 300 basis points in excess of our weighted average cost of capital. Based upon our expected after-tax return on investments, a statutory combined ratio of approximately 93% would be required to meet that target.

50

Results of Operations and Related Information by Segment

Standard Commercial Lines

Our Standard Commercial Lines segment, which represents 77% of our combined insurance segments' NPW, sells commercial lines insurance products and services to businesses, non-profit organizations, and local government agencies located primarily in 22 states in the Eastern and Midwestern U.S. and the District of Columbia through approximately 1,100 distribution partners in the standard marketplace.

					2015						2014
($ in thousands)	2015			2014	vs. 2014			2013			vs. 2013
GAAP Insurance Segments Results:
NPW	$	1,596,965		1,441,047	11		%	$	1,380,740		4		%
NPE	1,529,442			1,415,712	8			1,316,619			8
Less:
Loss and loss expense incurred	819,573			870,018	(6	)		831,261			5
Net underwriting expenses incurred	539,154			478,291	13			447,228			7
Dividends to policyholders	6,219			6,182	1			4,274			45
Underwriting income	$	164,496		61,221	169		%	$	33,856		81		%
GAAP Ratios:
Loss and loss expense ratio	53.6		%	61.5	(7.9	)	pts	63.1		%	(1.6	)	pts
Underwriting expense ratio	35.2			33.8	1.4			34.0			(0.2	)
Dividends to policyholders ratio	0.4			0.4	—			0.3			0.1
Combined ratio	89.2			95.7	(6.5	)		97.4			(1.7	)
Statutory Ratios:
Loss and loss expense ratio	53.6			61.3	(7.7	)		63.1			(1.8	)
Underwriting expense ratio	35.2			33.8	1.4			33.7			0.1
Dividends to policyholders ratio	0.4			0.4	—			0.3			0.1
Combined ratio	89.2		%	95.5	(6.3	)	pts	97.1		%	(1.6	)	pts

The growth in NPW and NPE from 2013 through 2015 is primarily the result of the following:

	For the Year Ended December 31,
($ in millions)	2015			2014	2013
Retention	83		%	82	82
Renewal pure price increases on NPW	3.0			5.6	7.6
Direct new business	$	339.6		268.7	277.5

In 2015, we saw strong improvements in new business, which increased 26% over last year, whereas in 2014, new business was slightly down from 2013. In addition, renewal pure price increases and strong retention contributed to NPW growth in both periods. In 2014, our growth rate of 4% would have been 7% excluding the impact of the SIG renewal rights sale in the first quarter of 2014.

NPE increases in 2015 and 2014 were consistent with the increases in NPW for their respective twelve-month periods ended December 31.

51

The GAAP loss and loss expense ratio improved 7.9 points in 2015 compared to 2014 and 1.6 points in 2014 compared to 2013 due to the following:

• Earned rate above our expected claim inflation, which improved profitability by approximately 0.5 and 2.5 points for 2015 and 2014, respectively.

• Favorable prior year casualty reserve development of 5.3 points in 2015, 3.2 points in 2014, and 0.8 points in 2013. For quantitative information on this development by line of business, see "Financial Highlights of Results for Years Ended December 2015, 2014, and 2013" above and for qualitative information about the significant drivers of this development, see the line of business discussions below.

• Current year loss costs in 2015 that were 1.8 points lower than last year on our workers' compensation line of business reflecting our ongoing focus on improving this line of business.

Additionally, non-catastrophe property losses and catastrophe losses contributed to results as follows:

($ in millions)	Non-Catastrophe Property Losses				Catastrophe Losses
For the year ended December 31,	Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio		Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio		Total Impact on Losses and Loss Expense Ratio	(Favorable)/Unfavorable Year-Over-Year Change
2015	$	154.7	10.1	pts	$	34.1	2.2	pts	12.3	(3.1	)
2014	180.4		12.7		37.9		2.7		15.4	4.1
2013	126.8		9.6		23.0		1.7		11.3	N/A

Partially offsetting the improvement in the loss and loss expense ratio in 2015 was an increase of 1.4 points in the GAAP underwriting expense ratio in 2015 compared to 2014. This increase is primarily attributable to: (i) higher supplemental commission expense to our distribution partners of 0.4 points; (ii) increases in annual incentive compensation expense to employees of 0.2 points; and (iii) pension expense increases of 0.3 points, which are discussed further in "Financial Highlights of Results for Years Ended December 31, 2015, 2014, and 2013" above. Additionally, the prior year underwriting ratio included $8.0 million, or 0.6 points, of non-recurring benefit related to the sale of the renewal rights to our SIG book of business in March 2014.

The following is a discussion of our most significant Standard Commercial Lines of business:

General Liability
($ in thousands)	2015			2014	2015 vs. 2014			2013			2014 vs. 2013
Statutory NPW	$	505,891		453,594	12		%	$	426,244		6		%
Direct new business	99,938			78,124	28			78,294			—
Retention	83		%	82	1		pts	81		%	1		pts
Renewal pure price increases	2.7			6.7	(4.0	)		8.9			(2.2	)
Statutory NPE	$	483,291		444,938	9		%	$	405,322		10		%
Statutory combined ratio	82.1		%	83.9	(1.8	)	pts	96.2		%	(12.3	)	pts
% of total statutory standard commercial NPW	32			31				31

Growth in 2015 premium is primarily due to direct new business increases as outlined in the table above. Both reporting periods also reflect positive improvements in NPW and NPE from improving retention and renewal pure price increases. However, in 2014, the renewal pure price increases and strong retention outlined above were more than offset by a reduction in premiums that resulted from the sale of the SIG renewal rights. SIG NPW was approximately $17 million for the general liability line of business in 2013. Excluding the impact of this sale, NPW growth in 2014 compared to 2013 would have been 11%.

The fluctuations in the statutory combined ratios reflect: (i) earned rate above our expected claim inflation, which improved profitability by approximately 1 point in 2015 and 3 points in 2014; and (ii) changes in prior year development.

52

Prior year development can be volatile year to year, requiring a longer period of time before true trends are fully recognized. The impact of the prior year casualty reserve development on this line is as follows:

• 2015: favorable prior year development of 10.6 points attributable to accident years 2013 and prior. This was primarily driven by severities that continued to develop lower than expected, within both the premises and operations and products liability coverages. In addition, the reduction in frequencies exhibited in recent accident years continued into accident year 2015.

• 2014: favorable prior year development of 9.9 points driven by lower severities in the 2010 through 2012 accident years, within both the premises and operations and products liability coverages. In addition, accident years 2011 and 2012 continued to show lower claim counts, even as they matured.

• 2013: favorable prior year development of 4.9 points driven by lower severities in 2010 and prior accident years, partially offset by unfavorable development in accident years 2011 and 2012, which showed higher average severities in premises and operations coverage.

Commercial Automobile
					2015						2014
($ in thousands)	2015			2014	vs. 2014			2013			vs. 2013
Statutory NPW	$	376,064		341,926	10		%	$	325,895		5		%
Direct new business	70,556			57,280	23			59,110			(3	)
Retention	83		%	82	1		pts	82		%	—		pts
Renewal pure price increases	3.8			5.5	(1.7	)		7.3			(1.8	)
Statutory NPE	$	358,909		333,310	8		%	$	310,994		7		%
Statutory combined ratio	101.9		%	96.2	5.7		pts	96.4		%	(0.2	)	pts
% of total statutory standard commercial NPW	24			24				24

In 2015, new business was up 23% over last year, while in 2014, new business was slightly down from 2013. In addition, renewal pure price increases and strong retention have contributed to NPW growth in both periods. NPE increases in 2015 and 2014 were consistent with the fluctuations in NPW for their respective twelve-month periods ended December 31.

The 5.7-point increase in the statutory combined ratio in 2015 compared to 2014 was driven by: (i) higher property losses of 1.2 points; (ii) higher current year loss costs of 3.2 points driven by a modest increase in loss severities; and (iii) prior year casualty reserve development that increased the combined ratio by 2.0 points compared to last year.

The combined ratio was stable in 2014 compared to 2013 with lower non-catastrophe property losses being offset by higher catastrophe losses and lower prior year casualty reserve development.

In all three years, the combined ratio was positively impacted by earned rate that has exceeded our expected claim inflation.

Property losses and prior year casualty reserve development are outlined below:

($ in millions)	Non-Catastrophe Property Losses				Catastrophe Losses
For the year ended December 31,	Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio		Losses and Loss Expense Incurred			Impact on Losses and Loss Expense Ratio			Total Impact on Losses and Loss Expense Ratio	(Favorable)/Unfavorable Year-Over-Year Change
2015	$	54.7	15.2	pts	$	0.9		0.2		pts	15.4	1.2
2014	45.6		13.7		1.6			0.5			14.2	(0.5	)
2013	46.4		14.9		(0.5		)	(0.2	)		14.7	N/A

53

Prior year casualty reserve development was as follows:

• 2015: Unfavorable development of 0.8 points, which was driven by bodily injury liability for accident years 2013 and 2014. This was partially offset by favorable development in accident years 2010 and 2011. The unfavorable development in accident years 2013 and 2014 was driven by severities that were greater than expected.

• 2014: Favorable development of 1.2 points driven by bodily injury liability for accident years 2012 and prior, partially offset by accident year 2013 due to higher frequency of claims.

• 2013: Favorable development of 1.6 points driven by accident years 2006 through 2010 representing a continued trend of better than expected reported emergence, partially offset by increased severity in accident year 2012.

Workers Compensation
					2015						2014
($ in thousands)	2015			2014	vs. 2014			2013			vs. 2013
Statutory NPW	$	299,686		269,130	11		%	$	277,135		(3	)	%
Direct new business	68,971			48,613	42			55,063			(12	)
Retention	83		%	81	2		pts	82		%	(1	)	pts
Renewal pure price increases	2.6			4.8	(2.2	)		7.5			(2.7	)
Statutory NPE	$	290,075		274,585	6		%	$	267,612		3		%
Statutory combined ratio	88.2		%	110.1	(21.9	)	pts	120.6		%	(10.5	)	pts
% of total statutory standard commercial NPW	19			19				20

NPW increased in 2015 compared to 2014 due to: (i) an increase in direct new business; (ii) renewal pure price increases; and (iii) increased retention. NPW was lower in 2014 compared to 2013 due to: (i) reductions in new business; (ii) a focused effort to improve our hazard mix and reduce exposures on this line; and (iii) the impact of the sale of the SIG renewal rights. This business accounted for $4 million of NPW in 2013.

NPE increases in 2015 and 2014 were consistent with the fluctuations in NPW for their respective twelve-month periods ended December 31.

The 21.9-point decrease in the statutory combined ratio in 2015 compared to 2014 was due to the following:

• Favorable prior year casualty reserve development of $37.0 million, or 12.8 points, attributable to virtually all prior accident years, compared to no development in 2014.

• Lower expected loss costs for the current accident year that resulted in an improvement of 9.3-points in 2015, reflecting our ongoing focus on improving this competitive line of business through pricing and claims initiatives, as further discussed below.

Reductions in current and prior year loss costs in this line of business were primarily driven by continued lower frequencies and severities. We believe those trends are evidence of the significant claims and underwriting initiatives that we have undertaken on this line of business over the past two years. These initiatives include:

• Centralizing all workers compensation claim handling in Charlotte, North Carolina providing us with: (i) focused management around workers compensation; (ii) units of scale and greater specialization; (iii) high levels of quality and consistency; (iv) better talent attraction and retention; (v) improved usage of nurse case managers; and (vi) increased network penetration;

• Managing non-complex workers compensation claims within our footprint by leveraging the expertise of jurisdictionally-trained and aligned medical only and lost-time adjusters;

• Referring claims with high exposure and/or significant escalation risk to our workers compensation Strategic Case Management Unit;

• Reducing workers compensation medical costs through more favorable PPO contracts and greater PPO penetration;

54

• Using a more comprehensive approach for handling workers compensation claims, with an emphasis towards improving recovery times, allowing for earlier “return-to-work.” This involves elevated and proactive case management in the areas of medical, pharmaceutical, and physical therapy treatments; and

• Working on improving the mix of business in this line with a focus on hazard grades A through D.

In addition, the industry has experienced a period of lower medical cost inflation, which has favorably impacted our estimate of ultimate losses on this line of business.

The decrease in the statutory combined ratio from 2013 to 2014 was driven by no prior year casualty reserve development in 2014 compared to unfavorable prior year development of 8.6 points in 2013 driven by the 2008 and prior accident years reflecting increases in severities for medical costs. These increases largely related to case reserve adjustments to assisted living facility claims, and our review of medical cost development over many years. Additionally, earned rate above our expected claim inflation improved profitability by approximately 2.5 points.

Commercial Property
					2015						2014
($ in thousands)	2015			2014	vs. 2014			2013			vs. 2013
Statutory NPW	$	282,731		253,625	11		%	$	237,556		7		%
Direct new business	72,118			58,436	23			53,678			9
Retention	82		%	81	1		pts	81		%	—		pts
Renewal pure price increases	2.8			4.4	(1.6	)		5.7			(1.3	)
Statutory NPE	$	269,022		244,792	10		%	$	224,412		9		%
Statutory combined ratio	82.6		%	97.3	(14.7	)	pts	78.9		%	18.4		pts
% of total statutory standard commercial NPW	18			18				17

NPW and NPE increased in 2015 compared to 2014, as well as in 2014 compared to 2013, primarily due to: (i) growth in direct new business; (ii) renewal pure price increases; and (iii) strong retention.

The fluctuation in the statutory combined ratios over the three-year period for this line are best understood by reviewing the fluctuations in non-catastrophe property losses and catastrophe losses. Quantitative information regarding these items is as follows:

($ in millions)	Non-Catastrophe Property Losses				Catastrophe Losses
For the year ended December 31,	Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio		Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio		Total Impact on Losses and Loss Expense Ratio	(Favorable)/Unfavorable Year-Over-Year Change
2015	$	78.4	29.1	pts	$	25.8	9.6	pts	38.7	(16.3	)
2014	107.3		43.8		27.3		11.2		55.0	18.9
2013	63.0		28.1		17.8		8.0		36.1	N/A

55

Standard Personal Lines

Our Standard Personal Lines segment, which includes our flood business, represents approximately 14% of our combined insurance segments' NPW. We sell personal lines insurance products and services to individuals located primarily in 13 states through approximately 700 distribution partners. In addition, we have approximately 6,000 distribution partners selling our flood business.

					2015						2014
($ in thousands)	2015			2014	vs. 2014			2013			vs. 2013
GAAP Insurance Segments Results:
NPW	$	283,926		292,061	(3	)	%	$	297,757		(2	)	%
NPE	288,134			296,747	(3	)		294,332			1
Less:
Losses and loss expenses incurred	200,237			197,182	2			206,450			(4	)
Net underwriting expenses incurred	86,561			83,029	4			79,237			5
Underwriting income (loss)	$	1,336		16,536	(92	)	%	$	8,645		91		%
GAAP Ratios:
Loss and loss expense ratio	69.5		%	66.4	3.1		pts	70.1		%	(3.7	)	pts
Underwriting expense ratio	30.0			28.0	2.0			27.0			1.0
Combined ratio	99.5			94.4	5.1			97.1			(2.7	)
Statutory Ratios:
Loss and loss expense ratio	69.6			66.3	3.3			69.9			(3.6	)
Underwriting expense ratio	30.3			28.2	2.1			27.0			1.2
Combined ratio	99.9		%	94.5	5.4		pts	96.9		%	(2.4	)	pts

NPW in this segment decreased over the three-year period as shown in the table above. As illustrated in the table below, these decreases were driven by lower new business and retention in 2015 and 2014 due to competition in this segment. The decrease in retention in 2014 was also impacted by targeted non-renewals of less profitable accounts. These strategic non-renewals impacted our dwelling fire business, underperforming accounts within our personal automobile business, and our mono-line homeowners business.

($ in millions)	2015			2014	2013
Retention	82		%	81	85
Renewal pure price increases on NPW	5.8			6.5	7.8
Direct new business premiums	$	32.9		36.1	39.5

NPE decreases over the three-year period were consistent with the NPW fluctuations for their respective twelve-month periods ended December 31.

The GAAP loss and loss expense ratio increased 3.1 points in 2015 compared to 2014, primarily driven by: (i) favorable prior year casualty reserve development that was lower than last year by 2.2 points; and (ii) property losses that were higher than last year by 0.9 points.

The GAAP loss and loss expense ratio decreased 3.7 points in 2014 compared to 2013 driven by: (i) earned rate in excess of our expected claims inflation, which improved profitability by approximately 2.6 points; and (ii) favorable prior year casualty reserve development that was higher than 2013 by 0.9 points.

56

Quantitative information over the three-year period related to these items is as follows:

($ in millions)	Non-Catastrophe Property Losses				Catastrophe Losses
For the year ended December 31,	Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio		Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio		Total Impact on Losses and Loss Expense Ratio	(Favorable)/Unfavorable Year-Over-Year Change
2015	$	87.2	30.3	pts	$	21.7	7.5	pts	37.8	0.9
2014	90.1		30.4		19.3		6.5		36.9	0.4
2013	87.8		29.8		19.8		6.7		36.5	N/A

($ in millions)
	(Favorable)/Unfavorable Prior Year Casualty Reserve Development						(Favorable)/Unfavorable Year-Over-Year Change
For the year ended December 31,	Losses and Loss Expense Incurred			Impact on Losses and Loss Expense Ratio
2015	$	(2.0	)	(0.7	)	pts	2.2
2014	(8.7		)	(2.9	)		(0.9	)
2013	(6.0		)	(2.0	)		N/A

The increase in the GAAP underwriting expense ratio in 2015 compared to 2014 was primarily due to the following factors:

• Staffing additions, such as Standard Personal Lines Marketing Specialists, to support our growth initiatives;

• Increases in annual incentive compensation expense to employees through our corporate-wide incentive plan;

• Pension expense increases, which are discussed further in "Financial Highlights of Results for Years Ended December 2015, 2014, and 2013" above; and

• Increased costs associated with capital improvements.

The increase in the underwriting expense ratio in 2014 compared to 2013 was driven by higher supplemental commissions to our distribution partners.

In addition, declining premiums in this segment, which are driven by lower new business and targeted non-renewal actions we have taken on this book of business, have put pressure on the components of our combined ratio.

57

E&S Lines

Our E&S Lines segment, which represents 9% of our combined insurance segments' NPW, sells commercial lines insurance products and services in all 50 states and the District of Columbia through approximately 80 distribution partners. Insurance policies in this segment are sold to customers that typically have business risks with unique characteristics, such as the nature of the business or its claim history, that have not obtained coverage in the standard marketplace. E&S insurers have more flexibility in coverage terms and rates compared to standard market insurers, generally resulting in policies with higher rates and terms and conditions that are customized for specific risks.

($ in thousands)	2015				2014	2015 vs. 2014			2013				2014 vs. 2013
GAAP Insurance Segments Results:
NPW	$	189,013			152,172	24		%	$	131,662			16		%
NPE	172,333				140,150	23			125,121				12
Less:
Losses and loss expenses incurred	128,731				90,301	43			84,027				7
Net underwriting expenses incurred	60,405				49,463	22			44,829				10
Underwriting income (loss)	$	(16,803	)		386	(4,453	)	%	$	(3,735	)		110		%
GAAP Ratios:
Loss and loss expense ratio	74.7			%	64.4	10.3		pts	67.2			%	(2.8	)	pts
Underwriting expense ratio	35.1				35.3	(0.2	)		35.8				(0.5	)
Combined ratio	109.8				99.7	10.1			103.0				(3.3	)
Statutory Ratios:
Loss and loss expense ratio	74.7				64.5	10.2			67.2				(2.7	)
Underwriting expense ratio	33.7				34.7	(1.0	)		35.7				(1.0	)
Combined ratio	108.4			%	99.2	9.2		pts	102.9			%	(3.7	)	pts

NPW increases in 2015 and 2014 reflect the following:

($ in millions)	2015			2014	2013
Renewal pure price increases	1.5		%	3.4	6.2
Direct new business premiums	$	99.6		80.9	71.4

NPE increases in 2015 and 2014 were consistent with the increases in NPW for their respective twelve-month periods ended December 31, 2015.

The significant increase in the combined ratio in 2015 compared to 2014 was driven by: (i) unfavorable prior year casualty reserve development that was higher than last year by 5.2 points; (ii) a 2.9-point increase in the current year loss costs; and (iii) a 1.5-point increase in property losses.

The improvement that we saw in the combined ratio in 2014 compared to 2013 was driven by a change in the mix of business, coupled with lower catastrophe losses. Partially offsetting these items were non-catastrophe property losses and unfavorable prior year casualty reserve development.

58

These amounts are quantified in the tables below:

($ in millions)	Non-Catastrophe Property Losses				Catastrophe Losses
For the year ended December 31,	Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio		Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio		Total Impact on Losses and Loss Expense Ratio	Unfavorable Year-Over-Year Change
2015	$	23.6	13.7	pts	$	3.2	1.9	pts	15.6	1.5
2014	17.0		12.1		2.8		2.0		14.1	0.8
2013	12.0		9.6		4.6		3.7		13.3	N/A

($ in millions)
	Unfavorable Prior Year Casualty Reserve Development				Unfavorable Year-Over-Year Change
For the year ended December 31,	Losses and Loss Expense Incurred		Impact on Losses and Loss Expense Ratio
2015	$	16.0	9.3	pts	5.2
2014	5.8		4.1		2.2
2013	2.5		1.9		N/A

As part of the consolidation of this segment into our overall operations, we integrated the E&S claims operation with our corporate claims operation during 2015. As part of that effort, we completed a review of all complex claims. As a result, we recorded adverse prior year casualty reserve development of $10 million in the fourth quarter of 2015, bringing the full year adverse prior year development to $16 million. We also recorded a $5 million adjustment to the 2015 current accident year.

Our E&S business is comprised of risks that are similar in nature to our Standard Commercial Lines, with smaller-sized insureds and lower policy limits. Approximately 90% of the business that we write in this segment have policy limits of less than $1 million. We will continue to deploy our corporate claims practices into the E&S operation in 2016, including the use of more robust monitoring tools. We believe these actions will allow us to better assess the associated liability for these claims and will ultimately result in improved outcomes. For more information, refer to the E&S Lines discussion within the Reserves for Losses and Loss Expenses section of "Critical Accounting Policies and Estimates" in this MD&A.

Reinsurance

We use reinsurance to protect our capital resources and insure us against losses on property and casualty risks that we underwrite. We use two main reinsurance vehicles: (i) a reinsurance pooling agreement among our Insurance Subsidiaries in which each company agrees to share in premiums and losses based on certain specified percentages; and (ii) reinsurance contracts and arrangements with third parties that cover various policies that we issue to our customers.

Reinsurance Pooling Agreement

The primary purposes of the reinsurance pooling agreement among our Insurance Subsidiaries are the following:

• Pool or share proportionately the underwriting profit and loss results of property and casualty insurance underwriting operations through reinsurance;

• Prevent any of our Insurance Subsidiaries from suffering undue loss;

• Reduce administration expenses; and

• Permit all of the Insurance Subsidiaries to obtain a uniform rating from A.M. Best.

59

The following illustrates the pooling percentages by company as of December 31, 2015:

Insurance Subsidiary	Pooling Percentage
SICA	32.0%
Selective Way Insurance Company ("SWIC")	21.0%
Selective Insurance Company of South Carolina ("SICSC")	9.0%
Selective Insurance Company of the Southeast ("SICSE")	7.0%
Selective Insurance Company of New York ("SICNY")	7.0%
Selective Casualty Insurance Company ("SCIC")	7.0%
Selective Auto Insurance Company of New Jersey ("SAICNJ")	6.0%
Mesa Underwriters Specialty Insurance Company ("MUSIC")	5.0%
Selective Insurance Company of New England ("SICNE")	3.0%
Selective Fire and Casualty Insurance Company ("SFCIC")	3.0%

Reinsurance Treaties and Arrangements

By entering into reinsurance treaties and arrangements, we are able to increase underwriting capacity and accept larger risks and a larger number of risks without directly increasing capital or surplus. Our reinsurance consists of traditional reinsurance and we do not purchase finite reinsurance. Under our reinsurance treaties, the reinsurer generally assumes a portion of the losses we cede to them in exchange for a portion of the premium. Amounts not reinsured are known as retention. Reinsurance does not legally discharge us from liability under the terms and limits of our policies, but it does make our reinsurer liable to us for the amount of liability we cede to them. Accordingly, we have counterparty credit risk from our reinsurers. We attempt to mitigate this credit risk by: (i) pursuing relationships with reinsurers rated “A-” or higher; or (ii) obtaining collateral to secure reinsurance obligations. Some of our reinsurance contracts include provisions that permit us to terminate or commute the reinsurance treaty if the reinsurer's financial condition or rating deteriorates. We monitor the financial condition of our reinsurers and we review the quality of reinsurance recoverables and reserves for uncollectible reinsurance. For additional information regarding our counterparty credit risk with our reinsurers, see Note 8. "Reinsurance" in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

We have reinsurance contracts that separately cover our property and casualty insurance business. Available reinsurance can be segregated into the following key categories:

• Property Reinsurance - includes our property excess of loss treaties purchased for protection against large individual property losses and our property catastrophe treaties purchased to provide protection for the overall property portfolio against severe catastrophic events. Facultative reinsurance is used for property risks that are in excess of our treaty capacity.

• Casualty Reinsurance - purchased to provide protection for both individual large casualty losses and catastrophic casualty losses involving multiple claimants or customers. Facultative reinsurance is also used for casualty risks that are in excess of our treaty capacity.

• Terrorism Reinsurance - in addition to protection built into our property and casualty reinsurance treaties, terrorism protection is available as a federal backstop related to terrorism losses as provided under the Terrorism Risk Insurance Program Reauthorization Act (“TRIPRA”). For further information regarding this legislation, see Item 1A. “Risk Factors.” of this Form 10-K.

• Flood Reinsurance - as a servicing carrier in the WYO Program, we receive a fee for writing flood business, for which the related premiums and losses are 100% ceded to the federal government.

In addition to the above categories, we have entered into several reinsurance agreements with Montpelier Re Insurance Ltd. as part of the acquisition of MUSIC. Together, these agreements provide protection for losses on policies written prior to the December 2011 acquisition and any development on reserves established by MUSIC as of the date of acquisition. The reinsurance recoverables under these treaties are collateralized.

60

Property Reinsurance

The property catastrophe treaty, which covers both our standard market and E&S business, was renewed effective January 1, 2016. The current treaty structure remains the same, providing total coverage of $685 million in excess of $40 million. The annual aggregate limit net of our co-participation is approximately $1.0 billion for 2016. We also renewed the separate catastrophe treaty of $35 million in excess of $5 million that covers events outside of our standard lines footprint, in support of our growing E&S property book. We expect the overall catastrophe ceded premium for 2016 to be slightly lower than 2015. As our need for catastrophe reinsurance increases, we seek ways to minimize credit risk inherent in a reinsurance transaction by dealing with highly-rated reinsurance partners and purchasing collateralized reinsurance products, particularly for high severity, low-probability events. The current reinsurance program includes $201 million in collateralized limit, primarily in the top layer of the catastrophe program. 

We continue to assess our property catastrophe exposure aggregations, modeled results, and effects of growth on our property portfolio, and strive to manage our exposure to individual large events balanced against the cost of reinsurance protections.

Although we model various catastrophic perils, due to our geographic spread, the risk of hurricane continues to be the most significant natural catastrophe peril to which our portfolio is exposed. Below is a summary of the largest five actual hurricane losses that we experienced in the past 25 years:

	Actual Gross Loss	Accident
Hurricane Name	($ in millions)	Year
Superstorm Sandy	127.4 1	2012
Hurricane Irene	44.8	2011
Hurricane Hugo	26.4	1989
Hurricane Isabel	25.1	2003
Hurricane Floyd	14.5	1999

¹ This amount represents reported and unreported gross losses estimated as of December 31, 2015.

We use the results of the Risk Management Solutions and AIR Worldwide models in our review of exposure to hurricane risk. Each of these third party vendors provide two views of the modeled results as follows: (i) a long-term view that closely relates modeled event frequency to historical hurricane activity; and (ii) a medium-term view that adjusts historical frequencies to reflect higher expectations of hurricane activity in the North Atlantic Basin. We believe that modeled estimates provide a range of potential outcomes and we review multiple estimates for purposes of understanding our catastrophic risk. The following table provides modeled hurricane results based on a blended view of the four models for the Insurance Subsidiaries' combined property book as of July 2015:

Occurrence Exceedence Probability	Four-Model Blend
($ in thousands)	Gross Losses	Net Losses1	Net Losses as a Percent of Equity2
4.0% (1 in 25 year event)	$120,919	29,268	2%
2.0% (1 in 50 year event)	217,188	32,499	2
1.0% (1 in 100 year event)	375,355	36,964	3
0.67% (1 in 150 year event)	498,915	42,137	3
0.5% (1 in 200 year event)	612,028	46,849	3
0.4% (1 in 250 year event)	691,732	53,322	4

¹ Losses are after tax and include applicable reinstatement premium.

² Equity as of December 31, 2015.

Our current catastrophe reinsurance program exhausts at a 1 in 274 year return period, or events with 0.36% probability, based on a multi-model view of hurricane risk.

61

The property excess of loss treaty, which covers both our standard market and E&S business, was renewed on July 1, 2015 with an additional layer placed on January 1, 2016. The major terms of this treaty are consistent with the prior year. The details of the current year treaty are included in the table below.

The following is a summary of our property reinsurance treaties and arrangements covering our Insurance Subsidiaries:

PROPERTY REINSURANCE ON INSURANCE PRODUCTS
Treaty Name	Reinsurance Coverage	Terrorism Coverage
Property Catastrophe Excess of Loss (covers all insurance segments)	$685 million above $40 million retention in four layers:	All nuclear, biological, chemical, and radioactive ("NBCR") losses are excluded regardless of whether or not they are certified under TRIPRA. Non-NBCR losses are covered to the same extent as non-terrorism losses. Please see Item 1A. “Risk Factors.” of this Form 10-K for discussion regarding TRIPRA.
	- 80% of losses in excess of $40 million up to $100 million;
	- 95% of losses in excess of $100 million up to $225 million;
	- 95% of losses in excess of $225 million up to $475 million; and
	- 90% of losses in excess of $475 million up to $725 million.
	- The treaty provides one reinstatement per layer for the first three layers and no reinstatements on the fourth layer. The annual aggregate limit is $1.03 billion, net of the Insurance Subsidiaries' co-participation.
Property Excess of Loss (covers all insurance segments)	$58 million above $2 million retention covering 100% in three layers. Losses other than TRIPRA certified losses are subject to the following reinstatements and annual aggregate limits:	All NBCR losses are excluded regardless of whether or not they are certified under TRIPRA.  For non-NBCR losses, the treaty distinguishes between acts committed on behalf of foreign persons or foreign interests ("Foreign Terrorism") and those that are not.  The treaty provides annual aggregate limits for Foreign Terrorism (other than NBCR) acts of $24 million for the first layer and $60 million for the second layer and for the third layer approximately $30 million in annual aggregate limits. Non-foreign terrorism losses (other than NBCR) are covered to the same extent as non-terrorism losses.
	- $8 million in excess of $2 million layer provides unlimited reinstatements;
	- $30 million in excess of $10 million layer provides three reinstatements, $120 million in aggregate limits; and
	- $20 million in excess of $40 million layer provides approximately $70 million in aggregate limits.
Flood	100% reinsurance by the federal government’s WYO Program.	None

Casualty Reinsurance

The casualty excess of loss treaty, which covers both our standard market and E&S business, was renewed on July 1, 2015 and is effective through June 30, 2016, with substantially the same terms as the expiring treaty. The details of the current year treaty are included in the table below.

The following is a summary of our casualty reinsurance treaties and arrangements covering our Insurance Subsidiaries:

CASUALTY REINSURANCE ON INSURANCE PRODUCTS
Treaty Name	Reinsurance Coverage	Terrorism Coverage
Casualty Excess of Loss (covers all insurance segments)	There are six layers covering 100% of $88 million in excess of $2 million. Losses other than terrorism losses are subject to the following reinstatements and annual aggregate limits:	All NBCR losses are excluded. All other losses stemming from the acts of terrorism are subject to the following reinstatements and annual aggregate limits:
	- $3 million in excess of $2 million layer with $72 million annual aggregate limit;	- $3 million in excess of $2 million layer with $15 million net annual terrorism aggregate limit;
	- $7 million in excess of $5 million layer with $35 million annual aggregate limit;	- $7 million in excess of $5 million layer with $28 million net annual terrorism aggregate limit;
	- $9 million in excess of $12 million layer with $27 million annual aggregate limit;	- $9 million in excess of $12 million layer with $27 million net annual terrorism aggregate limit;
	- $9 million in excess of $21 million layer with $18 million annual aggregate limit;	- $9 million in excess of $21 million layer with $18 million net annual terrorism aggregate limit;
	- $20 million in excess of $30 million layer with $40 million annual aggregate limit;	- $20 million in excess of $30 million layer with $40 million net annual terrorism aggregate limit;
	- $40 million in excess of $50 million layer with $80 million annual aggregate limit;	- $40 million in excess of $50 million layer with $80 million net annual terrorism aggregate limit;
Montpelier Re Quota Share and Loss Development Cover (covers E&S Lines)	As part of the acquisition of MUSIC we entered into several reinsurance agreements that together provide protection for losses on policies written prior to the acquisition and any development on reserves established by MUSIC as of the date of acquisition.  The reinsurance recoverables under these treaties are 100% collateralized.	Provides full terrorism coverage including NBCR.

62

We have other reinsurance treaties that we do not consider core to our reinsurance program, such as our Surety and Fidelity Excess of Loss Reinsurance Treaty, National Workers Compensation Reinsurance Pool Quota Share, which covers business assumed from the involuntary workers compensation pool, a property catastrophe excess of loss treaty covering losses outside of our standard lines footprint states, and our Equipment Breakdown Coverage Reinsurance Treaty.

We regularly reevaluate our overall reinsurance program and try to develop effective ways to manage transfer of risk. Our analysis is based on a comprehensive process that includes periodic analysis of modeling results, aggregation of exposures, exposure growth, diversification of risks, limits written, projected reinsurance costs, financial strength of reinsurers, and projected impact on earnings, equity, and statutory surplus. We strive to balance sometimes opposing considerations of reinsurer credit quality, price, terms, and our appetite for retaining a certain level of risk.

Investments

The primary objective of the investment portfolio is to maximize after-tax investment income while balancing risk and generating long-term growth in shareholder value. Our investment philosophy is predicated on investing with a long-term horizon, with significant emphasis on risk control, capital preservation, taxes, liquidity, and diversification.  Our investments include high-quality fixed income securities, common stocks, and preferred securities designed to generate stable interest and dividend income and long-term capital appreciation, and alternative investments that seek to diversify the sources of risk and return of the overall portfolio.

Total Invested Assets

($ in thousands)	2015		2014	Change
Total invested assets	$	5,089,269	4,806,834	6	%
Invested assets per dollar of stockholders' equity	3.64		3.77	(3	)
Unrealized gain – before tax	69,224		123,682	(44	)
Unrealized gain – after tax	44,996		80,394	(44	)

The increase in our investment portfolio at December 31, 2015 compared with year-end 2014 was primarily driven by operating cash flow of $381.6 million, which resulted in investable cash flow of $352.3 million, partially offset by a decrease in unrealized gains of $54.5 million. Of this $54.5 million, $19.2 million was in our equity portfolio, which was impacted by the volatility in the stock market during the year. In addition, unrealized gains in our fixed income securities portfolio decreased by $35.3 million due to widening credit spreads as well as the impact of slightly higher interest rates.

Although interest rates on the 10-year U.S. Treasury Note rose by 10 basis points in 2015, the low interest rate environment continues to present a challenge to us in generating after-tax return, as new purchase yields are below the average yield on bonds that are currently maturing.

We structure our portfolio conservatively with a focus on: (i) asset diversification; (ii) investment quality; (iii) liquidity, particularly to meet the cash obligations of our three insurance segments; (iv) consideration of taxes; and (v) preservation of capital. We believe that we have a high quality and liquid investment portfolio. The breakdown of our investment portfolio is as follows:

As of December 31,	2015		2014
Fixed income securities:
U.S. government obligations	2	%	2
Foreign government obligations	—		1
State and municipal obligations	30		32
Corporate securities	38		38
Mortgage-backed securities (“MBS”)	16		14
Asset-backed securities ("ABS")	5		4
Total fixed income securities	91		91
Equity securities:
Common stock	4		4
Preferred stock1	—		—
Total equity securities	4		4
Short-term investments	4		3
Other investments	1		2
Total	100	%	100

¹ Preferred stock represented less than 1% of our portfolio at December 31, 2015. We did not hold any of these securities at December 31, 2014.

63

Fixed Income Securities

The average duration of the fixed income securities portfolio as of December 31, 2015 was 3.7 years, including short-term investments, compared to the Insurance Subsidiaries’ liability duration of approximately 4.3 years. The current duration of the fixed income securities portfolio is within our historical range, and is monitored and managed to maximize yield while managing interest rate risk at an acceptable level. We maintain a well-diversified portfolio across sectors, credit quality, and maturities that affords us ample liquidity. We typically have a long investment time horizon, and every purchase or sale is made with the intent of maximizing risk-adjusted investment returns in the current market environment while balancing capital preservation.

Our fixed income securities portfolio maintained a weighted average credit rating of AA- as of December 31, 2015. The following table presents the credit ratings of our fixed income securities portfolio:

Fixed Income Security Rating
	December 31, 2015		December 31, 2014
Aaa/AAA	18	%	17
Aa/AA	42		44
A/A	24		25
Baa/BBB	15		13
Ba/BB or below	1		1
Total	100	%	100

For further details on how we manage overall credit quality and the various risks to which our portfolio is subject, see Item 7A. “Quantitative and Qualitative Disclosures About Market Risk.” of this Form 10-K.

Equity Securities

Our equities portfolio was 4% of invested assets at both December 31, 2015 and December 31, 2014. During 2015, this portfolio recorded purchases of $195.7 million and sales of securities that had an original cost of $184.2 million, primarily as a result of a change in our dividend equity strategy earlier this year from a quantitative, model-driven stock selection strategy to a fundamentally-based stock selection approach that incorporates an assessment of the sustainability and growth rate of a company's dividend based on expected future cash flows.

Unrealized/Unrecognized Losses

Fixed income securities that were in an unrealized loss position at December 31, 2015 by contractual maturity are shown below. MBS are included in the maturity tables using the estimated average life of each security. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

Contractual Maturities
($ in thousands)
Available-for-sale ("AFS") fixed income securities:	Amortized Cost		Fair Value	Unrealized Loss
One year or less	$	115,766	115,349	417
Due after one year through five years	954,166		943,587	10,579
Due after five years through ten years	509,133		497,336	11,797
Due after ten years	1,834		1,812	22
Total	$	1,580,899	1,558,084	22,815

Contractual Maturities
($ in thousands)
Held-to-maturity ("HTM") fixed income securities:	Amortized Cost		Fair Value	Unrecognized/Unrealized Loss
Due after one year through five years	$	811	805	6
Total	$	811	805	6

64

We have reviewed the securities in the tables above in accordance with our OTTI policy as discussed previously in “Critical Accounting Policies and Estimates” of this MD&A. For qualitative information regarding our conclusions as to why these impairments are deemed temporary, see Note 5. “Investments” in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

Other Investments

As of December 31, 2015, other investments of $77.8 million represented 1% of our total invested assets. In addition to the capital that we already invested to date, we are contractually obligated to invest up to an additional $74.4 million in our other investments portfolio through commitments that currently expire at various dates through 2028. For descriptions of our seven alternative investment strategies, as well as redemption, restrictions, and fund liquidations, refer to Note 5. "Investments" in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

Net Investment Income

The components of net investment income earned were as follows: 

($ in thousands)	2015			2014		2013
Fixed income securities	$	123,230		126,489		121,582
Equity securities, dividend income	9,161			7,449		6,140
Short-term investments	112			66		117
Other investments	(1,890		)	13,580		15,208
Investment expenses	(9,297		)	(8,876	)	(8,404	)
Net investment income earned – before tax	121,316			138,708		134,643
Net investment income tax expense	27,480			34,501		33,233
Net investment income earned – after tax	$	93,836		104,207		101,410
Effective tax rate	22.7		%	24.9		24.7
Annual after-tax yield on fixed income securities	2.1			2.2		2.3
Annual after-tax yield on investment portfolio	1.9			2.2		2.3

The $17.4 milliondecrease in investment income before tax in 2015, compared to 2014, was primarily attributable to a decrease in other investment income of $15.5 million due to lower returns on the alternative investments within that portfolio. In particular, our energy-related limited partnerships have been negatively impacted by declining oil prices. Additionally, lower reinvestment yields on our fixed income securities portfolio continue to put pressure on investment income. In 2015, bonds that matured or were sold, valued at $735.6 million, had yields that averaged 3.3% pre-tax, while new purchases of $1.0 billion had an average pre-tax yield of 2.4%.

The $4.1 million increase in investment income before tax in 2014 compared to 2013 was primarily attributable to an increase in income of $4.9 million from fixed income securities driven by an increase in the size of the portfolio, which offset the lower yield earned in 2014 compared to 2013. In 2014, bonds that matured or were sold, valued at $607.2 million, had yields that averaged 2.3%, after tax, while new purchases of $860.4 million had an average after-tax yield of 2.0%.

Realized Gains and Losses

Our general philosophy for sales of securities is to reduce our exposure to securities and sectors based on economic evaluations

and when the fundamentals for that security or sector have deteriorated, or to opportunistically trade out of securities to other

securities with better economic return characteristics. We typically have a long investment time horizon, and every purchase or

sale is made with the intent of maximizing risk-adjusted investment returns in the current market environment while balancing

capital preservation. Total net realized gains amounted to $13.2 million in 2015, compared to $26.6 million in 2014 and $20.7 million in 2013. These amounts included OTTI charges of $18.4 million in 2015, $11.1 million in 2014, and $5.6 million in 2013.

We regularly review our entire investment portfolio for declines in fair value. If we believe that a decline in the value of a particular investment is other than temporary, we record it as an OTTI through realized losses in earnings for the credit-related portion and through unrealized losses in OCI for the non-credit related portion for fixed income securities. If there is a decline in fair value of an equity security that we do not intend to hold or if we determine the decline is other than temporary, we write down the cost of the investment to fair value and record the charge through earnings as a component of realized losses.

65

For a discussion of our realized gains and losses as well as our OTTI methodology, see Note 2. “Summary of Significant Accounting Policies” in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K. In addition, for qualitative information regarding these charges, see Note 5. “Investments” in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

Federal Income Taxes

The following table provides information regarding federal income taxes from continuing operations:

($ in millions)	2015			2014	2013
Federal income tax expense from continuing operations	$	66.8		55.3	36.4
Effective tax rate	29		%	28	25

The fluctuations in federal income taxes and the effective tax rates in 2015 compared to 2014 and 2013 were primarily due to the contribution of underwriting income to total company income, as the majority of our differences from the statutory rate are from recurring nontaxable items, such as tax-advantaged interest and dividends received deductions. Underwriting results for 2015, 2014, and 2013 were $149.0 million, $78.1 million, and $38.8 million, respectively. We believe that our future effective tax rate will continue to be impacted by similar items, assuming no significant changes to tax laws.

For a reconciliation of our effective tax rate to the statutory rate of 35%, see Note 13. “Federal Income Taxes” in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

Financial Condition, Liquidity, Short-term Borrowings, and Capital Resources

Capital resources and liquidity reflect our ability to generate cash flows from business operations, borrow funds at competitive rates, and raise new capital to meet operating and growth needs.

Liquidity

We manage liquidity with a focus on generating sufficient cash flows to meet the short-term and long-term cash requirements of our business operations. Our cash and short-term investment position of $196 million at December 31, 2015 was comprised of $30 million at Selective Insurance Group, Inc. (the “Parent”) and $166 million at the Insurance Subsidiaries. Short-term investments are generally maintained in "AAA" rated money market funds approved by the National Association of Insurance Commissioners ("NAIC"). The Parent continues to maintain a fixed income security investment portfolio containing high-quality, highly-liquid government and corporate fixed income investments to generate additional yield. This portfolio amounted to $62 million at December 31, 2015 compared to $50 million at December 31, 2014.

Sources of cash for the Parent have historically consisted of dividends from the Insurance Subsidiaries, borrowings under lines of credit and loan agreements with certain Insurance Subsidiaries, and the issuance of stock and debt securities. We continue to monitor these sources, giving consideration to our long-term liquidity and capital preservation strategies.

The following table provides quantitative data regarding all Insurance Subsidiaries' ordinary dividends paid to the Parent in 2015 for debt service, shareholder dividends, and general operating purposes. There were no extraordinary dividends paid in 2015:

2015 Dividends
($ in millions)	State of Domicile	Ordinary Dividends Paid
SICA	New Jersey	$	26.0
SWIC	New Jersey	16.0
SICSC	Indiana	3.3
SICSE	Indiana	2.0
SICNY	New York	2.5
SICNE	New Jersey	1.5
SAICNJ	New Jersey	2.5
SCIC	New Jersey	2.5
SFCIC	New Jersey	1.5
Total		$	57.8

66

Based on the 2015 statutory financial statements, the maximum ordinary dividends that can be paid to the Parent by the Insurance Subsidiaries in 2016 are as follows:

Dividends		2016
($ in millions)	State of Domicile	Maximum Ordinary Dividends
SICA	New Jersey	$	61.2
SWIC	New Jersey	37.0
SICSC	Indiana	15.9
SICSE	Indiana	12.1
SICNY	New York	9.3
SICNE	New Jersey	5.5
SAICNJ	New Jersey	10.6
MUSIC	New Jersey	9.4
SCIC	New Jersey	12.1
SFCIC	New Jersey	5.2
Total		$	178.3

Any dividends to the Parent are subject to the approval and/or review of the insurance regulators in the respective domiciliary states of the insurance subsidiaries and are generally payable only from earned surplus as reported in the statutory annual statements of those subsidiaries as of the preceding December 31. Although past dividends have historically been met with regulatory approval, there is no assurance that future dividends that may be declared will be approved. For additional information regarding dividend restrictions, refer to Note 10. “Indebtedness” and Note 19. “Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds” in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

The Parent had no private or public issuances of stock during 2015, and there were no borrowings under its $30 million line of credit ("Line of Credit"). We have two Insurance Subsidiaries domiciled in Indiana ("Indiana Subsidiaries") that are members of the Federal Home Loan Bank of Indianapolis ("FHLBI"). Membership in the FHLBI by SICSC and SICSE provides these subsidiaries with access to additional liquidity. The Indiana Subsidiaries' aggregate investment of $2.8 million provides them with the ability to borrow approximately 20 times the total amount of the FHLBI common stock purchased, at comparatively low borrowing rates. All borrowings from the FHLBI are required to be secured by certain investments. For additional information regarding the required collateral, refer to Note 5. "Investments" in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

In December 2015, SICA and SICNY joined the Federal Home Loan Bank of New York (“FHLBNY”). The membership provides these subsidiaries additional access to liquidity at comparatively low borrowing rates. While membership stock of $0.5 million in the aggregate was purchased upon FHLBNY's approval of our membership, no borrowings occurred in 2015. Future borrowings are limited to approximately 20 times the value of any additional FHLBNY stock purchased. As with FHLBI, borrowings from the FHLBNY are required to be secured by certain investments.

67

Restrictions related to borrowings include the following:

• The Parent’s Line of Credit permits aggregate borrowings from the FHLBI and the FHLBNY up to 10% of the respective member company’s admitted assets for the previous year. Additionally, FHLBNY limits borrowings by SICA and SICNY to 5% of admitted assets for the previous year. The following table provides information on the remaining capacity for Federal Home Loan Bank borrowings under these restrictions, as well as the amount of additional stock that would need to be purchased to allow us to borrow our remaining capacity:

($ in millions)	Admitted Assets as of December 31, 2015		Borrowing Limitation		Amount Borrowed	Remaining Capacity	Additional Stock Requirements
As of December 31, 2015
SICSC	$	594.3	$	59.4	32.0	27.4	1.2
SICSE	461.8		46.2		28.0	18.2	0.8
SICA	2,140.7		107.0		—	107.0	4.8
SICNY	403.4		20.2		—	20.2	0.9
Total			$	232.8	60.0	172.8	7.7

For additional information regarding the Parent’s Line of Credit, refer to the section below entitled “Short-term Borrowings.”

• The Parent has lending agreements with the Indiana Subsidiaries that have been approved by the Indiana Department of Insurance. Similar to the Line of Credit agreement, these lending agreements limit borrowings by the Parent from the Indiana Subsidiaries to 10% of the admitted assets of the respective Indiana Subsidiary. The following table provides information on the Parent’s remaining borrowing capacity with the Indiana Subsidiaries:

($ in millions)	Admitted Assets as of December 31, 2015		Borrowing Limitation		Amount Borrowed	Remaining Capacity
As of December 31, 2015
SICSC	$	594.3	$	59.4	32.3	27.1
SICSE	461.8		46.2		18.7	27.5
Total			$	105.6	51.0	54.6

The Insurance Subsidiaries also generate liquidity through insurance float, which is created by collecting premiums and earning investment income before losses are paid. The period of the float can extend over many years. Our investment portfolio consists of maturity dates that are laddered to continually provide a source of cash flows for claims payments in the ordinary course of business. The duration of the fixed income securities portfolio including short-term investments was 3.7 years as of December 31, 2015, while the liabilities of the Insurance Subsidiaries have a duration of 4.3 years. In addition, the Insurance Subsidiaries purchase reinsurance coverage for protection against any significantly large claims or catastrophes that may occur during the year.

The liquidity generated from the sources discussed above is used, among other things, to pay dividends to our shareholders. Dividends on shares of the Parent's common stock are declared and paid at the discretion of the Board of Directors based on our operating results, financial condition, capital requirements, contractual restrictions, and other relevant factors. In October 2015, the Board of Directors approved an increase in the quarterly cash dividend, to $0.15 from $0.14 per share.

Our ability to meet our interest and principal repayment obligations on our debt, as well as our ability to continue to pay dividends to our stockholders is dependent on liquidity at the Parent coupled with the ability of the Insurance Subsidiaries to pay dividends, if necessary, and/or the availability of other sources of liquidity to the Parent. Our next principal repayments of $15 million and $45 million are due in 2016, with the next following principal payment due in 2034. Restrictions on the ability of the Insurance Subsidiaries to declare and pay dividends, without alternative liquidity options, could materially affect our ability to service debt and pay dividends on common stock.

68

Short-term Borrowings

Our Line of Credit with Wells Fargo Bank, National Association, as administrative agent, and Branch Banking and Trust Company, was renewed effective December 1, 2015 with a borrowing capacity of $30 million, which can be increased to $50 million with the approval of both lending partners. This Line of Credit replaced our previous Line of Credit, which had the same banking partners and similar terms and conditions.

The Line of Credit provides the Parent with an additional source of short-term liquidity. The interest rate on our Line of Credit varies and is based on, among other factors, the Parent’s debt ratings. The Line of Credit expires on December 1, 2020. There have been no balances outstanding under this Line of Credit or the previous credit facility at December 31, 2015 or at any time during 2015.

The Line of Credit agreement contains representations, warranties, and covenants that are customary for credit facilities of this type, including, without limitation, financial covenants under which we are obligated to maintain a minimum consolidated net worth, minimum combined statutory surplus, and maximum ratio of consolidated debt to total capitalization, as well as covenants limiting our ability to: (i) merge or liquidate; (ii) incur debt or liens; (iii) dispose of assets; (iv) make certain investments and acquisitions; and (v) engage in transactions with affiliates. As mentioned above, the Line of Credit permits collateralized borrowings from the FHLBI and FHLBNY by our Insurance Subsidiaries that are members of those banks so long as the aggregate amount borrowed does not exceed 10% of the respective member's admitted assets from the preceding calendar year.

The table below outlines information regarding certain of the covenants in the Line of Credit:

	Required as of December 31, 2015	Actual as of December 31, 2015
Consolidated net worth	$960 million	$1.4 billion
Statutory surplus	Not less than $750 million	$1.4 billion
Debt-to-capitalization ratio1	Not to exceed 35%	22.1%
A.M. Best financial strength rating	Minimum of A-	A

¹Calculated in accordance with Line of Credit agreement.

Capital Resources

Capital resources provide protection for policyholders, furnish the financial strength to support the business of underwriting insurance risks, and facilitate continued business growth. At December 31, 2015, we had statutory surplus of $1.4 billion, GAAP stockholders’ equity of $1.4 billion, and total debt of $388.2 million, which equates to a debt-to-capital ratio of 21.7%. We balance our debt and equity capital to prudently minimize our overall cost of capital.

Our cash requirements include, but are not limited to, principal and interest payments on various notes payable, dividends to stockholders, payment of claims, capital expenditures, and the payment of commitments under limited partnership and tax credit purchase agreements, as well as other operating expenses, which include commissions to our distribution partners, labor costs, premium taxes, general and administrative expenses, and income taxes. For further details regarding our cash requirements, refer to the section below entitled, “Contractual Obligations, Contingent Liabilities, and Commitments.”

We continually monitor our cash requirements and the amount of capital resources that we maintain at the holding company and operating subsidiary levels. As part of our long-term capital strategy, we strive to maintain capital metrics, relative to the macroeconomic environment, that support our targeted financial strength. Based on our analysis and market conditions, we may take a variety of actions, including, but not limited to, contributing capital to the Insurance Subsidiaries in our insurance segments, issuing additional debt and/or equity securities, repurchasing shares of the Parent’s common stock, and increasing stockholders’ dividends.

Our capital management strategy is intended to protect the interests of the policyholders of the Insurance Subsidiaries and our stockholders, while enhancing our financial strength and underwriting capacity.

Book value per share increased to $24.37 as of December 31, 2015, from $22.54 as of December 31, 2014, due to $2.85 in net income, partially offset by $0.62 in unrealized losses on our investment portfolio, and $0.57 paid in dividends to our shareholders.

69

Off-Balance Sheet Arrangements

At December 31, 2015 and December 31, 2014, we did not have any material relationships with unconsolidated entities or financial partnerships, such entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or for other contractually narrow or limited purposes. As such, we are not exposed to any material financing, liquidity, market, or credit risk that could arise if we had engaged in such relationships.

Contractual Obligations, Contingent Liabilities, and Commitments

As discussed in the “Reserves for Losses and Loss Expenses” section in the "Critical Accounting Policies and Estimates" section of this MD&A, we maintain case reserves and estimates of reserves for losses and loss expense IBNR, in accordance with industry practice. Using generally accepted actuarial reserving techniques, we project our estimate of ultimate losses and loss expenses at each reporting date. Included within the estimate of ultimate losses and loss expenses are case reserves, which are analyzed on a case-by-case basis by the type of claim involved, the circumstances surrounding each claim, and the policy provisions relating to the type of losses. The difference between the projected ultimate loss and loss expense incurred and the sum of: (i) case loss and loss expense reserves; and (ii) paid loss and loss expense reserves is the IBNR reserve. A range of possible reserves is determined annually and considered in addition to the most recent loss trends and other factors in establishing reserves for each reporting period. Based on the consideration of the range of possible reserves, recent loss trends and other factors, IBNR is established and the ultimate net liability for losses and loss expenses is determined. Such an assessment requires considerable judgment given that it is frequently not possible to determine whether a change in the data is an anomaly until sometime after the event. Even if a change is determined to be permanent, it is not always possible to reliably determine the extent of the change until sometime later. As a result, there is no precise method for subsequently evaluating the impact of any specific factor on the adequacy of reserves because the eventual deficiency or redundancy is affected by many factors.

Given that the loss and loss expense reserves are estimates, as described above and in more detail under the “Critical Accounting Policies and Estimates” section of this MD&A, the payment of actual losses and loss expenses is generally not fixed as to amount or timing. Due to this uncertainty, financial accounting standards prohibit us from discounting these reserves to their present value. Additionally, estimated losses as of the financial statement date do not consider the impact of estimated losses from future business. Therefore, the projected settlement of the reserves for net loss and loss expenses will differ, perhaps significantly, from actual future payments.

The projected paid amounts in the table below by year are estimates based on past experience, adjusted for the effects of current developments and anticipated trends, and include considerable judgment. There is no precise method for evaluating the impact of any specific factor on the projected timing of when loss and loss expense reserves will be paid and as a result, the timing and amounts of the actual payments will be affected by many factors. Care must be taken to avoid misinterpretation by those unfamiliar with this information or familiar with other data commonly reported by the insurance industry.

Our future cash payments associated with contractual obligations pursuant to operating leases for office space and equipment, capital leases for computer hardware and software, notes payable, interest on debt obligations, and loss and loss expenses as of December 31, 2015 are summarized below:

Contractual Obligations	Payment Due by Period
			Less than	1-3	3-5	More than
($ in millions)	Total		1 year	years	years	5 years
Operating leases	$	30.1	6.7	10.4	7.2	5.8
Capital leases	7.9		3.9	4.0	—	—
Notes payable	395.0		60.0	—	—	335.0
Interest on debt obligations	500.0		21.8	42.4	42.4	393.4
Subtotal	933.0		92.4	56.8	49.6	734.2
Gross loss and loss expense payments	3,517.7		866.9	1,055.7	554.2	1,040.9
Ceded loss and loss expense payments	551.0		129.8	130.8	80.6	209.8
Net loss and loss expense payments	2,966.7		737.1	924.9	473.6	831.1
Total	$	3,899.7	829.5	981.7	523.2	1,565.3

70

See the “Short-term Borrowings” section above for a discussion of our syndicated Line of Credit agreement.

At December 31, 2015, we had contractual obligations that expire at various dates through 2028 that may require us to invest up to an additional $74.4 million in alternative and other investments. There is no certainty that any such additional investment will be required. We have issued no material guarantees on behalf of others and have no trading activities involving non-exchange traded contracts accounted for at fair value. We have no material transactions with related parties other than those disclosed in Note 16. “Related Party Transactions” included in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

Ratings

We are rated by major rating agencies that issue opinions on our financial strength, operating performance, strategic position, and ability to meet policyholder obligations. We believe that our ability to write insurance business is most influenced by our rating from A.M. Best. In the second quarter of 2015, A.M. Best reaffirmed our rating of "A (Excellent)," their third highest of 13 financial strength ratings, with a “stable” outlook. The rating reflects A.M. Best's view that we have an excellent level of risk-adjusted capitalization, disciplined underwriting focus, targeted regional markets with strong distribution partner relationships, and consistently profitable operating performance. We have been rated “A” or higher by A.M. Best for the past 85 years. A downgrade from A.M. Best to a rating below “A-” is an event of default under our Line of Credit and could affect our ability to write new business with customers and/or distribution partners, some of whom are required (under various third-party agreements) to maintain insurance with a carrier that maintains a specified A.M. Best minimum rating.

Ratings by other major rating agencies are as follows:

• Fitch Ratings ("Fitch") – Our “A+” rating was reaffirmed in the fourth quarter of 2015 with a stable outlook by Fitch. In taking this action, Fitch cited our strong underwriting results, solid capitalization with growth in stockholders' equity, stable leverage metrics, and improved interest coverage metrics.

• S&P's Ratings Services ("S&P") – During the fourth quarter of 2015, S&P issued a report citing our financial strength rating as “A-” with a positive outlook. The rating reflects S&P's view of our strong business risk profile, strong competitive position, and very strong capital and earnings. The positive outlook for the rating reflects S&P's view of our ongoing efforts to improve geographic and product diversification and reduce risk concentrations in catastrophe prone areas. In addition, the positive outlook reflects S&P's expectation that we will steadily improve our operating performance and that our capital adequacy will remain redundant at a very strong level.

• Moody's Investor Service ("Moody's") – Our "A2" financial strength rating was reaffirmed in the second quarter of 2015 by Moody's. In taking this action, Moody's cited our solid regional franchise with established independent agency support, solid risk adjusted capitalization, strong invested asset quality, and good underwriting profitability. The outlook was revised to stable from negative, reflecting Moody's view of our improved profitability as a result of our stronger price adequacy in commercial lines, re-underwriting initiatives, and claims processing improvements.

Our S&P, Moody's, and Fitch financial strength and associated credit ratings affect our ability to access capital markets.  The interest rate on our Line of Credit varies and is based on, among other factors, the Parent's debt ratings. There can be no assurance that our ratings will continue for any given period or that they will not be changed.  It is possible that positive or negative ratings actions by one or more of the rating agencies may occur in the future.

71

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

Market Risk

The fair value of our assets and liabilities are subject to market risk, primarily interest rate, credit risk, and equity price risk related to our investment portfolio as well as fluctuations in the value of our alternative investment portfolio. The allocation of our portfolio was 91% fixed income securities, 4% equity securities, 4% short-term investments, and 1% other investments as of December 31, 2015. We do not hold derivative or commodity investments. Foreign investments are made on a limited basis, and all fixed income transactions are denominated in U.S. currency. We have minimal foreign currency fluctuation risk on certain equity securities. For a discussion of our investment objective and philosophy, see the "Investments" section of Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations." of this Form 10-K.

We manage our investment portfolio to mitigate risks associated with various financial market scenarios. We will, however, take prudent risk to enhance our overall long-term results while managing a conservative, well-diversified investment portfolio to support our underwriting activities.

Interest Rate Risk

Investment Portfolio

We invest in interest rate-sensitive securities, mainly fixed income securities. Our fixed income securities portfolio is comprised of primarily investment grade (investments receiving S&P or an equivalent rating of BBB- or above) corporate securities, U.S. government and agency securities, municipal obligations, and MBS. Our strategy to manage interest rate risk is to purchase intermediate-term fixed income investments that are attractively priced in relation to perceived credit risks.

Our exposure to interest rate risk relates primarily to the market price and cash flow variability associated with changes in interest rates. As our fixed income securities portfolio contains interest rate-sensitive instruments, it may be adversely affected by changes in interest rates resulting from governmental monetary policies, domestic and international economic and political conditions, and other factors beyond our control. A rise in interest rates will decrease the fair value of our existing fixed income investments and a decline in interest rates will result in an increase in the fair value of our existing fixed income investments. However, new and reinvested money used to purchase fixed income securities would benefit from rising interest rates and would be negatively impacted by falling interest rates.

During 2015, interest rates on the 10-year U.S. Treasury Note rose by 10 basis points. This increase in interest rates

contributed to the decrease in the unrealized gain position on our fixed income securities portfolio. The reduction in the unrealized gain does not correspond to any issuer specific credit concerns; however, it does reflect an expected reduction in market value due to higher market interest rates. If interest rates continue to rise further, it is reasonable to expect continued downward pressure on the fair market values within our fixed income securities portfolio.

We seek to mitigate our interest rate risk associated with holding fixed income investments by monitoring and maintaining the average duration of our portfolio with a view toward achieving an adequate after-tax return without subjecting the portfolio to an unreasonable level of interest rate risk. The fixed income securities portfolio duration at December 31, 2015 remained stable at 3.7 years, including short-term investments, compared to a year ago. The current duration is within our historical range, and is monitored and managed to maximize yield while managing interest rate risk at an acceptable level.  The Insurance Subsidiaries’ liability duration is approximately 4.3 years.

We use an interest rate sensitivity analysis to measure the potential loss or gain in future earnings, fair values, or cash flows of market sensitive fixed income securities. The sensitivity analysis hypothetically assumes an instant parallel 200 basis point shift in interest rates up and down in 100 basis point increments from the date of the Financial Statements. We use fair values to measure the potential loss. This analysis is not intended to provide a precise forecast of the effect of changes in market interest rates and equity prices on our income or stockholders’ equity. Further, the calculations do not take into account any actions we may take in response to market fluctuations.

72

The following table presents the sensitivity analysis of interest rate risk as of December 31, 2015:

		2015  Interest Rate Shift in Basis Points
($ in thousands)		1-200	-100		0	100		200
HTM fixed income securities
Fair value of HTM fixed income securities portfolio	$	n/m	211,985		209,544	206,672		203,836
Fair value change		n/m	2,441			(2,872	)	(5,708	)
Fair value change from base (%)		n/m	1.16	%		(1.37	)%	(2.72	)%
AFS fixed income securities
Fair value of AFS fixed income securities portfolio	$	n/m	4,574,590		4,408,203	4,244,495		4,090,755
Fair value change		n/m	166,387			(163,708	)	(317,448	)
Fair value change from base (%)		n/m	3.77	%		(3.71	)%	(7.20	)%

¹ Given the low interest rate environment, an interest rate decline of 200 basis points is deemed unreasonable for certain securities in our portfolio, as the decline would generate a zero or negative yield, therefore this interest rate decline for purposes of the sensitivity analysis is not meaningful ("n/m").

Pension and Post-Retirement Benefit Plan Obligation

Our pension and post-retirement benefit obligations and related costs are calculated using actuarial methods within the framework of U.S. GAAP. The discount rate assumption is an important element of expense and/or liability measurement. Changes in the discount rate assumption could materially impact our pension and post-retirement life valuation in the future. For additional information regarding our discount rate selection, refer to Note 14. "Retirement Plans" in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

Credit Risk

Our most significant credit risk is within our fixed income security portfolio, which had an overall credit quality of “AA-” as of December 31, 2015 and December 31, 2014. Exposure to non-investment grade bonds represented approximately 1% of the total fixed income securities portfolio at both dates.

The following table summarizes the fair value, carry value, net unrealized/unrecognized gain (loss) balances, and the weighted average credit qualities of our fixed income securities at December 31, 2015 and December 31, 2014:

December 31, 2015 ($ in thousands)	Fair Value		Carry Value	Unrealized/ Unrecognized Gain (Loss)		Weighted Average Credit Quality
U.S. government obligations	$	104.1	104.1	4.6		AA+
Foreign government obligations	15.2		15.2	0.3		AA-
State and municipal obligations	1,541.0		1,535.3	51.0		AA
Corporate securities	1,922.2		1,920.2	9.7		A-
ABS	245.2		245.1	(0.4	)	AAA
CMBS	248.2		247.9	(1.6	)	AAA
RMBS	541.8		541.8	0.6		AA+
Total fixed income portfolio	$	4,617.7	4,609.6	64.2		AA-

December 31, 2014 ($ in thousands)	Fair Value		Carry Value	Unrealized/ Unrecognized Gain (Loss)	Weighted Average Credit Quality
U.S. government obligations	$	124.1	124.1	7.4	AA+
Foreign government obligations	33.2		33.1	0.9	AA-
State and municipal obligations	1,545.4		1,533.7	51.3	AA
Corporate securities	1,821.2		1,818.4	38.9	A-
ABS	180.1		179.6	0.4	AAA
CMBS	184.8		184.0	2.0	AA+
RMBS	511.3		511.3	6.2	AA+
Total fixed income portfolio	$	4,400.1	4,384.2	107.1	AA-

73

State and Municipal Obligations

The following table details the top 10 state exposures of the municipal bond portion of our fixed income portfolio at December 31, 2015:

State Exposures of Municipal Bonds	General Obligation					Special		Fair			Weighted Average
($ in thousands)	Local			State		Revenue		Value		% of Total	Credit Quality
New York	$	15,796		—		115,591		131,387		9%	AA+
Washington	35,434			13,319		50,081		98,834		6%	AA+
Texas1	41,495			5,860		45,181		92,536		6%	AA+
California	14,749			12,946		63,436		91,131		6%	AA
Florida	—			15,212		62,635		77,847		5%	AA
Virginia	31,509			10,188		20,201		61,898		4%	AA+
Arizona	11,723			1,002		42,901		55,626		4%	AA+
Ohio	8,344			16,249		23,621		48,214		3%	AA+
Massachusetts	—			9,123		39,003		48,126		3%	AA+
Colorado	25,402			4,756		15,463		45,621		3%	AA-
Other	151,900			143,852		336,917		632,669		41%	AA
	336,352			232,507		815,030		1,383,889		90%	AA
Pre-refunded/escrowed to maturity bonds	40,151			10,865		106,117		157,133		10%	AA
Total	$	376,503		243,372		921,147		1,541,022		100%	AA
% of Total Municipal Portfolio	24		%	16	%	60	%	100	%

¹ Of the $41 million in local Texas general obligation bonds, $16 million represents investments in Texas Permanent School Fund bonds, which are considered to have lower risk as a result of the bond guarantees program that supports these bonds.

Special revenue fixed income securities of municipalities (referred to as “special revenue bonds”) generally do not have the “full faith and credit” backing of the municipal or state governments, as do general obligation bonds, but special revenue bonds have a dedicated revenue stream for repayment. For our special revenue bonds, 95% of the dedicated revenue stream is comprised of the following: (i) essential services (63%), which is comprised of transportation, water and sewer, and electric; (ii) education (20%), which includes school districts and higher education, including state-wide university systems; and (iii) special tax (12%), which are backed by a dedicated lien on a tax or other revenue repayment source. As such, we believe our special revenue bond portfolio is appropriate for the current environment.

A portion of our municipal bonds also contain insurance enhancements. The following table provides information regarding these insurance-enhanced securities as of December 31, 2015:

Insurers of Municipal Bond Securities
($ in thousands)	Fair Value		Ratings with Insurance	Ratings without Insurance
National Public Finance Guarantee Corporation, a subsidiary of MBIA, Inc.	$	107,094	AA-	AA-
Assured Guaranty	70,630		AA	AA-
Ambac Financial Group, Inc.	22,155		AA-	AA-
Other	6,384		AA+	AA-
Total	$	206,263	AA-	AA-

Corporate Securities

For investment-grade corporate bonds, we address the risk of an individual issuers' default by maintaining a diverse portfolio of holdings. The primary risk related to non-investment grade corporate bonds is credit risk. A weak financial profile can lead to rating downgrades from the credit rating agencies, which can put further downward pressure on bond prices. Valuations on these bonds are related more directly to underlying operating performance than to general interest rates. Our holdings of non-investment grade corporate bonds represent less than 1% of our overall investment portfolio.

74

The tables below provide details on our corporate bond holdings at December 31, 2015 and December 31, 2014:

December 31, 2015  ($ in thousands)	Fair Value		Carry Value	Unrealized/ Unrecognized Gain (Loss)		Weighted Average Credit Quality
Investment grade	$	1,901.6	1,899.6	9.8		A-
Non-Investment grade	20.6		20.6	(0.2	)	BB
Total corporate securities	$	1,922.2	1,920.2	9.6		A-

December 31, 2014   ($ in thousands)	Fair Value		Carry Value	Unrealized/ Unrecognized Gain (Loss)		Weighted Average Credit Quality
Investment grade	$	1,793.8	1,791.0	39.6		A-
Non-Investment grade	27.5		27.5	(0.7	)	BB
Total corporate securities	$	1,821.3	1,818.5	38.9		A-

Structured Securities

To manage and mitigate exposure on our MBS portfolio (CMBS and RMBS), we perform analysis both at the time of purchase and as part of the ongoing portfolio evaluation. This analysis includes review of loan-to-value ratios, geographic spread of the assets securing the bond, delinquencies in payments for the underlying mortgages, gains/losses on sales, evaluations of projected cash flows, as well as other information that aids in determination of the health of the underlying assets. We consider the overall credit environment, economic conditions, total projected return on the investment, and overall asset allocation of the portfolio in our decisions to purchase or sell structured securities.

Equity Price Risk

Our equity securities portfolio is exposed to risk arising from potential volatility in equity market prices. We attempt to minimize the exposure to equity price risk by maintaining a diversified portfolio and limiting concentrations in any one company or industry. The following table presents the hypothetical increases and decreases in 10% increments in market value of the equity portfolio as of December 31, 2015:

	Change in Equity Values in Percent
($ in thousands)	(30)%			(20)%		(10)%		0%	10%	20%	30%
Fair value of AFS equity portfolio	$	144,936		165,641		186,346		207,051	227,756	248,461	269,166
Fair value change	(62,115		)	(41,410	)	(20,705	)		20,705	41,410	62,115

In addition to our equity securities, we invest in certain other investments that are also subject to price risk. Our other investments primarily include alternative investments in private limited partnerships that invest in various strategies such as private equity, energy/power generation, mezzanine debt, distressed debt, and real estate. As of December 31, 2015, other investments represented 1% of our total invested assets and 6% of our stockholders’ equity. These investments are subject to the risks arising from the fact that their valuation is inherently subjective. The general partner of each of these partnerships usually reports the change in the value of the interests in the partnership on a one quarter lag because of the nature of the underlying assets or liabilities. Since these partnerships' underlying investments consist primarily of assets or liabilities for which there are no quoted prices in active markets for the same or similar assets, the valuation of interests in these partnerships are subject to a higher level of subjectivity and unobservable inputs than substantially all of our other investments. Each of these general partners is required to determine the partnerships' value by the price obtainable for the sale of the interest at the time of determination. Valuations based on unobservable inputs are subject to greater scrutiny and reconsideration from one reporting period to the next and therefore, may be subject to significant fluctuations, which could lead to significant decreases from one reporting period to the next. As we record our investments in these various partnerships under the equity method of accounting, any decreases in the valuation of these investments would negatively impact our results of operations.

For additional information regarding these alternative investment strategies, see Note 5. “Investments” in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

75

Indebtedness

(a) Long-Term Debt

As of December 31, 2015, we had outstanding long-term debt of $388.2 million that matures as shown in the following table:

		2015
	Year of	Carrying			Fair
($ in thousands)	Maturity	Amount			Value
Financial liabilities
Notes payable
0.63% borrowings from FHLBI	2016	$	15,000		14,977
1.25% borrowings from FHLBI	2016	45,000			45,083
7.25% Senior Notes	2034	49,898			56,929
6.70% Senior Notes	2035	99,415			110,363
5.875% Senior Notes	2043	185,000			192,474
Subtotal		394,313			419,826
Unamortized debt issuance costs		(6,121		)
Total notes payable		$	388,192

The weighted average effective interest rate for our outstanding long-term debt is 5.5%. Our debt is not exposed to material changes in interest rates because the interest rates are fixed.

Certain of the debt instruments listed above contain debt covenant provisions as outlined in Note 10. "Indebtedness", within Item 8. "Financial Statements and Supplementary Data." of this Form 10-K. In addition, the 6.70% and 7.25% Senior Notes contain standard default cross-acceleration provisions. In the event that any other debt experiences default of $10 million or more, it would be considered an event of default under these notes.

(b) Short-Term Debt

Our Line of Credit with Wells Fargo Bank, National Association, as administrative agent, and Branch Banking and Trust Company (BB&T), was renewed effective December 1, 2015 with a borrowing capacity of $30 million, which can be increased to $50 million with the approval of both lending partners. Our previous Line of Credit, which was in place from September 26, 2013 until December 1, 2015 had the same banking partners and similar terms and conditions as our current facility.

The Line of Credit provides the Parent with an additional source of short-term liquidity. The interest rate on our Line of Credit varies and is based on, among other factors, the Parent’s debt ratings. The Line of Credit expires on December 1, 2020. There were no balances outstanding under this Line of Credit or the previous credit facility at December 31, 2015 or at any time during 2015.

76

Item 8. Financial Statements and Supplementary Data.

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

Selective Insurance Group, Inc.:

We have audited the accompanying consolidated balance sheets of Selective Insurance Group, Inc. and its subsidiaries (the “Company”) as of December 31, 2015 and 2014, and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flow for each of the years in the three‑year period ended December 31, 2015. In connection with our audits of the consolidated financial statements, we also have audited financial statement schedules I to V. These consolidated financial statements and financial statement schedules are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedules based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Selective Insurance Group, Inc. and its subsidiaries as of December 31, 2015 and 2014, and the results of their operations and their cash flows for each of the years in the three‑year period ended December 31, 2015, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the related financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Selective Insurance Group, Inc. and its subsidiaries' internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February 24, 2016, expressed an unqualified opinion of the Company’s internal controls over financial reporting.

/s/ KPMG LLP

New York, New York

February 24, 2016

77

Consolidated Balance Sheets
December 31,
($ in thousands, except share amounts)	2015			2014
ASSETS
Investments:
Fixed income securities, held-to-maturity – at carrying value (fair value:  $209,544 – 2015; $333,961 – 2014)	$	201,354		318,137
Fixed income securities, available-for-sale – at fair value (amortized cost:  $4,352,514 – 2015; $3,975,786 – 2014)	4,408,203			4,066,122
Equity securities, available-for-sale – at fair value (cost:  $193,816 – 2015; $159,011 – 2014)	207,051			191,400
Short-term investments (at cost which approximates fair value)	194,819			131,972
Other investments	77,842			99,203
Total investments (Note 5)	5,089,269			4,806,834
Cash	898			23,959
Interest and dividends due or accrued	38,501			38,901
Premiums receivable, net of allowance for uncollectible accounts of:  $4,422 – 2015; $4,137 – 2014	615,164			558,778
Reinsurance recoverable, net (Note 8)	561,968			581,548
Prepaid reinsurance premiums (Note 8)	140,889			146,993
Deferred federal income tax (Note 13)	92,696			98,449
Property and equipment – at cost, net of accumulated depreciation and amortization of:  $188,548 – 2015; $172,183 – 2014	65,701			59,416
Deferred policy acquisition costs (Note 2)	213,159			185,608
Goodwill (Note 11)	7,849			7,849
Other assets	78,339			66,607
Total assets	$	6,904,433		6,574,942
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Reserve for losses and loss expenses (Note 9)	$	3,517,728		3,477,870
Unearned premiums	1,169,710			1,095,819
Notes payable (Note 10)	388,192			372,689
Current federal income tax (Note 13)	7,442			3,921
Accrued salaries and benefits	167,336			158,382
Other liabilities	255,984			190,675
Total liabilities	$	5,506,392		5,299,356
Stockholders’ Equity:
Preferred stock of $0 par value per share:
Authorized shares 5,000,000; no shares issued or outstanding	$	—		—
Common stock of $2 par value per share:
Authorized shares 360,000,000
Issued:  100,861,372 – 2015; 99,947,933 – 2014	201,723			199,896
Additional paid-in capital	326,656			305,385
Retained earnings	1,446,192			1,313,440
Accumulated other comprehensive (loss) income (Note 6)	(9,425		)	19,788
Treasury stock – at cost (shares:  43,500,642 – 2015; 43,353,181 – 2014)	(567,105		)	(562,923	)
Total stockholders’ equity	1,398,041			1,275,586
Commitments and contingencies (Notes 17 and 18)
Total liabilities and stockholders’ equity	$	6,904,433		6,574,942

See accompanying Notes to Consolidated Financial Statements.

78

Consolidated Statements of Income
December 31,
($ in thousands, except per share amounts)	2015			2014		2013
Revenues:
Net premiums earned	$	1,989,909		1,852,609		1,736,072
Net investment income earned	121,316			138,708		134,643
Net realized gains:
Net realized investment gains	31,537			37,703		26,375
Other-than-temporary impairments	(18,366		)	(11,104	)	(5,566	)
Other-than-temporary impairments on fixed income securities recognized in other comprehensive income	—			—		(77	)
Total net realized gains	13,171			26,599		20,732
Other income	7,456			16,945		12,294
Total revenues	2,131,852			2,034,861		1,903,741
Expenses:
Losses and loss expenses incurred	1,148,541			1,157,501		1,121,738
Policy acquisition costs	689,820			624,470		579,977
Interest expense	22,428			23,063		26,361
Other expenses	38,371			32,696		31,863
Total expenses	1,899,160			1,837,730		1,759,939
Income from continuing operations, before federal income tax	232,692			197,131		143,802
Federal income tax expense:
Current	45,347			28,415		24,147
Deferred	21,484			26,889		12,240
Total federal income tax expense	66,831			55,304		36,387
Net income from continuing operations	165,861			141,827		107,415
Loss on disposal of discontinued operations, net of tax of $(538)  –  2013	—			—		(997	)
Net income	$	165,861		141,827		106,418
Earnings per share:
Basic net income from continuing operations	$	2.90		2.52		1.93
Basic net loss from discontinued operations	—			—		(0.02	)
Basic net income	$	2.90		2.52		1.91
Diluted net income from continuing operations	$	2.85		2.47		1.89
Diluted net loss from discontinued operations	—			—		(0.02	)
Diluted net income	$	2.85		2.47		1.87
Dividends to stockholders	$	0.57		0.53		0.52

See accompanying Notes to Consolidated Financial Statements.

79

Consolidated Statements of Comprehensive Income
December 31,
($ in thousands)	2015			2014		2013
Net income	$	165,861		141,827		106,418
Other comprehensive loss, net of tax:
Unrealized (losses) gains on investment securities:
Unrealized holding (losses) gains arising during year	(26,143		)	47,411		(54,557	)
Non-credit portion of other-than-temporary impairments recognized in other comprehensive income	—			—		50
Amount reclassified into net income:
Held-to-maturity securities	(377		)	(844	)	(1,025	)
Non-credit other-than-temporary impairment	232			1,085		9
Realized gains on available for sale securities	(9,110		)	(18,762	)	(15,301	)
Total unrealized (losses) gains on investment securities	(35,398		)	28,890		(70,824	)
Defined benefit pension and post-retirement plans:
Net actuarial gain (loss)	1,585			(35,189	)	38,775
Amounts reclassified into net income:
Net actuarial loss	4,600			1,236		2,843
Prior service cost	—			—		6
Curtailment expense	—			—		11
Total defined benefit pension and post-retirement plans	6,185			(33,953	)	41,635
Other comprehensive loss	(29,213		)	(5,063	)	(29,189	)
Comprehensive income	$	136,648		136,764		77,229

See accompanying Notes to Consolidated Financial Statements.

80

Consolidated Statements of Stockholders’ Equity
December 31,
($ in thousands, except share amounts)	2015			2014		2013
Common stock:
Beginning of year	$	199,896		198,240		196,388
Dividend reinvestment plan (shares:  50,013 – 2015; 58,309 – 2014; 63,349 – 2013)	100			117		127
Stock purchase and compensation plans (shares:  863,426 – 2015; 769,389 – 2014; 862,662 – 2013)	1,727			1,539		1,725
End of year	201,723			199,896		198,240
Additional paid-in capital:
Beginning of year	305,385			288,182		270,654
Dividend reinvestment plan	1,374			1,306		1,396
Stock purchase and compensation plans	19,897			15,897		16,132
End of year	326,656			305,385		288,182
Retained earnings:
Beginning of year	1,313,440			1,202,015		1,125,154
Net income	165,861			141,827		106,418
Dividends to stockholders ($0.57 per share –  2015; $0.53 per share – 2014; $0.52 per share – 2013)	(33,109		)	(30,402	)	(29,557	)
End of year	1,446,192			1,313,440		1,202,015
Accumulated other comprehensive (loss) income:
Beginning of year	19,788			24,851		54,040
Other comprehensive loss	(29,213		)	(5,063	)	(29,189	)
End of year	(9,425		)	19,788		24,851
Treasury stock:
Beginning of year	(562,923		)	(559,360	)	(555,644	)
Acquisition of treasury stock (shares:  147,461 – 2015; 154,559 – 2014; 167,846 – 2013)	(4,182		)	(3,563	)	(3,716	)
End of year	(567,105		)	(562,923	)	(559,360	)
Total stockholders’ equity	$	1,398,041		1,275,586		1,153,928

Selective Insurance Group, Inc. also has authorized, but not issued, 5,000,000 shares of preferred stock, without par value, of which 300,000 shares have been designated Series A junior preferred stock, without par value.

See accompanying Notes to Consolidated Financial Statements.

81

Consolidated Statements of Cash Flow
December 31,
($ in thousands)	2015			2014		2013
Operating Activities
Net income	$	165,861		141,827		106,418
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	59,688			45,346		43,461
Sale of renewal rights	—			(8,000	)	—
Loss on disposal of discontinued operations	—			—		997
Stock-based compensation expense	8,973			8,702		8,630
Undistributed losses (gains) of equity method investments	1,889			(153	)	202
Net realized gains	(13,171		)	(26,599	)	(20,732	)
Net gain on disposal of property and equipment	—			(104	)	—
Retirement income plan curtailment expense	—			—		16
Changes in assets and liabilities:
Increase in reserves for losses and loss expenses, net of reinsurance recoverables	59,438			97,449		151,037
Increase in unearned premiums, net of prepaid reinsurance	79,995			32,671		74,086
Decrease in net federal income taxes	25,004			31,323		14,834
Increase in premiums receivable	(56,386		)	(33,908	)	(40,482	)
Increase in deferred policy acquisition costs	(27,551		)	(12,627	)	(17,458	)
Decrease (increase) in interest and dividends due or accrued	407			(1,536	)	(1,372	)
Increase (decrease) in accrued salaries and benefits	11,392			(7,182	)	18,685
Increase (decrease) in accrued insurance expenses	23,342			(956	)	14,444
Increase (decrease) in other assets and other liabilities	42,699			(33,490	)	(16,642	)
Net adjustments	215,719			90,936		229,706
Net cash provided by operating activities	381,580			232,763		336,124
Investing Activities
Purchase of fixed income securities, held-to-maturity	(3,316		)	—		—
Purchase of fixed income securities, available-for-sale	(1,041,916		)	(843,616	)	(1,069,387	)
Purchase of equity securities, available-for-sale	(195,720		)	(186,019	)	(118,072	)
Purchase of other investments	(12,170		)	(10,617	)	(9,332	)
Purchase of short-term investments	(1,602,327		)	(1,410,123	)	(2,056,576	)
Sale of subsidiary	—			—		1,225
Sale of fixed income securities, available-for-sale	61,571			51,002		20,126
Sale of short-term investments	1,539,480			1,452,402		2,096,805
Redemption and maturities of fixed income securities, held-to-maturity	106,621			73,415		116,584
Redemption and maturities of fixed income securities, available-for-sale	567,445			482,816		513,804
Sale of equity securities, available-for-sale	172,561			208,008		115,782
Distributions from other investments	32,457			20,774		12,039
Purchase of property and equipment	(16,229		)	(15,510	)	(14,023	)
Sale of renewal rights	—			8,000		—
Net cash used in investing activities	(391,543		)	(169,468	)	(391,025	)
Financing Activities
Dividends to stockholders	(31,052		)	(28,428	)	(27,416	)
Acquisition of treasury stock	(4,182		)	(3,563	)	(3,716	)
Net proceeds from stock purchase and compensation plans	10,089			7,283		7,119
Proceeds from issuance of notes payable, net of debt issuance costs	—			—		178,435
Proceeds from borrowings	15,000			—		—
Repayment of borrowings	—			(13,000	)	—
Repayment of notes payable	—			—		(100,000	)
Excess tax benefits from share-based payment arrangements	1,736			1,020		1,545
Repayment of capital lease obligations	(4,689		)	(2,841	)	(1,083	)
Net cash (used in) provided by financing activities	(13,098		)	(39,529	)	54,884
Net (decrease) increase in cash	(23,061		)	23,766		(17	)
Cash, beginning of year	23,959			193		210
Cash, end of year	$	898		23,959		193

See accompanying Notes to Consolidated Financial Statements.

82

Notes to Consolidated Financial Statements

Note 1. Organization

Selective Insurance Group, Inc., through its subsidiaries, (collectively referred to as “we,” “us,” or “our”) offers standard commercial, standard personal, and excess and surplus lines (“E&S”) property and casualty insurance products. Selective Insurance Group, Inc. (referred to as the “Parent”) was incorporated in New Jersey in 1977 and its main offices are located in Branchville, New Jersey. The Parent’s common stock is publicly traded on the NASDAQ Global Select Market under the symbol “SIGI.” We have provided a glossary of terms as Exhibit 99.1 to this Form 10-K, which defines certain industry-specific and other terms that are used in this Form 10-K.

We classify our business into four reportable segments:

• Standard Commercial Lines - comprised of insurance products and services provided in the standard marketplace to our commercial customers, who are typically businesses, non-profit organizations, and local government agencies.

• Standard Personal Lines - comprised of insurance products and services, including flood insurance coverage, provided primarily to individuals acquiring coverage in the standard marketplace.

• E&S Lines - comprised of insurance products and services provided to customers who have not obtained coverage in the standard marketplace.

• Investments - invests the premiums collected by our insurance operations, as well as amounts generated through our capital management strategies, which may include the issuance of debt and equity securities.

Note 2. Summary of Significant Accounting Policies

(a) Principles of Consolidation

The accompanying consolidated financial statements (“Financial Statements”) include the accounts of the Parent and its subsidiaries, and have been prepared in conformity with: (i) U.S. generally accepted accounting principles ("GAAP"); and (ii) the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). All significant intercompany accounts and transactions are eliminated in consolidation.

(b) Use of Estimates

The preparation of our Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported financial statement balances, as well as the disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

(c) Reclassifications

Certain amounts in our prior years' Financial Statements and related notes have been reclassified to conform to the 2015 presentation. Such reclassifications had no effect on our net income, stockholders' equity, or cash flows.

(d) Investments

Fixed income securities may include bonds, redeemable preferred stocks, mortgage-backed securities (“MBS”) and asset-backed securities (“ABS”). MBS and ABS are jointly referred to as structured securities. Fixed income securities classified as available-for-sale (“AFS”) are reported at fair value. Those fixed income securities that we have the ability and positive intent to hold to maturity are classified as held-to-maturity (“HTM”) and are carried at either: (i) amortized cost; or (ii) market value at the date of transfer into the HTM category, adjusted for subsequent amortization. The amortized cost of fixed income securities is adjusted for the amortization of premiums and the accretion of discounts over the expected life of the security using the effective yield method. Premiums and discounts arising from the purchase of structured securities are amortized over the expected life of the security based on future principal payments, and considering prepayments. These prepayments are estimated based on historical and projected cash flows. Prepayment assumptions are reviewed quarterly and adjusted to reflect actual prepayments and changes in expectations. Future amortization of any premium and/or discount is adjusted to reflect the revised assumptions. Interest income, as well as amortization and accretion, is included in "Net investment income earned" on our Consolidated Statements of Income. The amortized cost of fixed income securities is written down to fair value when a decline in value is considered to be other than temporary. See the discussion below on realized investment gains and losses for a description of the accounting for impairments. After-tax unrealized gains and losses on: (i) fixed income securities classified as AFS; and (ii) fixed income securities that were transferred into an HTM designation from an AFS designation, are included in accumulated other comprehensive income (loss) ("AOCI").

83

Equity securities, which are classified as AFS, may include common stocks and non-redeemable preferred stocks, and are carried at fair value. Dividend income on these securities is included in "Net investment income earned" on our Consolidated Statements of Income. The associated unrealized gains and losses, net of tax, are included in AOCI. The cost of equity securities is written down to fair value when a decline in value is considered to be other than temporary. See the discussion below on realized investment gains and losses for a description of the accounting for impairments.

Short-term investments may include certain money market instruments, savings accounts, commercial paper, and other debt issues purchased with a maturity of less than one year. These investments are carried at cost, which approximates fair value. The associated income is included in "Net investment income earned" on our Consolidated Statement of Income.

Other investments may include alternative investments and other securities. Alternative investments are accounted for using the equity method. Our share of distributed and undistributed net income from alternative investments is included in "Net investment income earned" on our Consolidated Statement of Income. Other securities are primarily comprised of tax credit investments. Low income housing tax credits are accounted for under the proportional amortization method and all other tax credits are accounted for using the equity method. Under the proportional amortization method, our share of the investment’s performance is recorded in our Consolidated Statement of Income as a component of “Federal income tax expense.” Under the equity method, our share of distributed and undistributed net income is included in "Net investment income earned" on our Consolidated Statement of Income.

Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold and are credited or charged to income. Included in realized gains and losses are the other-than-temporary impairment ("OTTI") charges recognized in earnings, which are discussed below.

When the fair value of any investment is lower than its cost/amortized cost, an assessment is made to determine if the decline is other than temporary. We regularly review our entire investment portfolio for declines in fair value. If we believe that a decline in the value of an AFS security is temporary, we record the decline as an unrealized loss in AOCI. Temporary declines in the value of an HTM security are not recognized in the Financial Statements. Our assessment of a decline in fair value includes judgment as to the financial position and future prospects of the entity that issued the investment security, as well as a review of the security’s underlying collateral for fixed income investments. Broad changes in the overall market or interest rate environment generally will not lead to a write-down.

Fixed Income Securities and Short-Term Investments

Our evaluation for OTTI of a fixed income security or a short-term investment may include, but is not limited to, the evaluation of the following factors:

• Whether the decline appears to be issuer or industry specific;

• The degree to which the issuer is current or in arrears in making principal and interest payments on the fixed income security;

• The issuer’s current financial condition and ability to make future scheduled principal and interest payments on a timely basis;

• Evaluation of projected cash flows;

• Buy/hold/sell recommendations published by outside investment advisors and analysts; and

• Relevant rating history, analysis, and guidance provided by rating agencies and analysts.

OTTI charges are recognized as a realized loss to the extent that they are credit related, unless we have the intent to sell the security or it is more-likely-than not that we will be required to sell the security. In those circumstances, the security is written down to fair value with the entire amount of the writedown charged to earnings as a component of realized losses.

To determine if an impairment is other than temporary, we compare the present value of cash flows expected to be collected with the amortized cost of fixed income securities meeting certain criteria. In addition, this analysis is performed on all previously-impaired debt securities that continue to be held by us and all structured securities that were not of high-credit quality at the date of purchase. These impairment assessments may include, but are not limited to, discounted cash flow analyses ("DCFs").

For structured securities, including commercial mortgage-backed securities ("CMBS"), residential mortgage-backed securities ("RMBS"), ABS, and collateralized debt obligations ("CDOs"), we also consider variables such as expected default, severity, and prepayment assumptions based on security type and vintage, taking into consideration information from credit agencies, historical performance, and other relevant economic and performance factors.

84

In making our assessment, we perform a DCF to determine the present value of future cash flows to be generated by the underlying collateral of the security. Any shortfall in the expected present value of the future cash flows, based on the DCF, from the amortized cost basis of a security is considered a “credit impairment,” with the remaining decline in fair value of a security considered as a “non-credit impairment.” As mentioned above, credit impairments are charged to earnings as a component of realized losses, while non-credit impairments are recorded to Other Comprehensive Income ("OCI") as a component of unrealized losses.

Discounted Cash Flow Assumptions

The discount rate we use in a DCF is the effective interest rate implicit in the security at the date of acquisition for those structured securities that were not of high-credit quality at acquisition. For all other securities, we use a discount rate that equals the current yield, excluding the impact of previous OTTI charges, used to accrete the beneficial interest.

If applicable, we use a conditional default rate assumption in the DCF to estimate future defaults. The conditional default rate is the proportion of all loans outstanding in a security at the beginning of a time period that are expected to default during that period. Our assumption of this rate takes into consideration the uncertainty of future defaults as well as whether or not these securities have experienced significant cumulative losses or delinquencies to date.

If applicable, conditional default rate assumptions apply at the total collateral pool level held in the securitization trust. Generally, collateral conditional default rates will “ramp-up” over time as the collateral seasons, because the performance begins to weaken and losses begin to surface. As time passes, depending on the collateral type and vintage, losses will peak and performance will begin to improve as weaker borrowers are removed from the pool through delinquency resolutions. In the later years of a collateral pool’s life, performance is generally materially better as the resulting favorable selection of the portfolio improves the overall quality and performance.

For CMBS, we also consider the net operating income (“NOI”) generated by the underlying properties. Our assumptions of the properties’ ultimate cash flows take into consideration both an immediate reduction to the reported NOIs and decreases to projected NOIs.

If applicable, we use a loan loss severity assumption in our DCF that is applied at the loan level of the collateral pool. The loan loss severity assumptions represent the estimated percentage loss on the loan-to-value exposure for a particular security. For CMBS, the loan loss severities applied are based on property type. Losses generated from the evaluations are then applied to the entire underlying deal structure in accordance with the original service agreements.

Equity Securities

Evaluation for OTTI of an equity security may include, but is not limited to, an evaluation of the following factors:

• Whether the decline appears to be issuer or industry specific;

• The relationship of market prices per share to book value per share at the date of acquisition and date of evaluation;

• The price-earnings ratio at the time of acquisition and date of evaluation;

• The financial condition and near-term prospects of the issuer, including any specific events that may influence the issuer's operations, coupled with our intention to hold the securities in the near-term;

• The recent income or loss of the issuer;

• The independent auditors' report on the issuer's recent financial statements;

• The dividend policy of the issuer at the date of acquisition and the date of evaluation;

• Buy/hold/sell recommendations or price projections published by outside investment advisors;

• Rating agency announcements;

• The length of time and the extent to which the fair value has been, or is expected to be, less than its cost in the near term; and

• Our expectation of when the cost of the security will be recovered.

If there is a decline in the fair value on an equity security that we do not intend to hold, or if we determine the decline is other-than-temporary, including declines driven by market volatility for which we cannot assert will recover in the near term, we will write down the carrying value of the investment and record the charge through earnings as a component of realized losses. 

85

Other Investments

Our evaluation for OTTI of an other investment (i.e., an alternative investment) may include, but is not limited to, conversations with the management of the alternative investment concerning the following:

• The current investment strategy;

• Changes made or future changes to be made to the investment strategy;

• Emerging issues that may affect the success of the strategy; and

• The appropriateness of the valuation methodology used regarding the underlying investments.

If there is a decline in the fair market value of an other investment that we do not intend to hold, or if we determine the decline is other than temporary, we write down the carry value of the investment and record the charge through earnings as a component of realized losses.

(e) Fair Values of Financial Instruments

Assets

The fair values of our investments are generated using various valuation techniques and are placed into the fair value hierarchy considering the following: (i) the highest priority is given to quoted prices in active markets for identical assets (Level 1); (ii) the next highest priority is given to quoted prices in markets that are not active or inputs that are observable either directly or indirectly, including quoted prices for similar assets in markets that are not active and other inputs that can be derived principally from, or corroborated by, observable market data for substantially the full term of the assets (Level 2); and (iii) the lowest priority is given to unobservable inputs supported by little or no market activity and that reflect our assumptions about the exit price, including assumptions that market participants would use in pricing the asset (Level 3). An asset’s classification within the fair value hierarchy is based on the lowest level of significant input to its valuation. Transfers between levels in the fair value hierarchy are recognized at the end of the reporting period.

The techniques used to value our financial assets are as follows:

Level 1 Pricing
Security Type	Methodology
Equity Securities; U.S. Treasury Notes	Equity and U.S. Treasury Note prices are received from an independent pricing service that are based on observable market transactions. We validate these prices against a second external pricing service, and if established market value comparison thresholds are breached, further analysis is performed, in conjunction with our external investment managers, to determine the price to be used.
Short-Term Investments	Short-term investments are carried at cost, which approximates fair value. Given the liquid nature of our short-term investments, we generally validate their fair value by way of active trades within approximately one week of the financial statement close.

Level 2 Pricing

We utilize a market approach for our Level 2 securities, using primarily matrix pricing models prepared by external pricing services. Matrix pricing models use mathematical techniques to value debt securities by relying on the securities relationship to other benchmark quoted securities, and not relying exclusively on quoted prices for specific securities, as the specific securities are not always frequently traded. As a matter of policy, we consistently use one pricing service as our primary source and secondary pricing services if prices are not available from the primary pricing service. In conjunction with our external investment portfolio managers, fixed income securities portfolio pricing is reviewed for reasonableness in the following ways: (i) comparing our pricing to other third-party pricing services as well as benchmark indexed pricing; (ii) comparing positions traded directly by the external investment portfolio managers to prices received from the third-party pricing services; (iii) comparing market value fluctuations between months for reasonableness; and (iv) reviewing stale prices. If further analysis is needed, a challenge is sent to the pricing service for review and confirmation of the price.

86

Further information on our Level 2 asset pricing is included in the following table:

Security Type	Methodology
Corporate Securities; U.S. Government and Government Agencies	Evaluations include obtaining relevant trade data, benchmark quotes and spreads and incorporating this information into either spread-based or price-based evaluations as determined by the observed market data. Spread-based evaluations include: (i) creating a range of spreads for relevant maturities of each issuer based on the new issue market, secondary trading, and dealer quotes; and (ii) incorporating option adjusted spreads for issues that have early redemption features. Based on the findings in (i) and (ii) above, final spreads are derived and added to benchmark curves. Price-based evaluations include matching each issue to its best-known market maker and contacting firms that transact in these securities.
Obligations of States and Political Subdivisions	Evaluations are based on yield curves that are developed based on factors such as: (i) benchmarks to issues with interest rates near prevailing market rates; (ii) established trading spreads over widely-accepted market benchmarks; (iii) yields on new issues; and (iv) market information from third-party sources such as reportable trades, broker-dealers, or issuers.
Structured Securities (including ABS, CMBS, RMBS)	Evaluations are based on a discounted cash flow model, including: (i) generating cash flows for each tranche considering tranche-specific data, market data, and other pertinent information such as historical performance of the underlying collateral, including net operating income generated by the underlying properties, conditional default rate assumptions, loan loss severity assumptions, consensus projections, prepayment projections, and actual pool and loan level collateral information; (ii) identifying applicable benchmark yields; and (iii) applying market-based tranche-specific spreads to determine an appropriate yield by incorporating collateral performance, tranche-level attributes, trades, bids, and offers.
Foreign Government	Evaluations are performed using a discounted cash flow model and incorporating observed market yields of benchmarks as inputs, adjusting for varied maturities.

Level 3 Pricing

Less than 1% of our portfolio cannot be priced using our primary or secondary pricing service. At times, we may use non-binding broker quotes to value some of these securities. These prices are from various broker/dealers that use bid or ask prices, or benchmarks to indices, in measuring the fair value of a security. In conjunction with our external investment portfolio managers, these fair value measurements are reviewed for reasonableness. This review typically includes an analysis of price fluctuations between months with variances over established thresholds being analyzed further.

Further information on our current Level 3 asset pricing is included in the following table:

Security Type	Methodology
Corporate Securities	This tax credit investment is priced internally using spread-based evaluations.
Equity Securities	This non-publicly traded stock of the Federal Home Loan Bank is valued by the issuer.

Liabilities

The techniques used to value our notes payable are as follows:

Level 1 Pricing
Security Type	Methodology
5.875% Senior Notes	Based on the quoted market prices.

Level 2 Pricing
Security Type	Methodology
7.25% Senior Notes; 6.70% Senior Notes	Based on matrix pricing models prepared by external pricing services.
Borrowings from Federal Home Loan Bank	Evaluations are performed using a DCF model based on a current borrowing rate provided by the Federal Home Loan Bank that is consistent with the remaining term of the borrowing.

See Note 7. “Fair Value Measurements” for a summary table of the fair value and related carrying amounts of financial instruments.

87

(f) Allowance for Doubtful Accounts

We estimate an allowance for doubtful accounts on our premiums receivable. This allowance is based on historical write-off percentages adjusted for the effects of current and anticipated trends. An account is charged off when we believe it is probable that we will not collect a receivable. In making this determination, we consider information obtained from our efforts to collect amounts due directly and/or through collection agencies.

(g) Share-Based Compensation

Share-based compensation consists of all share-based payment transactions in which an entity acquires goods or services by issuing (or offering to issue) its shares, share units, share options, or other equity instruments. The cost resulting from all share-based payment transactions are recognized in the Financial Statements based on the fair value of both equity and liability awards. The fair value is measured at grant date for equity awards, whereas the fair value for liability awards are remeasured at each reporting period. Both the fair value of equity and liability awards is recognized over the requisite service period. The requisite service period is typically the lesser of the vesting period or the period of time from the grant date to the date of retirement eligibility. The expense recognized for share-based awards, which, in some cases, contain performance criteria, is based on the number of shares or units expected to be issued at the end of the performance period. We repurchase the Parent’s stock from our employees in connections with, and as permitted under, our stock-based compensation plans. This activity is disclosed in our Consolidated Statements of Stockholders' Equity.

 (h) Reinsurance

Reinsurance recoverables represent estimates of amounts that will be recovered from reinsurers under our various treaties. Generally, amounts recoverable from reinsurers are recognized as assets at the same time and in a manner consistent with the paid and unpaid losses associated with the reinsured policies. We require collateral to secure reinsurance recoverables primarily from our reinsurance carriers that are not authorized, otherwise approved, or certified to do business in our Insurance Subsidiaries’ domiciliary states. This collateral is typically in the form of a letter of credit or cash. An allowance for estimated uncollectible reinsurance is recorded based on an evaluation of balances due from reinsurers and other available information, such as each reinsurers' credit rating from A.M. Best Company ("A.M. Best") or Standard & Poor's Rating Services ("S&P"). We charge off reinsurance recoverables on paid losses when it becomes probable that we will not collect the balance.

(i) Property and Equipment

Property and equipment used in operations, including certain costs incurred to develop or obtain computer software for internal use, are capitalized and carried at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. The following estimated useful lives can be considered as general guidelines:

Asset Category	Years
Computer hardware	3
Computer software	3 to 5
Internally developed software	5 to 10
Furniture and fixtures	10
Buildings and improvements	5 to 40

We recorded depreciation expense of $16.4 million, $12.6 million, and $10.2 million for 2015, 2014 and 2013, respectively.

(j) Deferred Policy Acquisition Costs

Deferred policy acquisition costs are limited to costs directly related to the successful acquisition of insurance contracts.  Costs meeting this definition typically include, among other things, sales commissions paid to our distribution partners, premium taxes, and the portion of employee salaries and benefits directly related to time spent on acquired contracts.  These costs are deferred and amortized over the life of the contracts.

Accounting guidance requires a premium deficiency analysis to be performed at the level an entity acquires, services, and measures the profitability of its insurance contracts. We currently perform three premium deficiency analyses for our insurance segments, consistent with our reportable segments of Standard Commercial Lines, Standard Personal Lines, and E&S Lines. A combined ratio of over 100% does not necessarily indicate a premium deficiency, as any year's combined ratio includes a portion of underwriting expenses that are expensed at policy inception and therefore are not covered by the remaining unearned premium. In addition, investment income is not contemplated in the combined ratio calculation.

88

There were no premium deficiencies for any of the reported years, as the sum of the anticipated losses and loss expenses, unamortized acquisition costs, policyholder dividends, and other expenses for each segment did not exceed that segment’s related unearned premium and anticipated investment income. The investment yields assumed in the premium deficiency assessment for each reporting period, which are based on our actual average investment yield before tax as of the September 30 calculation date, were 2.5% for 2015 and 3.0% for both 2014 and 2013. Deferred policy acquisition costs amortized to expense were $399.4 million for 2015, $364.3 million for 2014, and $331.8 million for 2013.

(k) Goodwill

Goodwill results from business acquisitions where the cost of assets and liabilities acquired exceeds the fair value of those assets and liabilities. A quantitative goodwill impairment analysis is performed if our quarterly qualitative analysis indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Goodwill is allocated to the reporting units for purposes of these analyses.

(l) Reserves for Losses and Loss Expenses

Reserves for losses and loss expenses are comprised of both case reserves on individual claims, and reserves for claims incurred but not reported ("IBNR"). Case reserves result from claims that have been reported to one or more of our ten insurance subsidiaries, which are collectively referred to as the "Insurance Subsidiaries," and are estimated at the amount of the expected ultimate payment.  IBNR reserves are established at more aggregated levels than case basis reserves, and in addition to reserves on claims that have been incurred but not reported, they include provisions for future emergence on known claims, and as well as reopened claims. IBNR reserves are established based on the results of the Insurance Subsidiaries’ internal reserve analysis, supplemented with other internal and external information.

The internal reserve analysis is performed quarterly, and relies upon generally accepted actuarial techniques.  Such techniques assume that past experience, adjusted for the effects of current developments and anticipated trends, are an appropriate basis for predicting future events. While the reserve analysis is the primary basis for determining IBNR reserves, other internal and external factors are considered. Internal factors include: (i) supplemental data regarding claim reporting and settlement trends; (ii) exposure estimates for reported claims, along with recent development on those estimates with respect to individual large claims and the aggregate of all claims; (iii) the rate at which new large or complex claims are being reported; and (iv) additional trends observed by claims personnel or reported to them by defense counsel.  External factors considered include: (i) legislative enactments; (ii) judicial decisions; (iii) legal developments in the determination of liability and the imposition of damages; and (iv) trends in general economic conditions, including the effects of inflation.

Loss reserves are estimates, and as such, we also consider a range of possible loss and loss expense reserve estimates.  This range is determined at the beginning of each year, and reflects the fact that there is no single precise method for estimating the required reserves, due to the many factors which may influence the amounts ultimately paid.  Considering the reserve range along with all of the items described above, IBNR estimates are then established and recorded.

The combination of the IBNR estimates along with the case reserve estimates on individual claims results in our total reserves for losses and loss expenses.  These reserves are expected to be sufficient for settling all loss and loss reserve liabilities on unpaid claims, reflecting changes in the volume of business written, claims frequency and severity, the mix of business, claims processing, and other items that management expects to affect our ultimate settlement of losses and loss expenses. However, the ultimate claim settlements may be higher or lower than reserves established. As our experience emerges and other information develops, we revise our reserve estimates accordingly. The changes in these estimates, resulting from the continuous review process and the differences between estimates and ultimate payments, are reflected in the consolidated statements of income for the period in which such estimates are changed. The associated impacts may be material to the results of operations in future periods.

We do not discount to present value that portion of our losses and loss expense reserves expected to be paid in future periods.

Our loss and loss expense reserves implicitly include anticipated recoveries for salvage and subrogation claims.

89

(m) Revenue Recognition

The Insurance Subsidiaries' net premiums written (“NPW”) include direct insurance policy writings, plus reinsurance assumed and estimates of premiums earned but unbilled on the workers compensation and general liability lines of insurance, less reinsurance ceded. The estimated premium on the workers compensation and general liability lines is referred to as audit premium. We estimate this premium, as it is anticipated to be either billed or returned on policies subsequent to expiration based on exposure levels (i.e. payroll or sales). Audit premium is based on historical trends adjusted for the uncertainty of future economic conditions. Economic instability could ultimately impact our estimates and assumptions, and changes in our estimate may be material to the results of operations in future periods. Premiums written are recognized as revenue over the period that coverage is provided using the semi-monthly pro-rata method. Unearned premiums and prepaid reinsurance premiums represent that portion of premiums written that are applicable to the unexpired terms of policies in force.

(n) Dividends to Policyholders

We establish reserves for dividends to policyholders on certain policies, most significantly workers compensation policies. These dividends are based on the policyholders' loss experience. The dividend reserves are established based on past experience, adjusted for the effects of current developments and anticipated trends. The expense for these dividends is recognized over a period that begins at policy inception and ends with the payment of the dividend. We do not issue policies that entitle the policyholder to participate in the earnings or surplus of our Insurance Subsidiaries.

 (o) Federal Income Tax

We use the asset and liability method of accounting for income taxes. Current federal income taxes are recognized for the estimated taxes payable or refundable on tax returns for the current year. Deferred federal income taxes arise from the recognition of temporary differences between financial statement carrying amounts and the tax basis of assets and liabilities. We consider all evidence, both positive and negative, with respect to our federal tax loss carryback availability, expected levels of pre-tax financial statement income, and federal taxable income, when evaluating whether the temporary differences will be realized. In projecting future taxable income, we begin with budgeted pre-tax income adjusted for estimated non-taxable items. The assumptions about future taxable income require significant judgment and are consistent with the plans and estimates we use to manage our businesses. A valuation allowance is established when it is more likely than not that some portion of the deferred tax asset will not be realized. A liability for uncertain tax positions is recorded when it is more likely than not that a tax position will not be sustained upon examination by taxing authorities. The effect of a change in tax rates is recognized in the period of enactment. If we were to be levied interest and penalties by the Internal Revenue Service (“IRS”) the interest would be recognized as “Interest expense” and the penalties would be recognized as “Other expense” on the Consolidated Statements of Income.

(p) Leases

We have various operating leases for office space and equipment. Rental expense for such leases is recorded on a straight-line basis over the lease term. If a lease has a fixed and determinable escalation clause, or periods of rent holidays, the difference between rental expense and rent paid is included in "Other liabilities" as deferred rent in the Consolidated Balance Sheets.

In addition, we have various capital leases for computer hardware and software. These leases are accounted for as an acquisition of an asset and an incurrence of an obligation. Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the lease term.

(q) Pension

Our pension and post-retirement life benefit obligations and related costs are calculated using actuarial methods, within the framework of GAAP. Our pension benefit obligation is determined as the actuarial present value of the vested benefits to which the employee is currently entitled, but based on the employee's expected date of separation or retirement. Our funding policy provides that payments to our pension trust shall be equal to the minimum funding requirements of the Employee Retirement Income Security Act, plus additional amounts that the Board of Directors of Selective Insurance Company of America (“SICA”) may approve from time to time.

Two key assumptions, the discount rate and the expected return on plan assets, are important elements of expense and/or liability measurement. We evaluate these key assumptions annually unless facts indicate that a more frequent review is required. The discount rate enables us to state expected future cash flows at their present value on the measurement date. The purpose of the discount rate is to determine the interest rates inherent in the price at which pension benefits could be effectively settled. Our discount rate selection is based on high-quality, long-term corporate bonds. To determine the expected long-term rate of return on the plan assets, we consider the current and expected asset allocation, as well as historical and expected returns on each plan asset class. Other assumptions involve demographic factors such as retirement age, mortality, turnover, and rate of compensation increases.

90

Note 3. Adoption of Accounting Pronouncements

In July 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2013-11, Income Taxes, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (a consensus of the FASB Emerging Issues Task Force) ("ASU 2013-11"). ASU 2013-11 applies to all entities with unrecognized tax benefits that also have tax loss or tax credit carryforwards in the same tax jurisdiction as of the reporting date. An unrecognized tax benefit is the difference between a tax position taken or expected to be taken in a tax return and the benefit that is more likely than not sustainable under examination. Under ASU 2013-11, an entity must net an unrecognized tax benefit, or a portion of an unrecognized tax benefit, against deferred tax assets for a net operating loss ("NOL") carryforward, a similar tax loss, or a tax credit carryforward except when:

• An NOL carryforward, a similar tax loss, or a tax credit carryfoward is not available as of the reporting date under the governing tax law to settle taxes that would result from the disallowance of the tax position; or

• The entity does not intend to use the deferred tax asset for this purpose.

If either of these conditions exist, an entity should present an unrecognized tax benefit in the financial statements as a liability and should not net the unrecognized tax benefit with a deferred tax asset. ASU 2013-11 was effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of this guidance did not impact our financial condition or results of operation.

In January 2014, the FASB issued ASU 2014-01, Accounting for Investments in Qualified Affordable Housing Projects (“ASU 2014-01”).  ASU 2014-01 applies to all reporting entities that invest in flow-through limited liability entities that manage or invest in affordable housing projects that qualify for a low-income housing tax credit. ASU 2014-01 permits reporting entities to make an accounting policy election to account for their investments in qualified affordable housing projects using a newly defined "proportional amortization method" if certain conditions are met. This policy election is required to be applied consistently to all qualifying investments, rather than a decision to be applied to individual investments. Under the proportional amortization method, an entity amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received, and recognizes the net investment performance in the income statement as components of income tax expense (benefit).  ASU 2014-01 is effective for public business entities for annual periods and interim periods within those annual periods, beginning after December 15, 2014, with early adoption being permitted. During the third quarter of 2014, we adopted this guidance and have made a policy election to use the proportional amortization method. The adoption of this guidance did not materially impact our financial condition or results of operation.

In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 requires debt issuance costs to be netted against the related debt liability in the balance sheet rather than presented as a separate asset. However, ASU 2015-03 does not address the presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. Therefore, in August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting (“ASU 2015-15”). ASU 2015-15 clarifies that, in the absence of authoritative guidance on line-of-credit arrangements within ASU 2015-03, the SEC would not object to the deferral and presentation of debt issuance costs as an asset and the subsequent amortization of the deferred costs over the term of the line-of-credit arrangement. We adopted this guidance retrospectively, effective in the fourth quarter of 2015. As such, all historical data in this Form 10-K has been restated to reflect the revised guidance, as follows:

Balance Sheet Information
Year ended December 31, 2014
($ in thousands)	As Originally Reported		As Restated
Other Assets	$	73,215	66,607
Total Assets	6,581,550		6,574,942
Notes Payable	379,297		372,689
Total Liabilities	5,305,964		5,299,356
Total Liabilities and Stockholders' Equity	6,581,550		6,574,942

91

Income Statement Information
Year ended December 31,	2014			2013
($ in thousands)	As Originally Reported		As Restated	As Originally Reported		As Restated
Interest Expense	$	22,086	23,063	$	22,538	26,361
Other Expense	33,673		32,696	35,686		31,863

Pronouncements to be effective in the future

In June 2014, the FASB issued ASU 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 requires that performance targets that affect vesting and could be achieved after the requisite service period be treated as performance conditions. The effective date for ASU 2014-12 is for interim and annual periods beginning after December 15, 2015. The amendments in ASU 2014-12 may be applied either prospectively to all awards granted or modified after the effective date or retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented and all modified awards thereafter. The adoption of ASU 2014-12 will not affect us, as we are currently recording expense consistent with the requirements of this accounting update.

In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and provide related footnote disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early application is permitted. As the requirements of this literature are disclosure only, ASU 2014-15 will not impact the our financial condition or results of operations.

In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis (“ASU 2015-02”). ASU 2015-02 affects the following areas: (i) limited partnerships and similar legal entities; (ii) the evaluation of fees paid to a decision maker or a service provider as a variable interest; (iii) the effect of fee arrangements on the primary beneficiary determination; (iv) the effect of related parties on the primary beneficiary determination; and (v) certain investment funds. ASU 2015-02 is effective for interim and annual reporting periods beginning after December 15, 2015. The amendments in ASU 2015-02 may be applied either retrospectively or by applying a modified retrospective approach, which would include recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. While we anticipate that our limited partnership and tax credit investments will be variable interest entities under the new guidance, we do not anticipate being the primary beneficiary of any of these investments. As such, we do not expect a material impact on our financial condition or results of operations from the adoption of this guidance.

In April 2015, the FASB issued ASU 2015-05, Customer's Accounting for Fees Paid in a Cloud Computing Arrangement (“ASU 2015-05”). ASU 2015-05 provides guidance to customers with cloud computing arrangements that include a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. ASU 2015-05 is effective for interim and annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The amendments in ASU 2015-05 can be adopted either prospectively, to all arrangements entered into or materially modified after the effective date, or retrospectively. We do not expect a material impact on our financial condition or results of operations from the adoption of this guidance.

In May 2015, the FASB issued ASU 2015-07, Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) (“ASU 2015-07”). ASU 2015-07 provides guidance that investments for which the practical expedient is used to measure fair value at net asset value per share ("NAV") must be removed from the fair value hierarchy. Instead, those investments must be included as a reconciling line item so that the total fair value amount of investments in the disclosure is consistent with the amount on the balance sheet. ASU 2015-07 also includes disclosure requirements for investments for which the NAV practical expedient was used to determine fair value. ASU 2015-07 is effective for interim and annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The amendments in ASU 2015-07 should be applied retrospectively to all periods presented. As the requirements of this literature are disclosure only, the application of this guidance will not impact our financial condition or results of operations.

92

In May 2015, the FASB issued ASU 2015-09, Disclosures about Short-Duration Contracts (“ASU 2015-09”). ASU 2015-09 requires companies that issue short duration contracts to disclose additional information, including: (i) incurred and paid claims development tables; (ii) frequency and severity of claims; and (iii) information about material changes in judgments made in calculating the liability for unpaid claim adjustment expenses, including reasons for the change and the effects on the financial statements. ASU 2015-09 is effective for annual periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016. The amendments in ASU 2015-09 should be applied retrospectively by providing comparative disclosures for each period presented, except for those requirements that apply only to the current period. As the requirements of this literature are disclosure only, the application of this guidance will not impact our financial condition or results of operations.

Note 4. Statements of Cash Flow

Supplemental cash flow information for the years ended December 31, 2015, 2014, and 2013 is as follows:

($ in thousands)	2015		2014	2013
Cash paid during the period for:
Interest	$	21,892	22,221	21,465
Federal income tax	39,500		22,699	20,000
Non-cash items:
Tax-free exchange of fixed income securities, AFS	36,792		20,781	37,965
Tax-free exchange of fixed income securities, HTM	15,257		4,289	15,820
Stock split related to equity securities, AFS	4,239		334	—
Assets acquired under capital lease arrangements	6,760		5,642	2,583
Non-cash purchase of property and equipment	—		338	20

Included in "Other assets" on the Consolidated Balance Sheet was $11.9 million at December 31, 2015 and $6.0 million at December 31, 2014 of cash received from the National Flood Insurance Program ("NFIP") which is restricted to pay flood claims under the Write Your Own ("WYO") Program.

Note 5. Investments

(a) Net unrealized gains on investments included in OCI by asset class were as follows for the years ended December 31, 2015, 2014, and 2013: 

($ in thousands)	2015			2014		2013
AFS securities:
Fixed income securities	$	55,689		90,336		39,559
Equity securities	13,235			32,389		37,421
Total AFS securities	68,924			122,725		76,980
HTM securities:
Fixed income securities	300			958		2,257
Total HTM securities	300			958		2,257
Total net unrealized gains	69,224			123,683		79,237
Deferred income tax expense	(24,228		)	(43,289	)	(27,733	)
Net unrealized gains, net of deferred income tax	44,996			80,394		51,504
(Decrease) increase in net unrealized gains in OCI, net of deferred income tax	$	(35,398	)	28,890		(70,824	)

93

(b) The amortized cost, net unrealized gains and losses, carrying value, unrecognized holding gains and losses, and fair value of HTM fixed income securities were as follows: 

December 31, 2015			Net
			Unrealized			Unrecognized	Unrecognized
	Amortized		Gains		Carrying	Holding	Holding	Fair
($ in thousands)	Cost		(Losses)		Value	Gains	Losses	Value
Obligations of state and political subdivisions	$	175,269	848		176,117	5,763	—	181,880
Corporate securities	20,228		(185	)	20,043	1,972	—	22,015
ABS	1,030		(120	)	910	118	—	1,028
CMBS	4,527		(243	)	4,284	337	—	4,621
Total HTM fixed income securities	$	201,054	300		201,354	8,190	—	209,544

December 31, 2014			Net
			Unrealized			Unrecognized	Unrecognized
	Amortized		Gains		Carrying	Holding	Holding	Fair
($ in thousands)	Cost		(Losses)		Value	Gains	Losses	Value
Foreign government	$	5,292	47		5,339	55	—	5,394
Obligations of state and political subdivisions	285,301		2,071		287,372	11,760	—	299,132
Corporate securities	18,899		(273	)	18,626	2,796	—	21,422
ABS	2,818		(455	)	2,363	460	—	2,823
CMBS	4,869		(432	)	4,437	753	—	5,190
Total HTM fixed income securities	$	317,179	958		318,137	15,824	—	333,961

Unrecognized holding gains and losses of HTM securities are not reflected in the Financial Statements, as they represent fair value fluctuations from the later of: (i) the date a security is designated as HTM either through purchase or transfer from AFS; or (ii) the date that an OTTI charge is recognized on an HTM security, through the date of the balance sheet. Our HTM securities had an average duration of 1.5 years as of December 31, 2015.

(c) The cost/amortized cost, unrealized gains and losses, and fair value of AFS securities were as follows:

December 31, 2015
	Cost/
	Amortized		Unrealized	Unrealized		Fair
($ in thousands)	Cost		Gains	Losses		Value
AFS fixed income securities:
U.S. government and government agencies	$	99,485	4,721	(91	)	104,115
Foreign government	14,885		298	(2	)	15,181
Obligations of states and political subdivisions	1,314,779		44,523	(160	)	1,359,142
Corporate securities	1,892,296		23,407	(15,521	)	1,900,182
ABS	244,541		531	(918	)	244,154
CMBS1	245,252		750	(2,410	)	243,592
RMBS2	541,276		4,274	(3,713	)	541,837
Total AFS fixed income securities	4,352,514		78,504	(22,815	)	4,408,203
AFS equity securities:
Common stock	181,991		14,796	(1,998	)	194,789
Preferred stock	11,825		477	(40	)	12,262
Total AFS equity securities	193,816		15,273	(2,038	)	207,051
Total AFS securities	$	4,546,330	93,777	(24,853	)	4,615,254

94

December 31, 2014
	Cost/
	Amortized		Unrealized	Unrealized		Fair
($ in thousands)	Cost		Gains	Losses		Value
AFS fixed income securities:
U.S. government and government agencies	$	116,666	7,592	(128	)	124,130
Foreign government	27,035		796	—		27,831
Obligations of states and political subdivisions	1,208,776		38,217	(729	)	1,246,264
Corporate securities	1,763,427		42,188	(5,809	)	1,799,806
ABS	176,837		760	(373	)	177,224
CMBS1	177,932		2,438	(777	)	179,593
RMBS2	505,113		8,587	(2,426	)	511,274
Total AFS fixed income securities	3,975,786		100,578	(10,242	)	4,066,122
AFS equity securities:
Common stock	159,011		32,721	(332	)	191,400
Total AFS equity securities	159,011		32,721	(332	)	191,400
Total AFS securities	$	4,134,797	133,299	(10,574	)	4,257,522

¹ CMBS includes government guaranteed agency securities with a fair value of $4.5 million at December 31, 2015 and $13.2 million at December 31, 2014.

² RMBS includes government guaranteed agency securities with a fair value of $19.7 million at December 31, 2015 and $32.4 million at December 31, 2014.

Unrealized gains and losses of AFS securities represent fair value fluctuations from the later of: (i) the date a security is designated as AFS; or (ii) the date that an OTTI charge is recognized on an AFS security, through the date of the balance sheet. These unrealized gains and losses are recorded in AOCI on the Consolidated Balance Sheets.

(d) The following tables summarize, for all securities in a net unrealized/unrecognized loss position at December 31, 2015 and December 31, 2014, the fair value and pre-tax net unrealized/unrecognized loss by asset class and by length of time those securities have been in a net loss position:

December 31, 2015	Less than 12 months				12 months or longer
($ in thousands)	Fair  Value		Unrealized Losses1		Fair Value	Unrealized Losses1
AFS fixed income securities:
U.S. government and government agencies	$	16,006	(87	)	396	(4	)
Foreign government	1,067		(2	)	—	—
Obligations of states and political subdivisions	28,617		(160	)	—	—
Corporate securities	761,479		(12,671	)	50,382	(2,850	)
ABS	197,477		(807	)	12,022	(111	)
CMBS	146,944		(2,196	)	15,385	(214	)
RMBS	264,914		(1,992	)	63,395	(1,721	)
Total AFS fixed income securities	1,416,504		(17,915	)	141,580	(4,900	)
AFS equity securities:
Common stock	31,148		(1,998	)	—	—
Preferred stock	1,531		(40	)	—	—
Total AFS equity securities	32,679		(2,038	)	—	—
Subtotal	$	1,449,183	(19,953	)	141,580	(4,900	)

	Less than 12 months					12 months or longer
($ in thousands)	Fair Value		Unrealized Losses1		Unrecognized Gains2	Fair Value	Unrealized Losses1		Unrecognized Gains2
HTM securities:
ABS	$	—	—		—	805	(122	)	116
Subtotal	—		—		—	805	(122	)	116
Total AFS and HTM	$	1,449,183	(19,953	)	—	142,385	(5,022	)	116

95

December 31, 2014	Less than 12 months				12 months or longer
($ in thousands)	Fair  Value		Unrealized Losses1		Fair Value	Unrealized Losses1
AFS fixed income securities:
U.S. government and government agencies	$	7,567	(13	)	10,866	(115	)
Obligations of states and political subdivisions	47,510		(105	)	64,018	(624	)
Corporate securities	276,648		(1,734	)	153,613	(4,075	)
ABS	113,202		(178	)	15,618	(195	)
CMBS	12,799		(34	)	59,219	(743	)
RMBS	3,399		(8	)	138,724	(2,418	)
Total AFS fixed income securities	461,125		(2,072	)	442,058	(8,170	)
AFS equity securities:
Common stock	5,262		(336	)	—	—
Total AFS equity securities	5,262		(336	)	—	—
Subtotal	$	466,387	(2,408	)	442,058	(8,170	)

	Less than 12 months					12 months or longer
($ in thousands)	Fair Value		Unrealized Losses1		Unrecognized Gains2	Fair Value	Unrealized Losses1		Unrecognized Gains2
HTM securities:
Obligations of states and political subdivisions	$	196	(3	)	1	—	—		—
ABS	—		—		—	2,235	(455	)	439
Subtotal	196		(3	)	1	2,235	(455	)	439
Total AFS and HTM	$	466,583	(2,411	)	1	444,293	(8,625	)	439

¹ Gross unrealized losses include non-OTTI unrealized amounts and OTTI losses recognized in AOCI. In addition, this column includes remaining unrealized gain or loss amounts on securities that were transferred to an HTM designation in the first quarter of 2009 for those securities that are in a net unrealized/unrecognized loss position.

² Unrecognized holding gains represent fair value fluctuations from the later of: (i) the date a security is designated as HTM; or (ii) the date that an OTTI charge is recognized on an HTM security.

The table below provides our net unrealized/unrecognized loss positions by impairment severity as of December 31, 2015 compared to the prior year: 

($ in thousands)
December 31, 2015				December 31, 2014
Number of Issues	% of  Market/Book	Unrealized/Unrecognized Loss		Number of Issues	% of Market/Book	Unrealized/ Unrecognized Loss
606	80% - 99%	$	22,971	350	80% - 99%	$	10,596
3	60% - 79%	1,888		—	60% - 79%	—
—	40% - 59%	—		—	40% - 59%	—
—	20% - 39%	—		—	20% - 39%	—
—	0% - 19%	—		—	0% - 19%	—
		$	24,859			$	10,596

At December 31, 2015, we had 609 securities in an aggregate unrealized/unrecognized loss position of $24.9 million, compared to 350 securities in an aggregate unrealized/unrecognized loss position of $10.6 million at December 31, 2014. Although the number of issues increased, the severity of impairment on these securities remained consistent at an average of 2% of amortized cost at December 31, 2015 and December 31, 2014. The primary driver behind the increase in the unrealized/unrecognized loss balance was our corporate fixed income securities portfolio, which was impacted by widening credit spreads.

96

We do not intend to sell any of the securities in the table above, nor do we believe we will be required to sell any of these securities. Additionally, we have reviewed these securities in accordance with our OTTI policy, as described in Note 2. “Summary of Significant Accounting Policies” of this Form 10-K and have concluded that they are temporarily impaired as of December 31, 2015. This conclusion reflects our current judgment as to the financial position and future prospects of the entity that issued the security and underlying collateral. If our judgment about an individual security changes in the future, we may ultimately record a credit loss after having originally concluded that one did not exist, which could have a material impact on our net income and financial position in future periods.

(e) Fixed income securities at December 31, 2015, by contractual maturity are shown below. MBS are included in the maturity tables using the estimated average life of each security. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

Listed below are HTM fixed income securities at December 31, 2015:

($ in thousands)	Carrying Value		Fair Value
Due in one year or less	$	98,601	99,872
Due after one year through five years	89,231		94,358
Due after five years through 10 years	13,522		15,314
Total HTM fixed income securities	$	201,354	209,544

Listed below are AFS fixed income securities at December 31, 2015:

($ in thousands)	Fair Value
Due in one year or less	$	472,331
Due after one year through five years	2,135,301
Due after five years through 10 years	1,733,858
Due after 10 years	66,713
Total AFS fixed income securities	$	4,408,203

(f) The following table summarizes our other investment portfolio by strategy and the remaining commitment amount associated with each strategy:

Other Investments	Carrying Value			2015
	December 31,		December 31,	Remaining
($ in thousands)	2015		2014	Commitment
Alternative Investments
Private equity	$	35,088	48,538	30,204
Private credit	13,246		18,533	15,129
Real assets	19,500		25,897	25,820
Total alternative investments	67,834		92,968	71,153
Other securities	10,008		6,235	3,200
Total other investments	$	77,842	99,203	74,353

97

The following is a description of our alternative investment strategies:

Our private equity strategy includes the following:

• Secondary Private Equity: This strategy purchases seasoned private equity funds from investors desiring liquidity prior to normal fund termination. Investments are made across all sectors of the private equity market, including leveraged buyouts ("LBO"), venture capital, distressed securities, mezzanine financing, real estate, and infrastructure.

• Primary Private Equity: This strategy makes private equity investments, primarily in established large and middle market companies across diverse industries globally.

• Venture Capital: In general, these investments are made principally by investing in equity securities of privately-held corporations, for long-term capital appreciation. This strategy makes private equity investments in growth equity and buyout partnerships.

Our private credit strategy includes the following:

• Mezzanine Financing: This strategy provides privately negotiated fixed income securities, generally with an equity component, to LBO firms and private and publicly traded large, mid and small-cap companies to finance LBOs, recapitalizations, and acquisitions.

• Distressed Debt: This strategy makes direct and indirect investments in debt and equity securities of companies that are experiencing financial and/or operational distress. Investments include buying indebtedness of bankrupt or financially troubled companies, small balance loan portfolios, special situations and capital structure arbitrage trades, commercial real estate mortgages and similar non-U.S. securities and debt obligations.

Our real assets strategy includes the following:

• Energy & Power Generation: This strategy makes energy and power generation investments in cash flow generating infrastructure assets. Energy investments are made in a variety of industries including oil, natural gas, and coal. These investments are diversified across the energy supply chain and include assets in the exploration and production, pipeline, and refining sectors. Power generation includes investments in: (i) conventional power, such as natural gas and oil; (ii) renewable power, such as wind and solar; and (iii) electric transmission and distribution.

• Real Estate: This strategy invests opportunistically in real estate in North America, Europe, and Asia via direct property ownership, joint ventures, mortgages, and investments in equity and debt instruments.

Our alternative investment strategies employ low or moderate levels of leverage and generally use hedging only to reduce foreign exchange or interest rate volatility. At this time, our alternative investment strategies do not include hedge funds. We cannot redeem our investments with the general partners of these investments; however, occasionally these partnerships can be traded on the secondary market. Once liquidation is triggered by clauses within the limited partnership agreements or at the funds’ stated end date, we will receive our final allocation of capital and any earned appreciation of the underlying investments, assuming we have not divested ourselves of our partnership interests prior to that time. We currently receive distributions from these alternative investments through the realization of the underlying investments in the limited partnerships. We anticipate that the general partners of these alternative investments will liquidate their underlying investment portfolios through 2028.

98

The following tables set forth summarized financial information for our other investments portfolio, including the portion not owned by us. The investments are carried under the equity method of accounting. The last line in the income statement information table below reflects our share of the aggregate income, which is the portion included in our Financial Statements. As the majority of these investments report results to us on a one quarter lag, the summarized financial statement information is as of, and for the 12-month period ended, September 30: 

Balance Sheet Information
September 30,
($ in millions)	2015		2014
Investments	$	7,527	10,096
Total assets	8,515		10,695
Total liabilities	316		545
Total partners’ capital	8,199		10,150

Income Statement Information
12 months ended September 30,
($ in millions)	2015			2014	2013
Net investment income	$	129		226	406
Realized gains	1,187			581	913
Net change in unrealized (depreciation) appreciation	(1,364		)	1,098	382
Net income	$	(48	)	1,905	1,701
Insurance Subsidiaries' other investments income	(1.9		)	13.6	15.2

(g) We did not have exposure to any credit concentration risk of a single issuer greater than 10% of our stockholder's equity, other than certain U.S. government agencies, as of December 31, 2015 or December 31, 2014.

(h) We have pledged certain AFS fixed income securities as collateral related to: (i) our outstanding borrowing of $$60 million with the Federal Home Loan Bank of Indianapolis ("FHLBI"); (ii) our reinsurance obligations related to our 2011 acquisition of our E&S book of business; and (iii) our compliance with insurance laws by placing certain securities on deposit with various state and regulatory agencies. We retain all rights regarding all securities pledged as collateral.

The following table summarizes the market value of these securities at December 31, 2015:

($ in millions)	FHLBI Collateral		Reinsurance Collateral	State and Regulatory Deposits	Total
U.S. government and government agencies	$	7.5	—	24.0	31.5
Obligations of states and political subdivisions	—		5.0	—	5.0
Corporate securities	—		4.7	—	4.7
CMBS	1.2		—	—	1.2
RMBS	55.0		1.8	—	56.8
Total pledged as collateral	$	63.7	11.5	24.0	99.2

(i) The components of pre-tax net investment income earned were as follows:

($ in thousands)	2015			2014		2013
Fixed income securities	$	123,230		126,489		121,582
Equity securities, dividend income	9,161			7,449		6,140
Short-term investments	112			66		117
Other investments	(1,890		)	13,580		15,208
Investment expenses	(9,297		)	(8,876	)	(8,404	)
Net investment income earned	$	121,316		138,708		134,643

99

(j) The following tables summarize OTTI by asset type for the periods indicated:

2015				Recognized in
($ in thousands)	Gross		Included in OCI	Earnings
AFS fixed income securities:
Corporate securities	$	2,188	—	2,188
RMBS	1		—	1
Total AFS fixed income securities	2,189		—	2,189
AFS equity securities:
Common stock	15,996		—	15,996
Preferred stock	181		—	181
Total AFS equity securities	16,177		—	16,177
Total OTTI losses	$	18,366	—	18,366

2014				Recognized in
($ in thousands)	Gross		Included in OCI	Earnings
AFS fixed income securities:
RMBS	$	7	—	7
Total AFS fixed income securities	7		—	7
AFS equity securities:
Common stock	10,517		—	10,517
Total AFS equity securities	10,517		—	10,517
Other investments	580		—	580
Total OTTI losses	$	11,104	—	11,104

2013						Recognized in
($ in thousands)	Gross			Included in OCI		Earnings
HTM fixed income securities:
ABS	$	(44	)	(47	)	3
Total HTM fixed income securities	(44		)	(47	)	3
AFS fixed income securities:
RMBS	16			(30	)	46
Total AFS fixed income securities	16			(30	)	46
AFS equity securities:
Common stock	3,747			—		3,747
Total AFS equity securities	3,747			—		3,747
Other investments	1,847			—		1,847
Total OTTI losses	$	5,566		(77	)	5,643

The majority of the OTTI charges in 2015, 2014, and 2013 were comprised of charges on our equity portfolio. A significant portion of these charges relate to securities for which we had the intent to sell in relation to a change in our high dividend yield strategy and the remaining equity charges relate to securities that we did not believe would recover in the near term.

100

(k) The components of net realized gains, excluding OTTI charges, were as follows:

($ in thousands)	2015			2014		2013
HTM fixed income securities
Gains	$	5		2		195
Losses	(1		)	(20	)	(95	)
AFS fixed income securities
Gains	4,515			1,945		3,340
Losses	(312		)	(392	)	(373	)
AFS equity securities
Gains	29,168			36,871		24,776
Losses	(1,347		)	(704	)	(408	)
Other investments
Gains	162			1		—
Losses	(653		)	—		(1,060	)
Total other net realized investment gains	$	31,537		37,703		26,375

Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold. Proceeds from the sale of AFS securities were $234.1 million in 2015, $259.0 million in 2014, and $135.9 million in 2013. Net realized gains in 2015, excluding OTTI charges, were driven by the sale of AFS securities due to a change in our dividend equity strategy from a quantitative, model-driven stock selection strategy to a fundamentally-based stock selection approach that incorporates an assessment of the sustainability and growth rate of a company's dividends and future cash flow. Net realized gains in 2014 and 2013, excluding OTTI charges, were driven by the sale of AFS equity securities due to the quantitative rebalancing of our dividend yield strategy holdings within our equity portfolio.

Note 6. Comprehensive Income

(a) The components of comprehensive income, both gross and net of tax, for 2015, 2014, and 2013 were as follows:

2015
($ in thousands)	Gross			Tax		Net
Net income	$	232,692		66,831		165,861
Components of OCI:
Unrealized gains on investment securities:
Unrealized holding losses during the year	(40,221		)	(14,078	)	(26,143	)
Amounts reclassified into net income:
HTM securities	(580		)	(203	)	(377	)
Non-credit OTTI	357			125		232
Realized gains on AFS securities	(14,016		)	(4,906	)	(9,110	)
Net unrealized losses	(54,460		)	(19,062	)	(35,398	)
Defined benefit pension and post-retirement plans:
Net actuarial gain	2,438			853		1,585
Amounts reclassified into net income:
Net actuarial loss	7,077			2,477		4,600
Defined benefit pension and post-retirement plans	9,515			3,330		6,185
Other comprehensive loss	(44,945		)	(15,732	)	(29,213	)
Comprehensive income	$	187,747		51,099		136,648

101

2014
($ in thousands)	Gross			Tax		Net
Net income	$	197,131		55,304		141,827
Components of OCI:
Unrealized gains on investment securities:
Unrealized holding gains during the year	72,940			25,529		47,411
Amounts reclassified into net income:
HTM securities	(1,299		)	(455	)	(844	)
Non-credit OTTI	1,669			584		1,085
Realized gains on AFS securities	(28,864		)	(10,102	)	(18,762	)
Net unrealized gains	44,446			15,556		28,890
Defined benefit pension and post-retirement plans:
Net actuarial loss	(54,136		)	(18,947	)	(35,189	)
Amounts reclassified into net income:
Net actuarial loss	1,902			666		1,236
Defined benefit pension and post-retirement plans	(52,234		)	(18,281	)	(33,953	)
Other comprehensive loss	(7,788		)	(2,725	)	(5,063	)
Comprehensive income	$	189,343		52,579		136,764

2013
($ in thousands)	Gross			Tax		Net
Net income	$	142,267		35,849		106,418
Components of OCI:
Unrealized losses on investment securities:
Unrealized holding losses during the period	(83,934		)	(29,377	)	(54,557	)
Non-credit OTTI recognized in OCI	77			27		50
Amounts reclassified into net income:
HTM securities	(1,577		)	(552	)	(1,025	)
Non-credit OTTI	14			5		9
Realized gains on AFS securities	(23,540		)	(8,239	)	(15,301	)
Net unrealized losses	(108,960		)	(38,136	)	(70,824	)
Defined benefit pension and post-retirement plans:
Net actuarial gain	59,654			20,879		38,775
Amounts reclassified into net income:
Net actuarial loss	4,374			1,531		2,843
Prior service cost	10			4		6
Curtailment expense	16			5		11
Defined benefit pension and post-retirement plans	64,054			22,419		41,635
Other comprehensive loss	(44,906		)	(15,717	)	(29,189	)
Comprehensive income	$	97,361		20,132		77,229

102

(b) The balances of, and changes in, each component of AOCI (net of taxes) as of December 31, 2015 and 2014 were as follows:

	Net Unrealized (Loss) Gain on Investment Securities
($ in thousands)	OTTI Related			HTM Related		All Other		Investments Subtotal		Defined Benefit Pension and Post- retirement Plans		Total AOCI
Balance, December 31, 2013	$	(1,599	)	1,467		51,635		51,503		(26,652	)	24,851
OCI before reclassifications	—			—		47,411		47,411		(35,189	)	12,222
Amounts reclassified from AOCI	1,085			(844	)	(18,762	)	(18,521	)	1,236		(17,285	)
Net current period OCI	1,085			(844	)	28,649		28,890		(33,953	)	(5,063	)
Balance, December 31, 2014	(514		)	623		80,284		80,393		(60,605	)	19,788
OCI before reclassifications	—			—		(26,143	)	(26,143	)	1,585		(24,558	)
Amounts reclassified from AOCI	232			(377	)	(9,110	)	(9,255	)	4,600		(4,655	)
Net current period OCI	232			(377	)	(35,253	)	(35,398	)	6,185		(29,213	)
Balance, December 31, 2015	$	(282	)	246		45,031		44,995		(54,420	)	(9,425	)

The reclassifications out of AOCI are as follows:

						Affected Line Item in the Consolidated Statement of Income
($ in thousands)	Year ended December 31, 2015			Year ended December 31, 2014
OTTI related
Non-credit OTTI on disposed securities	$	357		1,669		Net realized gains
	357			1,669		Income from continuing operations, before federal income tax
	(125		)	(584	)	Total federal income tax expense
	232			1,085		Net income
HTM related
Unrealized gains and losses on HTM disposals	308			157		Net realized investment gains
Amortization of net unrealized gains on HTM securities	(888		)	(1,456	)	Net investment income earned
	(580		)	(1,299	)	Income from continuing operations, before federal income tax
	203			455		Total federal income tax expense
	(377		)	(844	)	Net income
Realized gains and losses on AFS
Realized gains and losses on AFS disposals	(14,016		)	(28,864	)	Net realized investment gains
	(14,016		)	(28,864	)	Income from continuing operations, before federal income tax
	4,906			10,102		Total federal income tax expense
	(9,110		)	(18,762	)	Net income
Defined benefit pension and post-retirement life plans
Net actuarial loss	1,538			331		Losses and loss expenses incurred
	5,539			1,571		Policy acquisition costs
	7,077			1,902		Income from continuing operations, before federal income tax
Total defined benefit pension and post-retirement life	7,077			1,902		Income from continuing operations, before federal income tax
	(2,477		)	(666	)	Total federal income tax expense
	4,600			1,236		Net income
Total reclassifications for the period	$	(4,655	)	(17,285	)	Net income

103

Note 7. Fair Value Measurements

The following table presents the carrying amounts and estimated fair values of our financial instruments as of December 31, 2015 and 2014:

	December 31, 2015				December 31, 2014
($ in thousands)	Carrying Amount			Fair Value	Carrying Amount		Fair Value
Financial Assets
Fixed income securities:
HTM	$	201,354		209,544	318,137		333,961
AFS	4,408,203			4,408,203	4,066,122		4,066,122
Equity securities, AFS	207,051			207,051	191,400		191,400
Short-term investments	194,819			194,819	131,972		131,972
Financial Liabilities
Notes payable:
0.63% borrowings from FHLBI	15,000			14,977	—		—
1.25% borrowings from FHLBI	45,000			45,083	45,000		45,244
7.25% Senior Notes	49,898			56,929	49,896		59,181
6.70% Senior Notes	99,415			110,363	99,401		114,845
5.875% Senior Notes	185,000			192,474	185,000		185,000
Subtotal	394,313			419,826	379,297		404,270
Unamortized debt issuance costs	(6,121		)		(6,608	)
Total notes payable	$	388,192			372,689

For discussion regarding the fair value techniques of our financial instruments, refer to Note 2. "Summary of Significant Accounting Policies" in this Form 10-K.

The following tables provide quantitative disclosures of our financial assets that were measured at fair value at December 31, 2015 and 2014:

December 31, 2015			Fair Value Measurements Using
($ in thousands)	Assets Measured at Fair Value 12/31/15		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)1	Significant Other Observable Inputs (Level 2)1	Significant Unobservable Inputs  (Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies	$	104,115	42,702	61,413	—
Foreign government	15,181		—	15,181	—
Obligations of states and political subdivisions	1,359,142		—	1,359,142	—
Corporate securities	1,900,182		—	1,900,182	—
ABS	244,154		—	244,154	—
CMBS	243,592		—	243,592	—
RMBS	541,837		—	541,837	—
Total AFS fixed income securities	4,408,203		42,702	4,365,501	—
AFS equity securities:
Common stock	194,789		191,517	—	3,272
Preferred stock	12,262		12,262	—	—
Total AFS equity securities	207,051		203,779	—	3,272
Total AFS securities	4,615,254		246,481	4,365,501	3,272
Short-term investments	194,819		194,819	—	—
Total assets	$	4,810,073	441,300	4,365,501	3,272

104

December 31, 2014			Fair Value Measurements Using
($ in thousands)	Assets Measured at Fair Value 12/31/14		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)1	Significant Other Observable Inputs (Level 2)1	Significant Unobservable Inputs  (Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies	$	124,130	53,199	70,931	—
Foreign government	27,831		—	27,831	—
Obligations of states and political subdivisions	1,246,264		—	1,246,264	—
Corporate securities	1,799,806		—	1,799,806	—
ABS	177,224		—	177,224	—
CMBS	179,593		—	179,593	—
RMBS	511,274		—	511,274	—
Total AFS fixed income securities	4,066,122		53,199	4,012,923	—
AFS equity securities:
Common stock	191,400		188,500	—	2,900
Total AFS equity securities	191,400		188,500	—	2,900
Total AFS securities	4,257,522		241,699	4,012,923	2,900
Short-term investments	131,972		131,972	—	—
Total assets	$	4,389,494	373,671	4,012,923	2,900

¹ There were no transfers of securities between Level 1 and Level 2.

There were no changes in the fair value of securities measured using Level 3 prices during 2014. The following table provides a summary of these changes during 2015:

2015
($ in thousands)	Common Stock
Fair value, December 31, 2014	$	2,900
Total net (losses) gains for the period included in:
OCI	—
Net income	—
Purchases	487
Sales	(115		)
Issuances	—
Settlements	—
Transfers into Level 3	—
Transfers out of Level 3	—
Fair value, December 31, 2015	$	3,272

105

The following tables provide quantitative information regarding our financial assets and liabilities that were disclosed at fair value at December 31, 2015 and 2014:

December 31, 2015			Fair Value Measurements Using
($ in thousands)	Assets/Liabilities Disclosed at Fair Value 12/31/2015		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Financial Assets
HTM:
Obligations of states and political subdivisions	$	181,880	—	181,880	—
Corporate securities	22,015		—	18,679	3,336
ABS	1,028		—	1,028	—
CMBS	4,621		—	4,621	—
Total HTM fixed income securities	$	209,544	—	206,208	3,336
Financial Liabilities
Notes payable:
0.63% borrowings from FHLBI	$	14,977	—	14,977	—
1.25% borrowings from FHLBI	45,083		—	45,083	—
7.25% Senior Notes	56,929		—	56,929	—
6.70% Senior Notes	110,363		—	110,363	—
5.875% Senior Notes	192,474		192,474	—	—
Total notes payable	$	419,826	192,474	227,352	—

December 31, 2014			Fair Value Measurements Using
($ in thousands)	Assets/Liabilities Disclosed at Fair Value 12/31/2014		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Financial Assets
HTM:
Foreign government	$	5,394	—	5,394	—
Obligations of states and political subdivisions	299,132		—	299,132	—
Corporate securities	21,422		—	21,422	—
ABS	2,823		—	2,823	—
CMBS	5,190		—	5,190	—
Total HTM fixed income securities	$	333,961	—	333,961	—
Financial Liabilities
Notes payable:
1.25% borrowings from FHLBI	$	45,244	—	45,244	—
7.25% Senior Notes	59,181		—	59,181	—
6.70% Senior Notes	114,845		—	114,845	—
5.875% Senior Notes	185,000		185,000	—	—
Total notes payable	$	404,270	185,000	219,270	—

106

Note 8. Reinsurance

Our Financial Statements reflect the effects of assumed and ceded reinsurance transactions. Assumed reinsurance refers to the acceptance of certain insurance risks that other insurance entities have underwritten. Ceded reinsurance involves transferring certain insurance risks (along with the related written and earned premiums) that we have underwritten to other insurance companies that agree to share these risks. The primary purpose of ceded reinsurance is to protect the Insurance Subsidiaries from potential losses in excess of the amount that we are prepared to accept. Our major treaties covering property, property catastrophe, and casualty business are excess of loss contracts. In addition, we have an intercompany quota share pooling arrangement and other minor quota share treaties.

As a Standard Commercial Lines and E&S Lines writer, we are required to participate in Terrorism Risk Insurance Program Reauthorization Act ("TRIPRA"), which was extended by Congress to December 31, 2020. TRIPRA requires private insurers and the United States government to share the risk of loss on future acts of terrorism certified by the U.S. Secretary of the Treasury. Under TRIPRA, each participating insurer is responsible for paying a deductible of specified losses before federal assistance is available. This deductible is based on a percentage of the prior year’s applicable Standard Commercial Lines and E&S Lines premiums. In 2016, our deductible is approximately $280 million. For losses above the deductible, the federal government will pay 84% of losses to an industry limit of $100 billion, and the insurer retains 16%. The federal share of losses will be reduced by 1% each year to 80% by 2020.

The Insurance Subsidiaries remain liable to policyholders to the extent that any reinsurer becomes unable to meet their contractual obligations. We evaluate and monitor the financial condition of our reinsurers under voluntary reinsurance arrangements to minimize our exposure to significant losses from reinsurer insolvencies. On an ongoing basis, we review amounts outstanding, length of collection period, changes in reinsurer credit ratings, and other relevant factors to determine collectability of reinsurance recoverables. The allowance for uncollectible reinsurance recoverables was $5.7 million at December 31, 2015 and $6.9 million at December 31, 2014.

The following table represents our total reinsurance balances segregated by reinsurer to depict our concentration of risk throughout our reinsurance portfolio:

	As of December 31, 2015					As of December 31, 2014
($ in thousands)	Reinsurance Balances			% of Reinsurance Balance		Reinsurance Balances			% of Reinsurance Balance
Total reinsurance recoverables	$	561,968				$	581,548
Total prepaid reinsurance premiums	140,889					146,993
Total reinsurance balance	702,857					728,541
Federal and state pools1:
NFIP	164,130			24	%	172,547			24	%
NJ Unsatisfied Claim Judgment Fund	71,884			10		76,342			11
Other	3,136			—		2,557			—
Total federal and state pools	239,150			34		251,446			35
Remaining reinsurance balance	$	463,707		66		$	477,095		65
Munich Re Group (A.M. Best rated "A+")	$	112,889		16		$	110,270		15
Hannover Ruckversicherungs AG (A.M. Best rated "A+")	99,535			14		100,959			14
AXIS Reinsurance Company (A.M. Best rated "A+")	53,374			8		51,014			7
Swiss Re Group (A.M. Best rated "A+")	51,340			7		55,026			8
Partner Reinsurance Company of the U.S. (A.M. Best rated “Au”)	20,748			3		25,424			3
All other reinsurers	125,821			18		134,402			18
Total reinsurers	463,707			66	%	477,095			65	%
Less: collateral2	(106,449		)			(114,843		)
Reinsurers, net of collateral	$	357,258				$	362,252

¹ Considered to have minimal risk of default.

² Includes letters of credit, trust funds, and funds held against reinsurance recoverables.

Note: Some amounts may not foot due to rounding.

107

Under our reinsurance arrangements, which are prospective in nature, reinsurance premiums ceded are recorded as prepaid reinsurance and amortized over the remaining contract period in proportion to the reinsurance protection provided, or recorded periodically, as per the terms of the contract, in a direct relationship to the gross premium recording. Reinsurance recoveries are recognized as gross losses are incurred.

The following table contains a listing of direct, assumed, and ceded reinsurance amounts for premiums written, premiums earned, and losses and loss expenses incurred:

($ in thousands)	2015			2014		2013
Premiums written:
Direct	$	2,403,519		2,228,270		2,133,793
Assumed	23,848			26,306		43,650
Ceded	(357,463		)	(369,296	)	(367,284	)
Net	$	2,069,904		1,885,280		1,810,159
Premiums earned:
Direct	$	2,330,267		2,183,258		2,048,530
Assumed	23,209			34,653		44,464
Ceded	(363,567		)	(365,302	)	(356,922	)
Net	$	1,989,909		1,852,609		1,736,072
Losses and loss expenses incurred:
Direct	$	1,274,872		1,314,864		1,370,293
Assumed	16,996			26,187		32,678
Ceded	(143,327		)	(183,550	)	(281,233	)
Net	$	1,148,541		1,157,501		1,121,738

The ceded premiums and losses related to our participation in the NFIP, under which 100% of our flood premiums, losses and loss expenses are ceded to the NFIP, are as follows:

Ceded to NFIP ($ in thousands)	2015			2014		2013
Ceded premiums written	$	(228,907	)	(237,718	)	(236,309	)
Ceded premiums earned	(233,940		)	(234,224	)	(228,650	)
Ceded losses and loss expenses incurred	(62,078		)	(57,323	)	(183,142	)

Note 9. Reserves for Losses and Loss Expenses

The table below provides a roll forward of reserves for losses and loss expenses for beginning and ending reserve balances:

($ in thousands)	2015			2014		2013
Gross reserves for losses and loss expenses, at beginning of year	$	3,477,870		3,349,770		4,068,941
Less: reinsurance recoverable on unpaid losses and loss expenses, at beginning of year	571,978			540,839		1,409,755
Net reserves for losses and loss expenses, at beginning of year	2,905,892			2,808,931		2,659,186
Incurred losses and loss expenses for claims occurring in the:
Current year	1,217,550			1,216,770		1,147,263
Prior years	(69,009		)	(59,269	)	(25,525	)
Total incurred losses and loss expenses	1,148,541			1,157,501		1,121,738
Paid losses and loss expenses for claims occurring in the:
Current year	446,550			468,478		399,559
Prior years	641,174			592,062		572,434
Total paid losses and loss expenses	1,087,724			1,060,540		971,993
Net reserves for losses and loss expenses, at end of year	2,966,709			2,905,892		2,808,931
Add: Reinsurance recoverable on unpaid losses and loss expenses, at end of year	551,019			571,978		540,839
Gross reserves for losses and loss expenses at end of year	$	3,517,728		3,477,870		3,349,770

108

Our net losses and loss expense reserves increased by $60.8 million in 2015, $97.0 million in 2014, and $149.7 million in 2013. The losses and loss expense reserves are net of anticipated recoveries for salvage and subrogation claims, which amounted to $62.1 million for 2015, $65.1 million for 2014, and $61.0 million for 2013. The changes in the net losses and loss expense reserves were the result of growth in exposures, particularly associated with our E&S Lines of business, anticipated loss trends, and normal reserve changes inherent in the uncertainty in establishing reserves for losses and loss expenses. As additional information is collected in the loss settlement process, reserves are adjusted accordingly. These adjustments are reflected in the Consolidated Statements of Income in the period in which such adjustments are recognized. These changes could have a material impact on the results of operations of future periods when the adjustments are made.

In 2015, we experienced overall favorable loss development of $69.0 million, compared to $59.3 million in 2014, and $25.5 million in 2013. The following table summarizes the prior year development by line of business:

(Favorable)/Unfavorable Prior Year Development
($ in millions)	2015			2014		2013
General Liability	$	(51.0	)	(43.9	)	(20.0	)
Commercial Automobile	2.4			(4.1	)	(4.5	)
Workers Compensation	(37.0		)	—		23.5
Businessowners' Policies	2.2			1.9		(9.5	)
Commercial Property	(3.0		)	(2.1	)	(7.5	)
Homeowners	1.5			(4.0	)	(2.5	)
Personal Automobile	0.4			(10.8	)	(3.0	)
E&S	15.5			3.7		(2.0	)
Total	$	(69.0	)	(59.3	)	(25.5	)

The prior accident year development during 2015 was favorable by $69.0 million, which included $67.0 million of favorable casualty development and $2.0 million of favorable property development. The favorable casualty reserve development was largely driven by the general liability and workers compensation lines of business. For workers compensation, this was a significant change from 2014, during which period this line experienced no development. Our E&S Lines experienced unfavorable development of $15.5 million.

By accident year, the majority of the favorable development was attributable to accident years 2009 through 2013, driven by general liability and workers compensation. This favorable development was partially offset by unfavorable development in accident years 2012 through 2014, which was attributable to our E&S Lines.

The prior accident year development during 2014 was favorable by $59.3 million, which included $48.2 million of favorable casualty development and $11.1 million of favorable property development. The property development was primarily related to a prior year reinsurance recoverable. The favorable casualty reserve development was largely driven by the general liability and personal automobile lines of business. These lines both experienced increasingly favorable development in recent years. Conversely, businessowners' policies and our E&S Lines experienced unfavorable emergence in 2014, which was a reversal from 2013.

By accident year, the majority of the favorable development was attributable to accident years 2010 through 2012, although earlier accident years also developed favorably. General liability, commercial automobile, and personal automobile all contributed to this development, partially offset by businessowners’ liability. The general liability line of business was the primary driver of this favorable development, which was partially driven by lower severities in the 2010 through 2012 accident years, within both the premises and operations and products liability coverages. In addition, accident years 2011 and 2012 continue to show lower than expected claim counts. The overall favorable development for accident years 2012 and prior was partially offset by unfavorable development in accident year 2013, which was largely attributable to commercial automobile liability, and partially E&S casualty.

The prior accident year development during 2013 was favorable by $25.5 million, which included $14.5 million of favorable casualty development and $11.0 million of property development. The property development was primarily related to favorable non-catastrophe loss activity, mostly in the 2012 accident year.

109

The casualty lines were driven largely by favorable development in accident years 2006 through 2010, with lower than expected severities in general liability and commercial automobile. Partially offsetting this favorable development was: (i) unfavorable development in our workers compensation line driven by assisted living claims; and (ii) unfavorable development in accident year 2012 in our commercial automobile lines of business driven by higher than expected severities.

Reserves established for liability insurance include exposure to asbestos and environmental claims. These claims have arisen primarily from insured exposures in municipal government, small non-manufacturing commercial risk, and homeowners policies. The emergence of these claims is slow and highly unpredictable. There are significant uncertainties in estimating our exposure to asbestos and environmental claims (for both case and IBNR reserves) resulting from lack of relevant historical data, the delayed and inconsistent reporting patterns associated with these claims, and uncertainty as to the number and identity of claimants and complex legal and coverage issues. Legal issues that arise in asbestos and environmental cases include federal or state venue, choice of law, causation, admissibility of evidence, allocation of damages and contribution among joint defendants, successor and predecessor liability, and whether direct action against insurers can be maintained. Coverage issues that arise in asbestos and environmental cases include the interpretation and application of policy exclusions, the determination and calculation of policy limits, the determination of the ultimate amount of a loss, the extent to which a loss is covered by a policy, if at all, the obligation of an insurer to defend a claim, and the extent to which a party can prove the existence of coverage. Courts have reached different and sometimes inconsistent conclusions on these legal and coverage issues. We do not discount to present value that portion of our losses and loss expense reserves expected to be paid in future periods.

The following table details our losses and loss expense reserves for various asbestos and environmental claims:

	2015
($ in millions)	Gross		Net
Asbestos	$	8.0	6.8
Landfill sites	13.1		8.3
Leaking underground storage tanks	9.3		8.1
Total	$	30.4	23.2

Estimating IBNR reserves for asbestos and environmental claims is difficult because of the delayed and inconsistent reporting patterns associated with these claims. In addition, there are significant uncertainties associated with estimating critical assumptions, such as average clean-up costs, third-party costs, potentially responsible party shares, allocation of damages, litigation and coverage costs, and potential state and federal legislative changes. Normal historically based actuarial approaches cannot be applied to asbestos and environmental claims because past loss history is not indicative of future potential asbestos and environmental losses. In addition, while certain alternative models can be applied, such models can produce significantly different results with small changes in assumptions.

The following table provides a roll forward of gross and net asbestos and environmental incurred losses and loss expenses and related reserves thereon:

	2015					2014				2013
($ in thousands)	Gross			Net		Gross		Net		Gross		Net
Asbestos
Reserves for losses and loss expenses at beginning of year	$	8,751		7,314		8,897		7,518		9,170		7,791
Incurred losses and loss expenses	(428		)	(77	)	60		—		—		—
Less: losses and loss expenses paid	(299		)	(444	)	(206	)	(204	)	(273	)	(273	)
Reserves for losses and loss expenses at the end of year	$	8,024		6,793		8,751		7,314		8,897		7,518
Environmental
Reserves for losses and loss expenses at beginning of year	$	21,902		15,680		23,867		17,649		26,405		19,978
Incurred losses and loss expenses	3,396			3,397		107		—		347		68
Less: losses and loss expenses paid	(2,911		)	(2,709	)	(2,072	)	(1,969	)	(2,885	)	(2,397	)
Reserves for losses and loss expenses at the end of year	$	22,387		16,368		21,902		15,680		23,867		17,649
Total Asbestos and Environmental Claims
Reserves for losses and loss expenses at beginning of year	$	30,653		22,994		32,764		25,167		35,575		27,769
Incurred losses and loss expenses	2,968			3,320		167		—		347		68
Less: losses and loss expenses paid	(3,210		)	(3,153	)	(2,278	)	(2,173	)	(3,158	)	(2,670	)
Reserves for losses and loss expenses at the end of year	$	30,411		23,161		30,653		22,994		32,764		25,167

110

Note 10. Indebtedness

(a) Notes Payable

(1) In the first quarter of 2013, we issued $185 million of 5.875% Senior Notes due 2043. These notes pay interest on February 15, May 15, August 15, and November 15 of each year, beginning on May 15, 2013, and at maturity. The notes are callable by us on or after February 8, 2018, at a price equal to 100% of their principal outstanding amount, plus accrued and unpaid interest to, but excluding, the date of redemption. A portion of the proceeds from this debt issuance was used to fully redeem the $100 million aggregate principal amount of our 7.5% Junior Subordinated Notes due 2066, which had an associated $3.3 million pre-tax write-off for the remaining capitalized debt issuance costs on these notes. Of the remaining net proceeds, $57.1 million was used to make capital contributions to the Insurance Subsidiaries, while the balance was used for general corporate purposes. There are no financial debt covenants to which we are required to comply in regards to these Senior Notes.

(2) In the first quarter of 2009, Selective Insurance Company of the Southeast and Selective Insurance Company of South Carolina (“Indiana Subsidiaries”) joined, and invested in, the FHLBI, which provides them with access to additional liquidity. The Indiana Subsidiaries’ aggregate investment was $2.8 million at December 31, 2015 and $2.9 million at December 31, 2014. Our investment provides us the ability to borrow approximately 20 times the total amount of the FHLBI common stock purchased with additional collateral, at comparatively low borrowing rates.

The following is a summary of the Indiana Subsidiaries’ borrowings from the FHLBI:

• In 2011, the Indiana Subsidiaries borrowed $45 million in the aggregate from the FHLBI. The unpaid principal amount accrues interest of 1.25%, which is paid on the 15th of every month. The principal amount is due on December 16, 2016. These funds were loaned to the Parent for use in the acquisition of Mesa Underwriters Specialty Insurance Company ("MUSIC") on December 31, 2011.

• In January 2015, the Indiana Subsidiaries borrowed $15 million in the aggregate from the FHLBI for general corporate purposes. The unpaid principal amount accrues interest of 0.63%, which is paid on the 15th of every month. The principal amount is due on July 22, 2016.

All borrowings from the FHLBI require security. For information on investments that are pledged as collateral for these borrowings, see Note 5. "Investments" above.

(3) In the fourth quarter of 2005, we issued $100 million of 6.70% Senior Notes due 2035. These notes were issued at a discount of $0.7 million resulting in an effective yield of 6.754% and pay interest on May 1 and November 1 each year commencing on May 1, 2006. Net proceeds of approximately $50 million were used to fund an irrevocable trust to provide for certain payment obligations in respect of our outstanding debt. The remainder of the proceeds was used for general corporate purposes. The agreements covering these notes contain a standard default cross-acceleration provision that provides the 6.70% Senior Notes will enter a state of default upon the failure to pay principal when due or upon any event or condition that results in an acceleration of principal of any other debt instrument in excess of $10 million that we have outstanding concurrently with the 6.70% Senior Notes. There are no financial debt covenants to which we are required to comply in regards to these notes.

(4) In the fourth quarter of 2004, we issued $50 million of 7.25% Senior Notes due 2034. These notes were issued at a discount of $0.1 million, resulting in an effective yield of 7.27% and pay interest on May 15 and November 15 each year. We contributed $25 million of the bond proceeds to the Insurance Subsidiaries as capital. The remainder of the proceeds was used for general corporate purposes. The agreements covering these notes contain a standard default cross-acceleration provision that provides the 7.25% Senior Notes will enter a state of default upon the failure to pay principal when due or upon any event or condition that results in an acceleration of principal of any other debt instrument in excess of $10 million that we have outstanding concurrently with the 7.25% Senior Notes. There are no financial debt covenants to which we are required to comply in regards to these notes.

(b) Short-Term Debt

Our Line of Credit was renewed effective December 1, 2015, with Wells Fargo Bank, National Association, as administrative agent, and Branch Banking and Trust Company, with a borrowing capacity of $30 million, which can be increased to $50 million with the approval of both lending partners. The Line of Credit provides the Parent with an additional source of short-term liquidity. The interest rate on our Line of Credit varies and is based on, among other factors, the Parent’s debt ratings. The Line of Credit expires on December 1, 2020. There have been no balances outstanding under this Line of Credit or the previous credit facility at December 31, 2015 or at any time during 2015. Our previous Line of Credit, which was in place from September 26, 2013 until December 1, 2015 had the same banking partners and similar terms and conditions as our current facility.

111

The Line of Credit agreement contains representations, warranties, and covenants that are customary for credit facilities of this type, including, without limitation, financial covenants under which we are obligated to maintain a minimum consolidated net worth, minimum combined statutory surplus, and maximum ratio of consolidated debt to total capitalization, and covenants limiting our ability to: (i) merge or liquidate; (ii) incur debt or liens; (iii) dispose of assets; (iv) make investments and acquisitions; and (v) engage in transactions with affiliates. The Line of Credit permits collateralized borrowings from the Federal Home Loan Banks by our Insurance Subsidiaries that are members of those banks so long as the aggregate amount borrowed does not exceed 10% of the respective member's admitted assets from the preceding calendar year.

 The table below outlines information regarding certain of the covenants in the Line of Credit:

	Required as of	Actual as of
	December 31, 2015	December 31, 2015
Consolidated net worth	$960 million	$1.4 billion
Statutory surplus	Not less than $750 million	$1.4 billion
Debt-to-capitalization ratio1	Not to exceed 35%	22.1%
A.M. Best financial strength rating	Minimum of A-	A

¹ Calculated in accordance with Line of Credit agreement.

In addition to the above requirements, the Line of Credit agreement contains a cross-default provision that provides that the Line of Credit will be in default if we fail to comply with any condition, covenant, or agreement (including payment of principal and interest when due on any debt with an aggregate principal amount of at least $20 million), which causes or permits the acceleration of principal.

Note 11. Segment Information

We classify our business into four reportable segments:

• Standard Commercial Lines - comprised of insurance products and services provided in the standard marketplace to our commercial customers, who are typically businesses, non-profit organizations, and local government agencies.

• Standard Personal Lines - comprised of insurance products and services, including flood insurance coverage, provided primarily to individuals acquiring coverage in the standard marketplace.

• E&S Lines - comprised of insurance products and services provided to customers who have not obtained coverage in the standard marketplace.

• Investments - invests the premiums collected by our insurance operations, as well as amounts generated through our capital management strategies, which may include the issuance of debt and equity securities.

The disaggregated results of our four segments are used by senior management to manage our operations. These segments are evaluated as follows:

• Standard Commercial Lines, Standard Personal Lines, and our E&S Lines are evaluated based on statutory underwriting results (net premiums earned, incurred losses and loss expenses, policyholders dividends, policy acquisition costs, and other underwriting expenses), and statutory combined ratios; and

• Our Investments segment is evaluated based on after-tax net investment income and net realized gains and losses.

In computing the results of each segment, we do not make adjustments for interest expense or net general corporate expenses. While we do not fully allocate taxes to all segments, we do allocate taxes to our investments segment as we manage that segment on after-tax results. We do not maintain separate investment portfolios for the segments and therefore, do not allocate assets to the segments.

Our combined insurance segments are subject to certain geographic concentrations, particularly in the Northeast and Mid-Atlantic regions of the country. In 2015, approximately 21% of NPW were related to insurance policies written in New Jersey.

The goodwill balance of $7.8 million at both December 31, 2015 and 2014 relates to our Standard Commercial Lines reporting unit.

112

The following summaries present revenues from continuing operations (net investment income and net realized gains on investments in the case of the Investments segment) and pre-tax income from continuing operations for the individual segments:

Revenue by Segment
Years ended December 31,
($ in thousands)	2015		2014	2013
Standard Commercial Lines:
Net premiums earned:
Commercial automobile	$	358,909	333,310	310,994
Workers compensation	290,075		274,585	267,612
General liability	483,291		444,938	405,322
Commercial property	269,022		244,792	224,412
Businessowners’ policies	93,428		85,788	77,097
Bonds	20,350		19,288	19,000
Other	14,367		13,011	12,182
Miscellaneous income	6,343		14,747	10,253
Total Standard Commercial Lines revenue	1,535,785		1,430,459	1,326,872
Standard Personal Lines:
Net premiums earned:
Personal automobile	146,784		151,317	152,005
Homeowners	134,382		134,273	127,991
Other	6,968		11,157	14,336
Miscellaneous income	1,113		1,834	1,948
Total Standard Personal Lines revenue	289,247		298,581	296,280
E&S Lines:
Net premiums earned:
General liability	121,802		96,142	88,761
Commercial property	42,736		38,572	32,054
Commercial automobile	7,795		5,436	4,306
Miscellaneous income	—		17	—
Total E&S Lines revenue	172,333		140,167	125,121
Investments:
Net investment income	121,316		138,708	134,643
Net realized investment gains	13,171		26,599	20,732
Total investment revenues	134,487		165,307	155,375
Total all segments	2,131,852		2,034,514	1,903,648
Other income	—		347	93
Total revenues	$	2,131,852	2,034,861	1,903,741

113

Income from Continuing Operations before Federal Income Tax
Years ended December 31,
($ in thousands)	2015			2014		2013
Standard Commercial Lines:
Underwriting gain, before federal income tax	$	164,496		61,221		33,856
GAAP combined ratio	89.2		%	95.7	%	97.4	%
Statutory combined ratio	89.2		%	95.5	%	97.1	%
Standard Personal Lines:
Underwriting gain, before federal income tax	1,336			16,536		8,645
GAAP combined ratio	99.5		%	94.4	%	97.1	%
Statutory combined ratio	99.9		%	94.5	%	96.9	%
E&S Lines:
Underwriting (loss) gain, before federal income tax	(16,803		)	386		(3,735	)
GAAP combined ratio	109.8		%	99.7	%	103.0	%
Statutory combined ratio	108.4		%	99.2	%	102.9	%
Investments:
Net investment income	$	121,316		138,708		134,643
Net realized investment gains	13,171			26,599		20,732
Total investment income, before federal income tax	134,487			165,307		155,375
Tax on investment income	32,090			43,811		40,489
Total investment income, after federal income tax	$	102,397		121,496		114,886

Reconciliation of Segment Results to Income from Continuing Operations, before Federal Income Tax
Years ended December 31,
($ in thousands)	2015			2014		2013
Underwriting gain (loss), before federal income tax
Standard Commercial Lines	$	164,496		61,221		33,856
Standard Personal Lines	1,336			16,536		8,645
E&S Lines	(16,803		)	386		(3,735	)
Investment income, before federal income tax	134,487			165,307		155,375
Total all segments	283,516			243,450		194,141
Interest expense	(22,428		)	(23,063	)	(26,361	)
General corporate and other expenses	(28,396		)	(23,256	)	(23,978	)
Income from continuing operations, before federal income tax	$	232,692		197,131		143,802

114

Note 12. Earnings per Share

The following table provides a reconciliation of the numerators and denominators of basic and diluted earnings per share ("EPS"):

2015	Income		Shares	Per Share
($ in thousands, except per share amounts)	(Numerator)		(Denominator)	Amount
Basic EPS:
Net income available to common stockholders	$	165,861	57,212	$	2.90
Effect of dilutive securities:
Stock compensation plans	—		944
Diluted EPS:
Net income available to common stockholders	$	165,861	58,156	$	2.85

2014	Income		Shares	Per Share
($ in thousands, except per share amounts)	(Numerator)		(Denominator)	Amount
Basic EPS:
Net income available to common stockholders	$	141,827	56,310	$	2.52
Effect of dilutive securities:
Stock compensation plans	—		1,041
Diluted EPS:
Net income available to common stockholders	$	141,827	57,351	$	2.47

2013	Income			Shares	Per Share
($ in thousands, except per share amounts)	(Numerator)			(Denominator)	Amount
Basic EPS:
Net income from continuing operations	$	107,415		55,638	$	1.93
Net loss from discontinued operations	(997		)	55,638	(0.02		)
Net income available to common stockholders	$	106,418		55,638	$	1.91
Effect of dilutive securities:
Stock compensation plans	—			1,172
Diluted EPS:
Net income from continuing operations	$	107,415		56,810	$	1.89
Net loss from discontinued operations	(997		)	56,810	(0.02		)
Net income available to common stockholders	$	106,418		56,810	$	1.87

Note 13. Federal Income Taxes

(a) A reconciliation of federal income tax on income at the corporate rate to the effective tax rate is as follows:

($ in thousands)	2015			2014		2013
Tax at statutory rate of 35%	$	81,442		68,996		50,331
Tax-advantaged interest	(13,164		)	(12,926	)	(12,718	)
Dividends received deduction	(1,817		)	(1,121	)	(1,174	)
Other	370			355		(52	)
Federal income tax expense from continuing operations	$	66,831		55,304		36,387

115

(b) The tax effects of the significant temporary differences that give rise to deferred tax assets and liabilities are as follows:

($ in thousands)	2015		2014
Deferred tax assets:
Net loss reserve discounting	$	74,436	84,502
Net unearned premiums	72,057		66,470
Employee benefits	30,432		33,721
Long-term incentive compensation plans	15,551		13,625
Temporary investment write-downs	5,419		3,939
Net operating loss	1,454		2,136
Alternative minimum tax credits	—		7,400
Other	8,132		9,237
Total deferred tax assets	207,481		221,030
Deferred tax liabilities:
Deferred policy acquisition costs	72,481		63,242
Unrealized gains on investment securities	24,228		43,289
Other investment-related items, net	5,566		5,088
Accelerated depreciation and amortization	12,510		10,962
Total deferred tax liabilities	114,785		122,581
Net deferred federal income tax asset	$	92,696	98,449

After considering all evidence, both positive and negative, with respect to our federal tax loss carryback availability, expected levels of pre-tax financial statement income, and federal taxable income, we believe it is more likely than not that the existing deductible temporary differences will reverse during periods in which we generate net federal taxable income or have adequate federal carryback availability. As a result, we have no valuation allowance recognized for federal deferred tax assets at December 31, 2015 or 2014.

As of December 31, 2015, we had federal tax NOL carryforwards of $4.2 million. These NOLs, which are subject to an annual limitation of $1.9 million, will expire between 2029 and 2031 as follows:

($ in thousands)	Gross NOL		Tax Effected NOL
2029	$	75	26
2030	3,999		1,400
2031	79		28
Total NOL carryforwards	$	4,153	1,454

Stockholders' equity reflects tax benefits related to compensation expense deductions for share-based compensation awards of $22.0 million at December 31, 2015, $20.2 million at December 31, 2014, and $19.2 million at December 31, 2013.

We have analyzed our tax positions in all open tax years, which as of December 31, 2015 were 2012 through 2014. The 2013 tax year is currently under audit. We do not have unrecognized tax expense or benefit as of December 31, 2015.

We believe our tax positions will more likely than not be sustained upon examination, including related appeals or litigation. In the event we had a tax position that did not meet the more likely than not criteria, any tax, interest, and penalties incurred related to such a position would be reflected in "Total federal income tax expense" on our Consolidated Statements of Income.

Note 14. Retirement Plans

(a) Selective Insurance Retirement Savings Plan (“Retirement Savings Plan”)

SICA offers a voluntary defined contribution 401(k) plan, which is available to most of our employees and is a tax-qualified retirement plan subject to the Employee Retirement Income Security Act of 1974 ("ERISA").  Expense recorded for this plan was $14.1 million in 2015, $13.4 million in 2014, and $12.2 million in 2013.

116

(b) Deferred Compensation Plan

SICA offers a nonqualified deferred compensation plan ("Deferred Compensation Plan") to a group of management or highly compensated employees as a method of recognizing and retaining such employees. The Deferred Compensation Plan provides these employees the opportunity to elect to defer receipt of specified portions of compensation and to have such deferred amounts deemed to be invested in specified investment options. In addition to the employee deferrals, SICA may choose to make matching contributions to some or all of the participants in this plan to the extent the participant did not receive the maximum matching or non-elective contributions permissible under the Retirement Savings Plan due to limitations under the Internal Revenue Code or the Retirement Savings Plan. Expense recorded for these contributions was $0.2 million in 2015, 2014, and 2013.

(c) Retirement Income Plan and Retirement Life Plan

SICA's primary pension plan is The Retirement Income Plan for Selective Insurance Company of America (the "Pension Plan"). This qualified, noncontributory defined benefit plan is closed to new entrants and existing participants will cease accruing benefits after March 31, 2016.

In addition to the Pension Plan, SICA also sponsors the Supplemental Excess Retirement Plan (the "Excess Plan") and a life insurance benefit plan (the "Retirement Life Plan"). Both of these plans are closed to new entrants and participants in the Excess Plan will cease accruing benefits after March 31, 2016. The Retirement Life Plan does not accrue benefits and this plan applies only to retirees who terminated employment with SICA on or before March 31, 2009. These are both unfunded plans with benefit obligations as of December 31, 2015 and December 31, 2014 of $8.5 million and $8.8 million, respectively, for the Excess Plan and $6.0 million and $6.4 million, respectively, for the Retiree Life Plan. Expense recorded for the Excess Plan was $0.8 million in 2015, $0.6 million in 2014, and $0.5 million in 2013. Expense recorded for the Retiree Life Plan was $0.3 million in 2015, $0.4 million in 2014, and $0.4 million in 2013.

The following tables provide details on the Pension Plan for 2015 and 2014:

December 31,	Pension Plan
($ in thousands)	2015			2014
Change in Benefit Obligation:
Benefit obligation, beginning of year	$	322,271		249,422
Service cost	7,215			5,763
Interest cost	13,668			12,776
Actuarial losses (gains)	(24,994		)	61,534
Benefits paid	(7,852		)	(7,224	)
Benefit obligation, end of year	$	310,308		322,271
Change in Fair Value of Assets:
Fair value of assets, beginning of year	$	253,452		225,817
Actual return on plan assets, net of expenses	(7,600		)	24,649
Contributions by the employer to funded plans	11,700			10,210
Benefits paid	(7,852		)	(7,224	)
Fair value of assets, end of year	$	249,700		253,452
Funded status	$	(60,608	)	(68,819	)

Amounts Recognized in the Consolidated Balance Sheet:
Liabilities	$	(60,608	)	(68,819	)
Net pension liability, end of year	$	(60,608	)	(68,819	)

Amounts Recognized in AOCI:
Net actuarial loss	$	80,828	89,085
Total	$	80,828	89,085

Other Information as of December 31:
Accumulated benefit obligation	$	310,307	318,018

Weighted-Average Liability Assumptions as of December 31:
Discount rate	4.69	%	4.29
Rate of compensation increase	4.00		4.00

117

	Pension Plan
($ in thousands)	2015			2014		2013
Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income:
Net Periodic Benefit Cost:
Service cost	$	7,215		5,763		7,346
Interest cost	13,668			12,776		12,139
Expected return on plan assets	(15,969		)	(15,671	)	(15,755	)
Amortization of unrecognized prior service cost	—			—		21
Amortization of unrecognized actuarial loss	6,831			1,776		4,145
Curtailment expense	—			—		189
Total net periodic cost	$	11,745		4,644		8,085
Other Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income:
Net actuarial (gain) loss	$	(1,425	)	52,556		(58,001	)
Reversal of amortization of net actuarial loss	(6,831		)	(1,776	)	(4,145	)
Reversal of amortization of prior service cost	—			—		(21	)
Curtailment expense	—			—		(189	)
Total recognized in other comprehensive income	$	(8,256	)	50,780		(62,356	)
Total recognized in net periodic benefit cost and other comprehensive income	$	3,489		55,424		(54,271	)

The estimated net actuarial loss for the Pension Plan that will be amortized from AOCI into net periodic benefit cost during the 2016 fiscal year is $5.9 million.

	Pension Plan
	2015		2014	2013
Weighted-Average Expense Assumptions for the years ended December 31:
Discount rate	4.29	%	5.16	4.66
Expected return on plan assets	6.27	%	6.92	7.40
Rate of compensation increase	4.00	%	4.00	4.00

Our latest measurement date was December 31, 2015 and we increased our expected return on plan assets to 6.37%, reflecting the current interest rate environment.

When determining the most appropriate discount rate to be used in the valuation, we consider, among other factors, our expected payout patterns of the plans' obligations as well as our investment strategy and we ultimately select the rate that we believe best represents our estimate of the inherent interest rate at which our pension and post-retirement life benefits can be effectively settled. Effective January 1, 2016, the approach used to calculate the service and interest components of net periodic benefit cost for benefit plans was changed to provide a more precise measurement of service and interest costs.  Historically, we calculated these service and interest components utilizing a single weighted-average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period.  Going forward, we have elected to utilize an approach that discounts the individual expected cash flows using the applicable spot rates derived from the yield curve over the projected cash flow period. We will account for this change prospectively as a change in accounting estimate. The weighted average discount rates used to determine 2016 service and interest costs are 4.52% and 4.02%, respectively.

Plan Assets

Assets of the Pension Plan are invested to ensure that principal is preserved and enhanced over time. Our return objective is to exceed the returns of the plan's policy benchmark, which is the return the plan would have earned if the assets were invested according to the target asset class weightings and earned index returns shown below. In 2016, we will continue to phase in adjustments to the asset allocation to steadily close the gap between the duration of the assets and the duration of the liabilities, provided certain improved funding targets are achieved.

118

The Pension Plan’s equity investments may not contain investments in any one security greater than 8% of the portfolio value without notification to our management investment committee, nor have more than 5% of the outstanding shares of any one corporation or other entity. The use of derivative instruments is permitted under certain circumstances, but shall not be used for unrelated speculative hedging or to apply leverage to portfolio positions. Within the alternative investments portfolio, some leverage is permitted as defined and limited by the partnership agreements.

The plan’s target ranges, as well as the actual weighted average asset allocation by asset class, at December 31 were as follows: 

	2015				2014
	Target Ranges		Actual Percentage		Actual Percentage
Long duration fixed income	55%-100%		60	%	59	%
Global equity	0%-45%		36	%	25	%
Global Asset Allocation1	—	%	—	%	11	%
Private equity1,2	—	%	3	%	4	%
Cash and short-term investments1	—	%	1	%	1	%
Total	—	%	100	%	100	%

¹ These asset classes do not have target ranges, as these exposures will be phased out over time as we opportunistically migrate to long duration fixed income security strategies.

² Includes limited partnerships.

The Pension Plan had no investments in the Parent’s common stock as of December 31, 2015 or 2014.

The fair value of the Pension Plan's investments is generated using various valuation techniques. We follow the methodology discussed in Note 2. “Summary of Significant Accounting Policies,” regarding pricing and valuation techniques, as well as the fair value hierarchy, for equity and fixed income securities and short-term investments held in the Pension Plan.

The techniques used to determine the fair value of the remaining invested assets are as follows:

• Valuations for the majority of the investment funds utilize the market approach wherein the quoted prices in the active market for identical assets are used. These investment funds are traded in active markets at their net asset value per share. There are no restrictions on the redemption of these investments and we do not have any contractual obligations to further invest in any of the individual mutual funds. These investments are classified as Level 1 in the fair value hierarchy. Valuations of non-publicly traded investment funds are based upon the observable and verifiable market values of the underlying publicly traded securities and therefore are classified as Level 2 within the fair value hierarchy.

• The deposit administration contract is carried at cost, which approximates fair value. Given the liquid nature of the underlying investments in overnight cash deposits and other short term duration products, we have determined that a correlation exists between the deposit administration contract and other short-term investments such as money market funds. As such, this investment is classified as Level 2 in the fair value hierarchy.

• For valuations of the investments in limited partnerships, fair value is based on the Pension Plan’s ownership interest in the reported net asset values as a practical expedient. The majority of the net asset values are reported to us on a one quarter lag. We assess whether these reported net asset values are indicative of market activity that has occurred since the date of their valuation by the investees: (i) by reviewing the overall market fluctuation and whether a material impact to our investments' valuation could have occurred; and (ii) through routine conversations with the underlying funds' general partners/managers discussing, among other things, conditions or events having significant impacts to their portfolio assets that have occurred subsequent to the reported date, if any. Our limited partnership investments cannot be redeemed with the investees as our partnership agreements require our commitment for the duration of the underlying funds’ lives. There is no active plan to sell any of our remaining interests in the limited partnership investments; however, we may continue to entertain potential opportunities to limit our exposure to these investments through the use of the secondary market. These limited partnerships have been fair valued using Level 3 inputs.

119

The following tables provide quantitative disclosures of the Pension Plan’s invested assets that are measured at fair value on a recurring basis:

December 31, 2015			Fair Value Measurements at 12/31/15 Using
($ in thousands)	Assets Measured at Fair Value At 12/31/15		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Description
Long duration fixed income:
Global asset allocation fund	$	33,565	33,565	—	—
Extended duration fixed income	117,297		117,297	—	—
Total long duration fixed income	150,862		150,862	—	—
Global equity:
Non-U.S. equity	42,603		—	42,603	—
U.S. equity	46,840		—	46,840	—
Total global equity	89,443		—	89,443	—
Private equity (limited partnerships):
Private equity	4,852		—	—	4,852
Real estate	1,606		—	—	1,606
Total private equity	6,458		—	—	6,458
Cash and short-term investments:
Short-term investments	1,600		1,600	—	—
Deposit administration contracts	1,418		—	1,418	—
Total cash and short-term investments	3,018		1,600	1,418	—
Total invested assets	$	249,781	152,462	90,861	6,458

December 31, 2014			Fair Value Measurements at 12/31/14 Using
($ in thousands)	Assets Measured at Fair Value At 12/31/14		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Description
Long duration fixed income:
Global asset allocation fund	$	27,782	27,782	—	—
Extended duration fixed income	120,532		120,532	—	—
Total long duration fixed income	148,314		148,314	—	—
Global equity:
Non-U.S. equity	16,852		5,438	11,414	—
U.S. equity	47,719		47,719	—	—
Total global equity	64,571		53,157	11,414	—
Global asset allocation	27,842		27,842	—	—
Private equity (limited partnerships):
Equity long/short hedge	41		—	—	41
Private equity	8,136		—	—	8,136
Real estate	2,215		—	—	2,215
Total private equity	10,392		—	—	10,392
Cash and short-term investments:
Short-term investments	1,222		1,222	—	—
Deposit administration contracts	1,180		—	1,180	—
Total cash and short-term investments	2,402		1,222	1,180	—
Total invested assets	$	253,521	230,535	12,594	10,392

120

The following tables provide a summary of the changes in fair value of securities using significant unobservable inputs (Level 3):

Investments in Limited Partnerships
($ in thousands)	2015			2014
Fair value, beginning of year	$	10,392		12,159
Total gains (realized and unrealized)
included in changes in net assets	(410		)	1,586
Purchases	51			334
Sales	—			—
Issuances	—			—
Settlements	(3,575		)	(3,687	)
Transfers into Level 3	—			—
Transfers out of Level 3	—			—
Fair value, end of year	$	6,458		10,392

Contributions

We presently anticipate contributing $11.7 million to the Pension Plan in 2016, none of which represents minimum required contribution amounts.

Benefit Payments

($ in thousands)	Pension Plan
Benefits Expected to be Paid in Future
Fiscal Years:
2016	$	9,917
2017	10,958
2018	12,005
2019	13,045
2020	14,092
2021-2025	84,400

Note 15. Share-Based Payments

Active Plans

As of December 31, 2015, the following four plans are available for the issuance of share-based payment awards:

• The 2014 Omnibus Stock Plan (the "Stock Plan");

• The Cash Incentive Plan, amended and restated effective as of May 1, 2014 (the "Cash Plan");

• The Employee Stock Purchase Plan (2009) ("ESPP"); and

• The Amended and Restated Stock Purchase Plan for Independent Insurance Agencies (the "Agent Plan").

The following table provides information regarding the approval of these plans:

Plan	Approvals
Stock Plan	Approved effective as of May 1, 2014 by stockholders on April 23, 2014.
Cash Plan	Approved effective April 1, 2005 by stockholders on April 27, 2005. Most recently amended and restated plan was approved effective May 1, 2014 by stockholders on April 23, 2014.
ESPP	Approved by stockholders on April 29, 2009 effective July 1, 2009.
Agent Plan	Approved by stockholders on April 26, 2006. Most recently amended and restated plan (which made immaterial amendments to the original plan) was approved on July 27, 2010 by the Parent's Board of Directors' Salary and Employee Benefits Committee ("SEBC").

121

The types of awards that can be issued under each of these plans are as follows:

Plan	Types of Share-Based Payments Issued
Stock Plan	Qualified and nonqualified stock options, stock appreciation rights ("SARs"), restricted stock, restricted stock units ("RSUs"), stock grants, and other awards valued in whole or in part by reference to the Parent's common stock. The maximum exercise period for an option grant under this plan is 10 years from the date of the grant. Dividend equivalent units ("DEUs") are earned during the vesting period on RSU grants. The DEUs are reinvested in the Parent's common stock at fair value on each dividend payment date. The requisite service period for grants to employees under this plan is the lesser of: (i) the stated vested date, which is typically three years from issuance; or (ii) the date the employee becomes eligible to retire.
Cash Plan	Cash incentive units (“CIUs”). The initial dollar value of each CIU will be adjusted to reflect the percentage increase or decrease in the total shareholder return on the Parent's common stock over a specified performance period. In addition, for certain grants, the number of CIUs granted will be increased or decreased to reflect our performance on specified performance indicators as compared to targeted peer companies. The requisite service period for grants under this plan is the lesser of: (i) the stated vested date, which is typically three years from issuance; or (ii) the date the employee becomes eligible to retire.
ESPP	Enables to employees to purchase shares of the Parent’s common stock. The purchase price is the lower of: (i) 85% of the closing market price at the time the option is granted; or (ii) 85% of the closing price at the time the option is exercised. Shares are generally issued on June 30 and December 31 of each year.
Agent Plan	Quarterly offerings to purchase the Parent's common stock at a 10% discount with a one year restricted period during which the shares purchased cannot be sold or transferred. Only our independent retail insurance agencies and wholesale general agencies, and certain eligible persons associated with the agencies, are eligible to participate in this plan.

Shares authorized and available for issuance as of December 31, 2015 are as follows:

As of December 31, 2015	Authorized	Available for Issuance	Awards Outstanding
Stock Plan	3,500,000	3,138,273	344,105
ESPP	1,500,000	663,154	—
Agent Plan	3,000,000	1,937,154	—

Retired Plans

The following plans are closed for the issuance of new awards, although awards outstanding continue in effect according to the terms of the applicable award agreements:

December 31, 2015	Types of Share-Based Payments Issued	Reserve Shares	Awards Outstanding1
Plan
2005 Omnibus Stock Plan ("2005 Stock Plan")	Qualified and nonqualified stock options, SARs, restricted stock, RSUs, phantom stock, stock bonuses, and other awards in such amounts and with such terms and conditions as it determined, subject to the provisions of the 2005 Stock Plan. The maximum exercise period for an option grant under this plan is 10 years from the date of the grant. DEUs are earned during the vesting period on RSU grants. The DEUs are reinvested in the Parent's common stock at fair value on each dividend payment date.	3,182,006	1,225,486
Parent's Stock Compensation Plan for Non-employee Directors ("Directors Stock Compensation Plan")	Directors could elect to receive a portion of their annual compensation in shares of the Parent's common stock.	67,978	67,978

¹ Awards outstanding under the 2005 Stock Plan consisted of 732,058 RSUs and 493,428 stock options.

RSU Transactions

A summary of the RSU transactions under our share-based payment plans is as follows:

	Number of Shares	Weighted Average Grant Date Fair Value
Unvested RSU awards at December 31, 2014	1,077,010	$	20.18
Granted in 2015	342,409	25.22
Vested in 2015	371,930	18.24
Forfeited in 2015	28,959	21.41
Unvested RSU awards at December 31, 2015	1,018,530	$	22.55

122

As of December 31, 2015, total unrecognized compensation expense related to unvested RSU awards granted under our stock plans was $5.0 million. That expense is expected to be recognized over a weighted-average period of 1.7 years. The total intrinsic value of RSUs vested was $10.3 million for 2015, $8.5 million for 2014, and $9.1 million for 2013. In connection with vested RSUs, the total value of the DEU shares that vested was $0.7 million during both 2015 and 2014 and $0.9 million in 2013.

Option Transactions

A summary of the stock option transactions under our share-based payment plans is as follows:

	Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life in Years	Aggregate Intrinsic Value ($ in thousands)
Outstanding at December 31, 2014	734,539	$	19.52
Granted in 2015	—	—
Exercised in 2015	241,111	22.97
Forfeited or expired in 2015	—	—
Outstanding at December 31, 2015	493,428	$	17.84	2.90	$	7,767
Exercisable at December 31, 2015	493,428	$	17.84	2.90	$	7,767

The total intrinsic value of options exercised was $2.2 million during 2015, $0.8 million in 2014, and $1.3 million in 2013.  

CIU Transactions

The liability recorded in connection with our Cash Plan was $26.5 million at December 31, 2015 and $21.9 million at December 31, 2014. The remaining cost associated with the CIUs is expected to be recognized over a weighted average period of 1.1 years. The CIU payments made were $10.2 million in 2015, $9.0 million in 2014, and $4.7 million in 2013.  

ESPP and Agent Plan Transactions

A summary of ESPP and Agent Plan share issuances is as follows:

	2015	2014	2013
ESPP Issuances	100,944	106,832	122,951
Agent Plan Issuances	82,142	78,724	86,388

Fair Value Measurements

The grant date fair value of RSUs is based on the market price of our common stock on the grant date, adjusted for the present value of our expected dividend payments. The expense recognized for share-based awards is based on the number of shares or units expected to be issued at the end of the performance period and the grant date fair value.

The grant date fair value of each option award is estimated using the Black Scholes option valuation model ("Black Scholes"). The following are the significant assumptions used in applying Black Scholes: (i) the risk-free interest rate, which is the implied yield currently available on U.S. Treasury zero-coupon issues with an equal remaining term; (ii) the expected term, which is based on historical experience of similar awards; (iii) the dividend yield, which is determined by dividing the expected per share dividend during the coming year by the grant date stock price; and (iv) the expected volatility, which is based on the volatility of the Parent's stock price over a historical period comparable to the expected term. In applying Black Scholes, we use the weighted average assumptions illustrated in the following table:

	ESPP
	2015		2014	2013
Risk-free interest rate	0.10	%	0.07	0.11
Expected term	6 months		6 months	6 months
Dividend yield	2.0	%	2.0	2.4
Expected volatility	20	%	21	19

123

The weighted-average fair value of options and stock per share, including RSUs granted for the Parent's stock plans, during 2015, 2014, and 2013 is as follows:

	2015		2014	2013
RSUs	$	25.22	21.58	21.03
ESPP:
Six month option	1.26		1.24	0.97
Discount of grant date market value	4.16		3.87	3.24
Total ESPP	5.42		5.11	4.21
Agent Plan:
Discount of grant date market value	2.94		2.42	2.40

The fair value of the CIU liability is remeasured at each reporting period through the settlement date of the awards, which is three years from the date of grant based on an amount expected to be paid. A Monte Carlo simulation is performed to approximate the projected fair value of the CIUs that, in accordance with the Cash Plan, is adjusted to reflect our performance on specified indicators as compared to targeted peer companies.

Expense Recognition

The following table provides share-based compensation expense in 2015, 2014, and 2013:

($ in millions)	2015			2014		2013
Share-based compensation expense, pre-tax	$	23.8		18.6		19.9
Income tax benefit	(8.0		)	(6.2	)	(6.8	)
Share-based compensation expense, after-tax	$	15.8		12.4		13.1

Note 16. Related Party Transactions

William M. Rue, a Director of the Parent, is Chairman of, and owns more than 10% of the equity of, Chas. E. Rue & Son, Inc., t/a Rue Insurance, a general independent retail insurance agency ("Rue Insurance"). Rue Insurance is an appointed distribution partner of the Insurance Subsidiaries on terms and conditions similar to those of our other distribution partners. Mr. Rue’s son is President, and an employee, of Rue Insurance and Mr. Rue’s daughter is an employee of Rue Insurance. Our relationship with Rue Insurance has existed since 1928.

Rue Insurance placed insurance policies with the Insurance Subsidiaries. DPW associated with these policies were $9.6 million in 2015, $9.0 million in 2014, and $8.2 million in 2013. In return, the Insurance Subsidiaries paid standard market commissions to Rue Insurance of $1.7 million in 2015, $1.6 million in 2014, and $1.3 million in 2013 including supplemental commissions.

In 2005, we established a private foundation, now named The Selective Insurance Group Foundation (the "Foundation"), under Section 501(c)(3) of the Internal Revenue Code. The Board of Directors of the Foundation is comprised of some of the Parent's officers. We made contributions to the Foundation in the amount of $1.0 million in 2015, $0.8 million in 2014, and $0.4 million in 2013.

Note 17. Commitments and Contingencies

(a) We purchase annuities from life insurance companies to fulfill obligations under claim settlements that provide for periodic future payments to claimants. As of December 31, 2015, we had purchased such annuities with a present value of $15.8 million for settlement of claims on a structured basis for which we are contingently liable. To our knowledge, there are no material defaults from any of the issuers of such annuities.

(b) We have various operating leases for office space and equipment. Such lease agreements, which expire at various times, are generally renewed or replaced by similar leases. Rental expense under these leases amounted to $17.4 million in 2015, $15.6 million in 2014, and $13.2 million in 2013. We also lease computer hardware and software under capital lease agreements expiring at various dates through 2018. See Note 2(p) for information on our accounting policy regarding leases.

124

In addition, certain leases for rented premises and equipment are non-cancelable, and liability for payment will continue even though the space or equipment may no longer be in use. At December 31, 2015, the total future minimum rental commitments under non-cancelable leases were as follows:

($ in millions)	Capital Leases		Operating Leases	Total
2016	$	3.9	6.7	10.6
2017	2.8		5.5	8.3
2018	1.2		4.9	6.1
2019	—		4.1	4.1
2020	—		3.1	3.1
After 2020	—		5.8	5.8
Total minimum payment required	$	7.9	30.1	38.0

(c) At December 31, 2015, we have contractual obligations that expire at various dates through 2028 to invest up to an additional $74.4 million in alternative and other investments. There is no certainty that any such additional investment will be required. For additional information regarding these investments, see item (f) of Note 5. "Investments" in this Form 10-K.

Note 18. Litigation

In the ordinary course of conducting business, we are named as defendants in various legal proceedings. Most of these proceedings are claims litigation involving our Insurance Subsidiaries as either: (i) liability insurers defending or providing indemnity for third-party claims brought against our customers; or (ii) insurers defending first-party coverage claims brought against them. We account for such activity through the establishment of unpaid loss and loss expense reserves. We expect that the ultimate liability, if any, with respect to such ordinary course claims litigation, after consideration of provisions made for potential losses and costs of defense, will not be material to our consolidated financial condition, results of operations, or cash flows.

Our Insurance Subsidiaries are also from time to time involved in other legal actions, some of which assert claims for substantial amounts. These actions include, among others, putative class actions seeking certification of a state or national class. Such putative class actions have alleged, for example, improper reimbursement of medical providers paid under workers compensation and personal and commercial automobile insurance policies. Our Insurance Subsidiaries also are involved from time to time in individual actions in which extra-contractual damages, punitive damages, or penalties are sought, such as claims alleging bad faith in the handling of insurance claims. We believe that we have valid defenses to these cases. We expect that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to our consolidated financial condition. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation, an adverse outcome in certain matters could, from time to time, have a material adverse effect on our consolidated results of operations or cash flows in particular quarterly or annual periods.

As of December 31, 2015, we do not believe the Company was involved in any legal action that could have a material adverse effect on our consolidated financial condition, results of operations, or cash flows.

Note 19. Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds

(a) Statutory Financial Information

The Insurance Subsidiaries prepare their statutory financial statements in accordance with accounting principles prescribed or permitted by the various state insurance departments of domicile. Prescribed statutory accounting principles include state laws, regulations, and general administrative rules, as well as a variety of publications of the National Association of Insurance Commissioners (“NAIC"). Permitted statutory accounting principles encompass all accounting principles that are not prescribed; such principles differ from state to state, may differ from company to company within a state and may change in the future. The Insurance Subsidiaries do not utilize any permitted statutory accounting principles that materially affect the determination of statutory surplus, statutory net income, or risk-based capital (“RBC”). As of December 31, 2015, the various state insurance departments of domicile have adopted the March 2015 version of the NAIC Accounting Practices and Procedures manual in its entirety, as a component of prescribed or permitted practices.

125

The following table provides statutory data for each of our Insurance Subsidiaries:

	State of Domicile	Unassigned Surplus				Statutory Surplus		Statutory Net Income
($ in millions)		2015		2014		2015	2014	2015	2014	2013
SICA	New Jersey	$	366.6	338.8		520.8	493.0	69.6	83.9	53.1
Selective Way Insurance Company ("SWIC")	New Jersey	223.6		201.3		272.6	250.3	42.3	37.0	27.5
Selective Insurance Company of South Carolina ("SICSC")	Indiana	96.6		83.9		127.9	115.1	15.9	14.0	8.2
Selective Insurance Company of the Southeast ("SICSE")	Indiana	70.7		59.3		96.2	84.9	12.1	10.5	6.0
Selective Insurance Company of New York ("SICNY")	New York	65.3		54.9		93.0	82.6	12.7	10.3	6.9
Selective Insurance Company of New England ("SICNE")	New Jersey	9.2		5.3		39.4	35.4	5.5	4.4	3.1
Selective Auto Insurance Company of New Jersey ("SAICNJ")	New Jersey	26.4		18.4		69.2	61.3	10.8	9.1	2.5
MUSIC	New Jersey	7.0		(1.7	)	75.5	66.8	9.5	7.3	5.2
Selective Casualty Insurance Company ("SCIC")	New Jersey	17.8		8.2		92.3	82.7	12.1	9.6	6.6
Selective Fire and Casualty Insurance Company ("SFCIC")	New Jersey	7.5		3.8		39.4	35.7	5.3	4.2	3.1
Total		$	890.7	772.2		1,426.3	1,307.8	195.8	190.3	122.2

(b) Capital Requirements

The Insurance Subsidiaries are required to maintain certain minimum amounts of statutory surplus to satisfy the requirements of their various state insurance departments of domicile. RBC requirements for property and casualty insurance companies are designed to assess capital adequacy and to raise the level of protection that statutory surplus provides for policyholders. The Insurance Subsidiaries combined total adjusted capital exceeded the authorized control level RBC, as defined by the NAIC based on their 2015 statutory financial statements. In addition to statutory capital requirements, we are impacted by various rating agency requirements related to certain rating levels. These required capital levels may be more than statutory requirements.

(c) Restrictions on Dividends and Transfers of Funds

Our ability to declare and pay dividends on the Parent's common stock is dependent on liquidity at the Parent coupled with the ability of the Insurance Subsidiaries to declare and pay dividends, if necessary, and/or the availability of other sources of liquidity to the Parent. As of December 31, 2015, the Parent had an aggregate of $91.6 million in investments and cash available to fund future dividends and interest payments. These amounts are not subject to any regulatory restrictions other than standard state insolvency restrictions, whereas our consolidated retained earnings of $1.4 billion is predominately restricted due to the regulation associated with our Insurance Subsidiaries. In 2016, the Insurance Subsidiaries have the ability to provide for $178.3 million in annual dividends to the Parent; however, as regulated entities, these dividends are subject to certain restrictions as is further discussed below. The Parent also has available to it other potential sources of liquidity, such as: (i) borrowings from our Indiana Subsidiaries; (ii) debt issuances; (iii) common stock issuances; and (iv) borrowings under our Line of Credit. Borrowings from our Indiana Subsidiaries are governed by approved intercompany lending agreements with the Parent that provide for additional capacity of $54.6 million as of December 31, 2015, after considering that borrowings under these lending agreements are restricted to 10% of the admitted assets of these respective subsidiaries. For additional information regarding the Parent's Line of Credit, refer to "Financial Condition, Liquidity, Short-Term Borrowings, and Capital Resources" in Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations.” of this Form 10-K. For additional restrictions on the Parent's debt, see Note 10. "Indebtedness" in this Form 10-K.

Insurance Subsidiaries Dividend Restrictions

As noted above, the restriction on our net assets and retained earnings is predominantly driven by our Insurance Subsidiaries' ability to pay dividends to the Parent under applicable law and regulations. Under the insurance laws of the domiciliary states of the Insurance Subsidiaries, New Jersey, Indiana, and New York, an insurer can potentially make an ordinary dividend payment if its statutory surplus following such dividend is reasonable in relation to its outstanding liabilities, is adequate to its financial needs, and the dividend does not exceed the insurer's unassigned surplus. In general, New Jersey defines an ordinary dividend as a dividend whose fair market value, together with other dividends made within the preceding 12 months, is less than the greater of 10% of the insurer's statutory surplus as of the precedingDecember 31, or the insurer's net income (excluding capital gains) for the 12-month period ending on the preceding December 31. Indiana's ordinary dividend calculation is consistent with New Jersey's, except that it does not exclude capital gains from net income. In general, New York defines an ordinary dividend as a dividend whose fair market value, together with other dividends made within the preceding 12 months, is less than the lesser of 10% of the insurer's statutory surplus, or 100% of adjusted net investment income. New Jersey and Indiana require notice of the declaration of any ordinary dividend distribution. During the notice period, the

126

relevant state regulatory authority may disallow all or part of the proposed dividend if it determines that the dividend is not appropriate given the above considerations. New York does not require notice of ordinary dividends. Dividend payments exceeding ordinary dividends are referred to as extraordinary dividends and require review and approval by the applicable domiciliary insurance regulatory authority prior to payment.

The following table provides quantitative data regarding all Insurance Subsidiaries' dividends paid to the Parent in 2015 for debt service, shareholder dividends, and general operating purposes:

Dividends		Twelve Months ended December 31, 2015
($ in millions)	State of Domicile	Ordinary Dividends Paid
SICA	New Jersey	$	26.0
SWIC	New Jersey	16.0
SICSC	Indiana	3.3
SICSE	Indiana	2.0
SICNY	New York	2.5
SICNE	New Jersey	1.5
SAICNJ	New Jersey	2.5
SCIC	New Jersey	2.5
SFCIC	New Jersey	1.5
Total		$	57.8

Based on the 2015 statutory financial statements, the maximum ordinary dividends that can be paid to the Parent by the Insurance Subsidiaries in 2016 are as follows:

		2016
($ in millions)	State of Domicile	Maximum Ordinary Dividends
SICA	New Jersey	$	61.2
SWIC	New Jersey	37.0
SICSC	Indiana	15.9
SICSE	Indiana	12.1
SICNY	New York	9.3
SICNE	New Jersey	5.5
SAICNJ	New Jersey	10.6
MUSIC	New Jersey	9.4
SCIC	New Jersey	12.1
SFCIC	New Jersey	5.2
Total		$	178.3

127

Note 20. Quarterly Financial Information

(unaudited, $ in thousands,	First Quarter				Second Quarter			Third Quarter			Fourth Quarter
except per share data)	2015		2014		2015		2014	2015	2014		2015		2014
Net premiums earned	$	476,123	456,495		490,309		463,625	507,390	462,639		516,087		469,850
Net investment income earned	26,917		35,534		32,230		36,774	32,061	34,292		30,108		32,108
Net realized gains (losses)	18,883		7,218		(3,420	)	4,539	308	15,231		(2,600	)	(389	)
Underwriting income (loss)	26,021		(5,015	)	29,124		10,084	44,831	34,437		49,053		38,637
Net income	39,708		17,974		33,768		29,341	46,996	53,162		45,389		41,350
Other comprehensive income (loss)	3,827		16,678		(35,944	)	26,483	6,290	(18,887	)	(3,386	)	(29,337	)
Comprehensive income (loss)	43,535		34,652		(2,176	)	55,824	53,286	34,275		42,003		12,013
Net income per share:
Basic	0.70		0.32		0.59		0.52	0.82	0.94		0.79		0.73
Diluted	0.69		0.31		0.58		0.51	0.81	0.93		0.78		0.72
Dividends to stockholders1	0.14		0.13		0.14		0.13	0.14	0.13		0.15		0.14
Price range of common stock:2
High	30.10		26.99		29.60		25.42	32.50	25.46		37.91		27.65
Low	25.49		21.38		26.28		22.14	28.10	21.97		30.36		22.01

The addition of all quarters may not agree to annual amounts on the Financial Statements due to rounding.

¹ See Note 19. “Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds” for a discussion of dividend restrictions.

² These ranges of high and low prices of the Parent’s common stock, as reported by the NASDAQ Global Select Market, represent actual transactions. Price quotations do not include retail markups, markdowns, and commissions. The range of high and low prices for common stock for the period beginning January 4, 2016 and ending February 12, 2016 was $29.27 to $34.00.

128

Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.

None.

Item 9A. Controls and Procedures.

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of the end of the period covered by this report. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, our disclosure controls and procedures are: (i) effective in recording, processing, summarizing, and reporting information on a timely basis that we are required to disclose in the reports that we file or submit under the Exchange Act; and (ii) effective in ensuring that information that we are required to disclose in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Management's Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting (as defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act) is a process designed by, or under the supervision of, a company's principal executive and principal financial officers and effected by the Board, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

• Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;

• Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

• Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2015. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control-Integrated Framework ("COSO Framework") in 2013.

Based on its assessment, our management believes that, as of December 31, 2015, our internal control over financial reporting is effective.

No changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) of the Exchange Act) occurred during the fourth quarter of 2015 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Attestation Report of the Independent Registered Public Accounting Firm

Our independent registered public accounting firm, KPMG, LLP has issued their attestation report on our internal control over financial reporting which is set forth below.

129

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

Selective Insurance Group, Inc.:

We have audited Selective Insurance Group, Inc. and its subsidiaries’ (the “Company”) internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Selective Insurance Group, Inc.’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, Selective Insurance Group, Inc. and its subsidiaries maintained, in all material respects, effective internal control over financial reporting as of December 31, 2015, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Selective Insurance Group, Inc. and subsidiaries as of December 31, 2015 and December 31, 2014, and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flow for each of the years in the three-year period ended December 31, 2015, and our report dated February 24, 2016 expressed an unqualified opinion on those consolidated financial statements.

/s/ KPMG LLP

New York, New York

February 24, 2016

130

Item 9B. Other Information.

There is no other information that was required to be disclosed in a report on Form 8-K during the fourth quarter of 2015 that we did not report.

PART III

Because we will file a Proxy Statement within 120 days after the end of the fiscal year ending December 31, 2015, this Annual Report on Form 10-K omits certain information required by Part III and incorporates by reference certain information included in the Proxy Statement.

Item 10. Directors, Executive Officers and Corporate Governance.

Information about our executive officers, Directors, and all other matters required to be disclosed in Item 10. "Directors, Executive Officers and Corporate Governance." appears under the "Executive Officers" and "Information About Proposal 1 - Election of Directors" sections of the Proxy Statement. These portions of the Proxy Statement are hereby incorporated by reference.

Section 16(a) Beneficial Ownership Reporting Compliance

Information about compliance with Section 16(a) of the Exchange Act appears under "Section 16(a) Beneficial Ownership Reporting Compliance" in the "Information About Proposal 1 - Election of Directors" section of the Proxy Statement and is hereby incorporated by reference.

Item 11. Executive Compensation.

Information about compensation of our named executive officers appears under "Executive Compensation" in the "Election of Directors" section of the Proxy Statement and is hereby incorporated by reference. Information about compensation of the Board appears under "Director Compensation" in the "Information About Proposal 1 - Election of Directors" section of the Proxy Statement and is hereby incorporated by reference.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Information about security ownership of certain beneficial owners and management appears under "Security Ownership of Management and Certain Beneficial Owners" in the "Information About Proposal 1 - Election of Directors" section of the Proxy Statement and is hereby incorporated by reference.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

Information about certain relationships and related transactions, and director independence appears under “Transactions with Related Persons” in the "Information About Proposal 1 - Election of Directors" section of the Proxy Statement and is hereby incorporated by reference.

Item 14. Principal Accounting Fees and Services.

Information about the fees and services of our principal accountants appears under "Audit Committee Report" and "Fees of Independent Registered Public Accounting Firm" in the "Information About Proposal 3 - Ratification of Appointment of Independent Registered Public Accounting Firm" section of the Proxy Statement and is hereby incorporated by reference.

131

PART IV

Item 15. Exhibits, Financial Statement Schedules

(a) The following documents are filed as part of this report:

(1) Financial Statements:

The Financial Statements listed below are included in Item 8. "Financial Statements and Supplementary Data."

	Form 10-K
	Page
Consolidated Balance Sheets as of December 31, 2015 and 2014	78
Consolidated Statements of Income for the Years Ended December 31, 2015, 2014, and 2013	79
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2015, 2014, and 2013	80
Consolidated Statements of Stockholder's Equity for the Years Ended December 31, 2015, 2014, and 2013	81
Consolidated Statements of Cash Flow for the Years Ended December 31, 2015, 2014, and 2013	82
Notes to Consolidated Financial Statements, December 31, 2015, 2014, and 2013	83

(2) Financial Statement Schedules:

The financial statement schedules, with Independent Auditors' Report thereon, required to be filed are listed below by page number as filed in this report. All other schedules are omitted as the information required is inapplicable, immaterial, or the information is presented in the Financial Statements or related notes.

		Form 10-K
		Page
Schedule I	Summary of Investments – Other than Investments in Related Parties at December 31, 2015	135
Schedule II	Condensed Financial Information of Registrant at December 31, 2015 and 2014 and for the Years Ended December 31, 2015, 2014, and 2013	136
Schedule III	Supplementary Insurance Information for the Years Ended December 31, 2015, 2014, and 2013	139
Schedule IV	Reinsurance for the Years Ended December 31, 2015, 2014, and 2013	141
Schedule V	Allowance for Uncollectible Premiums and Other Receivables for the Years Ended December 31, 2015, 2014, and 2013	141

(3) Exhibits:

The exhibits required by Item 601 of Regulation S-K are listed in the Exhibit Index, which is incorporated by reference and immediately precedes the exhibits filed with or incorporated by reference in this Form 10-K.

132

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

SELECTIVE INSURANCE GROUP, INC.
By: /s/ Gregory E. Murphy	February 24, 2016
Gregory E. Murphy
Chairman of the Board and Chief Executive Officer
By: /s/ Dale A. Thatcher	February 24, 2016
Dale A. Thatcher
Executive Vice President and Chief Financial Officer
(principal accounting officer and principal financial officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the date indicated.

133

By:  /s/ Gregory E. Murphy	February 24, 2016
Gregory E. Murphy
Chairman of the Board and Chief Executive Officer
*	February 24, 2016
Paul D. Bauer
Director
*	February 24, 2016
A. David Brown
Director
*	February 24, 2016
John C. Burville
Director
*	February 24, 2016
Robert Kelly Doherty
Director
*	February 24, 2016
Michael J. Morrissey
Director
*	February 24, 2016
Cynthia S. Nicholson
Director
*	February 24, 2016
Ronald L. O’Kelley
Director

*	February 24, 2016
William M. Rue
Director
*	February 24, 2016
John S. Scheid
Director
*	February 24, 2016
J. Brian Thebault
Director
*	February 24, 2016
Philip H. Urban
Director
* By: /s/ Michael H. Lanza	February 24, 2016
Michael H. Lanza
Attorney-in-fact

134

SCHEDULE I

SELECTIVE INSURANCE GROUP, INC. AND CONSOLIDATED SUBSIDIARIES

SUMMARY OF INVESTMENTS - OTHER THAN INVESTMENTS IN RELATED PARTIES

December 31, 2015

Types of investment
($ in thousands)	Amortized Cost or Cost		Fair Value	Carrying Amount
Fixed income securities:
Held-to-maturity:
Obligations of states and political subdivisions	$	175,269	181,880	176,117
Public utilities	9,637		10,662	9,647
All other corporate securities	10,591		11,353	10,396
Asset-backed securities	1,030		1,028	910
Commercial mortgage-backed securities	4,527		4,621	4,284
Total fixed income securities, held-to-maturity	201,054		209,544	201,354
Available-for-sale:
U.S. government and government agencies	99,485		104,115	104,115
Foreign government	14,885		15,181	15,181
Obligations of states and political subdivisions	1,314,779		1,359,142	1,359,142
Public utilities	156,786		157,270	157,270
All other corporate securities	1,735,510		1,742,912	1,742,912
Asset-backed securities	244,541		244,154	244,154
Commercial mortgage-backed securities	245,252		243,592	243,592
Residential mortgage-backed securities	541,276		541,837	541,837
Total fixed income securities, available-for-sale	4,352,514		4,408,203	4,408,203
Equity securities:
Common stock:
Public utilities	9,106		10,080	10,080
Banks, trust and insurance companies	23,622		23,696	23,696
Industrial, miscellaneous and all other	149,263		161,013	161,013
Total common stock, available-for-sale	181,991		194,789	194,789
Preferred stock:
Banks, trust and insurance companies	11,825		12,262	12,262
Total preferred stock, available-for-sale	11,825		12,262	12,262
Total equity securities, available-for-sale	193,816		207,051	207,051
Short-term investments	194,819		194,819	194,819
Other investments	77,842			77,842
Total investments	$	5,020,045		5,089,269

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

135

SCHEDULE II

SELECTIVE INSURANCE GROUP, INC.

(Parent Corporation)

Balance Sheets

	December 31,
($ in thousands, except share amounts)	2015			2014
Assets:
Fixed income securities, available-for-sale – at fair value (amortized cost: $61,794 – 2015; $49,890 – 2014)	$	61,567		50,028
Short-term investments	29,116			16,605
Cash	898			16,367
Investment in subsidiaries	1,716,681			1,604,162
Current federal income tax	18,297			16,848
Deferred federal income tax	17,513			15,781
Other assets	670			660
Total assets	$	1,844,742		1,720,451
Liabilities:
Notes payable	$	328,192		327,689
Intercompany notes payable	86,163			88,961
Accrued long-term stock compensation	26,465			21,890
Other liabilities	5,881			6,325
Total liabilities	$	446,701		444,865
Stockholders’ Equity:
Preferred stock at $0 par value per share:
Authorized shares 5,000,000; no shares issued or outstanding	$	—		—
Common stock of $2 par value per share:
Authorized shares:  360,000,000
Issued: 100,861,372 – 2015; 99,947,933 – 2014	201,723			199,896
Additional paid-in capital	326,656			305,385
Retained earnings	1,446,192			1,313,440
Accumulated other comprehensive (loss) income	(9,425		)	19,788
Treasury stock – at cost (shares: 43,500,642 – 2015; 43,353,181 – 2014)	(567,105		)	(562,923	)
Total stockholders’ equity	1,398,041			1,275,586
Total liabilities and stockholders’ equity	$	1,844,742		1,720,451

See accompanying Report of Independent Registered Public Accounting Firm. Information should be read in conjunction with the Notes to Consolidated Financial Statements of Selective Insurance Group, Inc. and its subsidiaries. Both items are in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

136

SCHEDULE II (continued)

SELECTIVE INSURANCE GROUP, INC.

(Parent Corporation)

Statements of Income

	Year ended December 31,
($ in thousands)	2015			2014		2013
Revenues:
Dividends from subsidiaries	$	57,752		57,511		32,129
Net investment income earned	852			620		585
Other income	—			342		55
Total revenues	58,604			58,473		32,769
Expenses:
Interest expense	24,057			24,817		28,132
Other expenses	28,393			23,598		24,065
Total expenses	52,450			48,415		52,197
Income (loss) from continuing operations, before federal income tax	6,154			10,058		(19,428	)
Federal income tax benefit:
Current	(16,609		)	(15,920	)	(22,779	)
Deferred	(1,603		)	(646	)	4,835
Total federal income tax benefit	(18,212		)	(16,566	)	(17,944	)
Net income (loss) from continuing operations before equity in undistributed income of subsidiaries	24,366			26,624		(1,484	)
Equity in undistributed income of continuing subsidiaries, net of tax	141,495			115,203		108,899
Net income from continuing operations	165,861			141,827		107,415
Loss on disposal of discontinued operations, net of tax of $(538) – 2013	—			—		(997	)
Net income	$	165,861		141,827		106,418

See accompanying Report of Independent Registered Public Accounting Firm. Information should be read in conjunction with the Notes to Consolidated Financial Statements of Selective Insurance Group, Inc. and its subsidiaries. Both items are in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

137

SCHEDULE II (continued)

SELECTIVE INSURANCE GROUP, INC.

(Parent Corporation)

Statements of Cash Flows

	Year ended December 31,
($ in thousands)	2015			2014		2013
Operating Activities:
Net income	$	165,861		141,827		106,418
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in undistributed income of subsidiaries, net of tax	(141,495		)	(115,203	)	(108,899	)
Stock-based compensation expense	8,973			8,702		8,630
Loss on disposal of discontinued operations	—			—		997
Net realized gains	—			(2	)	—
Amortization – other	740			1,421		4,353
Changes in assets and liabilities:
Increase in accrued long-term stock compensation	4,575			1,062		6,791
(Increase) decrease in net federal income taxes	(3,052		)	10,977		(14,968	)
(Decrease) increase in other assets and other liabilities	(214		)	1,045		1,204
Net adjustments	(130,473		)	(91,998	)	(101,892	)
Net cash provided by operating activities	35,388			49,829		4,526
Purchase of fixed income securities, available-for-sale	(33,717		)	(18,511	)	(21,708	)
Redemption and maturities of fixed income securities, available-for-sale	21,578			23,210		6,432
Sale of fixed income securities, available-for-sale	—			300		—
Purchase of short-term investments	(106,933		)	(102,717	)	(241,748	)
Sale of short-term investments	94,422			101,510		253,136
Capital contribution to subsidiaries	—			—		(57,125	)
Sale of subsidiary	—			—		1,225
Net cash (used in) provided by investing activities	(24,650		)	3,792		(59,788	)
Financing Activities:
Dividends to stockholders	(31,052		)	(28,428	)	(27,416	)
Acquisition of treasury stock	(4,182		)	(3,563	)	(3,716	)
Proceeds from notes payable, net of debt issuance costs	—			—		178,435
Net proceeds from stock purchase and compensation plans	10,089			7,283		7,119
Excess tax benefits from share-based payment arrangements	1,736			1,020		1,545
Repayment of notes payable	—			—		(100,000	)
Principal payment on borrowings from subsidiaries	(2,798		)	(13,759	)	(722	)
Net cash (used in) provided by financing activities	(26,207		)	(37,447	)	55,245
Net (decrease) increase in cash	(15,469		)	16,174		(17	)
Cash, beginning of year	16,367			193		210
Cash, end of year	$	898		16,367		193

See accompanying Report of Independent Registered Public Accounting Firm. Information should be read in conjunction with the Notes to Consolidated Financial Statements of Selective Insurance Group, Inc. and its subsidiaries. Both items are in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

138

SCHEDULE III

SELECTIVE INSURANCE GROUP, INC. AND CONSOLIDATED SUBSIDIARIES

SUPPLEMENTARY INSURANCE INFORMATION

Year ended December 31, 2015

($ in thousands)	Deferred policy acquisition costs		Reserve for loss and loss expenses	Unearned premiums	Net premiums earned	Net investment income1	Losses and loss expenses incurred	Amortization of deferred policy acquisition costs2	Other operating expenses3	Net premiums written
Standard Commercial Lines Segment	$	171,476	2,998,749	803,648	1,529,442	—	819,573	323,753	221,620	1,596,965
Standard Personal Lines Segment	17,258		265,054	276,533	288,134	—	200,237	33,638	52,923	283,926
E&S Lines Segment	24,425		253,925	89,529	172,333	—	128,731	42,044	18,361	189,013
Investments Segment	—		—	—	—	134,487	—	—	—	—
Total	$	213,159	3,517,728	1,169,710	1,989,909	134,487	1,148,541	399,435	292,904	2,069,904

¹Includes “Net investment income earned” and “Net realized investment gains” on the Consolidated Statements of Income.

²The total of “Amortization of deferred policy acquisition costs” of $399,435 and “Other operating expenses” of $292,904 reconciles to the Consolidated Statements of Income as follows:

Policy acquisition costs	$	689,820
Other income3	(7,456		)
Other expenses3	9,975
Total	$	692,339

³ In addition to amounts related to the Standard Commercial Lines, Standard Personal Lines, and E&S Lines, “Other income” and “Other expenses” on the Consolidated Statements of Income includes holding company income and expense amounts of $0 and $28,396, respectively.

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

 Year ended December 31, 2014

($ in thousands)	Deferred policy acquisition costs		Reserve for loss and loss expenses	Unearned premiums	Net premiums earned	Net investment income1	Losses and loss expenses incurred	Amortization of deferred policy acquisition costs2	Other operating expenses3	Net premiums written
Standard Commercial Lines Segment	$	147,285	3,000,796	734,697	1,415,712	—	870,018	295,774	188,699	1,441,047
Standard Personal Lines Segment	17,495		279,761	285,777	296,747	—	197,182	34,851	48,178	292,061
E&S Lines Segment	20,828		197,313	75,345	140,150	—	90,301	33,670	15,793	152,172
Investments Segment	—		—	—	—	165,307	—	—	—	—
Total	$	185,608	3,477,870	1,095,819	1,852,609	165,307	1,157,501	364,295	252,670	1,885,280

¹Includes “Net investment income earned” and “Net realized investment gains” on the Consolidated Statements of Income.

² The total of “Amortization of deferred policy acquisition costs” of $364,295 and “Other operating expenses” of $252,670 reconciles to the Consolidated Statements of Income as follows:

Policy acquisition costs	$	624,470
Other income3	(16,598		)
Other expenses3	9,093
Total	$	616,965

³ In addition to amounts related to the Standard Commercial Lines, Standard Personal Lines, and E&S Lines, “Other income” and “Other expenses” on the Consolidated Statements of Income includes holding company income and expense amounts of $347 and $23,603, respectively.

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

139

SCHEDULE III (continued)

SELECTIVE INSURANCE GROUP, INC. AND CONSOLIDATED SUBSIDIARIES

SUPPLEMENTARY INSURANCE INFORMATION

Year ended December 31, 2013

($ in thousands)	Deferred policy acquisition costs		Reserve for loss and loss expenses	Unearned premiums	Net premiums earned	Net investment income1	Losses and loss expenses incurred	Amortization of deferred policy acquisition costs2	Other operating expenses3	Net premiums written
Standard Commercial Lines Segment	$	138,397	2,877,087	708,861	1,316,619	—	831,261	270,443	181,059	1,380,740
Standard Personal Lines Segment	18,149		312,411	286,969	294,332	—	206,450	33,097	46,140	297,757
E&S Lines Segment	16,435		160,272	63,325	125,121	—	84,027	28,288	16,541	131,662
Investments Segment	—		—	—	—	155,375	—	—	—	—
Total	$	172,981	3,349,770	1,059,155	1,736,072	155,375	1,121,738	331,828	243,740	1,810,159

¹ Includes “Net investment income earned” and “Net realized investment gains” on the Consolidated Statements of Income.

² The total of “Amortization of deferred policy acquisition costs” of $331,828 and “Other operating expenses” of $243,740 reconciles to the Consolidated Statements of Income as follows:

Policy acquisition costs	$	579,977
Other income3	(12,201		)
Other expenses3	7,792
Total	$	575,568

³ In addition to amounts related to the Standard Commercial Lines, Standard Personal Lines, and E&S Lines, “Other income” and “Other expenses” on the Consolidated Statements of Income includes holding company income and expense amounts of $93 and $24,071, respectively.

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

140

SCHEDULE IV

SELECTIVE INSURANCE GROUP, INC. AND CONSOLIDATED SUBSIDIARIES

REINSURANCE

Years ended December 31, 2015, 2014, and 2013

($ thousands)	Direct Amount		Assumed From Other Companies	Ceded to Other Companies	Net Amount	% of Amount Assumed To Net
2015
Premiums earned:
Accident and health insurance	$	37	—	37	—	—
Property and liability insurance	2,330,230		23,209	363,530	1,989,909	1	%
Total premiums earned	2,330,267		23,209	363,567	1,989,909	1	%
2014
Premiums earned:
Accident and health insurance	$	44	—	44	—	—
Property and liability insurance	2,183,214		34,653	365,258	1,852,609	2	%
Total premiums earned	2,183,258		34,653	365,302	1,852,609	2	%
2013
Premiums earned:
Accident and health insurance	$	55	—	55	—	—
Property and liability insurance	2,048,475		44,464	356,867	1,736,072	3	%
Total premiums earned	2,048,530		44,464	356,922	1,736,072	3	%

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

SCHEDULE V

SELECTIVE INSURANCE GROUP, INC. AND CONSOLIDATED SUBSIDIARIES

ALLOWANCE FOR UNCOLLECTIBLE PREMIUMS AND OTHER RECEIVABLES

Years ended December 31, 2015, 2014, and 2013

($ in thousands)	2015			2014		2013
Balance, January 1	$	11,037		9,542		8,706
Additions	3,604			4,617		3,733
Deductions	(4,519		)	(3,122	)	(2,897	)
Balance, December 31	$	10,122		11,037		9,542

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

141

EXHIBIT INDEX

Exhibit
Number
3.1	Amended and Restated Certificate of Incorporation of Selective Insurance Group, Inc., filed May 4, 2010 (incorporated by reference herein to Exhibit 3.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2010, File No. 001-33067).
3.2	By-Laws of Selective Insurance Group, Inc., effective July 29, 2015 (incorporated by reference herein to Exhibit 3.2 of the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2015, File No. 001-33067).
4.1	Indenture, dated as of September 24, 2002, between Selective Insurance Group, Inc. and National City Bank, as Trustee, relating to the Company's 1.6155% Senior Convertible Notes due September 24, 2032 (incorporated by reference herein to Exhibit 4.1 of the Company's Registration Statement on Form S-3 No. 333-101489).
4.2	Indenture, dated as of November 16, 2004, between Selective Insurance Group, Inc. and Wachovia Bank, National Association, as Trustee, relating to the Company's 7.25% Senior Notes due 2034 (incorporated by reference herein to Exhibit 4.1 of the Company's Current Report on Form 8-K filed November 18, 2004, File No. 000-08641).
4.3	Indenture, dated as of November 3, 2005, between Selective Insurance Group, Inc. and Wachovia Bank, National Association, as Trustee, relating to the Company’s 6.70% Senior Notes due 2035 (incorporated by reference herein to Exhibit 4.1 of the Company’s Current Report on Form 8-K filed November 9, 2005, File No. 000-08641).
4.4	Registration Rights Agreement, dated as of November 16, 2004, between Selective Insurance Group, Inc. and Keefe, Bruyette & Woods, Inc. (incorporated by reference herein to Exhibit 4.2 of the Company’s Current Report on Form 8-K filed November 18, 2004, File No. 000-08641).
4.5	Registration Rights Agreement, dated as of November 3, 2005, between Selective Insurance Group, Inc. and Keefe, Bruyette & Woods, Inc. (incorporated by reference herein to Exhibit 4.2 of the Company’s Current Report on Form 8-K filed November 9, 2005, File No. 000-08641).
4.6	Indenture, dated as of February 8, 2013, between Selective Insurance Group, Inc. and U.S. Bank National Association, as Trustee (incorporated by reference herein to Exhibit 4.1 of the Company's Current Report on Form 8-K filed February 8, 2013, File No. 001-33067).
4.7	First Supplemental Indenture, dated as of February 8, 2013, between Selective Insurance Group, Inc. and U.S. Bank National Association, as Trustee, relating to the Company’s 5.875% Senior Notes due 2043 (incorporated by reference herein to Exhibit 4.2 of the Company’s Current Report on Form 8-K filed February 8, 2013, File No. 001-33067).
10.1+	Selective Insurance Supplemental Pension Plan, As Amended and Restated Effective January 1, 2005 (incorporated by reference herein to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2008, File No. 001-33067).
10.1a+	Amendment No. 1 to Selective Insurance Supplemental Pension Plan, As Amended and Restated Effective January 1, 2005 (incorporated by reference herein to Exhibit 10.1 of the Company's Current Report on Form 8-K filed March 25, 2013, File No. 001-33067).
10.2+	Selective Insurance Company of America Deferred Compensation Plan (2005), As Amended and Restated Effective as of January 1, 2010 (incorporated by reference herein to Exhibit 10.2 of the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011, File No. 001-33067).
10.2a	Amendment No 1. to Selective Insurance Company of America Deferred Compensation Plan (2005) (incorporated by reference herein to Exhibit 10.2a of the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2011, File No. 001-33067).

142

Exhibit
Number
10.2b+	Amendment No. 2 to Selective Insurance Company of America Deferred Compensation Plan (2005), As Amended and Restated Effective as of January 1, 2010 (incorporated by reference herein to Exhibit 10.2 of the Company's Current Report on Form 8-K filed March 25, 2013, File No. 001-33067).
10.3+	Selective Insurance Group, Inc. 2014 Omnibus Stock Plan, effective May 1, 2014 (incorporated by reference herein to Appendix A-1 to the Company’s Definitive Proxy Statement for its 2014 Annual Meeting of Stockholders filed April 3, 2014, File No. 000-08641).
10.4+	Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Director Stock Option Agreement (incorporated by reference herein to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, File No. 000-08641).
10.5+	Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Stock Option Agreement (incorporated by reference herein to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, File No. 000-08641).
10.6+	Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Service-Based Restricted Stock Agreement (incorporated by reference herein to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014 File No. 000-08641).
10.7+	Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Performance-Based Restricted Stock Agreement (incorporated by reference herein to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, File No. 000-08641).
10.8+	Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Service-Based Restricted Stock Unit Agreement (incorporated by reference herein to Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014 File No. 000-08641).
10.9+	Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Performance-Based Restricted Stock Unit Agreement (incorporated by reference herein to Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, File No. 000-08641).
10.10+	Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Director Restricted Stock Unit Agreement (incorporated by reference herein to Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, File No. 000-08641).
10.11+	Selective Insurance Group, Inc. 2005 Omnibus Stock Plan As Amended and Restated Effective as of May 1, 2010 (incorporated by reference herein to Appendix C of the Company’s Definitive Proxy Statement for its 2010 Annual Meeting of Stockholders filed March 25, 2010, File No. 001-33067).
10.12+	Selective Insurance Group, Inc. 2005 Omnibus Stock Plan Stock Option Agreement (incorporated by reference herein to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2006, File No. 000-08641).
10.13+	Selective Insurance Group, Inc. 2005 Omnibus Stock Plan Director Restricted Stock Unit Agreement (incorporated by reference herein to Exhibit 10.8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009, File No. 001-33067).
10.14+	Selective Insurance Group, Inc. 2005 Omnibus Stock Plan Director Stock Option Agreement (incorporated by reference herein to Exhibit 10.9 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2005, File No. 000-08641).
10.15+	Selective Insurance Group, Inc. 2005 Omnibus Stock Plan Restricted Stock Unit Agreement (incorporated by reference herein to Exhibit 10.12 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009, File No. 001-33067).

143

Exhibit
Number
10.16+	Selective Insurance Group, Inc. 2005 Omnibus Stock Plan Restricted Stock Unit Agreement (incorporated by reference herein to Exhibit 10.13 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009, File No. 001-33067).

10.17+	Selective Insurance Group, Inc. 2005 Omnibus Stock Plan Automatic Director Stock Option Agreement (incorporated by reference herein to Exhibit 2 of the Company’s Definitive Proxy Statement for its 2005 Annual Meeting of Stockholders filed April 6, 2005, File No. 000-08641).
10.18+	Selective Insurance Group, Inc. Non-Employee Directors’ Compensation and Deferral Plan, As Amended and Restated Effective as of May 1, 2014 (incorporated by reference herein to Exhibit 10.10 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, File No. 001-33067).
10.19+	Deferred Compensation Plan for Directors (incorporated by reference herein to Exhibit 10.5 to the Company’s Annual Report on Form 10-K for the year ended December 31, 1993, File No. 000-08641).
10.20+	Selective Insurance Group, Inc. Employee Stock Purchase Plan (2009), amended and restated effective July 1, 2009 (incorporated by reference herein to Appendix A to the Company’s Definitive Proxy Statement for its 2009 Annual Meeting of Stockholders filed March 26, 2009, File No. 001-33067).
10.21+	Selective Insurance Group, Inc. Cash Incentive Plan As Amended and Restated as of May 1, 2014 (incorporated by reference herein to Appendix B to the Company’s Definitive Proxy Statement for its 2014 Annual Meeting of Stockholders filed March 24, 2014, File No. 001-33067).
10.22+	Selective Insurance Group, Inc. Cash Incentive Plan Service-Based Cash Incentive Unit Award Agreement (incorporated by reference herein to Exhibit 10.8 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, File No. 001-33067).
10.23+	Selective Insurance Group, Inc. Cash Incentive Plan Performance-Based Cash Incentive Unit Award Agreement (incorporated by reference herein to Exhibit 10.9 of the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014, File No. 001-33067).
10.24+	Selective Insurance Group, Inc. Cash Incentive Plan Cash Incentive Unit Award Agreement (incorporated by reference herein to Exhibit 10.14c of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 001-33067).
10.25+	Selective Insurance Group, Inc. Cash Incentive Plan Cash Incentive Unit Award Agreement (incorporated by reference herein to Exhibit 10.14d of the Company’s Annual Report on Form 10-K for the year ended December 31, 2007, File No. 001-33067).
10.26	Amended and Restated Selective Insurance Group, Inc. Stock Purchase Plan for Independent Insurance Agencies (2010) (incorporated by reference herein to Exhibit 10.1 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2010, File No. 001-33067).
10.27+	Selective Insurance Group, Inc. Stock Option Plan for Directors (incorporated by reference herein to Exhibit B of the Company’s Definitive Proxy Statement for its 2000 Annual Meeting of Stockholders filed March 31, 2000, File No. 000-08641).
10.28+	Amendment to the Selective Insurance Group, Inc. Stock Option Plan for Directors, as amended, effective as of July 26, 2006, (incorporated by reference herein to Exhibit 10.3 of the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2006, File No. 000-08641).
10.29+	Selective Insurance Group, Inc. Stock Compensation Plan for Nonemployee Directors, (incorporated by reference herein to Exhibit A of the Company’s Definitive Proxy Statement for its 2000 Annual Meeting of Stockholders filed March 31, 2000, File No. 000-08641).
10.30+	Amendment to Selective Insurance Group, Inc. Stock Compensation Plan for Nonemployee Directors, as amended (incorporated by reference herein to Exhibit 10.22a of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, File No. 001-33067).

144

Exhibit
Number
10.31+	Employment Agreement between Selective Insurance Company of America and Gregory E. Murphy, dated as of December 23, 2008 (incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed December 30, 2008, File No. 001-33067).
10.32+	Employment Agreement between Selective Insurance Company of America and Dale A. Thatcher, dated as of December 23, 2008 (incorporated by reference herein to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed December 30, 2008, File No. 001-33067).

10.33+	Employment Agreement between Selective Insurance Company of America and Michael H. Lanza, dated as of December 23, 2008 (incorporated by reference herein to Exhibit 10.23e of the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, File No. 001-33067).
10.34+	Employment Agreement between Selective Insurance Company of America and John J. Marchioni, dated as of September 10, 2013 (incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed September 11, 2013, File No. 001-33067).
10.35*	Credit Agreement among Selective Insurance Group, Inc., the Lenders Named Therein and Wells Fargo Bank, National Association, as Administrative Agent, dated as of December 1, 2015.
10.36	Form of Indemnification Agreement between Selective Insurance Group, Inc. and each of its directors and executive officers, as adopted on May 19, 2005 (incorporated by reference herein to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed May 20, 2005, File No. 000-08641).
10.37+	Selective Insurance Group, Inc. Non-Employee Directors’ Deferred Compensation Plan (incorporated by reference herein to Exhibit 10.27 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009, File No. 001-33067).
10.38+	Amendment No. 1 to the Selective Insurance Group, Inc. Non-Employee Directors’ Deferred Compensation Plan (incorporated by reference herein to Exhibit 10.27a of the Company’s Annual Report on Form 10-K for the year ended December 31, 2010, File No. 001-33067).

145

Exhibit
Number
*21	Subsidiaries of Selective Insurance Group, Inc.
*23.1	Consent of KPMG LLP.
*24.1	Power of Attorney of Paul D. Bauer.
*24.2	Power of Attorney of A. David Brown.
*24.3	Power of Attorney of John C. Burville.
*24.4	Power of Attorney of Robert Kelly Doherty.
*24.5	Power of Attorney of Michael J. Morrissey.
*24.6	Power of Attorney of Cynthia S. Nicholson.
*24.7	Power of Attorney of Ronald L. O'Kelley.
*24.8	Power of Attorney of William M. Rue.
*24.9	Power of Attorney of John S. Scheid.
*24.10	Power of Attorney of J. Brian Thebault.
*24.11	Power of Attorney of Philip H. Urban.
*31.1	Certification of Chief Executive Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
*31.2	Certification of Chief Financial Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
**32.1	Certification of Chief Executive Officer in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
**32.2	Certification of Chief Financial Officer in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
*99.1	Glossary of Terms.

** 101.INS	XBRL Instance Document.
** 101.SCH	XBRL Taxonomy Extension Schema Document.
** 101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
** 101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
** 101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
** 101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.

* Filed herewith.

** Furnished and not filed herewith.

+ Management compensation plan or arrangement.

146

EX-10.35

Exhibit 10.35

CREDIT AGREEMENT

among

SELECTIVE INSURANCE GROUP, INC.,

as Borrower,

THE LENDERS NAMED HEREIN

and

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Administrative Agent

$30,000,000 Revolving Credit Facility

WELLS FARGO SECURITIES, LLC

Sole Lead Arranger and Sole Lead Bookrunner

Dated as of December 1, 2015

TABLE OF CONTENTS

Page

ARTICLE I

DEFINITIONS

Section 1.1	Defined Terms.................................................................................................	1
Section 1.2	Accounting Terms...........................................................................................	20
Section 1.3	Other Terms; Construction..............................................................................	20
Section 1.4	Times of Day...................................................................................................	20

ARTICLE II

AMOUNT AND TERMS OF THE LOANS

Section 2.1	Commitment...................................................................................................	20
Section 2.2	Borrowings.....................................................................................................	21
Section 2.3	Disbursements; Funding Reliance; Domicile of Loans..................................	22
Section 2.4	Evidence of Debt; Notes.................................................................................	23
Section 2.5	Termination of Commitment...........................................................................	23
Section 2.6	Mandatory Payments and Prepayments..........................................................	24
Section 2.7	Voluntary Prepayments...................................................................................	24
Section 2.8	Interest............................................................................................................	25
Section 2.9	Fees.................................................................................................................	26
Section 2.10	Interest Periods...............................................................................................	27
Section 2.11	Conversions and Continuations......................................................................	28
Section 2.12	Method of Payments; Computations...............................................................	28
Section 2.13	Recovery of Payments....................................................................................	30
Section 2.14	Use of Proceeds..............................................................................................	31
Section 2.15	Pro Rata Treatment.........................................................................................	31
Section 2.16	Increased Costs; Change in Circumstances; Illegality; etc.............................	32
Section 2.17	Taxes...............................................................................................................	34
Section 2.18	Compensation.................................................................................................	38
Section 2.19	Replacement of Lenders; Mitigation of Costs................................................	39
Section 2.20	Increase in Commitments................................................................................	40
Section 2.21	Defaulting Lenders..........................................................................................	41

ARTICLE III

CONDITIONS TO EFFECTIVENESS; CONDITIONS OF BORROWING

Section 3.1	Conditions to Effectiveness.............................................................................	43
Section 3.2	Conditions of All Borrowings.........................................................................	46

i

TABLE OF CONTENTS

(continued)

ARTICLE IV

REPRESENTATIONS AND WARRANTIES

Section 4.1	Corporate Organization and Power.................................................................	46
Section 4.2	Authorization; Enforceability..........................................................................	46
Section 4.3	No Violation....................................................................................................	47
Section 4.4	Governmental and Third-Party Authorization; Permits..................................	47
Section 4.5	Litigation.........................................................................................................	47
Section 4.6	Taxes................................................................................................................	48
Section 4.7	Subsidiaries.....................................................................................................	48
Section 4.8	Full Disclosure................................................................................................	48
Section 4.9	Margin Regulations.........................................................................................	48
Section 4.10	No Material Adverse Change..........................................................................	48
Section 4.11	Financial Matters.............................................................................................	48
Section 4.12	Ownership of Properties..................................................................................	50
Section 4.13	ERISA.............................................................................................................	50
Section 4.14	Environmental Matters....................................................................................	50
Section 4.15	Compliance With Laws...................................................................................	51
Section 4.16	Investment Company Act................................................................................	52
Section 4.17	Insurance.........................................................................................................	52
Section 4.18	Material Contracts...........................................................................................	52
Section 4.19	Reinsurance Agreements.................................................................................	52
Section 4.20	Anti-Corruption Laws and Sanctions..............................................................	52

ARTICLE V

AFFIRMATIVE COVENANTS

Section 5.1	Financial Statements.......................................................................................	53
Section 5.2	Statutory Financial Statements........................................................................	54
Section 5.3	Other Business and Financial Information......................................................	54
Section 5.4	Existence; Franchises; Maintenance of Properties..........................................	56
Section 5.5	Compliance with Laws....................................................................................	57
Section 5.6	Payment of Obligations...................................................................................	57
Section 5.7	Insurance.........................................................................................................	57
Section 5.8	Maintenance of Books and Records; Inspection.............................................	57
Section 5.9	Permitted Acquisitions....................................................................................	58
Section 5.10	Internal Control Event.....................................................................................	58
Section 5.11	Further Assurances..........................................................................................	58
Section 5.12	Compliance with Anti-Corruption Laws and Sanctions.................................	58

ii

TABLE OF CONTENTS

(continued)

ARTICLE VI

FINANCIAL COVENANTS

Section 6.1	Minimum Consolidated Net Worth.................................................................	58
Section 6.2	Maximum Consolidated Debt to Total Capitalization.....................................	59
Section 6.3	Minimum Combined Statutory Surplus..........................................................	59

ARTICLE VII

NEGATIVE COVENANTS

Section 7.1	Merger; Consolidation; Dissolution................................................................	59
Section 7.2	Indebtedness....................................................................................................	59
Section 7.3	Liens................................................................................................................	60
Section 7.4	Disposition of Assets.......................................................................................	62
Section 7.5	Investments and Acquisitions..........................................................................	62
Section 7.6	Restricted Payments........................................................................................	63
Section 7.7	Transactions with Affiliates.............................................................................	64
Section 7.8	Lines of Business............................................................................................	64
Section 7.9	Certain Amendments.......................................................................................	64
Section 7.10	Limitation on Certain Restrictions..................................................................	64
Section 7.11	Fiscal Year.......................................................................................................	64
Section 7.12	Accounting Changes.......................................................................................	64
Section 7.13	Ratings.............................................................................................................	64

ARTICLE VIII

EVENTS OF DEFAULT

Section 8.1	Events of Default............................................................................................	65
Section 8.2	Remedies: Termination of Commitment, Acceleration, etc...........................	67
Section 8.3	Remedies: Set-Off..........................................................................................	67

ARTICLE IX

THE ADMINISTRATIVE AGENT

Section 9.1	Appointment and Authority.............................................................................	68
Section 9.2	Rights as a Lender...........................................................................................	68
Section 9.3	Exculpatory Provisions...................................................................................	68

iii

TABLE OF CONTENTS

(continued)

Section 9.4	Reliance by Administrative Agent..................................................................	69
Section 9.5	Delegation of Duties.......................................................................................	70
Section 9.6	Resignation of Administrative Agent..............................................................	70
Section 9.7	Non-Reliance on Administrative Agent and Other Lenders...........................	71
Section 9.8	No Other Duties, etc.......................................................................................	71
Section 9.9	Administrative Agent May File Proofs of Claim............................................	71

ARTICLE X

MISCELLANEOUS

Section 10.1	Expenses; Indemnity; Damage Waiver...........................................................	72
Section 10.2	Governing Law; Submission to Jurisdiction; Waiver of Venue; Service of Process	73
Section 10.3	Waiver of Jury Trial........................................................................................	74
Section 10.4	Notices; Effectiveness; Electronic Communication.......................................	74
Section 10.5	Amendments, Waivers, etc.............................................................................	75
Section 10.6	Successors and Assigns..................................................................................	77
Section 10.7	No Waiver.......................................................................................................	80
Section 10.8	Survival...........................................................................................................	81
Section 10.9	Severability.....................................................................................................	81
Section 10.10	Construction...................................................................................................	81
Section 10.11	Confidentiality................................................................................................	81
Section 10.12	Counterparts; Integration; Effectiveness........................................................	82
Section 10.13	No Fiduciary Relationship Established By Credit Documents.......................	82
Section 10.14	Disclosure of Information...............................................................................	83
Section 10.15	USA Patriot Act Notice...................................................................................	83
Section 10.16	Termination of Existing Senior Credit Facility...............................................	83

iv

TABLE OF CONTENTS

(continued)

EXHIBITS

Exhibit A Form of Note

Exhibit B-1 Form of Notice of Borrowing

Exhibit B-2 Form of Notice of Conversion/Continuation

Exhibit C Form of Compliance Certificate

Exhibit D Form of Assignment and Assumption

Exhibit E Form of Lender Joinder Agreement

Exhibit F-1 Form of U.S. Tax Certificate (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes)

Exhibit F-2 Form of U.S. Tax Certificate (For Foreign Lenders That Are Partnerships For U.S. Federal Income Tax Purposes)

Exhibit F-3 Form of U.S. Tax Certificate (For Non−U.S. Participants That Are Not Partnerships For U.S. Federal Income Tax Purposes)

Exhibit F-4 Form of U.S. Tax Certificate (For Non−U.S. Participants That Are Partnerships For U.S. Federal Income Tax Purposes)

SCHEDULES

Schedule 1.1 Commitments and Notice Addresses

Schedule 4.7 Subsidiaries

Schedule 4.14(a) Environmental Matters

Schedule 4.14(b) Underground Storage Tanks

Schedule 4.18 Material Contracts

Schedule 7.2 Indebtedness

Schedule 7.3 Liens

Schedule 7.7 Transactions with Affiliates

v

CREDIT AGREEMENT

THIS CREDIT AGREEMENT, dated as of the 1st day of December, 2015 (this “Agreement”), is made between SELECTIVE INSURANCE GROUP, INC., a New Jersey corporation with its principal offices in Branchville, New Jersey (the “Borrower”), the Lenders (as hereinafter defined), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent for the Lenders.

RECITALS

A.    The Borrower has requested that the Lenders make available to the Borrower a revolving credit facility in the aggregate principal amount of $30,000,000. The Borrower will use the proceeds of this facility as provided in Section 2.14.

B.    The Lenders are willing to make available to the Borrower the credit facility described herein subject to and on the terms and conditions set forth in this Agreement.

AGREEMENT

NOW, THEREFORE, in consideration of the mutual provisions, covenants and agreements herein contained, the parties hereto hereby agree as follows:

ARTICLE I

DEFINITIONS

Section 1.1Defined Terms. For purposes of this Agreement, in addition to the terms defined elsewhere herein, the following terms have the meanings set forth below (such meanings to be equally applicable to the singular and plural forms thereof):

“Account Designation Letter” means a letter from the Borrower to the Administrative Agent, duly completed and signed by an Authorized Officer and in form and substance reasonably satisfactory to the Administrative Agent, listing any one or more accounts to which the Borrower may from time to time request the Administrative Agent to forward the proceeds of any Loans made hereunder.

“Acquisition” means any transaction or series of related transactions, consummated on or after the date hereof, by which the Borrower directly, or indirectly through one or more Subsidiaries, (i) acquires any going business, or all or substantially all of the assets, of any Person (other than a Subsidiary), whether through purchase of assets, merger or otherwise, or (ii) acquires Capital Stock of any Person (other than a Subsidiary) having at least a majority of combined voting power of the then outstanding Capital Stock of such Person.

“Additional Lender” has the meaning given to such term in Section 2.20(a).

“Adjusted Base Rate” means, at any time with respect to any Base Rate Loan, a rate per annum equal to the Base Rate as in effect at such time plus the Applicable Percentage for Base Rate Loans as in effect at such time.

“Adjusted LIBOR Rate” means, at any time with respect to any LIBOR Loan, a rate per annum equal to the LIBOR Rate as in effect at such time plus the Applicable Percentage for LIBOR Loans as in effect at such time.

“Administrative Agent” means Wells Fargo, in its capacity as administrative agent appointed under Section 9.1.

“Administrative Questionnaire” means an Administrative Questionnaire in the form provided by the Administrative Agent.

“Affiliate” means, as to any Person, each other Person that directly, or indirectly through one or more intermediaries, owns or controls, is controlled by or under common control with, such Person or is a director or officer of such Person. For purposes of this definition, with respect to any Person “control” means (i) the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of such Person, whether through the ownership of voting securities, by contract or otherwise, or (ii) the beneficial ownership of Capital Stock of such Person having 10% or more of the combined voting power of the then outstanding Capital Stock of such Person ordinarily (and apart from rights accruing under special circumstances) having the right to vote in the election of directors or other governing body of such Person.

“Agreement” has the meaning given to such term in the introductory paragraph hereof.

“Annual Statement” means, with respect to any Insurance Subsidiary for any fiscal year, the annual financial statements of such Insurance Subsidiary as required to be filed with the Insurance Regulatory Authority of its jurisdiction of domicile and in accordance with the laws of such jurisdiction, together with all exhibits, schedules, certificates and actuarial opinions required to be filed or delivered therewith.

“Anti-Corruption Laws” means all laws, rules, and regulations of any jurisdiction applicable to the Borrower or its Subsidiaries from time to time concerning or relating to bribery or corruption, including, without limitation, the United States Foreign Corrupt Practices Act of 1977, as amended, and the rules and regulations thereunder.

“Applicable Percentage” means, for any day, with respect to (i) the Commitment Fee, (ii) the applicable margin to be added to the LIBOR Rate for purposes of determining the Adjusted LIBOR Rate, and (iii) the applicable margin to be added to the Base Rate for purposes of determining the Adjusted Base Rate, the applicable rate per annum set forth in the Pricing Grid below under the caption “Commitment Fee,” “Applicable LIBOR Margin” and “Applicable Base Rate Margin,” respectively, in each case as determined based on the actual rating of the Borrower’s senior unsecured, non-credit enhanced long-term debt by Standard & Poor’s and Fitch in effect on the date of determination (the “Debt Rating”):

2    

Level	Debt Rating (the lower of S&P/Fitch)	Commitment Fee	Applicable LIBOR Margin	Applicable Base Rate Margin
I	≥ A-	15.0 bps	125.0 bps	25.0 bps
II	≥ BBB+	17.5 bps	137.5 bps	37.5 bps
III	≥ BBB	22.5 bps	150.0 bps	50.0 bps
IV	≥ BBB-	25.0 bps	162.5 bps	62.5 bps
V	≤ BB+	30.0 bps	187.5 bps	87.5 bps

(a)If the Debt Ratings established by Standard & Poor’s and Fitch shall fall within different Levels, the Applicable Percentage shall be based on the Debt Rating listed on the lower of the two Levels (Level V being the lowest Level), provided the Debt Ratings are not two or more Levels apart. If the Debt Ratings are two or more Levels apart, the Applicable Percentage shall be based on the Debt Rating that is one Level above the lowest of the Levels.

(b)If neither Standard & Poor’s or Fitch publishes a Debt Rating, or during the existence of an Event of Default, the Applicable Percentage shall be Level V.

(c)Any change in the applicable Level shall become effective on and as of the date of any public announcement of any Debt Rating that indicates a different Level.

(d)If only one of Standard & Poor’s or Fitch shall have a Debt Rating in effect, the Applicable Percentage shall be determined by reference to the available Debt Rating.

“Approved Fund” means any Fund that is administered or managed by (i) a Lender, (ii) an Affiliate of a Lender, or (iii) a Person (or an Affiliate of a Person) that administers or manages a Lender.

“Arranger” means Wells Fargo Securities, LLC.

“Assignment and Assumption” means an Assignment and Assumption entered into by a Lender and an Eligible Assignee (with the consent of any party whose consent is required by Section 10.6(b)), and accepted by the Administrative Agent, in substantially the form of Exhibit D or any other form approved by the Administrative Agent.

“Authorized Officer” means, with respect to any action specified herein, any officer of the Borrower, as the case may be, duly authorized by resolution of the board of directors of the Borrower to take such action on its behalf, and whose signature and incumbency shall have been certified to the Administrative Agent by the corporate secretary or assistant corporate secretary of the Borrower.

“Bankruptcy Code” means 11 U.S.C. §§ 101 etseq.

“Base Rate” means the highest of (i) the per annum interest rate publicly announced from time to time by the Administrative Agent at its headquarters, to be its prime commercial lending rate (which may not necessarily be its best lending rate), as adjusted to conform to changes as of the opening of business on the date of any such change in such prime rate, (ii) the Federal Funds

3    

Rate plus 0.50% per annum, as adjusted to conform to changes as of the opening of business on the date of any such change in the Federal Funds Rate, and (iii) the LIBOR Rate with an Interest Period duration of one (1) month (with a floor of 0%) plus 1.00%, as adjusted to conform to changes as of the opening of business on the date of any such change in such LIBOR Rate.

“Base Rate Loan” means, at any time, any Loan that bears interest at such time at the Adjusted Base Rate.

“Borrower” has the meaning given to such term in the introductory paragraph hereof.

“Borrower Margin Stock” means shares of capital stock of the Borrower that are held by the Borrower or any of its Subsidiaries and that constitute Margin Stock.

“Borrowing” means the incurrence by the Borrower (including as a result of conversions and continuations of outstanding Loans pursuant to Section 2.11) on a single date of a Loan of a single Type and, in the case of LIBOR Loans, as to which a single Interest Period is in effect.

“Borrowing Date” has the meaning given to such term in Section 2.2(b).

“Business Day” means (i) any day other than a Saturday or Sunday, a legal holiday or a day on which commercial banks in Charlotte, North Carolina are required by law to be closed and (ii) in respect of any determination relevant to a LIBOR Loan, any such day that is also a day on which tradings are conducted in the London interbank Eurodollar market.

“Capital Lease” means, with respect to any Person, any lease of property (whether real, personal or mixed) by such Person as lessee that is or is required to be, in accordance with GAAP, recorded as a capital lease on such Person’s balance sheet.

“Capital Lease Obligations” means, with respect to any Person, the obligations of such Person to pay rent or other amounts under any Capital Lease, and the amount of such obligations shall be the capitalized amount thereof determined in accordance with GAAP.

“Capital Stock” means (i) with respect to any Person that is a corporation, any and all shares, interests or equivalents in capital stock (whether voting or nonvoting, and whether common or preferred) of such corporation, and (ii) with respect to any Person that is not a corporation, any and all partnership, membership, limited liability company or other equity interests of such Person; and in each case, any and all warrants, rights or options to purchase any of the foregoing.

“Cash Equivalents” means (i) securities issued or unconditionally guaranteed by the United States of America or any agency or instrumentality thereof, backed by the full faith and credit of the United States of America and maturing within 360 days from the date of acquisition, (ii) commercial paper issued by any Person organized under the laws of the United States of America, maturing within 180 days from the date of acquisition and having a rating of at least A-1 or the equivalent thereof by Standard & Poor’s or at least P-1 or the equivalent thereof by Moody’s, (iii) time deposits and certificates of deposit maturing within 180 days from the date of issuance and issued by a bank or trust company organized under the laws of the United States of America or any

4    

state thereof that has combined capital and surplus of at least $500,000,000 and that has (or is a subsidiary of a bank holding company that has) a long-term unsecured debt rating of at least A or the equivalent thereof by Standard & Poor’s or at least A2 or the equivalent thereof by Moody’s, (iv) repurchase obligations with a term not exceeding seven (7) days with respect to underlying securities of the types described in clause (i) above entered into with any bank or trust company meeting the qualifications specified in clause (iii) above, and (v) money market funds at least 95% of the assets of which are continuously invested in securities of the type described in clause (i) above.

“Change in Law” means the occurrence, after the date of this Agreement, of any of the following: (i) the adoption or taking effect of any law, rule, regulation or treaty, (ii) any change in any law, rule, regulation or treaty or in the administration, interpretation, implementation or application thereof by any Governmental Authority or (iii) the making or issuance of any request, rule, guideline or directive (whether or not having the force of law) by any Governmental Authority; provided that notwithstanding anything herein to the contrary, (x) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be a “Change in Law,” regardless of the date enacted, adopted or issued.

“Closing Date” means the date upon which each of the conditions set forth in Sections 3.1 and 3.2 shall have been satisfied or waived in accordance with the terms of this Agreement.

“Combined Statutory Surplus” means, as of any date of determination, the aggregate (without duplication) of all Statutory Surplus of the Insurance Subsidiaries as of such date.

“Commitment” means, with respect to any Lender at any time, the commitment of such Lender to make Loans in an aggregate principal amount at any time outstanding up to the amount set forth opposite such Lender’s name on Schedule 1.1 under the caption “Commitment” or, if such Lender has entered into one or more Assignment and Assumptions, the amount set forth for such Lender at such time in the Register maintained by the Administrative Agent pursuant to Section 10.6(c) as such Lender’s “Commitment,” in either case, as such amount may be reduced at or prior to such time pursuant to the terms hereof.

“Commitment Fee” has the meaning given to such term in Section 2.9(b).

“Commitment Increase” has the meaning given to such term in Section 2.20(a).

“Commitment Increase Date” has the meaning given to such term in Section 2.20(c).

“Commitment Letter” means the letter from the Administrative Agent to the Borrower, dated November 10, 2015, relating to the terms and conditions of this Agreement.

5    

“Compliance Certificate” means a fully completed and duly executed certificate in substantially the form of Exhibit C, together with a Covenant Compliance Worksheet.

“Connection Income Taxes” means Other Connection Taxes that are imposed on or measured by net income (however denominated) or that are franchise Taxes or branch profits Taxes.

“Consolidated Indebtedness” means, as of the last day of any fiscal quarter, the aggregate (without duplication) of all Indebtedness (whether or not reflected on the Borrower’s or any Subsidiary’s balance sheet) of the Borrower and its Subsidiaries as of such date, determined on a consolidated basis in accordance with GAAP; provided, however, that, for purposes of calculating the financial covenants set forth in Article VI, Consolidated Indebtedness shall exclude (i) reimbursement obligations in respect of any letters of credit issued for the benefit of any Insurance Subsidiary or the Borrower in the ordinary course of its business, but only in each case to the extent such letters of credit (A) are not drawn upon and (B) are collateralized by cash or Cash Equivalents, (ii) surplus notes or intercompany loans issued for the benefit of any Insurance Subsidiary or the Borrower in the ordinary course of its business, and (iii) the obligations of the Borrower or any of its Subsidiaries under any Hybrid Equity Securities to the extent that the total book value of such Hybrid Equity Securities does not exceed 15% of Consolidated Total Capital. Notwithstanding the foregoing, FHLB Indebtedness shall be included in Consolidated Indebtedness.

“Consolidated Net Income” means, for any period, net income (or loss) for the Borrower and its Subsidiaries for such period and as reflected on the consolidated financial statements of the Borrower and its Subsidiaries, determined on a consolidated basis in accordance with GAAP.

“Consolidated Net Worth” means, as of any date of determination, the consolidated shareholders’ equity of the Borrower and its Subsidiaries determined in accordance with GAAP and as reflected on the consolidated financial statements of the Borrower and its Subsidiaries, excluding any Disqualified Capital Stock (except to the extent deducted in determining such consolidated shareholders’ equity).

“Consolidated Total Capital” means, as of any date of determination, the sum of (i) Consolidated Net Worth as of such date, (ii) Consolidated Indebtedness (but excluding any Hybrid Equity Securities) as of such date and (iii) the obligations of the Borrower and its Subsidiaries under any Hybrid Equity Securities as of such date.

“Contingent Obligation” means, with respect to any Person, any direct or indirect liability of such Person with respect to any Indebtedness, liability or other obligation (the “primary obligation”) of another Person (the “primary obligor”), whether or not contingent, (i) to purchase, repurchase or otherwise acquire such primary obligation or any property constituting direct or indirect security therefor, (ii) to advance or provide funds (A) for the payment or discharge of any such primary obligation or (B) to maintain working capital or equity capital of the primary obligor or otherwise to maintain the net worth or solvency or any balance sheet item, level of income or financial condition of the primary obligor, (iii) to purchase property, securities or services primarily for the purpose of assuring the owner of any such primary obligation of the ability of the primary obligor in respect thereof to make payment of such primary obligation or (iv) otherwise to assure or hold harmless the owner of any such primary obligation against loss or failure or inability to

6    

perform in respect thereof; provided, however, that, with respect to the Borrower and its Subsidiaries, the term Contingent Obligation shall not include (i) endorsements for collection or deposit in the ordinary course of business and (ii) undrawn capital commitments with respect to the Borrower’s or any of its Subsidiaries’ limited partnership interest in funds organized primarily for the purpose of making equity or debt investments in one or more portfolio companies.

“Covenant Compliance Worksheet” means a fully completed worksheet substantially in the form of Attachment A to Exhibit C.

“Credit Documents” means this Agreement, the Notes, the Fee Letter, any Hedge Agreement to which the Borrower and any Lender are parties, and all other agreements, instruments, documents and certificates now or hereafter executed and delivered to the Administrative Agent or any Lender by or on behalf of the Borrower or any of its Subsidiaries with respect to this Agreement and the transactions contemplated hereby.

“Debt Rating” has the meaning given to such term in the defined term “Applicable Percentage.”

“Debtor Relief Laws” means the Bankruptcy Code, and all other liquidation, conservatorship, bankruptcy, assignment for the benefit of creditors, moratorium, rearrangement, receivership, insolvency, reorganization, or similar debtor relief laws of the United States or other applicable jurisdictions from time to time in effect.

“Default” means any event or condition that, with the passage of time or giving of notice, or both, would constitute an Event of Default.

“Defaulting Lender” means any Lender that (i) has failed to (x) fund all or any portion of its Loans within two (2) Business Days of the date such Loans were required to be funded hereunder unless such Lender notifies the Administrative Agent and the Borrower in writing that such failure is the result of such Lender’s determination that one or more conditions precedent to funding (each of which conditions precedent, together with any applicable default, shall be specifically identified in such writing) has not been satisfied, or (y) pay to the Administrative Agent or any other Lender any other amount required to be paid by it hereunder within two (2) Business Days of the date when due, (ii) has notified the Borrower and the Administrative Agent in writing that it does not intend to comply with its funding obligations hereunder, or has made a public statement to that effect (unless such writing or public statement relates to such Lender’s obligation to fund a Loan hereunder and states that such position is based on such Lender’s determination that a condition precedent to funding (which condition precedent, together with any applicable default, shall be specifically identified in such writing or public statement) cannot be satisfied), (iii) has failed, within three (3) Business Days after written request by the Administrative Agent or the Borrower, to confirm in writing to the Administrative Agent and the Borrower that it will comply with its prospective funding obligations hereunder (provided that such Lender shall cease to be a Defaulting Lender pursuant to this clause (iii) upon receipt of such written confirmation by the Administrative Agent and the Borrower), or (iv) has, or has a direct or indirect parent company that has, (x) become the subject of a proceeding under any Debtor Relief Law, or (y) had appointed for it a receiver, custodian, conservator, trustee, administrator, assignee for the benefit of creditors or similar Person charged

7    

with reorganization or liquidation of its business or assets, including the Federal Deposit Insurance Corporation or any other state or federal regulatory authority acting in such a capacity; provided that a Lender shall not be a Defaulting Lender solely by virtue of the ownership or acquisition of any equity interest in that Lender or any direct or indirect parent company thereof by a Governmental Authority so long as such ownership interest does not result in or provide such Lender with immunity from the jurisdiction of courts within the United States or from the enforcement of judgments or writs of attachment on its assets or permit such Lender (or such Governmental Authority) to reject, repudiate, disavow or disaffirm any contracts or agreements made with such Lender. Any determination by the Administrative Agent that a Lender is a Defaulting Lender under any one or more of clauses (i) through (iv) above shall be conclusive and binding absent manifest error, and such Lender shall be deemed to be a Defaulting Lender (subject to Section 2.20(b)) upon delivery of written notice of such determination to the Borrower and each Lender.

“Disqualified Capital Stock” means, with respect to any Person, any Capital Stock of such Person that, by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable), or upon the happening of any event or otherwise, (i) matures or is mandatorily redeemable or subject to any mandatory repurchase requirement, pursuant to a sinking fund obligation or otherwise, (ii) is redeemable or subject to any mandatory repurchase requirement at the sole option of the holder thereof, or (iii) is convertible into or exchangeable for (whether at the option of the issuer or the holder thereof) (A) debt securities or (B) any Capital Stock referred to in (i) or (ii) above, in each case under (i), (ii) or (iii) above at any time on or prior to the Maturity Date; provided, however, that only the portion of Capital Stock that so matures or is mandatorily redeemable, is so redeemable at the option of the holder thereof, or is so convertible or exchangeable on or prior to such date shall be deemed to be Disqualified Capital Stock.

“Dollars” or “$” means dollars of the United States of America.

“Eligible Assignee” means any Person that meets the requirements to be an assignee under Sections 10.6(b)(v) and (vi) (subject to such consents, if any, as may be required under Section 10.6(b)(iii)).

“Environmental Claims” means any and all administrative, regulatory or judicial actions, suits, demands, demand letters, claims, liens, accusations, allegations, notices of noncompliance or violation, investigations (other than internal reports prepared by any Person in the ordinary course of its business and not in response to any third party action or request of any kind) or proceedings relating in any way to any actual or alleged violation of or liability under any Environmental Law or relating to any permit issued, or any approval given, under any such Environmental Law (collectively, “Claims”), including, without limitation, (i) any and all Claims by Governmental Authorities for enforcement, cleanup, removal, response, remedial or other actions or damages pursuant to any applicable Environmental Law and (ii) any and all Claims by any third party seeking damages, contribution, indemnification, cost recovery, compensation or injunctive relief resulting from Hazardous Substances or arising from alleged injury or threat of injury to human health or the environment.

“Environmental Laws” means any and all federal, state and local laws, statutes, ordinances, rules, regulations, permits, licenses, approvals, rules of common law and orders of courts or

8    

Governmental Authorities, relating to the protection of human health or occupational safety or the environment, including, without limitation, requirements pertaining to the manufacture, processing, distribution, use, treatment, storage, disposal, transportation, handling, reporting, licensing, permitting, investigation or remediation of Hazardous Substances.

“ERISA” means the Employee Retirement Income Security Act of 1974 and all rules and regulations promulgated thereunder.

“ERISA Affiliate” means any Person (including any trade or business, whether or not incorporated) that is deemed to be under “common control” with, or a member of the same “controlled group” as, the Borrower or any of its Subsidiaries, within the meaning of Sections 414(b), (c), (m) or (o) of the Internal Revenue Code or Section 4001 of ERISA.

“ERISA Event” means any of the following with respect to a Plan or Multiemployer Plan, as applicable: (i) a Reportable Event, (ii) a complete or partial withdrawal by the Borrower or any ERISA Affiliate from a Multiemployer Plan that results in liability to the Borrower or any ERISA Affiliate under Section 4201 or 4204 of ERISA, or the receipt by the Borrower or any ERISA Affiliate of notice from a Multiemployer Plan that it is in reorganization or insolvency pursuant to Section 4241 or 4245 of ERISA or that it intends to terminate or has terminated under Section 4041A of ERISA, (iii) the distribution by the Borrower or any ERISA Affiliate under Section 4041 of ERISA of a notice of intent to terminate any Plan or the taking of any action to terminate any Plan, (iv) the commencement of proceedings by the PBGC under Section 4042 of ERISA for the termination of, or the appointment of a trustee to administer, any Plan, or the receipt by the Borrower or any ERISA Affiliate of a notice from any Multiemployer Plan that such action has been taken by the PBGC with respect to such Multiemployer Plan, (v) the institution of a proceeding by any fiduciary of any Multiemployer Plan against the Borrower or any ERISA Affiliate to enforce Section 515 of ERISA, which is not dismissed within thirty (30) days, (vi) the imposition upon the Borrower or any ERISA Affiliate of any liability under Title IV of ERISA, other than for PBGC premiums due but not delinquent under Section 4007 of ERISA, or the imposition or threatened imposition of any Lien upon any assets of the Borrower or any ERISA Affiliate as a result of any alleged failure to comply with the Internal Revenue Code or ERISA in respect of any Plan, (vii) the failure of any Plan to satisfy the minimum funding standard of Section 302 of ERISA and Section 412 of the Internal Revenue Code, whether or not waived, or (viii) with respect to plan years beginning on or after the PPA 2006 Effective Date, the adoption by the Borrower or any ERISA Affiliate of an amendment to a Plan which may not take effect due to the application of Section 436(c)(1) of the Internal Revenue Code or Section 206(g)(2)(A) of ERISA, or the payment by the Borrower or any Subsidiary of a contribution in order to satisfy the requirements of Section 436(c)(2) of the Internal Revenue Code with respect to a Plan.

“Event of Default” has the meaning given to such term in Section 8.1.

“Exchange Act” means the Securities Exchange Act of 1934 and all rules and regulations promulgated thereunder.

“Excluded Taxes” means any of the following Taxes imposed on or with respect to, or required to be withheld from a payment to, the Administrative Agent, any Lender or any other

9    

recipient of any payment to be made by or on account of any obligation of the Borrower hereunder, (i) Taxes imposed on or measured by such recipient’s overall net income or net profits (however denominated), branch profits Taxes, and franchise Taxes imposed on such recipient (in lieu of net income or net profits Taxes), by the jurisdiction (or any political subdivision thereof) under the laws of which such recipient is organized, in which its principal office is located, in the case of a Lender, in which its applicable Lending Office is located, or that are Other Connection Taxes, (ii) in the case of a Lender, any withholding Tax or backup withholding Tax that is imposed on amounts payable to such Lender pursuant to a law in effect at the time such Lender becomes a party hereto or designates a new Lending Office (other than pursuant to a request by the Borrower pursuant to Section 2.19(a), except to the extent that such Lender (or its assignor, if any) was entitled, at the time of designation of a new Lending Office (or assignment), to receive additional amounts from the Borrower with respect to such withholding tax pursuant to Section 2.17(a), (iii) Taxes attributable to such recipient’s failure or inability (other than as a result of a Change in Law) to comply with Sections 2.17(g) or 2.17(h), and (iv) any U.S. federal withholding Taxes imposed pursuant to FATCA.

“Existing Senior Credit Facility” has the meaning given to such term in Section 3.1(g).

“FATCA” means Sections 1471 through 1474 of the Internal Revenue Code, as of the date of this Agreement (or any amended or successor version that is substantively comparable and not materially more onerous to comply with), any current or future regulations or official interpretations thereof and any agreements entered into pursuant to Section 1471(b)(1) of the Internal Revenue Code.

“Federal Funds Rate” means, for any period, a fluctuating per annum interest rate (rounded upwards, if necessary, to the nearest 1/100 of one percentage point) equal for each day during such period to the weighted average of the rates on overnight federal funds transactions with members of the Federal Reserve System arranged by federal funds brokers, as published for such day (or, if such day is not a Business Day, for the next preceding Business Day) by the Federal Reserve Bank of New York, or if such rate is not so published for any day that is a Business Day, the average of the quotations for such day on such transactions received by the Administrative Agent from three federal funds brokers of recognized standing selected by the Administrative Agent.

“Federal Reserve Board” means the Board of Governors of the Federal Reserve System and any successor thereto.

“Fee Letter” means the letter from the Administrative Agent and the Arranger to the Borrower, dated November 10, 2015, relating to certain fees payable by the Borrower in respect of the transactions contemplated by this Agreement.

“FHLB Indebtedness” has the meaning given to such term in Section 7.2(ix).

“FHLB Subsidiary” has the meaning given to such term in Section 7.2(ix).

“Financial Officer” means, with respect to the Borrower, the chief financial officer, vice president - finance, principal accounting officer or treasurer of the Borrower.

10    

“Financial Strength Rating” means the rating that has been most recently announced by A.M. Best & Company as the “financial strength rating” for any Insurance Subsidiary of the Borrower.

“Fitch” means Fitch Rating Services, Inc.

“Foreign Lender” means, with respect to the Borrower, any Lender that is organized, or lending through a branch that is organized, under the laws of a jurisdiction other than that in which the Borrower is resident for tax purposes. For purposes of this definition, the United States, each State thereof and the District of Columbia shall be deemed to constitute a single jurisdiction.

“Fund” means any Person (other than a natural person) that is (or will be) engaged in making, purchasing, holding or otherwise investing in commercial loans and similar extensions of credit in the ordinary course of its business.

“GAAP” means generally accepted accounting principles, as set forth in the statements, opinions and pronouncements of the Accounting Principles Board, the American Institute of Certified Public Accountants and the Financial Accounting Standards Board, consistently applied and maintained, as in effect from time to time (subject to the provisions of Section 1.2).

“Governmental Authority” means any nation or government, any state or other political subdivision thereof and any central bank thereof, any municipal, local, city or county government, and any entity exercising executive, legislative, judicial, regulatory or administrative functions of or pertaining to government, and any corporation or other entity owned or controlled, through stock or capital ownership or otherwise, by any of the foregoing.

“Hazardous Substances” means any substances or materials (i) that are defined as hazardous wastes, hazardous substances, pollutants, contaminants or toxic substances under any Environmental Law, (ii) that are defined by any Environmental Law as toxic, explosive, corrosive, ignitable, infectious, radioactive, mutagenic or otherwise hazardous, (iii) the presence of which require investigation or response under any Environmental Law, (iv) that constitute a nuisance, trespass or health or safety hazard to Persons or neighboring properties, (v) that consist of underground or above ground storage tanks, whether empty, filled or partially filled with any substance, or (vi) that contain, without limitation, asbestos, polychlorinated biphenyls, urea formaldehyde foam insulation, petroleum hydrocarbons, petroleum derived substances or wastes, crude oil, nuclear fuel, natural gas or synthetic gas.

“Hedge Agreement” means any interest or foreign currency rate swap, cap, collar, option, hedge, forward rate or other similar agreement or arrangement designed to protect against fluctuations in interest rates or currency exchange rates.

“Historical Statutory Statements” has the meaning given to such term in Section 4.11(c).

“Hybrid Equity Securities” means any hybrid preferred securities consisting of trust preferred securities, deferrable interest subordinated debt securities, mandatory convertible debt or other hybrid securities that are shown on the consolidated financial statements of the Borrower as

11    

liabilities and that (i) by its terms (or by the terms of any security into which it is convertible for or which it is exchangeable) or upon the happening of any event or otherwise, does not mature or is not mandatorily redeemable or is not subject to any mandatory repurchase requirement, at any time on or prior to the date which is one year after the Maturity Date and (ii) in the event either Standard & Poor’s or Moody’s or both evaluates any such securities, such securities are treated as equity by Standard & Poor’s, Moody’s, or both, as the case may be; provided, however, that if Standard & Poor’s and Moody’s equity treatment of such securities are different, then such securities shall be deemed to be Hybrid Equity Securities only to the extent and in an amount equal to the product of (y) the total book value of such securities and (z) the lesser of (A) the equity treatment (in terms of percentage) granted to such securities by Standard & Poor’s and (B) the equity treatment (in terms of percentage) granted to such securities by Moody’s.

“Increasing Lender” has the meaning given to such term in Section 2.20(a).

“Indebtedness” means, with respect to any Person (without duplication), (i) all indebtedness and obligations of such Person for borrowed money or in respect of loans or advances of any kind, (ii) all obligations of such Person evidenced by notes, bonds, debentures or similar instruments, (iii) all reimbursement obligations of such Person with respect to surety bonds, letters of credit and bankers’ acceptances (in each case, whether or not drawn or matured and in the stated amount thereof), (iv) all obligations of such Person to pay the deferred purchase price of property or services (other than such Person’s obligations with respect to undrawn capital commitments with respect to Borrower’s or any of its Subsidiaries’ limited partnership interest funds organized primarily for the purpose of making equity or debt investments in one or more portfolio companies), (v) all indebtedness created or arising under any conditional sale or other title retention agreement with respect to property acquired by such Person, (vi) all Capital Lease Obligations of such Person, (vii) all Disqualified Capital Stock issued by such Person, with the amount of Indebtedness represented by such Disqualified Capital Stock being equal to the greater of its voluntary or involuntary liquidation preference and its maximum fixed repurchase price, but excluding accrued dividends, if any (for purposes hereof, the “maximum fixed repurchase price” of any Disqualified Capital Stock that does not have a fixed repurchase price shall be calculated in accordance with the terms of such Disqualified Capital Stock as if such Disqualified Capital Stock were purchased on any date on which Indebtedness shall be required to be determined pursuant to this Agreement, and if such price is based upon, or measured by, the fair market value of such Disqualified Capital Stock, such fair market value shall be determined reasonably and in good faith by the board of directors or other governing body of the issuer of such Disqualified Capital Stock), (viii) the net termination obligations of such Person under any Hedge Agreements, calculated as of any date as if such agreement or arrangement were terminated as of such date, (ix) all Contingent Obligations of such Person and (x) all indebtedness referred to in clauses (i) through (ix) above secured by any Lien on any property or asset owned or held by such Person regardless of whether the indebtedness secured thereby shall have been assumed by such Person or is nonrecourse to the credit of such Person.

“Indemnified Taxes” means (i) Taxes other than Excluded Taxes, imposed on or with respect to any payment made by or on account of any obligation of the Borrower under this Agreement or any other Credit Document and (ii) to the extent not otherwise described in (i), Other Taxes.

12    

“Indemnitee” has the meaning given to such term in Section 10.1(b).

“Insurance Regulatory Authority” means, with respect to any Insurance Subsidiary, the insurance department or similar Governmental Authority charged with regulating insurance companies or insurance holding companies, in its jurisdiction of domicile and, to the extent that it has regulatory authority over such Insurance Subsidiary, in each other jurisdiction in which such Insurance Subsidiary conducts business or is licensed to conduct business.

“Insurance Subsidiary” means any direct or indirect Subsidiary of the Borrower the ability of which to pay dividends is regulated by an Insurance Regulatory Authority or that is otherwise required to be regulated thereby in accordance with the applicable Requirements of Law of its jurisdiction of domicile, and shall mean and include, without limitation, Selective Insurance Company of America, Selective Way Insurance Company, Selective Auto Insurance Company of New Jersey, Selective Insurance Company of South Carolina, Selective Insurance Company of the Southeast, Selective Insurance Company of New York, Selective Insurance Company of New England, Mesa Underwriters Specialty Insurance Company, Selective Casualty Insurance Company and Selective Fire and Casualty Insurance Company.

“Interest Period” has the meaning given to such term in Section 2.10.

“Internal Control Event” means a “material weakness” (as defined in Statement on Auditing Standards No. 60) in, or fraud that involves management or other employees who have a significant role in, the Borrower’s internal controls over financial reporting, in each case as described in Section 404 of the Sarbanes-Oxley Act of 2002 and all rules and regulations promulgated thereunder and the accounting and auditing principles, rules, standards and practices promulgated or approved with respect thereto.

“Internal Revenue Code” means the Internal Revenue Code of 1986 and all rules and regulations promulgated thereunder.

“Investment Policy” means the Investment Policy of the Insurance Subsidiaries as of the date hereof, together with such changes therein or additions thereto as are made by the Insurance Subsidiaries in good faith.

“IRS” means the United States Internal Revenue Service.

“Lender” means each Person signatory hereto as a “Lender” and each other Person that becomes a “Lender” hereunder pursuant to Section 10.6, and their respective successors and assigns.

“Lender Joinder Agreement” means a joinder agreement in the form of Exhibit E.

“Lending Office” means, with respect to any Lender, the office of such Lender designated as such in such Lender’s Administrative Questionnaire or in connection with an Assignment and Assumption, or such other office as may be otherwise designated in writing from time to time by such Lender to the Borrower and the Administrative Agent. A Lender may designate separate Lending Offices as provided in the foregoing sentence for the purposes of making or maintaining

13    

different Types of Loans, and, with respect to LIBOR Loans, such office may be a domestic or foreign branch or Affiliate of such Lender.

“LIBOR Loan” means, at any time, any Loan that bears interest at such time at the Adjusted LIBOR Rate.

“LIBOR Rate” means, with respect to each LIBOR Loan comprising part of the same Borrowing for any Interest Period, an interest rate per annum obtained by dividing (i) (y) the rate of interest appearing on Reuters Screen LIBOR01 Page (or any successor page) (with a floor of 0%) or (z) if no such rate is available, the rate of interest determined by the Administrative Agent to be the rate or the arithmetic mean of rates (rounded upward, if necessary, to the nearest 1/16 of one percentage point) at which Dollar deposits in immediately available funds are offered to first-tier banks in the London interbank Eurodollar market, in each case under (y) and (z) above at approximately 11:00 a.m., London time two (2) Business Days prior to the first day of such Interest Period for a period substantially equal to such Interest Period and in an amount substantially equal to the amount of the LIBOR Loan comprising part of such Borrowing, by (ii) the amount equal to 1.00 minus the Reserve Requirement (expressed as a decimal) for such Interest Period.

“Licenses” means any and all licenses (including provisional licenses), certificates of need, accreditations, permits, franchises, rights to conduct business, approvals (by a Governmental Authority or otherwise), consents, qualifications, operating authority and any other authorizations.

“Lien” means any mortgage, pledge, hypothecation, assignment, security interest, lien (statutory or otherwise), preference, priority, charge or other encumbrance of any nature, whether voluntary or involuntary, including, without limitation, the interest of any vendor or lessor under any conditional sale agreement, title retention agreement, Capital Lease or any other lease or arrangement having substantially the same effect as any of the foregoing.

“Loans” has the meaning given to such term in Section 2.1.

“Margin Stock” has the meaning given to such term in Regulation U.

“Material Adverse Change” means a material adverse change in the financial condition, operations, business, properties or assets of, as the case may be, the Borrower and its Subsidiaries, taken as a whole.

“Material Adverse Effect” means a material adverse effect upon (i) the financial condition, operations, business, properties or assets of the Borrower and its Subsidiaries, taken as a whole, (ii) the ability of the Borrower or any Subsidiary to perform its obligations in any material respect under this Agreement or any of the other Credit Documents to which it is a party or (iii) the legality, validity or enforceability of this Agreement or any of the other Credit Documents or the rights and remedies of the Administrative Agent and the Lenders hereunder and thereunder.

“Material Contract” has the meaning given to such term in Section 4.18.

14    

“Material Insurance Subsidiary” means (i) any Insurance Subsidiary rated by A.M. Best & Company as of the Closing Date and (ii) any other Insurance Subsidiary that comprises more than ten percent (10%) of Combined Statutory Surplus.

“Maturity Date” means December 1, 2020.

“Moody’s” means Moody’s Investors Service Inc.

“Multiemployer Plan” means any “multiemployer plan” within the meaning of Section 4001(a)(3) of ERISA to which the Borrower or any ERISA Affiliate makes, is making or is obligated to make contributions or, at any time within the preceding six (6) years, has made or been obligated to make contributions.

“NAIC” means the National Association of Insurance Commissioners and any successor thereto.

“Notes” means, with respect to any Lender requesting the same, the promissory note of the Borrower in favor of such Lender evidencing the Loans made by such Lender pursuant to Section 2.1, in substantially the form of Exhibit A, together with any amendments, modifications and supplements thereto, substitutions therefor and restatements thereof.

“Notice of Borrowing” has the meaning given to such term in Section 2.2(b).

“Notice of Conversion/Continuation” has the meaning given to such term in Section 2.11(b).

“Obligations” means all principal of and interest (including, to the greatest extent permitted by law, post petition interest) on the Loans, and all fees, reasonable expenses, indemnities and other obligations owing, due or payable at any time by the Borrower to the Administrative Agent, any Lender or any other Person entitled thereto, under this Agreement or any of the other Credit Documents.

“OFAC” means the U.S. Department of the Treasury’s Office of Foreign Assets Control, and any successor thereto.

“Other Connection Taxes” means Taxes imposed as a result of a present or former connection between the recipient of a payment hereunder and the jurisdiction imposing such Tax (other than connections arising from such recipient having executed, delivered, become a party to, performed its obligations under, received payments under, received or perfected a security interest under, engaged in any other transaction pursuant to or enforced any Credit Document, or sold or assigned an interest in any Loan or Credit Document).

“Other Taxes” means all present or future stamp or documentary taxes or any other excise or property taxes, charges or similar levies arising from any payment made hereunder or under any other Credit Document or from the execution, delivery or enforcement of, or otherwise with respect to, this Agreement or any other Credit Document, except any such Taxes imposed by reason of a current or former connection between the Lender and the jurisdiction imposing such Tax and that

15    

are imposed with respect to an assignment (other than an assignment made pursuant to Section 2.19 hereof).

“Participant” has the meaning given to such term in Section 10.6(c).

“Participant Register” has the meaning given to such term in Section 10.6(c).

“PATRIOT Act” means the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (USA PATRIOT Act) of 2001 and all rules and regulations promulgated thereunder.

“Payment Office” means the office of the Administrative Agent designated on Schedule 1.1 under the heading “Instructions for wire transfers to the Administrative Agent,” or such other office as the Administrative Agent may designate to the Lenders and the Borrower for such purpose from time to time.

“PBGC” means the Pension Benefit Guaranty Corporation established pursuant to Subtitle A of Title IV of ERISA and any successor thereto.

“Permitted Acquisition” means (i) any Acquisition with respect to which all of the following conditions are satisfied: (A) each business acquired shall be within the permitted lines of business described in Section 7.8, (B) in the case of an Acquisition involving the acquisition of control of Capital Stock of any Person, immediately after giving effect to such Acquisition such Person (or the surviving Person, if the acquisition is effected through a merger or consolidation) shall be the Borrower or a Subsidiary, and (C) all of the conditions and requirements of Section 5.9 applicable to such Acquisition are satisfied; or (ii) any other Acquisition to which the Required Lenders (or the Administrative Agent on their behalf) shall have given their prior written consent (which consent may be in their sole discretion but may not be unreasonably withheld or delayed and may be given subject to such additional terms and conditions as the Required Lenders shall establish) and with respect to which all of the conditions and requirements set forth in this definition and in Section 5.9, and in or pursuant to any such consent, have been satisfied or waived in writing by the Required Lenders.

“Permitted Liens” has the meaning given to such term in Section 7.3.

“Person” means any corporation, association, joint venture, partnership, limited liability company, organization, business, individual, trust, government or agency or political subdivision thereof or any other legal entity.

“Plan” means any “employee pension benefit plan” within the meaning of Section 3(2) of ERISA that is subject to the provisions of Title IV of ERISA (other than a Multiemployer Plan) and to which the Borrower or any ERISA Affiliate has any liability.

“PPA 2006 Effective Date” means, with respect to any Plan, except as hereinafter provided, the first day of the first plan year beginning on or after January 1, 2008. However, solely with respect to a Plan maintained pursuant to one or more collective bargaining agreements between

16    

employee representatives and one or more employers ratified before January 1, 2008, such term means the first day of the first plan year beginning on or after the earlier of (A) and (B), where (A) is the later of (x) the date on which the last collective bargaining agreement relating to the Plan terminates (determined without regard to any extension thereof agreed to after August 17, 2006), or (y) the first day of the first plan year beginning on or after January 1, 2008; and (B) is January 1, 2010.

“Quarterly Statement” means, with respect to any Insurance Subsidiary for any fiscal quarter, the quarterly financial statements of such Insurance Subsidiary as required to be filed with the Insurance Regulatory Authority of its jurisdiction of domicile, together with all exhibits, schedules, certificates and actuarial opinions required to be filed or delivered therewith.

“Ratable Share” of any amount means, at any time for each Lender, a percentage obtained by dividing such Lender’s Commitment at such time by the aggregate Commitments then in effect, provided that, if the Termination Date has occurred, the Ratable Share of each Lender shall be determined by dividing such Lender’s outstanding Loans by the aggregate of all outstanding Loans as of any date of determination.

“Register” has the meaning given to such term in Section 10.6(c).

“Regulations D, T, U and X” means Regulations D, T, U and X, respectively, of the Federal Reserve Board, and any successor regulations.

“Reinsurance Agreement” means any agreement, contract, treaty, certificate or other arrangement whereby any Insurance Subsidiary agrees to transfer, cede or retrocede to another insurer or reinsurer all or part of the liability assumed or assets held by such Insurance Subsidiary under a policy or policies of insurance issued by such Insurance Subsidiary or under a reinsurance agreement assumed by such Insurance Subsidiary.

“Related Parties” means, with respect to any Person, such Person’s Affiliates and the partners, directors, officers, employees, agents and advisors of such Person and of such Person’s Affiliates.

“Reportable Event” means (i) any “reportable event” within the meaning of Section 4043(c) of ERISA with respect to a Plan for which the 30-day notice under Section 4043(a) of ERISA has not been waived by the PBGC (including any failure to meet the minimum funding standard of, or timely make any required installment under, Section 412 of the Internal Revenue Code or Section 302 of ERISA), (ii) any “reportable event” subject to advance notice to the PBGC under Section 4043(b)(3) of ERISA with respect to which the 30-day advance notice has not been waived by the PBGC, (iii) any application for a funding waiver pursuant to Section 412 of the Internal Revenue Code, and (iv) a cessation of operations described in Section 4062(e) of ERISA with respect to a Plan.

“Required Lenders” means, (i) prior to the Termination Date, Lenders having Commitments representing more than 50% of the aggregate Commitments at such time, or (ii) on and after the Termination Date, the Lenders holding outstanding Loans representing more than 50% of the aggregate, at such time, of all outstanding Loans, provided that the Commitment of, and the portion

17    

of the outstanding Loans held or deemed held by, any Defaulting Lender shall be excluded for purposes of making a determination of Required Lenders.

“Requirements of Law” means, with respect to any Person, (i) the charter, articles or certificate of organization or incorporation and bylaws or other organizational documents of such Person, and (ii) (a) any statute, law, treaty, rule or regulation in each case applicable to or binding upon such Person or any of its property or to which such Person or any of its property is subject or otherwise pertaining to any or all of the transactions contemplated by this Agreement and the other Credit Documents, and (b) any order, decree, writ, injunction or determination of any arbitrator or court or other Governmental Authority which, by its terms, is expressly applicable to or binding upon such Person or any of its property, or otherwise pertaining to any or all of the transactions contemplated by this Agreement and the other Credit Documents.

“Reserve Requirement” means, with respect to any Interest Period, the reserve percentage (expressed as a decimal) in effect from time to time during such Interest Period, as provided by the Federal Reserve Board, applied for determining the maximum reserve requirements (including, without limitation, basic, supplemental, marginal and emergency reserves) applicable to Wells Fargo under Regulation D under the Exchange Act with respect to “Eurocurrency liabilities” within the meaning of Regulation D under the Exchange Act, or under any similar or successor regulation with respect to Eurocurrency liabilities or Eurocurrency funding.

“Responsible Officer” means, with respect to the Borrower, the president, the chief executive officer, the chief financial officer, any executive officer, or any other Financial Officer of the Borrower, and any other officer or similar official thereof responsible for the administration of the obligations of the Borrower in respect of this Agreement.

“Sanctions” means economic or financial sanctions or trade embargoes, in each case relating to terrorism and anti-money laundering, imposed, administered or enforced from time to time by the U.S. government (including those administered by OFAC), the United Nations Security Council, the European Union or Her Majesty’s Treasury.

“Sanctioned Country” means at any time, a country or territory which is itself the subject or target of any Sanctions.

“Sanctioned Person” means, at any time, (i) any Person listed in any Sanctions-related list of designated Persons maintained by OFAC, the U.S. Department of State, the United Nations Security Council, the European Union or Her Majesty’s Treasury, (ii) any Person operating, organized or resident in a Sanctioned Country or (iii) any Person owned or controlled by any such Person or Persons described in clauses (i) and (ii).

“SEC” means the United States Securities and Exchange Commission.

“Significant Subsidiary” means each of (i) the Insurance Subsidiaries and (ii) any other Subsidiary within the meaning in Regulation S-X under the Exchange Act with a net worth of $30,000,000 or greater.

18    

“Standard & Poor’s” or “S&P” means Standard & Poor’s Ratings Services, a division of McGraw-Hill Companies, Inc., its successors and assigns.

“Statutory Accounting Practices” or “SAP” means, with respect to any Insurance Subsidiary, the statutory accounting practices prescribed or permitted by the relevant Insurance Regulatory Authority of its state of domicile, consistently applied and maintained and in conformity with those used in the preparation of the most recent statutory financial statements described in Section 4.11(c) (except where changes are required by the relevant Insurance Regulatory Authority) and the Annual Statement.

“Statutory Surplus” means, with respect to any Insurance Subsidiary at any time, the total amount shown as “surplus as regards policyholders” on line 35, page 3, column 1 of the Annual Statement of such Insurance Subsidiary or, for any date other than a date as of which an Annual Statement of such Insurance Subsidiary is prepared, the amount of “surplus as regards policyholders” determined in a manner consistent with the preparation of its Annual Statement

“Subsidiary” means, with respect to any Person, any corporation or other Person of which more than fifty percent (50%) of the outstanding Capital Stock having ordinary voting power to elect a majority of the board of directors, board of managers or other governing body of such Person, is at the time, directly or indirectly, owned by such Person and one or more of its other Subsidiaries or a combination thereof (irrespective of whether, at the time, securities of any other class or classes of any such corporation or other Person shall or might have voting power by reason of the happening of any contingency). When used without reference to a parent entity, the term “Subsidiary” shall be deemed to refer to a Subsidiary of the Borrower.

“Taxes” means all present or future taxes, levies, imposts, duties, deductions, withholdings, assessments, fees or other charges imposed by any Governmental Authority, including any interest, additions to tax or penalties applicable thereto.

“Termination Date” means the Maturity Date or such earlier date of termination of the Commitment pursuant to Sections 2.5 or 8.2.

“Term Sheet” means the summary of terms and conditions attached to the Commitment Letter as Annex A.

“Type” has the meaning given to such term in Section 2.2(a).

“Unutilized Commitment” means, at any time for each Lender, such Lender’s Commitment less the sum of the outstanding principal amount of Loans made by such Lender.

“U.S. Person” means any Person that is a “United States Person” as defined in Section 7701(a)(30) of the Internal Revenue Code.

“U.S. Tax Compliance Certificate” has the meaning assigned to such term in Section 2.17(g)(i).

19    

“Wells Fargo” means, Wells Fargo Bank, National Association, and its successors and assigns.

“Wholly Owned” means, with respect to any Subsidiary of any Person, that 100% of the outstanding Capital Stock of such Subsidiary is owned, directly or indirectly, by such Person.

“Withholding Agent” means the Borrower and the Administrative Agent.

Section 1.2Accounting Terms. Except as specifically provided otherwise in this Agreement, all accounting terms used herein that are not specifically defined shall have the meanings customarily given them pursuant to, and all financial computations shall be made in accordance with, GAAP (or, to the extent that such terms apply solely to any Insurance Subsidiary or if otherwise expressly required, SAP) as in effect as of the date of this Agreement applied on a basis consistent with the application used in preparing the most recent financial statements of the Borrower and any such Insurance Subsidiary. Notwithstanding the foregoing, in the event that any changes in GAAP or SAP after the date hereof are required to be applied to the transactions described herein and would affect the computation of the financial covenants contained in Article VI (other than any change in GAAP in connection with Accounting Standards Update 2010-26 (Topic 944) which shall be followed immediately upon such change in GAAP), such changes shall be followed in the computation of such financial covenants only from and after the date this Agreement shall have been amended to take into account any such changes; provided the parties agree to negotiate in good faith to so amend this Agreement as soon as practicable after such a change.

Section 1.3Other Terms; Construction. The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include,” “includes” and “including” shall be deemed to be followed by the phrase “without limitation.” The word “will” shall be construed to have the same meaning and effect as the word “shall.” Unless the context requires otherwise (i) any definition of or reference to any agreement, instrument or other document herein shall be construed as referring to such agreement, instrument or other document as from time to time amended, supplemented or otherwise modified (subject to any restrictions on such amendments, supplements or modifications set forth herein), (ii) any reference herein to any Person shall be construed to include such Person’s successors and assigns, (iii) the words “herein,” “hereof” and “hereunder,” and words of similar import, shall be construed to refer to this Agreement in its entirety and not to any particular provision hereof, (iv) all references herein to Articles, Sections, Exhibits and Schedules shall be construed to refer to Articles and Sections of, and Exhibits and Schedules to, this Agreement, (v) any reference to any law or regulation herein shall, unless otherwise specified, refer to such law or regulation as amended, modified or supplemented from time to time, and (vi) the words “asset” and “property” shall be construed to have the same meaning and effect and to refer to any and all tangible and intangible assets and properties, including cash, securities, accounts and contract rights.

Section 1.4Times of Day. Unless otherwise specified, all references herein to times of day shall be references to Eastern time (daylight or standard, as applicable).

20    

ARTICLE II

AMOUNT AND TERMS OF THE LOANS

Section 2.1Commitment. Each Lender severally agrees, subject to and on the terms and conditions of this Agreement, to make loans (each, a “Loan,” and collectively, the “Loans”) to the Borrower, from time to time on any Business Day during the period from and including the Closing Date to but not including the Termination Date, in an aggregate principal amount at any time outstanding not greater than its Commitment at such time; provided that no Borrowing of Loans shall be made if, immediately after giving effect thereto, (i) the aggregate principal amount of all Loans made by any individual Lender that are outstanding at such time would exceed such Lender’s Commitment at such time, or (ii) the aggregate principal amount of all Loans made by all of the Lenders that are outstanding at such time would exceed the Lenders’ aggregate Commitment at such time. Subject to and on the terms and conditions of this Agreement, the Borrower may borrow, repay and reborrow Loans.

Section 2.2Borrowings.

(a)The Loans shall, at the option of the Borrower and subject to the terms and conditions of this Agreement, be either (i) Base Rate Loans or (ii) LIBOR Loans (each, a “Type” of Loan); provided that (i) all Loans comprising the same Borrowing shall, unless otherwise specifically provided herein, be of the same Type, and (ii) no Borrowing of LIBOR Loans may be made at any time prior to the third Business Day after the Closing Date.

(b)In order to make a Borrowing (other than Borrowings involving continuations or conversions of outstanding Loans, which shall be made pursuant to Section 2.11), unless such notice requirement is shortened by the Administrative Agent, the Borrower will give the Administrative Agent written notice not later than 12:00 p.m. three (3) Business Days prior to each Borrowing to be comprised of LIBOR Loans and not later than 12:00 p.m. on the same Business Day as each Borrowing to be comprised of Base Rate Loans. Each such notice (each, a “Notice of Borrowing”) shall be irrevocable, shall be given in the form of Exhibit B-1 and shall specify (1) the aggregate principal amount and initial Type of the Loans to be made pursuant to such Borrowing, (2) in the case of a Borrowing of LIBOR Loans, the initial Interest Period to be applicable thereto, and (3) the requested date of such Borrowing (the “Borrowing Date”), which shall be a Business Day. Notwithstanding anything to the contrary contained herein:

(i)the aggregate principal amount of each Borrowing comprised of Base Rate Loans shall not be less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof, and the aggregate principal amount of each Borrowing comprised of LIBOR Loans shall not be less than $1,000,000 or, if greater, an integral multiple of $500,000 in excess thereof (or, in each case if less than the minimum amount, in the amount of the aggregate Unutilized Commitments);

(ii)if the Borrower shall have failed to designate the Type of Loans comprising a Borrowing, then the Borrower shall be deemed to have requested a Borrowing comprised of Base Rate Loans; and

21    

(iii)if the Borrower shall have failed to select the duration of the Interest Period to be applicable to any Borrowing of LIBOR Loans, then the Borrower shall be deemed to have selected an Interest Period with a duration of one (1) month;

(c)Not later than 2:00 p.m. on the requested Borrowing Date, each applicable Lender will make available to the Administrative Agent at the Payment Office an amount, in Dollars and in immediately available funds, equal to the amount of the Loan or Loans to be made by such Lender. To the extent such Lenders have made such amounts available to the Administrative Agent as provided hereinabove, the Administrative Agent will make the aggregate of such amounts available to the Borrower in accordance with Section 2.3(a) and in like funds as received by the Administrative Agent.

Section 2.3Disbursements; Funding Reliance; Domicile of Loans.

(a)The Borrower hereby authorizes the Administrative Agent to disburse the proceeds of each Borrowing in accordance with the terms of any written instructions from any Authorized Officer of the Borrower; provided that the Administrative Agent shall not be obligated under any circumstances to forward amounts to any account not listed in an Account Designation Letter. The Borrower may at any time deliver to the Administrative Agent an Account Designation Letter listing any additional accounts or deleting any accounts listed in a previous Account Designation Letter.

(b)Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.2(c) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) in the case of a payment to be made by the Borrower, the Adjusted Base Rate. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.

(c)The obligations of the Lenders hereunder to make Loans and to make payments pursuant to Section 10.1(c) are several and not joint. The failure of any Lender to make any Loan or to make any such payment on any date shall not relieve any other Lender of its

22    

corresponding obligation, if any, hereunder to do so on such date, but no Lender shall be responsible for the failure of any other Lender to so make its Loan, purchase its participation or to make any such payment required hereunder.

(d)Each Lender may, at its option, make and maintain any Loan at, to or for the account of any of its Lending Offices; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan to or for the account of such Lender in accordance with the terms of this Agreement.

Section 2.4Evidence of Debt; Notes.

(a)Each Lender shall maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to the applicable Lending Office of such Lender resulting from each Loan made by such Lending Office of such Lender from time to time, including the amounts of principal and interest payable and paid to such Lending Office of such Lender from time to time under this Agreement.

(b)The Administrative Agent shall maintain the Register pursuant to Section 10.6(c), and a subaccount for each Lender, in which Register and subaccounts (taken together) shall be recorded (i) the amount of each such Loan, the Type of each such Loan and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder in respect of each such Loan and (iii) the amount of any sum received by the Administrative Agent hereunder from the Borrower in respect of each such Loan and each Lender’s share thereof.

(c)The entries made in the accounts, Register and subaccounts maintained pursuant to Section 2.4(b) (and, if consistent with the entries of the Administrative Agent, Section 2.4(a)) shall, to the extent permitted by applicable law, be prima facie evidence of the existence and amounts of the obligations of the Borrower therein recorded; provided, however, that the failure of any Lender or the Administrative Agent to maintain such account, such Register or such subaccount, as applicable, or any error therein, shall not affect the ultimate obligation of the Borrower to repay (with applicable interest) the Loans made to the Borrower in accordance with the terms of this Agreement.

(d)The Loans made by each Lender shall, if requested by the applicable Lender (which request shall be made to the Administrative Agent), be evidenced by a Note appropriately completed in the form of Exhibit A, executed by the Borrower and payable to the order of such Lender. Each Note shall be entitled to all of the benefits of this Agreement and the other Credit Documents and shall be subject to the provisions hereof and thereof.

Section 2.5Termination of Commitment.

(a)The Commitment shall be automatically and permanently terminated on the Termination Date, unless terminated earlier pursuant to any other provision of this Section 2.5 or Section 8.2.

23    

(b)At any time and from time to time after the date hereof, upon not less than five (5) Business Days’ prior written notice to the Administrative Agent, the Borrower may terminate in whole or reduce in part the aggregate Unutilized Commitments and the Commitment Fee will be reduced accordingly; provided that any such partial reduction shall be in an aggregate amount of not less than $1,000,000 or, if greater, an integral multiple of $1,000,000 in excess thereof. The amount of any termination or reduction made under this Section 2.5(b) may not thereafter be reinstated.

(c)Each reduction of the Commitments pursuant to this Section 2.5 shall be applied ratably among the Lenders according to their respective Commitments.

(d)All fees accrued in respect of the Unutilized Commitments until the effective date of any termination thereof shall be paid on the effective date of such termination.

Section 2.6Mandatory Payments and Prepayments.

(a)Except to the extent due or paid sooner pursuant to the provisions of this Agreement, the aggregate outstanding principal of the Loans shall be due and payable in full on the Maturity Date.

(b)In the event that, at any time, the aggregate principal amount of Loans outstanding at such time shall exceed the aggregate Commitments at such time (after giving effect to any concurrent termination or reduction thereof), the Borrower will immediately prepay, after having knowledge thereof, the outstanding principal amount of the Loans in the amount of such excess.

(c)Each payment or prepayment of a LIBOR Loan made pursuant to the provisions of this Section 2.6 on a day other than the last day of the Interest Period applicable thereto shall be made together with all amounts required under Section 2.18 to be paid as a consequence thereof.

Section 2.7Voluntary Prepayments.

(a)At any time and from time to time, the Borrower shall have the right to prepay the Loans, in whole or in part, without premium or penalty (except as provided in clause (iii) below), upon written notice given to the Administrative Agent not later than 12:00 p.m. three (3) Business Days prior to each intended prepayment of LIBOR Loans and one (1) Business Day prior to each intended prepayment of Base Rate Loans, unless such notice requirement is shortened by the Administrative Agent; provided that (i) each partial prepayment shall be in an aggregate principal amount of not less than $500,000 or, if greater, an integral multiple of $100,000 in excess thereof in the case of LIBOR Loans and an aggregate principal amount of not less than $500,000 or, if greater, an integral multiple of $100,000 in excess thereof in the case of Base Rate Loans, (ii) no partial prepayment of a LIBOR Loan made pursuant to any single Borrowing shall reduce the outstanding principal amount of the remaining LIBOR Loan under such Borrowing to less than $500,000 or to any greater amount not an integral multiple of $100,000 in excess thereof, and (iii) unless made together with all amounts required under

24    

Section 2.18 to be paid as a consequence of such prepayment, a prepayment of a LIBOR Loan may be made only on the last day of the Interest Period applicable thereto. Each such notice shall specify the proposed date of such prepayment and the aggregate principal amount and Type of the Loans to be prepaid (and, in the case of LIBOR Loans, the Interest Period of the Borrowing pursuant to which made), and shall be irrevocable and shall bind the Borrower to make such prepayment on the terms specified therein. Loans prepaid pursuant to this Section 2.7(a) may be reborrowed, subject to the terms and conditions of this Agreement. In the event the Administrative Agent receives a notice of prepayment under this Section 2.7(a), the Administrative Agent will give prompt notice thereof to the Lenders; provided that if such notice has also been furnished to the Lenders, the Administrative Agent shall have no obligation to notify the Lenders with respect thereto.

(b)Each prepayment of the Loans made pursuant to Section 2.7(a) shall be applied ratably among the Lenders holding the Loans being prepaid, in proportion to the principal amount held by each.

Section 2.8Interest.

(a)The Borrower will pay interest in respect of the unpaid principal amount of each Loan, from the date of Borrowing thereof until such principal amount shall be paid in full, (i) at the Adjusted Base Rate, as in effect from time to time during such periods as such Loan is a Base Rate Loan, and (ii) at the Adjusted LIBOR Rate, as in effect from time to time during such periods as such Loan is a LIBOR Loan.

(b)Upon the occurrence and during any Event of Default under Sections 8.1(a), 8.1(f) or 8.1(g) and (at the election of the Required Lenders) upon the occurrence and during the continuance of any other Event of Default, all outstanding principal amounts of the Loans and, to the greatest extent permitted by law, all interest accrued on the Loans and all other accrued and outstanding fees and other amounts hereunder, shall bear interest at a rate per annum equal to the interest rate applicable from time to time thereafter to such Loans (whether the Adjusted Base Rate or the Adjusted LIBOR Rate) plus 2% (or, in the case of interest, fees and other amounts for which no rate is provided hereunder, at the Adjusted Base Rate applicable to Loans plus 2%), and, in each case, such default interest shall be payable on demand. To the greatest extent permitted by law, interest shall continue to accrue after the filing by or against the Borrower of any petition seeking any relief in bankruptcy or under any law pertaining to insolvency or debtor relief.

(c)Accrued (and theretofore unpaid) interest shall be payable as follows:

(i)in respect of each Base Rate Loan (including any Base Rate Loan or portion thereof paid or prepaid pursuant to the provisions of Section 2.6, except as provided herein), in arrears on the last Business Day of each calendar quarter, beginning with the first such day to occur after the Closing Date; provided that in the event the Loans are repaid or prepaid in full and the aggregate Commitments have been terminated, then accrued interest in respect of all Base Rate Loans shall be payable together with such repayment or prepayment on the date thereof;

25    

(ii)in respect of each LIBOR Loan (including any LIBOR Loan or portion thereof paid or prepaid pursuant to the provisions of Section 2.6, except as provided herein), in arrears (y) on the last Business Day of the Interest Period applicable thereto (subject to Section 2.10(iv)) and (z) in addition, in the case of a LIBOR Loan with an Interest Period having a duration of six (6) months, on each date on which interest would have been payable under clause (y) above had successive Interest Periods of three (3) months’ duration been applicable to such LIBOR Loan; provided that in the event all of the LIBOR Loan made pursuant to a single Borrowing is repaid or prepaid in full, then accrued interest in respect of such LIBOR Loan shall be payable together with such repayment or prepayment on the date thereof; and

(iii)in respect of any Loan, at the Maturity Date (whether pursuant to acceleration or otherwise) and, after the Maturity Date, on demand.

(d)Nothing contained in this Agreement or in any other Credit Document shall be deemed to establish or require the payment of interest to any Lender at a rate in excess of the maximum rate permitted by applicable law. If the rate of interest payable for the account of any Lender on any interest payment date would exceed the maximum rate permitted by applicable law to be charged by such Lender, the rate of interest payable for its account on such interest payment date shall be automatically reduced to such maximum permissible rate. In the event of any such reduction affecting any Lender, if from time to time thereafter the rate of interest payable for the account of such Lender on any interest payment date would be less than the maximum rate permitted by applicable law to be charged by such Lender, then the rate of interest payable for its account on such subsequent interest payment date shall be automatically increased to a rate (not to exceed the maximum permissible rate) such that the amount of the rate increase is equivalent to the amount of the prior rate decrease; provided that (i) at no time shall the aggregate amount by which interest paid for the account of any Lender has been increased pursuant to this sentence exceed the aggregate amount by which interest paid for its account has theretofore been reduced pursuant to the previous sentence, and (ii) nothing herein shall be deemed to deprive the Borrower of the benefit of a reduction in the Applicable Percentage.

(e)The Administrative Agent shall promptly notify the Borrower and the Lenders upon determining the interest rate for each Borrowing of LIBOR Loans after its receipt of the relevant Notice of Borrowing or Notice of Conversion/Continuation, and upon each change in the Adjusted Base Rate; provided, however, that the failure of the Administrative Agent to provide the Borrower or the Lenders with any such notice shall neither affect any obligations of the Borrower or the Lenders hereunder nor result in any liability on the part of the Administrative Agent to the Borrower or any Lender. Each such determination (including each determination of the Reserve Requirement) shall, absent manifest error, be conclusive and binding on all parties hereto.

Section 2.9Fees. The Borrower agrees to pay:

(a)To the Arranger and Wells Fargo, for their own respective accounts, on the Closing Date, the fees required under the Fee Letter to be paid to them on the Closing Date, in the amounts due and payable on the Closing Date as required by the terms thereof;

26    

(b)To the Administrative Agent, for the account of each Lender, a commitment fee (a “Commitment Fee”), which shall accrue at a per annum rate equal to the Applicable Percentage in effect for such fee from time to time during each calendar quarter (or portion thereof) on such Lender’s Ratable Share of the average daily aggregate Unutilized Commitments during the period from and including the date hereof to, but excluding, the Termination Date. Accrued Commitment Fees shall be payable in arrears (i) on the last Business Day of each calendar quarter, beginning with the first such day to occur after the Closing Date and (ii) on the Termination Date, provided that a Defaulting Lender shall not be entitled to receive any Commitment Fee for any period during which such Lender is a Defaulting Lender (and the Borrower shall not be required to pay any such fee that otherwise would have been required to have been paid to that Defaulting Lender). All Commitment Fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day); and

(c)To the Administrative Agent, for its own account, the annual administrative fee described in the Fee Letter, on the terms, in the amount and at the times set forth therein.

Section 2.10Interest Periods. Concurrently with the giving of a Notice of Borrowing or Notice of Conversion/Continuation in respect of any Borrowing comprised of Base Rate Loans to be converted into, or LIBOR Loans to be continued as, LIBOR Loans, the Borrower shall have the right to elect, pursuant to such notice, the interest period (each, an “Interest Period”) to be applicable to such LIBOR Loans, which Interest Period shall, at the option of the Borrower be, in the case of a LIBOR Loan, a one, two, three or six-month period; provided, however, that:

(iv)all LIBOR Loans comprising a single Borrowing shall at all times have the same Interest Period;

(v)the initial Interest Period for any LIBOR Loan shall commence on the date of the Borrowing of such LIBOR Loan (including the date of any continuation of, or conversion into, such LIBOR Loan), and each successive Interest Period applicable to such LIBOR Loan shall commence on the day on which the next preceding Interest Period applicable thereto expires;

(vi)LIBOR Loans may not be outstanding under more than six (6) separate Interest Periods at any one time (for which purpose Interest Periods shall be deemed to be separate even if they are coterminous);

(vii)if any Interest Period otherwise would expire on a day that is not a Business Day, such Interest Period shall expire on the next succeeding Business Day unless such next succeeding Business Day falls in another calendar month, in which case such Interest Period shall expire on the next preceding Business Day;

(viii)the Borrower may not select any Interest Period that begins prior to the Closing Date or that expires after the Maturity Date;

27    

(ix)if any Interest Period begins on a day for which there is no numerically corresponding day in the calendar month during which such Interest Period would otherwise expire, such Interest Period shall expire on the last Business Day of such calendar month;

(x)if, upon the expiration of any Interest Period applicable to a Borrowing of LIBOR Loans, the Borrower shall have failed to elect a new Interest Period to be applicable to such LIBOR Loans, then the Borrower shall be deemed to have elected to convert such LIBOR Loans into Base Rate Loans as of the expiration of the then current Interest Period applicable thereto; and

(xi)the Borrower may not select any Interest Period (and consequently, no LIBOR Loans shall be made) if a Default or Event of Default shall have occurred and be continuing at the time of such Notice of Borrowing or Notice of Conversion/Continuation with respect to any Borrowing.

Section 2.11Conversions and Continuations.

(a)The Borrower shall have the right, on any Business Day occurring on or after the Closing Date, to elect (i) to convert all or a portion of the outstanding principal amount of any Base Rate Loans into LIBOR Loans, or to convert any LIBOR Loans the Interest Periods for which end on the same day into Base Rate Loans, or (ii) to continue all or a portion of the outstanding principal amount of any LIBOR Loans the Interest Periods for which end on the same day for an additional Interest Period; provided that (x) any such conversion of LIBOR Loans into Base Rate Loans shall involve an aggregate principal amount of not less than $500,000 or, if greater, an integral multiple of $100,000 in excess thereof; any such conversion of Base Rate Loans into, or continuation of, LIBOR Loans shall involve an aggregate principal amount of not less than $500,000 or, if greater, an integral multiple of $100,000 in excess thereof; and no partial conversion of LIBOR Loans made pursuant to a single Borrowing shall reduce the outstanding principal amount of such LIBOR Loans to less than $500,000 or to any greater amount not an integral multiple of $100,000 in excess thereof, (y) except as otherwise provided in Sections 2.16(e) and 2.16(f), LIBOR Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto (and, in any event, if a LIBOR Loan is converted into a Base Rate Loan on any day other than the last day of the Interest Period applicable thereto, the Borrower will pay, upon such conversion, all amounts required under Section 2.18 to be paid as a consequence thereof), and (z) no conversion of Base Rate Loans into LIBOR Loans or continuation of LIBOR Loans shall be permitted during the continuance of a Default or Event of Default.

(b)The Borrower shall make each such election by giving the Administrative Agent written notice not later than 12:00 p.m. three (3) Business Days prior to the intended effective date of any conversion of Base Rate Loans into, or continuation of, LIBOR Loans and one (1) Business Day prior to the intended effective date of any conversion of LIBOR Loans into Base Rate Loans, unless such notice requirement is shortened by the Administrative Agent. Each such notice (each, a “Notice of Conversion/Continuation”) shall be irrevocable, shall be given in the form of Exhibit B-2 and shall specify (x) the date of such conversion or continuation (which

28    

shall be a Business Day), (y) in the case of a conversion into, or a continuation of, LIBOR Loans, the Interest Period to be applicable thereto, and (z) the aggregate amount and Type of the Loans being converted or continued. In the event that the Borrower shall fail to deliver a Notice of Conversion/Continuation as provided herein with respect to any outstanding LIBOR Loans, such LIBOR Loans shall automatically be converted to Base Rate Loans upon the expiration of the then current Interest Period applicable thereto (unless repaid pursuant to the terms hereof). In the event the Borrower shall have failed to select in a Notice of Conversion/Continuation the duration of the Interest Period to be applicable to any conversion into, or continuation of, LIBOR Loans, then the Borrower shall be deemed to have selected an Interest Period with a duration of one (1) month.

Section 2.12Method of Payments; Computations.

(a)All payments by the Borrower hereunder shall be made without setoff, counterclaim or other defense, in Dollars and in immediately available funds to the Administrative Agent, for the account of the Lenders entitled to such payment (except as otherwise expressly provided herein as to payments required to be made directly to the Lenders) at the Payment Office prior to 12:00 noon on the date payment is due. Any payment made as required hereinabove, but after 12:00 noon shall be deemed to have been made on the next succeeding Business Day. If any payment falls due on a day that is not a Business Day, then such due date shall be extended to the next succeeding Business Day (except that in the case of LIBOR Loans to which the provisions of Section 2.10(iv) are applicable, such due date shall be the next preceding Business Day), and such extension of time shall then be included in the computation of payment of interest, fees or other applicable amounts.

(b)The Administrative Agent will distribute to the Lenders like amounts relating to payments made to the Administrative Agent for the account of the Lenders as follows: (i) if the payment is received by 12:00 noon in immediately available funds, the Administrative Agent will make available to each relevant Lender on the same date, by wire transfer of immediately available funds, such Lender’s Ratable Share of such payment, and (ii) if such payment is received after 12:00 noon or in other than immediately available funds, the Administrative Agent will make available to each such Lender its Ratable Share of such payment by wire transfer of immediately available funds on the next succeeding Business Day (or in the case of uncollected funds, as soon as practicable after collected). If the Administrative Agent shall not have made a required distribution to the appropriate Lenders as required hereinabove after receiving a payment for the account of such Lenders, the Administrative Agent will pay to each such Lender, on demand, its Ratable Share of such payment with interest thereon at the Federal Funds Rate for each day from the date such amount was required to be disbursed by the Administrative Agent until the date repaid to such Lender.

(c)Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders the amount due. In such event, if the

29    

Borrower has not in fact made such payment, then each of the Lenders severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation.

(d)All computations of interest and fees hereunder (including computations of the Reserve Requirement) shall be made on the basis of a year consisting of (i) in the case of interest on Base Rate Loans based on the prime commercial lending rate of the Administrative Agent, 365/366 days, as the case may be, or (ii) in all other instances, 360 days; and in each case under (i) and (ii) above, with regard to the actual number of days (including the first day, but excluding the last day) elapsed.

(e)Notwithstanding any other provision of this Agreement or any other Credit Document to the contrary, all amounts collected or received by the Administrative Agent or any Lender after acceleration of the Loans pursuant to Section 8.2 shall be applied by the Administrative Agent as follows:

(i)first, to the payment of all reasonable out-of-pocket costs and expenses (including, without limitation, reasonable attorneys’ and consultants’ fees irrespective of whether such fees are allowed as a claim after the occurrence of a Bankruptcy Event) of the Administrative Agent in connection with enforcing the rights of the Lenders under the Credit Documents;

(ii)second, to the payment of any fees owed to the Administrative Agent hereunder or under any other Credit Document;

(iii)third, to the payment of all reasonable and documented out-of-pocket costs and expenses (including, without limitation, reasonable attorneys’ and consultants’ fees irrespective of whether such fees are allowed as a claim after the occurrence of a Bankruptcy Event) of each of the Lenders in connection with enforcing its rights under the Credit Documents or otherwise with respect to the Obligations owing to such Lender;

(iv)fourth, to the payment of all of the Obligations consisting of accrued fees and interest (including, without limitation, fees incurred and interest accruing at the then applicable rate after the occurrence of a Bankruptcy Event irrespective of whether a claim for such fees incurred and interest accruing is allowed in such proceeding);

(v)fifth, to the payment of the outstanding principal amount of the Obligations;

(vi)sixth, to the payment of all other Obligations and other obligations that shall have become due and payable under the Credit Documents or otherwise and not repaid; and

30    

(vii)seventh, to the payment of the surplus (if any) to whomever may be lawfully entitled to receive such surplus.

In carrying out the foregoing, (y) amounts received shall be applied in the numerical order provided until exhausted prior to application to the next succeeding category, and (z) all amounts shall be apportioned ratably among the Lenders in proportion to the amounts of such principal, interest, fees or other Obligations owed to them respectively pursuant to clauses (iii) through (vii) above.

Section 2.13Recovery of Payments.

(a)The Borrower agrees that to the extent the Borrower makes a payment or payments to or for the account of the Administrative Agent or any Lender, which payment or payments or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside or required to be repaid to a trustee, receiver or any other party under any Debtor Relief Law, common law or equitable cause (whether as a result of any demand, settlement, litigation or otherwise), then, to the extent of such payment or repayment, the Obligation intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been received.

(b)If any amounts distributed by the Administrative Agent to any Lender are subsequently returned or repaid by the Administrative Agent to the Borrower, its representative or successor in interest, or any other Person, whether by court order, by settlement approved by such Lender, or pursuant to applicable Requirements of Law, such Lender will, promptly upon receipt of notice thereof from the Administrative Agent, pay the Administrative Agent such amount. If any such amounts are recovered by the Administrative Agent from the Borrower, its representative or successor in interest or such other Person, the Administrative Agent will redistribute such amounts to the Lenders on the same basis as such amounts were originally distributed.

Section 2.14Use of Proceeds.

(a)The proceeds of the Loans shall be used (i) to repay all obligations under the Existing Senior Credit Facility in full, if any, (ii) to pay or reimburse permitted fees and expenses in connection with the preparation, negotiation, execution and delivery of this Agreement and the other Credit Documents, and (iii) to provide for working capital and general corporate purposes and in accordance with the terms and provisions of this Agreement, including Permitted Acquisitions.

(b)The Borrower will not (i) request any Loan, (ii) use the proceeds of any Loan, or (iii) lend, contribute or otherwise make available such proceeds to any Subsidiary, or knowingly to any other Person, in the case of any of the foregoing (x) in furtherance of an offer, payment, promise to pay, or authorization of the payment or giving of money, or anything else of value, to any Person in violation of any Anti-Corruption Laws, (y) for the purpose of funding, financing or facilitating any activities, business or transaction of or with any Sanctioned Person, or in any

31    

Sanctioned Country, or (z) in any manner that would result in the violation of any Sanctions applicable to any party hereto.

Section 2.15Pro Rata Treatment.

(a)All fundings, continuations and conversions of Loans shall be made by the Lenders pro rata on the basis of their Ratable Share (in the case of the initial making of the Loans) or on the basis of their respective outstanding Loans (in the case of continuations and conversions of the Loans), as the case may be from time to time. All payments on account of principal of or interest on any Loans, fees or any other Obligations owing to or for the account of any one or more Lenders shall be apportioned ratably among such Lenders in proportion to the amounts of such principal, interest, fees or other Obligations owed to them respectively.

(b)If any Lender shall, by exercising any right of setoff or counterclaim or otherwise, obtain payment in respect of any principal of or interest on any of its Loans or other Obligations hereunder resulting in such Lender’s receiving payment of a proportion of the aggregate amount of its Loans and accrued interest thereon or other such Obligations greater than its pro rata share thereof as provided herein, then the Lender receiving such greater proportion shall (a) notify the Administrative Agent of such fact, and (b) purchase (for cash at face value) participations in the Loans and such other Obligations of the other Lenders, or make such other adjustments as shall be equitable, so that the benefit of all such payments shall be shared by the Lenders ratably in accordance with the aggregate amount of principal of and accrued interest on their respective Loans and other amounts owing them; provided that (i) if any such participations are purchased and all or any portion of the payment giving rise thereto is recovered, such participations shall be rescinded and the purchase price restored to the extent of such recovery, without interest, and (ii) the provisions of this Section 2.15(b) shall not be construed to apply to (x) any payment made by the Borrower pursuant to and in accordance with the express terms of this Agreement (including the application of funds arising from the existence of a Defaulting Lender) or (y) any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Loans to any assignee or Participant, other than to the Borrower or any Subsidiary thereof (as to which the provisions of this Section 2.15(b) shall apply). The Borrower consents to the foregoing and agrees, to the extent it may effectively do so under applicable law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against the Borrower rights of setoff and counterclaim with respect to such participation as fully as if such Lender were a direct creditor of the Borrower in the amount of such participation. If under any Debtor Relief Law, any Lender receives a secured claim in lieu of a setoff to which this Section 2.15(b) applies, such Lender shall, to the extent practicable, exercise its rights in respect of such secured claim in a manner consistent with the rights of the Lenders entitled under this Section 2.15(b) to share in the benefits of any recovery on such secured claim.

Section 2.16Increased Costs; Change in Circumstances; Illegality; etc.

(a)If any Change in Law shall:

(viii)impose, modify or deem applicable any reserve, special deposit, compulsory loan, insurance charge or similar requirement against assets of, deposits with

32    

or for the account of, or credit extended or participated in by, any Lender (except the Reserve Requirement reflected in the LIBOR Rate);

(ix)subject any Lender to any tax of any kind whatsoever with respect to this Agreement or any LIBOR Loan made by it, or change the basis of taxation of payments to such Lender in respect thereof (except for Indemnified Taxes, any Tax described in subsection (ii) through (iv) of the definition of Excluded Taxes and Connection Income Taxes); or

(x)impose on any Lender or the London interbank market any other condition, cost or expense affecting this Agreement or LIBOR Loans made by such Lender or participation therein;

and the result of any of the foregoing shall be to increase the cost to such Lender of making, converting to, continuing or maintaining any LIBOR Loan (or of maintaining its obligation to make any such Loan), or to reduce the amount of any sum received or receivable by such Lender hereunder (whether of principal, interest or any other amount) in an amount deemed by such Lender as material, then, upon request of such Lender, the Borrower will pay to such Lender such additional amount or amounts as will compensate such Lender for such additional costs incurred or reduction suffered.

(b)If any Lender determines that any Change in Law affecting such Lender or any Lending Office of such Lender or such Lender’s holding company, if any, regarding capital or liquidity requirements has or would have the effect of reducing the rate of return on such Lender’s capital or on the capital of such Lender’s holding company, if any, as a consequence of this Agreement, the Commitments of such Lender or the Loans made by such Lender, to a level below that which such Lender or such Lender’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s policies and the policies of such Lender’s holding company with respect to capital adequacy) by an amount deemed by such Lender to be material, then from time to time the Borrower will pay to such Lender such additional amount or amounts as will compensate such Lender or such Lender’s holding company for any such reduction suffered.

(c)A certificate of a Lender setting forth such Lender’s good faith determination in reasonable detail of the amount or amounts necessary to compensate such Lender or its holding company, as the case may be, as specified in Sections 2.16(a) or 2.16(b) and delivered to the Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender the amount shown as due on any such certificate within fifteen (15) days after receipt thereof.

(d)Failure or delay on the part of any Lender to demand compensation pursuant to the foregoing provisions of this Section 2.16 shall not constitute a waiver of such Lender’s right to demand such compensation; provided that the Borrower shall not be required to compensate a Lender pursuant to the foregoing provisions of this Section 2.16 for any increased costs incurred or reductions suffered more than six (6) months prior to the date that such Lender notifies the Borrower of the Change in Law giving rise to such increased costs or reductions and of such Lender’s intention to claim compensation therefor (except that, if the Change in Law giving rise

33    

to such increased costs or reductions is retroactive, then the six-month period referred to above shall be extended to include the period of retroactive effect thereof).

(e)If, on or prior to the first day of any Interest Period, (y) the Administrative Agent shall have determined that adequate and reasonable means do not exist for ascertaining the applicable LIBOR Rate for such Interest Period or (z) the Administrative Agent shall have received written notice from the Required Lenders of their determination that the rate of interest referred to in the definition of “LIBOR Rate” upon the basis of which the Adjusted LIBOR Rate for LIBOR Loans for such Interest Period is to be determined will not adequately and fairly reflect the cost to such Lenders of making or maintaining LIBOR Loans during such Interest Period, the Administrative Agent will forthwith so notify the Borrower and the Lenders. Upon such notice, (i) all then outstanding LIBOR Loans shall automatically, on the expiration date of the respective Interest Periods applicable thereto (unless then repaid in full), be converted into Base Rate Loans, (ii) the obligation of the Lenders to make, to convert Base Rate Loans into, or to continue, LIBOR Loans shall be suspended (including pursuant to the Borrowing to which such Interest Period applies), and (iii) any Notice of Borrowing or Notice of Conversion/Continuation given at any time thereafter with respect to LIBOR Loans shall be deemed to be a request for Base Rate Loans, in each case until the Administrative Agent or the Required Lenders, as the case may be, shall have determined that the circumstances giving rise to such suspension no longer exist (and the Required Lenders, if making such determination, shall have so notified the Administrative Agent), and the Administrative Agent shall have so notified the Borrower and the Lenders.

(f)Notwithstanding any other provision in this Agreement, if, at any time after the date hereof and from time to time, any Lender shall have determined in good faith that the introduction of or any change in any applicable law, rule or regulation or in the interpretation or administration thereof by any Governmental Authority charged with the interpretation or administration thereof, or compliance with any guideline or request from any such Governmental Authority (whether or not having the force of law), has or would have the effect of making it unlawful for such Lender to make or to continue to make or maintain LIBOR Loans, such Lender will forthwith so notify the Administrative Agent and the Borrower in writing. Upon such notice, (i) each of such Lender’s then outstanding LIBOR Loans shall automatically, on the expiration date of the respective Interest Period applicable thereto (or, to the extent any such LIBOR Loan may not lawfully be maintained as a LIBOR Loan until such expiration date, upon such notice) and to the extent not sooner prepaid, be converted into a Base Rate Loan, (ii) the obligation of such Lender to make, to convert Base Rate Loans into, or to continue, LIBOR Loans shall be suspended (including pursuant to any Borrowing for which the Administrative Agent has received a Notice of Borrowing but for which the Borrowing Date has not arrived), and (iii) any Notice of Borrowing or Notice of Conversion/Continuation given at any time thereafter with respect to LIBOR Loans shall, as to such Lender, be deemed to be a request for a Base Rate Loan, in each case until such Lender shall have determined that the circumstances giving rise to such suspension no longer exist and shall have so notified the Administrative Agent, and the Administrative Agent shall have so notified the Borrower.

Section 2.17Taxes.

34    

(a)Any and all payments by or on account of any obligation of the Borrower under any Credit Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable Withholding Agent) requires the deduction or withholding of any Tax from any such payment by a Withholding Agent, then the applicable Withholding Agent shall be entitled to make such deduction or withholding and shall timely pay the full amount deducted or withheld to the relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, then the sum payable by the Borrower shall be increased as necessary so that after such deduction or withholding has been made (including such deductions and withholdings applicable to additional sums payable under this Section 2.17(a)) the applicable recipient receives an amount equal to the sum it would have received had no such deduction or withholding been made.

(b)Without limiting the provisions of Section 2.17(a), the Borrower shall timely pay to the relevant Governmental Authority in accordance with applicable law any Other Taxes.

(c)The Borrower shall indemnify the Administrative Agent and each Lender, within ten (10) days after demand therefor, for the full amount of any Indemnified Taxes (including Indemnified Taxes imposed or asserted on or attributable to amounts payable under this Section 2.17(c)) payable or paid by such recipient or required to be withheld or deducted from a payment to such recipient and any reasonable out-of-pocket expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate setting forth such Lender’s good faith determination as to the amount of such payment or liability and reasonable detail regarding such amount delivered to the Borrower by a Lender (with a copy to the Administrative Agent), or by the Administrative Agent on its own behalf or on behalf of a Lender, shall be conclusive absent manifest error.

(d)Each Lender shall severally indemnify the Administrative Agent, within ten (10) days after demand therefor, for (i) any Indemnified Taxes attributable to such Lender (but only to the extent that the Borrower has not already indemnified the Administrative Agent for such Indemnified Taxes and without limiting the obligation of the Borrower to do so), (ii) any Taxes attributable to such Lender’s failure to comply with the provisions of Section 10.6(d) relating to the maintenance of a Participant Register and (iii) any Excluded Taxes attributable to such Lender, in each case, that are payable or paid by the Administrative Agent in connection with any Credit Document, and any reasonable expenses arising therefrom or with respect thereto, whether or not such Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to any Lender by the Administrative Agent shall be conclusive absent manifest error. Each Lender hereby authorizes the Administrative Agent to set off and apply any and all amounts at any time owing to such Lender under any Credit Document or otherwise payable by the Administrative Agent to the Lender from any other source against any amount due to the Administrative Agent under this Section 2.17(d).

35    

(e)The Administrative Agent and each Lender shall take all reasonable actions (consistent with its internal policy and legal and regulatory restrictions) requested by Borrower to assist Borrower, at the sole expense of Borrower, to recover from the relevant Governmental Authority any Indemnified Taxes in respect of which amounts were paid by Borrower pursuant to Sections 2.17(a), 2.17(b) or 2.17(c); provided, however, the Administrative Agent or any such Lender will not be required to take any action that would be materially disadvantageous to the Administrative Agent or such Lender, respectively. Notwithstanding the foregoing, this Section 2.17(e) shall not be construed to require the Administrative Agent or any Lender to make available its tax returns (or any other information relating to its taxes not expressly required to be provided hereunder that it reasonably deems confidential) to the Borrower or any other Person.

(f)As soon as practicable after any payment of Indemnified Taxes by the Borrower to a Governmental Authority, the Borrower shall deliver to the Administrative Agent the original or a certified copy of a receipt issued by such Governmental Authority evidencing such payment, a copy of the return reporting such payment, or other evidence of such payment in Borrower’s possession and reasonably satisfactory to the Administrative Agent.

(g)Any Lender that is entitled to an exemption from or reduction of withholding tax with respect to payments hereunder or under any other Credit Document shall deliver to the Borrower (with a copy to the Administrative Agent), at the time or times prescribed by applicable law or reasonably requested by the Borrower or the Administrative Agent, such properly completed and executed documentation reasonably requested by the Borrower or the Administrative Agent as will permit such payments to be made without withholding or at a reduced rate of withholding. In addition, any Lender, if requested by the Borrower or the Administrative Agent, shall deliver such other documentation prescribed by applicable law or reasonably requested by the Borrower or the Administrative Agent as will enable the Borrower or the Administrative Agent to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in the preceding sentences, the completion, execution and submission of such documentation (other than such documentation set forth in Sections 2.17(g)(i)(A), 2.17(g)(i)(B) and 2.17(g)(i)(D)) shall not be required if in the Lender’s reasonable judgment such completion, execution or submission would subject such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender.

(i)Without limiting the generality of the foregoing:

(A)any Lender that is a U.S. Person shall deliver to the Borrower and the Administrative Agent on or prior to the date on which such Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Administrative Agent), executed originals of IRS Form W-9 certifying that such Lender is exempt from U.S. federal backup withholding tax;

(B)any Foreign Lender shall, to the extent it is legally entitled to do so, deliver to the Borrower and the Administrative Agent (in such number of copies as shall be requested by the recipient) on or prior to the date on which such Foreign

36    

Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Administrative Agent), whichever of the following is applicable:

(1)in the case of a Foreign Lender claiming the benefits of an income tax treaty to which the United States is a party (x) with respect to payments of interest under any Credit Document, executed originals of IRS Form W-8BEN establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “interest” article of such tax treaty and (y) with respect to any other applicable payments under any Credit Document, executed originals of IRS Form W-8BEN establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “business profits” or “other income” article of such tax treaty;

(2)executed originals of IRS Form W-8ECI;

(3)in the case of a Foreign Lender claiming the benefits of the exemption for portfolio interest under Section 881(c) of the Internal Revenue Code, (x) a certificate substantially in the form of Exhibit F-1 to the effect that such Foreign Lender is not a “bank” within the meaning of Section 881(c)(3)(A) of the Internal Revenue Code, a “10 percent shareholder” of the Borrower within the meaning of Section 881(c)(3)(B) of the Internal Revenue Code, or a “controlled foreign corporation” described in Section 881(c)(3)(C) of the Internal Revenue Code (a “U.S. Tax Compliance Certificate”) and (y) executed originals of IRS Form W-8BEN; or

(4)to the extent a Foreign Lender is not the beneficial owner, executed originals of IRS Form W-8IMY, accompanied by IRS Form W‑8ECI, IRS Form W-8BEN, a U.S. Tax Compliance Certificate substantially in the form of Exhibit F-2 or Exhibit F-3, IRS Form W-9, and/or other certification documents from each beneficial owner, as applicable; provided that if the Foreign Lender is a partnership and one or more direct or indirect partners of such Foreign Lender are claiming the portfolio interest exemption, such Foreign Lender may provide a U.S. Tax Compliance Certificate substantially in the form of Exhibit F-4 on behalf of each such direct and indirect partner;

(C)any Foreign Lender shall, to the extent it is legally entitled to do so, deliver to the Borrower and the Administrative Agent (in such number of copies as shall be requested by the recipient) on or prior to the date on which such Foreign Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Administrative Agent), executed originals of any other form prescribed by applicable law as a basis for claiming exemption from or a reduction in U.S. federal withholding Tax, duly completed, together with such supplementary documentation as may be prescribed by applicable

37    

law to permit the Borrower or the Administrative Agent to determine the withholding or deduction required to be made; and

(D)if a payment made to a Lender under any Credit Document would be subject to U.S. federal withholding Tax imposed by FATCA if such Lender were to fail to comply with the applicable reporting requirements of FATCA (including those contained in Section 1471(b) or 1472(b) of the Internal Revenue Code, as applicable), such Lender shall deliver to the Borrower and the Administrative Agent at the time or times prescribed by law and at such time or times reasonably requested by the Borrower or the Administrative Agent such documentation prescribed by applicable law (including as prescribed by Section 1471(b)(3)(C)(i) of the Internal Revenue Code) and such additional documentation reasonably requested by the Borrower or the Administrative Agent as may be necessary for the Borrower and the Administrative Agent to comply with their obligations under FATCA and to determine that such Lender has complied with such Lender’s obligations under FATCA or to determine the amount to deduct and withhold from such payment. Solely for purposes of this Section 2.17(g)(i)(D), “FATCA” shall include any amendments made to FATCA after the date of this Agreement.

Each Lender agrees that if any form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, it shall update such form or certification or promptly notify the Borrower and the Administrative Agent in writing of its legal inability to do so.

(h)In addition, each Foreign Lender agrees that from time to time after the Closing Date (or in the case of a Foreign Lender that is an Eligible Assignee, after the date of assignment to such Foreign Lender), when a lapse of time (or change in circumstances) renders the prior forms hereunder obsolete or inaccurate in any material respect, such Foreign Lender shall, to the extent permitted under applicable law, deliver to Borrower and the Administrative Agent new, accurate and complete, originally executed copies of an Internal Revenue Service Form W-8BEN or W-8ECI (or any successor or other applicable forms prescribed by the Internal Revenue Service) or any other form prescribed by applicable law, and if applicable, a new withholding certificate, to confirm or establish the entitlement of such Foreign Lender or the Administrative Agent to an exemption from, or reduction in, United States withholding tax on payments to be made hereunder on any Loan.

(i)For any period of time during which a Foreign Lender has failed to provide the Borrower with an appropriate form pursuant to Sections 2.17(g) or 2.17(h) (unless such failure is due to a Change in Law), such Foreign Lender shall not be entitled to indemnification under Section 2.17(c) with respect to Taxes imposed by the United States.

(j)If the Administrative Agent or any Lender determines, in its sole discretion exercised in good faith, that it has received a refund of any Taxes as to which it has been indemnified by or on behalf of the Borrower or with respect to which the Borrower has paid, or caused to be paid, additional amounts pursuant to this Section 2.17, it shall promptly pay to the Borrower an amount equal to such refund (but only to the extent of indemnity payments made, or

38    

additional amounts paid, by or on behalf of the Borrower under this Section 2.17 with respect to the Taxes giving rise to such refund), net of all out-of-pocket expenses of the Administrative Agent or such Lender, as the case may be, and without interest (other than any interest paid by the relevant Governmental Authority with respect to such refund); provided that the Borrower, upon the request of the Administrative Agent or such Lender, agrees to repay the amount paid over to the Borrower (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) to the Administrative Agent or such Lender in the event the Administrative Agent or such Lender is required to repay such refund to such Governmental Authority. This Section 2.17(j) shall not be construed to require the Administrative Agent or any Lender to make available its tax returns (or any other information relating to its taxes not expressly required to be provided hereunder that it reasonably deems confidential) to the Borrower or any other Person.

Section 2.18Compensation. The Borrower will compensate each Lender upon written demand for all losses, reasonable expenses and liabilities (including, without limitation, any loss, reasonable expense or liability incurred by reason of the liquidation or reemployment of deposits or other funds required by such Lender to fund or maintain LIBOR Loans) that such Lender may incur or sustain (i) if for any reason the Borrower does not consummate (other than due to a default by such Lender) a Borrowing or continuation of, or conversion into, a LIBOR Loan on a date specified therefor in a Notice of Borrowing or Notice of Conversion/Continuation, (ii) if any repayment, prepayment or conversion of any LIBOR Loan occurs on a date other than the last day of an Interest Period applicable thereto (including as a consequence of any assignment made pursuant to Sections 2.19(a)(1) or 2.19(a)(2) or any acceleration of the maturity of the Loans pursuant to Section 8.2), (iii) if any prepayment of any LIBOR Loan is not made on any date specified in a notice of prepayment given by the Borrower or (iv) as a consequence of any other failure by the Borrower to make any payments with respect to any LIBOR Loan when due hereunder. Calculation of all amounts payable to a Lender under this Section 2.18 shall be made as though such Lender had actually funded its relevant LIBOR Loan through the purchase of a Eurodollar deposit bearing interest at the LIBOR Rate in an amount equal to the amount of such LIBOR Loan, having a maturity comparable to the relevant Interest Period; provided, however, that each Lender may fund its LIBOR Loans in any manner it sees fit and the foregoing assumption shall be utilized only for the calculation of amounts payable under this Section 2.18. A certificate made in good faith (which shall be in reasonable detail) showing the bases for the determinations set forth in this Section 2.18 by any Lender as to any additional amounts payable pursuant to this Section 2.18 shall be submitted by such Lender to the Borrower either directly or through the Administrative Agent. Determinations set forth in any such certificate made in good faith for purposes of this Section 2.18 of any such losses, reasonable expenses or liabilities shall be conclusive absent manifest error.

Section 2.19Replacement of Lenders; Mitigation of Costs.

(a)The Borrower may, at any time at its sole expense and effort, require any Lender (1) that has requested compensation from the Borrower under Sections 2.16(a) or 2.16(b) or payments from the Borrower under Section 2.17, (2) the obligation of which to make or maintain LIBOR Loans has been suspended under Section 2.16(f) or (3) that is a Defaulting Lender, in

39    

any case upon notice to such Lender and the Administrative Agent, to assign and delegate, without recourse (in accordance with and subject to the restrictions contained in, and consents required by, Section 10.6), all of its interests, rights and obligations under this Agreement and the related Credit Documents to an Eligible Assignee that shall assume such obligations; provided that:

(i)the Borrower shall have paid to the Administrative Agent the assignment fee specified in Section 10.6(b)(iii);

(ii)such Lender shall have received payment of an amount equal to the outstanding principal of its Loans, accrued interest thereon, accrued fees and all other amounts payable to it hereunder and under the other Credit Documents (including any amounts under Section 2.18) from the assignee (to the extent of such outstanding principal and accrued interest and fees) or the Borrower (in the case of all other amounts);

(iii)in the case of any such assignment resulting from a request for compensation under Sections 2.16(a) or 2.16(b) or payments required to be made pursuant to Section 2.17, such assignment will result in a reduction in such compensation or payments thereafter; and

(iv)such assignment does not conflict with applicable Requirements of Law.

A Lender shall not be required to make any such assignment or delegation if, prior thereto, as a result of a waiver by such Lender or otherwise, the circumstances entitling the Borrower to require such assignment and delegation cease to apply.

(b)If any Lender requests compensation under Sections 2.16(a) or 2.16(b), or the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 2.17, or if any Lender gives a notice pursuant to Section 2.16(f), then such Lender shall use reasonable efforts to designate a different Lending Office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable pursuant to Sections 2.16(a), 2.16(b) or 2.17, as the case may be, in the future, or eliminate the need for the notice pursuant to Section 2.16(f), as applicable, and (ii) in each case, would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment.

Section 2.20Increase in Commitments.

(a)No more than two times after the Closing Date but prior to the Termination Date, the Borrower shall have the right, at any time and from time to time, by written notice to and in consultation with the Administrative Agent, to request an increase in the aggregate Commitments (each such requested increase, a “Commitment Increase”), by having one or more existing

40    

Lenders increase their respective Commitments then in effect (each, an “Increasing Lender”), by adding as a Lender with a new Commitment hereunder one or more Persons that are not already Lenders (each, an “Additional Lender”), or a combination thereof; provided that (i) any such request for a Commitment Increase shall be in a minimum amount of $10,000,000 or an integral multiple of $5,000,000 in excess thereof, (ii) immediately after giving effect to any Commitment Increase, (y) the aggregate Commitments shall not exceed $50,000,000 and (z) the aggregate of all Commitment Increases effected after the Closing Date shall not exceed $20,000,000, and (iii) no existing Lender shall be obligated to increase its Commitment as a result of any request for a Commitment Increase by the Borrower unless it agrees in its sole discretion to do so.

(b)Each Additional Lender must qualify as an Eligible Assignee (the approval of which by the Administrative Agent shall not be unreasonably withheld or delayed) and the Borrower and each Additional Lender shall execute a Lender Joinder Agreement together with all such other documentation as the Administrative Agent and the Borrower may reasonably require, all in form and substance reasonably satisfactory to the Administrative Agent and the Borrower, to evidence the Commitment of such Additional Lender and its status as a Lender hereunder.

(c)If the aggregate Commitments are increased in accordance with this Section 2.20, the Administrative Agent and the Borrower shall determine the effective date (the “Commitment Increase Date,” which shall be a Business Day not less than thirty (30) days prior to the Termination Date) and the final allocation of such increase. The Administrative Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Commitment Increase Date. The Administrative Agent is hereby authorized, on behalf of the Lenders, to enter into any amendments to this Agreement and the other Credit Documents as the Administrative Agent shall reasonably deem appropriate to effect such Commitment Increase.

(d)Notwithstanding anything set forth in this Section 2.20 to the contrary, no increase in the aggregate Commitments pursuant to this Section 2.20 shall be effective unless:

(ii)The Administrative Agent shall have received the following, each dated the Commitment Increase Date and in form and substance reasonably satisfactory to the Administrative Agent:

(A)as to each Increasing Lender, evidence of its agreement to provide a portion of the Commitment Increase, and as to each Additional Lender, a duly executed Lender Joinder Agreement together with all other documentation required by the Administrative Agent and the Borrower pursuant to Section 2.20(b);

(B)an instrument, duly executed by the Borrower, acknowledging and reaffirming its obligations under this Agreement and the other Credit Documents to which it is a party;

(C)a certificate of the corporate secretary or an assistant corporate secretary of the Borrower, certifying to and attaching the resolutions adopted by the

41    

board of directors (or similar governing body) of the Borrower approving or consenting to such Commitment Increase;

(D)a certificate of an Authorized Officer of the Borrower, certifying that (y) as of the Commitment Increase Date, all representations and warranties of the Borrower contained in this Agreement and the other Credit Documents are true and correct in all material respects, both immediately before and after giving effect to the Commitment Increase and any Loans issued in connection therewith (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty is true and correct in all material respects, in each case as of such date), and (z) no Default or Event of Default has occurred and is continuing, both immediately before and after giving effect to such Commitment Increase (including any Loans issued in connection therewith and the application of the proceeds thereof); and

(iii)The conditions precedent set forth in Section 3.2 shall have been satisfied; provided, however, that the Borrower shall not be required to deliver a Notice of Borrowing unless Borrower is requesting a Borrowing of Loans in connection with such Commitment Increase.

Immediately after the effectiveness of the Commitment Increase, Schedule 1.1 shall automatically be amended to reflect the Commitments of all Lenders after giving effect to the Commitment Increase.

Section 2.21Defaulting Lenders.

(a)Notwithstanding anything to the contrary contained in this Agreement, if any Lender becomes a Defaulting Lender, then, until such time as such Lender is no longer a Defaulting Lender, to the extent permitted by applicable law:

(i)Such Defaulting Lender’s right to approve or disapprove any amendment, waiver or consent with respect to this Agreement shall be restricted as set forth in the definition of Required Lenders and in Section 10.5.

(ii)Any payment of principal, interest, fees or other amounts received by the Administrative Agent for the account of such Defaulting Lender (whether voluntary or mandatory, at maturity, pursuant to Article VIII or otherwise) or received by the Administrative Agent from a Defaulting Lender pursuant to Section 8.3 shall be applied at such time or times as may be determined by the Administrative Agent as follows:

(A)first, to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent hereunder;

(B)second, as the Borrower may request (so long as no Default exists), to the funding of any Loan in respect of which such Defaulting Lender has failed to

42    

fund its portion thereof as required by this Agreement, as determined by the Administrative Agent;

(C)third, if so determined by the Administrative Agent and the Borrower, to be held in a non-interest bearing deposit account and released in order to satisfy obligations of such Defaulting Lender to fund Loans under this Agreement;

(D)fourth, so long as no Default exists, to the payment of any amounts owing to the Borrower as a result of any judgment of a court of competent jurisdiction obtained by the Borrower against such Defaulting Lender as a result of such Defaulting Lender’s breach of its obligations under this Agreement; and

(E)fifth, to such Defaulting Lender or as otherwise directed by a court of competent jurisdiction;

provided that if (x) such payment is a payment of the principal amount of any Loans in respect of which such Defaulting Lender has not fully funded its appropriate share, and (y) such Loans were made at a time when the conditions set forth in Section 3.2 were satisfied or waived, such payment shall be applied solely to pay the Loans of all non-Defaulting Lenders on a pro rata basis prior to being applied to the payment of any Loans of such Defaulting Lender. Any payments, prepayments or other amounts paid or payable to a Defaulting Lender that are applied (or held) to pay amounts owed by a Defaulting Lender shall be deemed paid to and redirected by such Defaulting Lender, and each Lender irrevocably consents hereto.

(b)If the Borrower and the Administrative Agent agree in writing in their sole discretion that a Defaulting Lender should no longer be deemed to be a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein, such Lender will, to the extent applicable, purchase that portion of outstanding Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans to be held on a pro rata basis by the Lenders in accordance with their respective Commitments, whereupon such Lender will cease to be a Defaulting Lender; provided that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while such Lender was a Defaulting Lender; provided further that, except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will constitute a waiver or release of any claim of any party hereunder arising from such Lender’s having been a Defaulting Lender.

ARTICLE III

CONDITIONS TO EFFECTIVENESS; CONDITIONS OF BORROWING

Section 3.1Conditions to Effectiveness. This Agreement shall become effective on the date on which each of the following conditions shall have been satisfied or waived by all of the Lenders:

43    

(d)The Administrative Agent shall have received the following, each dated as of the Closing Date (unless otherwise specified) and in such number of copies as the Administrative Agent shall have requested:

(i)this Agreement executed by the Borrower and each Lender;

(ii)to the extent requested by any Lender in accordance with Section 2.4(d), a Note for such Lender, in each case duly completed in accordance with the provisions of Section 2.4 and executed by the Borrower; and

(iii)the favorable opinions of (A) internal counsel to the Borrower and (B) Morgan, Lewis & Bockius LLP, independent outside counsel to the Borrower, each addressed to the Administrative Agent and the Lenders and in form and substance reasonably satisfactory to the Administrative Agent.

(e)The Administrative Agent shall have received a certificate, signed by the president, the chief executive officer or the chief financial officer of the Borrower, in form and substance satisfactory to the Administrative Agent, certifying that (i) all representations and warranties of the Borrower, contained in this Agreement and the other Credit Documents are true and correct as of the Closing Date, both immediately before and after giving effect to the consummation of the transactions contemplated hereby, (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date); (ii) no Default or Event of Default has occurred and is continuing, both immediately before and after giving effect to the consummation of the transactions contemplated hereby, and (iii) both immediately before and after giving effect to the consummation of the transactions contemplated hereby, no Material Adverse Change has occurred with respect to the Borrower and its Subsidiaries, taken as a whole, since December 31, 2014, and there exists no event, condition or state of facts that is reasonably likely to result in a Material Adverse Change with respect to the Borrower and its Subsidiaries, taken as a whole.

(f)The Administrative Agent shall have received a certificate of the corporate secretary or assistant corporate secretary of the Borrower, in form and substance satisfactory to the Administrative Agent, certifying (i) that attached thereto is a true and complete copy of the articles or certificate of incorporation and all amendments thereto of the Borrower, certified as of a recent date by the Secretary of State (or comparable Governmental Authority) of its jurisdiction of organization, and that the same has not been amended since the date of such certification, (ii) that attached thereto is a true and complete copy of the bylaws of the Borrower, as then in effect and as in effect at all times from the date on which the resolutions referred to in clause (iii) below were adopted to and including the date of such certificate, and (iii) that attached thereto is a true and complete copy of resolutions adopted by the board of directors of the Borrower authorizing the execution, delivery and performance of this Agreement and the other Credit Documents to which it is a party, and as to the incumbency and genuineness of the signature of each officer of the Borrower executing this Agreement or any of such other Credit Documents, and attaching all such copies of the documents described above.

44    

(g)The Administrative Agent shall have received a certificate as of a recent date of the good standing of the Borrower under the laws of its jurisdiction of organization, from the Secretary of State (or comparable Governmental Authority) of such jurisdiction.

(h)The Administrative Agent shall have received a certificate of compliance satisfactory in form and substance to the Administrative Agent for each Insurance Subsidiary issued by the Insurance Regulatory Authority of its jurisdiction of legal domicile.

(i)All legal matters, documentation, and corporate or other proceedings incident to the transactions contemplated hereby shall be satisfactory in form and substance to the Administrative Agent; all licenses, approvals, permits and consents of any Governmental Authorities or other Persons required in connection with the execution and delivery of this Agreement and the other Credit Documents and the consummation of the transactions contemplated hereby and thereby shall have been obtained, without the imposition of conditions that are not reasonably acceptable to the Administrative Agent, and all related filings, if any, shall have been made, and all such licenses, approvals, permits, consents and filings shall be in full force and effect and the Administrative Agent shall have received such copies thereof as it shall have reasonably requested; all applicable waiting periods shall have expired without any adverse action being taken by any Governmental Authority having jurisdiction; and no action, proceeding, investigation, regulation or legislation shall have been instituted, threatened or proposed before, and no order, injunction or decree shall have been entered by, any court or other Governmental Authority with respect to the Borrower, in each case to enjoin, restrain or prohibit, to obtain substantial damages in respect of, or that is otherwise related to or arises out of, this Agreement, any of the other Credit Documents or the consummation of the transactions contemplated hereby or thereby, or that, in the opinion of the Administrative Agent, could reasonably be expected to have a Material Adverse Effect.

(j)All commitments to extend credit under the agreements and instruments relating to the Borrower’s existing revolving credit facility, dated as of September 26, 2013, by and between the Borrower, the lenders party thereto, and Wells Fargo Bank, National Association, as administrative agent for the lenders (as amended prior to the date hereof, the “Existing Senior Credit Facility”) shall be terminated.

(k)Since December 31, 2014, both immediately before and after giving effect to the consummation of the transactions contemplated by this Agreement, there shall not have occurred any Material Adverse Change with respect to the Borrower or any event, condition or state of facts that is reasonably likely to result in a Material Adverse Change with respect to the Borrower.

(l)The Borrower shall have paid (i) to the Arranger and Wells Fargo, the fees required under the Fee Letter to be paid to them on the Closing Date, in the amounts due and payable on the Closing Date as required by the terms thereof, (ii) to the Administrative Agent, the initial payment of the annual administrative fee described in and pursuant to the Fee Letter, and (iii) all other fees and reasonable expenses of the Arranger, the Administrative Agent and the Lenders required hereunder or under any other Credit Document to be paid on or prior to the

45    

Closing Date (including reasonable fees and expenses of counsel) in connection with this Agreement, the other Credit Documents and the transactions contemplated thereby.

(m)The Administrative Agent shall have received the financial statements as described in Sections 4.11(a) and 4.11(c), all of which shall be in form and substance reasonably satisfactory to the Administrative Agent.

(n)The Administrative Agent shall have received a Covenant Compliance Worksheet, duly completed and certified by the chief financial officer of the Borrower and in form and substance reasonably satisfactory to the Administrative Agent, demonstrating compliance with the financial covenants set forth in Section 6.1 through Section 6.3.

(o)The Administrative Agent shall be reasonably satisfied with the actuarial review and valuation statement of, and opinion as to the adequacy of, the loss and loss adjustment expense reserve positions as of December 31, 2014 of each Insurance Subsidiary, with respect to its insurance business then in force, prepared and given by an independent actuarial firm reasonably acceptable to the Administrative Agent; and such review, valuation and opinion shall not differ in any material and negative respect from any such materials previously delivered to the Administrative Agent.

(p)The Administrative Agent shall have received satisfactory confirmation from A.M. Best & Company that the current rating of each Insurance Subsidiary that is rated as of the Closing Date is “A-” or better.

(q)The Administrative Agent shall have received an Account Designation Letter, together with written instructions from an Authorized Officer, including wire transfer information, directing the payment of the proceeds of any Loan to be made hereunder.

(r)The Administrative Agent shall have received from the Borrower all documentation and other information requested by the Administrative Agent that is required to satisfy applicable “know your customer” and anti-money laundering rules and regulations, including without limitation the PATRIOT Act.

(s)The Administrative Agent shall have received such other documents, certificates, opinions and instruments in connection with the transactions contemplated hereby as it shall have reasonably requested.

Section 3.2Conditions of All Borrowings. The obligation of each Lender to make any Loans hereunder, including the initial Borrowing, is subject to the satisfaction of the following conditions precedent on the relevant Borrowing Date:

(e)The Administrative Agent shall have received a Notice of Borrowing in accordance with Section 2.2(b);

(f)Each of the representations and warranties contained in Article IV and in the other Credit Documents qualified as to materiality shall be true and correct and those not so

46    

qualified shall be true and correct in all material respects, in each case on and as of such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); and

(g)No Default or Event of Default shall have occurred and be continuing on such Borrowing Date, both immediately before and after giving effect to the Loans to be made on such Borrowing Date.

Each giving of a Notice of Borrowing and the consummation of each Borrowing shall be deemed to constitute a representation by the Borrower that the statements contained in Sections 3.2(b) and 3.2(c) are true, both as of the date of such notice or request and as of the relevant Borrowing Date.

ARTICLE IV

REPRESENTATIONS AND WARRANTIES

To induce the Administrative Agent and the Lenders to enter into this Agreement and to induce the Lenders to extend the credit contemplated hereby, the Borrower represents and warrants to the Administrative Agent and the Lenders as follows:

Section 4.1Corporate Organization and Power. The Borrower and each of its Significant Subsidiaries (i) is a corporation or other entity duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization, (ii) has the requisite power and authority to execute, deliver and perform the Credit Documents to which it is or will be a party, to own and hold its property and to engage in its business as presently conducted, and (iii) is duly qualified to transact business as a non-domestic entity and is in good standing in each jurisdiction where the nature of its business or the ownership of its properties requires it to be so qualified, except where the failure to be so qualified would not, individually or in the aggregate, be reasonably likely to have a Material Adverse Effect.

Section 4.2Authorization; Enforceability. The Borrower has taken, or on the Closing Date will have taken, all necessary corporate action to execute, deliver and perform each of the Credit Documents to which it is or will be a party, and has, or on the Closing Date (or any later date of execution and delivery) will have, validly executed and delivered each of the Credit Documents to which it is or will be a party. This Agreement constitutes, and each of the other Credit Documents upon execution and delivery will constitute, the legal, valid and binding obligation of the Borrower, enforceable against it in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally, by general equitable principles or by principles of good faith and fair dealing.

Section 4.3No Violation. The execution, delivery and performance by the Borrower of this Agreement and each of the other Credit Documents to which it is or will be a party, and

47    

compliance by it with the terms hereof and thereof, do not and will not (i) violate any provision of its articles or certificate of incorporation or bylaws or contravene any other material Requirements of Law applicable to it, (ii) conflict with, result in a breach of or constitute (with notice, lapse of time or both) a default under any Material Contract to which it is a party, by which it or any of its properties is bound or to which it is subject, (iii) result in a revocation, suspension, termination, impairment, probation, limitation, non-renewal, forfeiture, declaration of ineligibility, loss of status of, or loss of any other rights with respect to, any Licenses applicable to the business, operations or properties of the Borrower and its Subsidiaries except where the revocation, suspension, termination, impairment, probation, limitation, non-renewal, forfeiture, declaration of ineligibility, loss of status of, or loss of any other rights with respect to, any License would not, individually or in the aggregate, be reasonably likely to have a Material Adverse Effect, or (iv) result in or require the creation or imposition of any Lien upon any of its properties or assets.

Section 4.4Governmental and Third-Party Authorization; Permits.

(d)No consent, approval, authorization or other action by, notice to, or registration or filing with, any Governmental Authority or other Person is or will be required as a condition to or otherwise in connection with the due execution, delivery and performance by the Borrower of this Agreement or any of the other Credit Documents to which it is or will be a party or the legality, validity or enforceability hereof or thereof, other than (i) consents, authorizations and filings that have been (or on or prior to the Closing Date will have been) made or obtained and that are (or on the Closing Date will be) in full force and effect, and (ii) consents, authorizations and filings the failure to obtain or make which would not, individually or in the aggregate, have a Material Adverse Effect.

(e)The Borrower and each of its Significant Subsidiaries has all governmental approvals, Licenses, permits and authorizations necessary to conduct its business as presently conducted and to own or lease and operate its properties, except for those the failure to obtain which would not be reasonably likely, individually or in the aggregate, to have a Material Adverse Effect.

Section 4.5Litigation. In the ordinary course of conducting business, the Borrower and its Subsidiaries are named as defendants in various actions, investigations, suits or legal proceedings. Although the ultimate outcome of such actions, investigations, suits or legal proceedings is not presently determinable, the Borrower reasonably believes that the total aggregate amount that it will ultimately have to pay, if all such actions, investigations, suits or legal proceedings were adversely determined, will not have a Material Adverse Effect.

Section 4.6Taxes. The Borrower and each of its Subsidiaries has timely filed all federal, state and local tax returns and reports required to be filed by it and has paid all taxes, assessments, fees and other charges levied upon it or upon its properties that are shown thereon as due and payable, in each case other than (a) those that are being contested in good faith and by proper proceedings and for which adequate reserves have been established in accordance with GAAP or (b) to the extent the failure to do so could not reasonably be expected to have a

48    

Material Adverse Effect. Such returns accurately reflect in all material respects all liability for material taxes of the Borrower and each of its Subsidiaries for the periods covered thereby.

Section 4.7Subsidiaries. Schedule 4.7 sets forth a list, as of the Closing Date, of all of the Subsidiaries of the Borrower and, as to each such Subsidiary, the percentage ownership (direct and indirect) of the Borrower and each direct owner thereof. Except for the ownership interests expressly indicated on Schedule 4.7, as of the Closing Date, there are no ownership interests, warrants, rights, options or other equity securities, or other Capital Stock of any Subsidiary of the Borrower outstanding or reserved for any purpose. All outstanding ownership interests of each Subsidiary of the Borrower are duly and validly issued, fully paid and nonassessable.

Section 4.8Full Disclosure. All factual information heretofore or contemporaneously furnished to the Administrative Agent or any Lender in writing by or on behalf of the Borrower or any of its Subsidiaries for purposes of or in connection with this Agreement and the transactions contemplated hereby is, and all other such factual information hereafter furnished to the Administrative Agent or any Lender in writing by or on behalf of the Borrower or any of its Subsidiaries will be, true and accurate in all material respects on the date as of which such information is dated or certified (or, if such information has been amended or supplemented, on the date as of which any such amendment or supplement is dated or certified) and not made incomplete by omitting to state a material fact necessary to make the statements contained therein, in light of the circumstances under which such information was provided, not misleading.

Section 4.9Margin Regulations. Neither the Borrower nor any of its Subsidiaries is engaged principally, or as one of its important activities, in the business of extending credit for the purpose of purchasing or carrying Margin Stock. No proceeds of the Loans will be used, directly or indirectly, to purchase or carry any Margin Stock, to extend credit for such purpose or for any other purpose in a manner that would violate or be inconsistent with Regulations T, U or X or any provision of the Exchange Act.

Section 4.10No Material Adverse Change. There has been no Material Adverse Change since December 31, 2014, and there exists no event, condition or state of facts that is reasonably likely to result in a Material Adverse Change.

Section 4.11Financial Matters.

(c)The Borrower has prepared, and has heretofore furnished to the Administrative Agent copies of (i) the audited consolidated balance sheets of the Borrower and its Subsidiaries as of December 31, 2014 and 2013, and the related statements of income, cash flows and stockholders’ equity for the fiscal years then ended, together with the opinion of KPMG LLP thereon, and (ii) the unaudited consolidated balance sheet of the Borrower and its Subsidiaries as of September 30, 2015, and the related statements of income, cash flows and stockholders’ equity for the six-month period then ended. Such financial statements have been prepared in accordance with GAAP (subject, with respect to the unaudited financial statements, to the absence of notes required by GAAP and to normal year-end adjustments) and present fairly in all

49    

material respects the financial condition of the Borrower and its Subsidiaries on a consolidated basis as of the respective dates thereof and the consolidated results of operations of the Borrower and its Subsidiaries for the respective periods then ended. Except as fully reflected in (x) the most recent financial statements referred to above and the notes thereto, (y) the financial statements previously delivered pursuant to Section 5.1, or (z) any Form 8-K filed by the Borrower with the SEC and previously delivered by the Borrower to the Administrative Agent, there were, as of the date of the most recent financial statements described in the immediately foregoing clause (x) or (y) or, if later, the date of the most recently delivered Form 8-K, no material liabilities or obligations with respect to the Borrower or any of its Subsidiaries of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due) that, individually or in the aggregate, are reasonably likely to have a Material Adverse Effect, and since the date thereof neither the Borrower nor any Subsidiary has incurred any liabilities or obligations that, individually or in the aggregate, are reasonably likely to have a Material Adverse Effect.

(d)The Borrower, after giving effect to the consummation of the transactions contemplated hereby, (i) has capital sufficient to carry on its businesses as conducted and as proposed to be conducted, (ii) has assets with a fair saleable value, determined on a going concern basis, (y) not less than the amount required to pay the probable liability on its existing debts as they become absolute and matured and (z) greater than the total amount of its liabilities (including identified contingent liabilities, valued at the amount that can reasonably be expected to become absolute and matured), and (iii) does not intend to, and does not believe that it will, incur debts or liabilities beyond its ability to pay such debts and liabilities as they mature.

(e)The Borrower has heretofore furnished to the Administrative Agent copies of (i) the Annual Statements of each of its Insurance Subsidiaries as of December 31, 2014 and 2013, and for the fiscal years then ended, as applicable, and (ii) the Quarterly Statements of each of its Insurance Subsidiaries as of the end of the third fiscal quarter of 2015, and for the end of the fiscal quarter then ended, each as filed with the relevant Insurance Regulatory Authority (collectively, the “Historical Statutory Statements”). The Historical Statutory Statements (including, without limitation, the provisions made therein for investments and the valuation thereof, reserves, policy and contract claims and statutory liabilities) have been prepared in accordance with SAP where required (except as may be reflected in the notes thereto and subject, with respect to the Quarterly Statements, to the absence of notes required by SAP and to normal year-end adjustments), were in compliance with applicable Requirements of Law when filed and present fairly in all material respects the financial condition of the respective Insurance Subsidiaries covered thereby as of the respective dates thereof and the results of operations, changes in capital and surplus and cash flow of the respective Insurance Subsidiaries covered thereby for the respective periods then ended. Except for liabilities and obligations disclosed or provided for in the Historical Statutory Statements (including, without limitation, reserves, policy and contract claims and statutory liabilities), no Insurance Subsidiary had, as of the date of its Historical Statutory Statements, any material liabilities or obligations of any nature whatsoever (whether absolute, contingent or otherwise and whether or not due) that, in accordance with SAP, would have been required to have been disclosed or provided for in such Historical Statutory Statements. All books of account of each Insurance Subsidiary fairly

50    

disclose all of its material transactions, properties, assets, investments, liabilities and obligations, are in its possession and are true, correct and complete in all material respects.

Section 4.12Ownership of Properties. Each of the Borrower and its Subsidiaries (i) has good and marketable title to all real property owned by it, (ii) holds interests as lessee under valid leases in full force and effect with respect to all material leased real and personal property used in connection with its business, (iii) possesses or has rights to use licenses, patents, copyrights, trademarks, service marks, trade names and other assets sufficient to enable it to continue to conduct its business substantially as heretofore conducted and without any material conflict with the rights of others, and (iv) has good title to all of its other properties and assets, in each case under (i), (ii), (iii) and (iv) above free and clear of all Liens other than Permitted Liens.

Section 4.13ERISA.

(c)Except as would not result in a material liability to the Borrower, each of the Borrower and its ERISA Affiliates is in compliance in all material respects with the applicable provisions of ERISA with respect to each Plan, and each Plan is and has been administered in compliance in all material respects with all applicable Requirements of Law, including, without limitation, the applicable provisions of ERISA and the Internal Revenue Code. No ERISA Event giving rise to any material liabilities to the Borrower or any of its ERISA Affiliates (i) has occurred and is continuing, or (ii) to the knowledge of the Borrower, is reasonably expected to occur with respect to any Plan. Except as would not reasonably be expected to result in a Material Adverse Effect, neither the Borrower nor any ERISA Affiliate has engaged in a transaction that is subject to Section 4069 or 4212(c) of ERISA. As of the Closing Date, no Plan is in “at-risk” status under Section 430(i)(4) of the Internal Revenue Code or Section 303(i)(4) of ERISA.

(d)Neither the Borrower nor any ERISA Affiliate has had a complete or partial withdrawal from any Multiemployer Plan with respect to which any material liability remains unpaid, and neither the Borrower nor any ERISA Affiliate would become subject to any material liability under ERISA if the Borrower or any ERISA Affiliate were to withdraw completely from all Multiemployer Plans as of the most recent valuation date. No Multiemployer Plan is in “reorganization” or is “insolvent” within the meaning of such terms under ERISA Sections 4241 and 4245, respectively.

Section 4.14Environmental Matters.

(g)Except as set forth on Schedule 4.14(a), no Hazardous Substances are or have been generated, used, located, released, treated, disposed of or stored by the Borrower or any of its Subsidiaries or, to the knowledge of the Borrower, by any other Person (including any predecessor in interest) or otherwise, in, on or under any portion of any real property, leased or owned, of the Borrower or any of its Subsidiaries, except in material compliance with all applicable Environmental Laws, and no portion of any such real property or, to the knowledge of the Borrower, any other real property at any time leased, owned or operated by the Borrower or any of its Subsidiaries has been contaminated by any Hazardous Substance; and no portion of

51    

any real property, leased or owned, of the Borrower or any of its Subsidiaries has been or is presently the subject of an environmental audit, assessment or remedial action.

(h)No portion of any real property, leased or owned, of the Borrower or any of its Subsidiaries has been used by the Borrower or any of its Subsidiaries or, to the knowledge of the Borrower, by any other Person, as or for a mine, a landfill, a dump or other disposal facility, a gasoline service station, or (other than for petroleum substances stored in the ordinary course of business) a petroleum products storage facility; no portion of such real property or any other real property at any time leased, owned or operated by the Borrower or any of its Subsidiaries has, pursuant to any Environmental Law, been placed on the “National Priorities List” or “CERCLIS List” (or any similar federal, state or local list) of sites subject to possible environmental problems; and, except as set forth on Schedule 4.14(b), there are not and, to the knowledge of the Borrower has never been, any underground storage tanks situated on any real property, leased or owned, of the Borrower or any of its Subsidiaries.

(i)All activities and operations of the Borrower and its Subsidiaries are in compliance with the requirements of all applicable Environmental Laws, except to the extent the failure to so comply, individually or in the aggregate, would not be reasonably likely to have a Material Adverse Effect. The Borrower and each of its Subsidiaries have obtained all licenses and permits under Environmental Laws necessary to their respective operations and the Borrower and each of its Subsidiaries are in compliance with all terms and conditions of such licenses and permits, except for such licenses and permits the failure to obtain, maintain or comply with which would not be reasonably likely, individually or in the aggregate, to have a Material Adverse Effect. Neither the Borrower nor any of its Subsidiaries is involved in any suit, action or proceeding, or has received any notice, complaint or other request for information from any Governmental Authority or other Person, with respect to any actual or alleged Environmental Claims that, if adversely determined, would be reasonably likely, individually or in the aggregate, to have a Material Adverse Effect; and, to the knowledge of the Borrower, there are no threatened actions, suits, proceedings or investigations with respect to any such Environmental Claims, nor any basis therefor.

Section 4.15Compliance With Laws. Each of the Borrower and its Subsidiaries has timely filed all material reports, documents and other materials required to be filed by it under all applicable Requirements of Law with any Governmental Authority and Insurance Regulatory Authority, as the case may be, has retained all material records and documents required to be retained by it under all applicable Requirements of Law, and is otherwise in compliance with all applicable Requirements of Law in respect of the conduct of its business and the ownership and operation of its properties, except for such Requirements of Law the failure to comply with which, individually or in the aggregate, is not reasonably likely to have a Material Adverse Effect.

Section 4.16Investment Company Act. Neither the Borrower nor any of its Subsidiaries is required to be registered as an “investment company” within the meaning of the Investment Company Act of 1940.

52    

Section 4.17Insurance. The assets, properties and business of the Borrower and its Subsidiaries are insured against such hazards and liabilities, under such coverages and in such amounts (after giving effect to any self-insurance compatible with the following standards), as are customarily maintained by prudent companies similarly situated and under policies issued by insurers of recognized responsibility.

Section 4.18Material Contracts. Schedule 4.18 lists, as of the Closing Date, each “material contract” (within the meaning of Item 601(b)(10) of Regulation S-K under the Exchange Act) (other than this Agreement) to which the Borrower or any of its Subsidiaries is a party, by which any of them or their respective properties is bound or to which any of them is subject (collectively, “Material Contracts”), and also indicates the parties thereto and date thereof. As of the Closing Date, (i) assuming the due authorization, execution and delivery by the other parties thereto, each Material Contract is in full force and effect and is enforceable by the Borrower or the applicable Subsidiary in accordance with its terms against the other parties thereto except as enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally, by general equitable principles or by principles of good faith and fair dealing, and (ii) neither the Borrower nor any of its Subsidiaries (nor, to the knowledge of the Borrower, any other party thereto) is in material breach of or default under any Material Contract in any material respect or has given notice of termination or cancellation of any Material Contract.

Section 4.19Reinsurance Agreements. Each Reinsurance Agreement is in full force and effect; none of the Insurance Subsidiaries and no other party thereto, is in breach of or default under any such contract, other than breaches and defaults that involve immaterial amounts or are being contested in good faith and by proper proceedings; and the Borrower has no reason to believe that the financial condition of any other party to any such contract is impaired such that a default thereunder by such party could reasonably be anticipated. Each Reinsurance Agreement is qualified under all applicable Requirements of Law to receive the statutory credit assigned to such Reinsurance Agreement in the relevant Annual Statement or Quarterly Statement at the time prepared, except where the failure to receive such statutory credit is not reasonably likely to have a Material Adverse Effect. There are no assumption reinsurance contracts or arrangements entered into by any Insurance Subsidiary in which an Insurance Subsidiary has ceded risk to any other Person which are material, individually or in the aggregate, to the Borrower or its Subsidiaries, taken as a whole.

Section 4.20Anti-Corruption Laws and Sanctions. None of (i) the Borrower, any Subsidiary or to the knowledge of the Borrower or such Subsidiary any of their respective directors, officers, employees or affiliates, or (ii) to the knowledge of the Borrower, any agent or representative of the Borrower or any Subsidiary that will act in any capacity in connection with or benefit from the credit facility established hereby, (A) is a Sanctioned Person or currently the subject or target of any Sanctions or (B) has taken any action, directly or indirectly, that would result in a violation by such Persons of any Anti-Corruption Laws in any material respect.

ARTICLE V

AFFIRMATIVE COVENANTS

53    

The Borrower covenants and agrees that, until the termination of the Commitments and the payment in full of all principal and interest with respect to the Loans together with all other fees, reasonable expenses and other amounts then due and owing hereunder:

Section 5.1Financial Statements. The Borrower will deliver to the Administrative Agent and the Administrative Agent shall promptly deliver to each Lender:

(e)As soon as available and in any event within the earlier of ten (10) days after filing with the Securities Exchange Commission and fifty-five (55) days after the end of each of the first three fiscal quarters of each fiscal year, beginning with the first fiscal quarter ending after the date hereof, unaudited consolidated balance sheets of the Borrower and its Subsidiaries as of the end of such fiscal quarter and unaudited consolidated statements of income, cash flows and stockholders’ equity for the Borrower and its Subsidiaries for the fiscal quarter then ended and for that portion of the fiscal year then ended, in each case setting forth comparative consolidated figures as of the end of and for the corresponding period in the preceding fiscal year, all in reasonable detail and prepared in accordance with GAAP (subject to the absence of notes required by GAAP and subject to normal year-end adjustments) applied on a basis consistent with that of the preceding quarter or containing disclosure of the effect on the financial condition or results of operations of any change in the application of accounting principles and practices during such quarter; and

(f)As soon as available and in any event within the earlier of ten (10) days after filing with the Securities Exchange Commission and one hundred (100) days after the end of each fiscal year, beginning with the fiscal year ending December 31, 2015, an audited consolidated balance sheet of the Borrower and its Subsidiaries as of the end of such fiscal year and audited consolidated statements of income, cash flows and stockholders’ equity for the Borrower and its Subsidiaries for the fiscal year then ended, including the notes thereto, in each case setting forth comparative figures as of the end of and for the preceding fiscal year, all in reasonable detail and certified by the independent certified public accounting firm regularly retained by the Borrower or another independent certified public accounting firm of recognized national standing reasonably acceptable to the Administrative Agent, together with (y) a report thereon by such accountants that is not qualified as to going concern or scope of audit and to the effect that such financial statements present fairly the consolidated financial condition and results of operations of the Borrower and its Subsidiaries as of the dates and for the periods indicated in accordance with GAAP applied on a basis consistent with that of the preceding year or containing disclosure of the effect on the financial condition or results of operations of any change in the application of accounting principles and practices during such year, and (z) a report by such accountants to the effect that, based on and in connection with their examination of the financial statements of the Borrower and its Subsidiaries, nothing came to their attention that caused them to believe that the Borrower failed to comply with the covenants set forth in ArticleVI insofar as such covenants relate to accounting matters; provided, however, that such accountants shall not be liable by reason of the failure to obtain knowledge of any failure to comply with such covenants that would not be disclosed or revealed in the course of their audit examination.

54    

Section 5.2Statutory Financial Statements. The Borrower will deliver to the Administrative Agent and the Administrative Agent shall promptly deliver to each Lender:

(e)As soon as available and in any event within sixty (60) days after the end of each of the first three fiscal quarters of each fiscal year, beginning with the first fiscal quarter ending after the date hereof, a Quarterly Statement of each Insurance Subsidiary as of the end of such fiscal quarter and for that portion of the fiscal year then ended, in the form filed with the relevant Insurance Regulatory Authority, prepared in accordance with SAP;

(f)As soon as available and in any event within one hundred five (105) days after the end of each fiscal year, beginning with the fiscal year ended December 31, 2015, an Annual Statement of each Insurance Subsidiary as of the end of such fiscal year and for the fiscal year then ended, in the form filed with the relevant Insurance Regulatory Authority, prepared in accordance with SAP; and

(g)As soon as available and in any event within one hundred thirty-five (135) days after the end of each fiscal year, beginning with the fiscal year ended December 31, 2015, the combined Annual Statement of the Insurance Subsidiaries as of the end of such fiscal year and for the fiscal year then ended, in the form filed with the relevant Insurance Regulatory Authority, prepared in accordance with SAP.

Section 5.3Other Business and Financial Information. The Borrower will deliver, or cause to be delivered, to the Administrative Agent and the Administrative Agent shall promptly deliver to each Lender:

(f)Concurrently with each delivery of the financial statements described in Sections 5.1 and 5.2, a Compliance Certificate in substantially the form of Exhibit C with respect to the period covered by the financial statements then being delivered, executed by a Financial Officer of the Borrower, together with a Covenant Compliance Worksheet reflecting the computation of the financial covenants set forth in Sections 6.1 through 6.3 as of the last day of the period covered by such financial statements;

(g)Promptly upon filing with the relevant Insurance Regulatory Authority and in any event within one hundred five (105) days after the end of each fiscal year, beginning with the fiscal year ended December 31, 2015, a copy of each Insurance Subsidiary’s “Statement of Actuarial Opinion” (or equivalent information should the relevant Insurance Regulatory Authority not require such a statement) as to the adequacy of such Insurance Subsidiary’s loss reserves for such fiscal year, together with a copy of its management discussion and analysis in connection therewith, each in the format prescribed by the applicable insurance laws of such Insurance Subsidiary’s jurisdiction of domicile;

(h)[Reserved].

(i)Promptly upon the sending, filing or receipt thereof, copies of (i) all financial statements, reports, notices and proxy statements that the Borrower or any of its Subsidiaries shall send or make available generally to its shareholders, (ii) all regular, periodic and special

55    

reports, registration statements and prospectuses (other than on Form S-8) that the Borrower or any of its Subsidiaries shall render to or file with the SEC, the National Association of Securities Dealers, Inc. or any national securities exchange, and (iii) all press releases and other statements made available generally by the Borrower or any of its Subsidiaries to the public concerning material developments in the business of the Borrower or any of its Subsidiaries;

(j)Promptly upon (and in any event within five (5) Business Days after) any Responsible Officer of the Borrower obtaining knowledge thereof, written notice of any of the following:

(i)the occurrence of any Default or Event of Default, together with a written statement of a Responsible Officer of the Borrower specifying the nature of such Default or Event of Default, the period of existence thereof and the action that the Borrower has taken and proposes to take with respect thereto;

(ii)the institution or threatened institution of any action, suit, investigation or proceeding against or affecting the Borrower or any of its Subsidiaries, including any such investigation or proceeding by any Governmental Authority (other than routine periodic inquiries, investigations or reviews), that would, if adversely determined, be reasonably likely, individually or in the aggregate, to have a Material Adverse Effect, and any material development in any litigation or other proceeding previously reported pursuant to Section 4.5 or this Section 5.3(e)(ii);

(iii)the receipt by the Borrower or any of its Subsidiaries from any Governmental Authority or Insurance Regulatory Authority of (y) any written notice asserting any failure by the Borrower or any of its Subsidiaries to be in compliance with applicable Requirements of Law which is reasonably likely to have, individually or in the aggregate, a Material Adverse Effect or that threatens the taking of any action against the Borrower or any of its Subsidiaries or sets forth circumstances that, if taken or adversely determined, would be reasonably likely to have a Material Adverse Effect, or (z) any notice of any actual or threatened suspension, limitation or revocation of, failure to renew, or imposition of any restraining order, escrow or impoundment of funds in connection with, any license, permit, accreditation or authorization of the Borrower or any of its Subsidiaries, where such action would be reasonably likely to have a Material Adverse Effect;

(iv)the occurrence of any ERISA Event which has resulted in or could reasonably be expected to result in material liability to the Borrower or any of its Subsidiaries, together with (x) a written statement of a Responsible Officer of the Borrower, specifying the details of such ERISA Event and the action that the Borrower has taken and proposes to take with respect thereto, (y) a copy of any notice with respect to such ERISA Event that is required to be filed by the Borrower or any ERISA Affiliate, as applicable, with the PBGC and (z) a copy of any notice delivered by the PBGC to the Borrower or its ERISA Affiliate, as the case may be, with respect to such ERISA Event;

56    

(v)the occurrence of any material default under, or any proposed or threatened termination or cancellation of, any Material Contract or other material contract or agreement to which the Borrower or any of its Subsidiaries is a party, where such default or the termination or cancellation thereof is reasonably likely to have a Material Adverse Effect;

(vi)the occurrence of any of the following: (x) the assertion of any Environmental Claim against or affecting the Borrower or any of its Subsidiaries or any of their respective real property, leased or owned; (y) the receipt by the Borrower or any of its Subsidiaries of notice of any alleged violation of or noncompliance with any Environmental Laws; or (z) the taking of any remedial action by the Borrower, any of its Subsidiaries or any other Person in response to the actual or alleged generation, storage, release, disposal or discharge of any Hazardous Substances on, to, upon or from any real property leased or owned by the Borrower or any of its Subsidiaries; but in each case under clauses (x), (y) and (z) above, only to the extent the same would be reasonably likely to have a Material Adverse Effect;

(vii)the occurrence of any actual changes in any insurance statute or regulation governing the investment or dividend practices of any Insurance Subsidiary that would be reasonably likely to have a Material Adverse Effect; and

(viii)any other matter or event that has, or would be reasonably likely to have, a Material Adverse Effect, together with a written statement of a Responsible Officer of the Borrower setting forth the nature and period of existence thereof and the action that the Borrower has taken and proposes to take with respect thereto;

(k)Promptly, notice of (i) the occurrence of any material amendment or modification (other than expiration) to any Reinsurance Agreement (whether entered into before or after the Closing Date), including any such agreements that are in a runoff mode on the Closing Date, which amendment or modification would be reasonably likely to have a Material Adverse Effect, or (ii) the receipt by the Borrower or any of its Subsidiaries of any written notice of any denial of coverage or claim, litigation or arbitration with respect to any Reinsurance Agreement to which it is a ceding party which would be reasonably likely to have a Material Adverse Effect; and

(l)As promptly as reasonably possible, such other information about the business, financial condition, operations or properties of the Borrower or any of its Subsidiaries as the Administrative Agent, at the request of any Lender, may from time to time reasonably request.

Section 5.4Existence; Franchises; Maintenance of Properties. The Borrower will, and will cause each of its Subsidiaries to, (i) maintain and preserve in full force and effect their respective organizational or corporate existence, except as expressly permitted otherwise by Section 7.1, (ii) obtain, maintain and preserve in full force and effect all other rights, Licenses, franchises, permits, certifications, approvals, authorizations required by Governmental Authorities or the Insurance Regulatory Authority, as the case may be, and necessary to the ownership, occupation or use of their respective properties or the conduct of their respective business, except to the extent the failure to do so would not be reasonably likely to have a

57    

Material Adverse Effect, and (iii) keep all material properties in good working order and condition (normal wear and tear excepted) and from time to time make all necessary repairs to and renewals and replacements of such properties, except to the extent that any of such properties are obsolete or are being replaced or where the failure to so comply with this clause (iii) is not reasonably likely to have, individually or in the aggregate, a Material Adverse Effect.

Section 5.5Compliance with Laws. The Borrower will, and will cause each of its Subsidiaries to, comply in all respects with all Requirements of Law applicable in respect of the conduct of their respective business and the ownership and operation of their respective properties, except to the extent the failure so to comply would not be reasonably likely to have a Material Adverse Effect.

Section 5.6Payment of Obligations. The Borrower will, and will cause each of its Subsidiaries to, (i) pay all liabilities and obligations as and when due (subject to any applicable subordination provisions), except to the extent failure to do so would not be reasonably likely to have a Material Adverse Effect, and (ii) pay and discharge all taxes, assessments and governmental charges or levies imposed upon them, upon their respective income or profits or upon any of their respective properties, prior to the date on which penalties would attach thereto, and all lawful claims that, if unpaid, might become a Lien upon any of the properties of the Borrower; provided, however, that neither the Borrower nor any of its Subsidiaries shall be required to pay any such tax, assessment, charge, levy or claim (a) that is being contested in good faith and by proper proceedings and as to which the Borrower or such Subsidiary is maintaining adequate reserves with respect thereto in accordance with GAAP or SAP, as the case may be or (b) to the extent failure to do so would not be reasonably likely to have a Material Adverse Effect.

Section 5.7Insurance. The Borrower will, and will cause each of its Subsidiaries to, maintain with financially sound and reputable insurance companies insurance with respect to its assets, properties and business, against such hazards and liabilities, of such types and in such amounts (after giving effect to any self-insurance compatible with the following standards), as is customarily maintained by companies in the same or similar businesses similarly situated.

Section 5.8Maintenance of Books and Records; Inspection. The Borrower will, and will cause each of its Subsidiaries to, (i) maintain adequate books, accounts and records, in which full, true and correct entries shall be made of all financial transactions in relation to their respective business and properties, and prepare all financial statements required under this Agreement, in each case in accordance with GAAP or SAP, as the case may be, and in compliance in all material respects with the requirements of any Governmental Authority having jurisdiction over them, and (ii) subject to Section 10.11, permit employees or agents of the Administrative Agent or any Lender, at their expense, to inspect their respective properties and examine or audit their respective books and records and make copies and abstracts of them, and to discuss their respective affairs, finances and accounts with their respective officers and employees and the independent public accountants of the Borrower and its Subsidiaries (and by this provision the Borrower authorizes such accountants to discuss the finances and affairs of the Borrower and its Subsidiaries), all at such times and from time to time, upon at least five (5)

58    

Business Days’ advance notice to the Borrower and during regular business hours; provided that (i) if an Event of Default has occurred and is continuing, advance notice to the Borrower is only required to be given by 12:00 p.m. the day preceding such intended inspection, (ii) the Lenders shall coordinate the exercise of their visitation and inspection rights under this Section 5.8 through the Administrative Agent, and (iii) unless an Event of Default has occurred and is continuing, the Lenders shall limit the exercise of visitation and inspection rights to one time per calendar year.

Section 5.9Permitted Acquisitions. Subject to the requirements contained in the definition of Permitted Acquisition, and subject to the other terms and conditions of this Agreement, the Borrower may from time to time on or after the Closing Date effect Permitted Acquisitions; provided that with respect to each Permitted Acquisition no Default or Event of Default shall have occurred and be continuing at the time of the consummation of such Permitted Acquisition or would exist immediately after giving effect thereto.

Section 5.10Internal Control Event. Promptly upon any Responsible Officer of the Borrower obtaining knowledge of the occurrence of any Internal Control Event, the Borrower shall provide to the Administrative Agent written notice of the occurrence of such Internal Control Event, together with a written statement of a Responsible Officer of the Borrower specifying the nature of such Internal Control Event, and the action that the Borrower has taken and proposes to take with respect thereto, and the Borrower shall diligently take any and all such actions to cure such Internal Control Event in a timely manner. The Administrative Agent shall promptly notify each Lender after receiving any such notice from the Borrower.

Section 5.11Further Assurances. The Borrower will, and will cause each of its Subsidiaries to, make, execute, endorse, acknowledge and deliver any amendments, modifications or supplements hereto and restatements hereof and any other agreements, instruments or documents and to effect, confirm or further assure or protect and preserve the interests, rights and remedies of the Administrative Agent and the Lenders under this Agreement and the other Credit Documents.

Section 5.12Compliance with Anti-Corruption Laws and Sanctions. The Borrower will maintain in effect and enforce policies and procedures designed to promote, achieve and ensure compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions.

ARTICLE VI

FINANCIAL COVENANTS

The Borrower covenants and agrees that, until the termination of the Commitments and the payment in full of all principal and interest with respect to the Loans together with all other fees, reasonable expenses and other amounts then due and owing hereunder:

Section 6.1Minimum Consolidated Net Worth. Consolidated Net Worth shall be at all times an amount not less than the sum of (i) $951,000,000, plus (ii) 50% of Consolidated Net

59    

Income for each fiscal quarter (beginning with the first fiscal quarter ending after the Closing Date) for which Consolidated Net Income (measured at the end of each such fiscal quarter) is a positive amount plus (iii) 50% of the aggregate increases in shareholders’ equity of the Borrower by reason of the issuance or sale of Capital Stock of the Borrower or any Subsidiary or other capital contributions realized or received after the Closing Date.

Section 6.2Maximum Consolidated Debt to Total Capitalization. The ratio of Consolidated Indebtedness to Consolidated Total Capital shall not be greater than 0.35 to 1.0 at any time.

Section 6.3Minimum Combined Statutory Surplus. Combined Statutory Surplus shall be at all times an amount not less than $750,000,000 for the period from the Closing Date through the Maturity Date.

ARTICLE VII

NEGATIVE COVENANTS

The Borrower covenants and agrees that, until the termination of the Commitments and the payment in full of all principal and interest with respect to the Loans together with all other fees, expenses and other amounts then due and owing hereunder:

Section 7.1Merger; Consolidation; Dissolution. The Borrower will not, and will not permit or cause any of its Significant Subsidiaries to, without the written consent of the Required Lenders, liquidate, wind up or dissolve, or enter into any consolidation, merger or other combination; provided, however, that:

(i)the Borrower may merge or consolidate with another Person so long as (x) the Borrower is the surviving entity, (y) unless such other Person is a Wholly Owned Subsidiary immediately prior to giving effect thereto, the applicable conditions and requirements of Section 5.9 shall be satisfied, and (z) immediately after giving effect thereto, no Default or Event of Default would exist;

(ii)any Subsidiary may merge or consolidate with another Person so long as (x) the surviving entity is the Borrower or a Subsidiary, (y) unless such other Person is a Wholly Owned Subsidiary immediately prior to giving effect thereto, the applicable conditions and requirements of Section 5.9 shall be satisfied, and (z) immediately after giving effect thereto, no Default or Event of Default would exist; and

(iii)any Subsidiary may liquidate, wind-up or dissolve so long as all of the assets of such Subsidiary are transferred to the Borrower or a Subsidiary.

Section 7.2Indebtedness. The Borrower will not, and will not permit or cause any of its Subsidiaries to, without the written consent of the Required Lenders, create, incur, assume or suffer to exist any Indebtedness other than:

(i)Indebtedness incurred under this Agreement and the Notes;

60    

(ii)Indebtedness incurred in connection with Hybrid Equity Securities;

(iii)accrued expenses (including salaries, accrued vacation and other compensation), current trade or other accounts payable and other current liabilities arising in the ordinary course of business and not incurred through the borrowing of money; provided that the same shall be paid when due except to the extent being contested in good faith and by appropriate proceedings;

(iv)loans and advances (A) by the Borrower or any Subsidiary to any other Subsidiary or (B) by any Subsidiary to the Borrower in an aggregate amount not to exceed ten percent (10%) of such Subsidiary’s admitted assets for the immediately preceding calendar year (as reflected on the Annual Statement of such Subsidiary);

(v)Indebtedness in respect of Capital Lease Obligations and purchase money obligations of the Borrower and its Subsidiaries incurred solely to finance the payment of all or part of the purchase price of any equipment, real property or other fixed assets acquired in the ordinary course of business, and any renewals, refinancings or replacements of any of the foregoing (subject to the limitations on the principal amount thereof set forth in this clause (v)), which Indebtedness shall not exceed $95,000,000 in aggregate principal amount outstanding at any time;

(vi)Indebtedness in connection with Permitted Liens;

(vii)Indebtedness existing on the Closing Date and described in Schedule 7.2 and extensions, renewals and replacements of any such Indebtedness that do not increase the outstanding principal amount thereof or result in an earlier final maturity date;

(viii)Indebtedness of the Borrower or any Subsidiary in connection with securities lending arrangements with financial institutions in the ordinary course of business;

(ix)Indebtedness of each Insurance Subsidiary that is a member of a Federal Home Loan Bank (each, a “FHLB Subsidiary”) incurred in connection with loans from the Federal Home Loan Bank of which such FHLB Subsidiary is a member (the “FHLB Indebtedness”), in each case pursuant to the terms of such membership; provided that the aggregate amount of FHLB Indebtedness incurred by each FHLB Subsidiary shall not at any time exceed ten percent (10%) of such FHLB Subsidiary’s admitted assets for the immediately preceding calendar year (as reflected on the Annual Statement of such FHLB Subsidiary);

(x)Indebtedness of the Borrower and Wantage Avenue Holding Company, Inc. (“WAHC”), in an aggregate amount not to exceed $40,000,000, incurred in connection with the Borrower’s acquisition of WAHC from Selective Insurance Company of America; and

61    

(xi)other Indebtedness incurred by the Borrower; provided that (A) immediately after giving effect to the incurrence thereof, the Borrower shall be in compliance with the financial covenant contained in Section 6.2 and (B) at the time of incurrence thereof, no Default or Event of Default shall have occurred and be continuing.

Section 7.3Liens. The Borrower will not, and will not permit or cause any of its Subsidiaries to, without the written consent of the Required Lenders, directly or indirectly, make, create, incur, assume or suffer to exist, any Lien upon or with respect to any part of its property or assets, whether now owned or hereafter acquired, or file or authorize the filing of, or permit to remain in effect if known to Borrower, any financing statement or other similar notice of any Lien with respect to any such property, asset, income or profits under the Uniform Commercial Code of any state or under any similar recording or notice statute, other than the following (collectively, “Permitted Liens”):

(i)Liens in existence on the Closing Date and set forth on Schedule 7.3;

(ii)Liens imposed by law, such as Liens of carriers, warehousemen, mechanics, materialmen and landlords, and other similar Liens incurred in the ordinary course of business for sums not constituting borrowed money that are not overdue for a period of more than thirty (30) days or that are being contested in good faith by appropriate proceedings and for which adequate reserves have been established in accordance with GAAP (if so required);

(iii)Liens (other than any Lien imposed by ERISA, the creation or incurrence of which would result in an Event of Default under Section 8.1(i)) incurred in the ordinary course of business in connection with workers’ compensation, unemployment insurance or other forms of governmental insurance or benefits, or to secure the performance of letters of credit, bids, tenders, statutory obligations, surety and appeal bonds, leases, government contracts and other similar obligations (other than obligations for borrowed money) entered into in the ordinary course of business;

(iv)Liens for taxes, assessments or other governmental charges or statutory obligations that are not delinquent or remain payable without any penalty or that are being contested in good faith by appropriate proceedings and for which adequate reserves have been established in accordance with GAAP (if so required);

(v)Liens securing the Indebtedness permitted under Section 7.2(v); provided that any such Lien (y) shall not exceed the greater of (A) the fair market value of such property or (B) the cost thereof to the Borrower or such Subsidiary and (z) shall not encumber any other property of the Borrower or any of its Subsidiaries;

(vi)any attachment or judgment Lien not constituting an Event of Default under Section 8.1(h) that is being contested in good faith by appropriate proceedings and for which adequate reserves have been established in accordance with GAAP (if so required);

62    

(vii)Liens arising from the filing, for notice purposes only, of financing statements in respect of true leases;

(viii)Liens on Borrower Margin Stock, to the extent the fair market value thereof exceeds 25% of the fair market value of the assets of the Borrower and its Subsidiaries (including Borrower Margin Stock);

(ix)Liens in favor of the Federal Home Loan Banks securing the FHLB Indebtedness permitted under Section 7.2(ix);

(x)Liens on the Borrower’s corporate headquarters located at 40 Wantage Avenue, Branchville, New Jersey 07890 in favor of Selective Insurance Company of America securing the Indebtedness permitted under Section 7.2(x);

(xi)with respect to any real property occupied by the Borrower or any of its Subsidiaries, all easements, rights of way, licenses and similar encumbrances on title that do not materially impair the use of such property for its intended purposes;

(xii)Liens securing Indebtedness permitted under Section 7.2 other than Section 7.2(v), which Liens are not otherwise permitted by the foregoing clauses of this Section 7.3; provided, that in no event shall the Liens permitted by this Section 7.3(xii) secure Indebtedness in an aggregate principal amount in excess of $35,000,000.

Section 7.4Disposition of Assets. The Borrower will not, and will not permit or cause any of its Subsidiaries to, without the written consent of the Required Lenders, sell, assign, lease, convey, transfer or otherwise dispose of (whether in one or a series of transactions) all or any portion of its assets, business or properties (including, without limitation, any Capital Stock of any Subsidiary) or enter into any arrangement with any Person providing for the lease by the Borrower or any Subsidiary as lessee of any asset that has been sold or transferred by the Borrower or such Subsidiary to such Person, except for:

(i)sales of inventory and licenses or leases of intellectual property and other assets, in each case in the ordinary course of business;

(ii)the sale or exchange of used or obsolete equipment to the extent (y) the proceeds of such sale are applied towards, or such equipment is exchanged for, replacement equipment or (z) such equipment is no longer necessary for the operations of the Borrower or its applicable Subsidiary in the ordinary course of business;

(iii)the sale by the Borrower and its Subsidiaries of (x) the capital stock or all or any portion of the assets, business or properties of a Subsidiary that is not a Significant Subsidiary; and (y) any asset or group of assets of any Significant Subsidiary constituting less than (A) in any single transaction or series of related transactions, fifteen percent (15%) of Consolidated Net Worth as of the last day of the fiscal quarter ending on or immediately prior to the date of such sale, and (B) during the term of this Agreement, in the aggregate with all such other sales pursuant to this Section 7.4(iii)(y), thirty percent

63    

(30%) of Consolidated Net Worth as of the end of the immediately preceding fiscal quarter ending on or immediately prior to the date of such sale; provided, in the case of any sale pursuant to this Section 7.4(iii) that immediately after giving effect thereto, no Default or Event of Default would exist; and

(iv)the sale, lease or other disposition of assets by a Subsidiary of the Borrower to the Borrower or to any of its Subsidiaries if, immediately after giving effect thereto, no Default or Event of Default would exist.

Section 7.5Investments and Acquisitions. The Borrower will not, and will not permit or cause any of its Subsidiaries to, directly or indirectly, without the written consent of the Required Lenders, purchase, own, invest in or otherwise acquire any Capital Stock, evidence of indebtedness or other obligation or security or any interest whatsoever in any other Person, or make or permit to exist any loans, advances or extensions of credit to, or any investment in cash or by delivery of property in, any other Person, or purchase or otherwise acquire (whether in one or a series of related transactions) any portion of the assets, business or properties of another Person (including pursuant to an Acquisition), or create or acquire any Subsidiary, or become a partner or joint venturer in any partnership or joint venture (collectively, “Investments”), other than:

(xii)Investments by the Borrower and its Subsidiaries to the extent permitted under applicable Requirements of Law and in compliance at all times with the: (x) all applicable insurance laws and regulations of any other relevant jurisdictions relating to investments by an Insurance Subsidiary and (y) the limitations set forth in the Investment Policy;

(xiii)any Investment by the Borrower, provided (y) that during the term of this Agreement, any such Investment pursuant to this Section 7.5(ii) does not exceed in the aggregate with all other Investments pursuant to this Section 7.5(ii) twenty-five percent (25%) of Consolidated Net Worth as of the end of the immediately preceding fiscal quarter ending on or immediately prior to the date of any such Investment, and (z) that immediately after giving effect thereto, no Default or Event of Default would exist; and

(xiv)Permitted Acquisitions.

Section 7.6Restricted Payments. The Borrower will not, and will not permit or cause any of its Subsidiaries to, directly or indirectly, declare or make any dividend payment, or make any other distribution of cash, property or assets, in respect of any of its Capital Stock or any warrants, rights or options to acquire its Capital Stock, or purchase, redeem, retire or otherwise acquire for value any shares of its Capital Stock or any warrants, rights or options to acquire its Capital Stock, or set aside funds for any of the foregoing, except that:

(xiii)the Borrower may declare and make dividend payments or other distributions payable solely in its common stock;

64    

(xiv)the Borrower may declare and pay cash dividends and distributions so long as immediately before the payment thereof, and after giving effect to the payment thereto, no Default or Event of Default has occurred and is continuing;

(xv)the Borrower may repurchase or otherwise redeem for value any shares of its Capital Stock; provided that, after giving effect to any such repurchase, no Default or Event of Default shall occur or be continuing;

(xvi)the Borrower and its Subsidiaries may declare and pay dividends in respect of any Hybrid Equity Securities if, at the time of and after giving effect to any such payment, no Default or Event of Default has occurred and is continuing; and

(xvii)any Subsidiary of the Borrower may declare and make dividend payments or other distributions to the Borrower or another Subsidiary of the Borrower; provided that no dividend payment or other distribution may be made to any Subsidiary of the Borrower to the extent such Subsidiary has any restriction or encumbrance on its ability to make any dividend payment or other distribution to the Borrower.

Section 7.7Transactions with Affiliates. The Borrower will not, and will not permit or cause any of its Subsidiaries to, enter into any transaction (including, without limitation, any purchase, sale, lease or exchange of property or the rendering of any service) with any officer, director, stockholder or other Affiliate of the Borrower or any Subsidiary, except if (i) the terms of the transaction are fair and reasonable, (ii) charges or fees for services performed are reasonable, and (iii) expenses incurred and payment received are allocated in conformity with customary insurance accounting practices consistently; provided, however, that nothing contained in this Section 7.7 shall prohibit transactions described on Schedule 7.7 or otherwise expressly permitted under this Agreement.

Section 7.8Lines of Business. The Borrower will not, and will not permit or cause any of its Subsidiaries to, without the written consent of the Required Lenders (which consent will not be unreasonably withheld or delayed), engage to any material extent in any business other than substantially the same lines of business engaged in by it on the date hereof and businesses and activities reasonably related thereto.

Section 7.9Certain Amendments. The Borrower will not, and will not permit or cause any of its Subsidiaries to, amend, modify or change any provision of its articles or certificate of organization or operating agreement, or the terms of any class or series of its Capital Stock, other than in a manner that is not reasonably likely to adversely affect the Lenders in any material respect.

Section 7.10Limitation on Certain Restrictions. The Borrower will not, and will not permit or cause any of its Subsidiaries to, directly or indirectly, create or otherwise cause or suffer to exist or become effective any restriction or encumbrance on the ability of any Subsidiary of the Borrower to make any dividend payments or other distributions in respect of its Capital Stock, to repay Indebtedness owed to the Borrower or any other Subsidiary, to make loans or advances to the Borrower or any other Subsidiary, or to transfer any of its assets or

65    

properties to the Borrower or any other Subsidiary, in each case other than such restrictions or encumbrances existing under or by reason of the Credit Documents or applicable Requirements of Law.

Section 7.11Fiscal Year. The Borrower will not, and will not permit or cause any of its Subsidiaries to, change the ending date of its fiscal year to a date other than December 31.

Section 7.12Accounting Changes. The Borrower will not, and will not permit or cause any of its Subsidiaries to, make or permit any material change in its accounting policies or reporting practices, except as may be required or permitted by GAAP or SAP, as the case may be.

Section 7.13Ratings. The Borrower (i) will cause each Material Insurance Subsidiary to maintain a Financial Strength Rating at all times and (ii) will not permit or cause the Financial Strength Rating of any Material Insurance Subsidiary to be lower than “A-” at any time.

ARTICLE VIII

EVENTS OF DEFAULT

Section 8.1Events of Default. The occurrence of any one or more of the following events shall constitute an “Event of Default”:

(c)The Borrower shall fail to pay (i) any principal of any Loan when due, or (ii) any interest, any fee or any other Obligation on any Loan within five (5) Business Days after any such amount becomes due in accordance with the terms hereof;

(d)The Borrower shall fail to observe, perform or comply with any condition, covenant or agreement contained in any of Sections 2.14, 5.2, 5.3(e)(i)-(ii) or 5.4(i) or in ArticleVI or Article VII;

(e)The Borrower or any of its Subsidiaries shall fail to observe, perform or comply with any condition, covenant or agreement contained in this Agreement or any of the other Credit Documents other than those enumerated in Sections 8.1(a) and 8.1(b), and such failure (i) is deemed by the terms of the relevant Credit Document to constitute an Event of Default or (ii) shall continue unremedied for any grace period specifically applicable thereto or, if no such grace period is applicable, for a period of thirty (30) days after the earlier of (y) the date on which a Responsible Officer of the Borrower acquires knowledge thereof and (z) the date on which written notice thereof is delivered by the Administrative Agent or any Lender to the Borrower;

(f)Any representation or warranty made or deemed made by or on behalf of the Borrower or any of its Subsidiaries in this Agreement, any of the other Credit Documents or in any certificate, instrument, report or other document furnished in connection herewith or therewith or in connection with the transactions contemplated hereby or thereby shall prove to

66    

have been false or misleading in any material respect as of the time made, deemed made or furnished;

(g)The Borrower or any of its Subsidiaries shall (i) fail to pay when due (whether by scheduled maturity, acceleration or otherwise and after giving effect to any applicable grace period) any principal of or interest on any Indebtedness (other than the Indebtedness incurred pursuant to this Agreement) having an aggregate principal amount of at least $20,000,000, or (ii) fail to observe, perform or comply with any condition, covenant or agreement contained in any agreement or instrument evidencing or relating to any such Indebtedness, or any other event shall occur or condition exist in respect thereof, and the effect of such failure, event or condition is to cause, or permit the holder or holders of such Indebtedness (or a trustee or agent on its or their behalf) to cause (with the giving of notice, lapse of time, or both), the Indebtedness referred to in clause (i) to become due, or to be prepaid, redeemed, purchased or defeased, prior to its stated maturity;

(h)The Borrower or any of its Subsidiaries shall (i) file a voluntary petition or commence a voluntary case seeking liquidation, winding-up, reorganization, dissolution, arrangement, readjustment of debts or any other relief under any Debtor Relief Law or the insurance laws applicable to any Insurance Subsidiary, (ii) consent to the institution of, or fail to controvert in a timely and appropriate manner, any petition or case of the type described in Section 8.1(g), (iii) apply for or consent to the appointment of or taking possession by a custodian, trustee, receiver or similar official for or of itself or all or a substantial part of its properties or assets, (iv) fail generally, or admit in writing its inability, to pay its debts generally as they become due, (v) make a general assignment for the benefit of creditors or (vi) take any corporate action to authorize or approve any of the foregoing;

(i)Any involuntary petition or case shall be filed or commenced against the Borrower or any of its Subsidiaries seeking liquidation, winding-up, reorganization, dissolution, arrangement, readjustment of debts, the appointment of a custodian, trustee, receiver or similar official for it or all or a substantial part of its properties or any other relief under any Debtor Relief Law or the insurance laws applicable to any Insurance Subsidiary, and such petition or case shall continue undismissed and unstayed for a period of sixty (60) days; or an order, judgment or decree approving or ordering any of the foregoing shall be entered in any such proceeding;

(j)Any one or more money judgments, writs or warrants of attachment, executions or similar processes involving an aggregate amount (exclusive of amounts fully bonded or covered by insurance as to which the surety or insurer, as the case may be, has acknowledged its liability in writing) in excess of $20,000,000shall be entered or filed against the Borrower or any of its Subsidiaries or any of their respective properties and the same shall not be dismissed, stayed or discharged for a period of thirty (30) days or in any event later than five days prior to the date of any proposed sale thereunder;

(k)Any ERISA Event or any other event or condition shall occur or exist with respect to any Plan or Multiemployer Plan and, as a result thereof, together with all other ERISA Events and other events or conditions then existing, the Borrower and the respective ERISA Affiliates

67    

have incurred or would be reasonably likely to incur liability to any one or more Plans or Multiemployer Plans or to the PBGC (or to any combination thereof) that has or would be reasonably likely to have a Material Adverse Effect;

(l)Any one or more Licenses, permits, accreditations or authorizations of the Borrower or any of its Subsidiaries shall be suspended, limited or terminated or shall not be renewed, or any other action shall be taken, by any Governmental Authority in response to any alleged failure by the Borrower or any of its Subsidiaries to be in compliance with applicable Requirements of Law, and such action, individually or in the aggregate, has or would be reasonably likely to have a Material Adverse Effect;

(m)Any of the following shall occur: (i) any Person or group of Persons acting in concert as a partnership or other group, shall, as a result of a tender or exchange offer, open market purchases, privately negotiated purchases or otherwise, have become, after the date hereof, the “beneficial owner” (within the meaning of such term under Rule 13d-3 under the Exchange Act) of securities of the Borrower representing 25% or more of the combined voting power of the then outstanding securities of the Borrower ordinarily (and apart from rights accruing under special circumstances) having the right to vote in the election of directors; (ii) the Board of Directors of the Borrower shall cease to consist of a majority of the individuals who constituted the Board of Directors as of the date hereof or who shall have become a member thereof subsequent to the date hereof after having been nominated, or otherwise approved in writing, by at least a majority of individuals who constituted the Board of Directors of the Borrower as of the date hereof (or their replacements approved as herein required); or (iii) Borrower shall cease to own, directly or indirectly, 100% of the issued and outstanding Capital Stock of any of its Significant Subsidiaries and such Capital Stock shall be free and clear of all Liens.

Section 8.2Remedies: Termination of Commitment, Acceleration, etc. Upon and at any time after the occurrence and during the continuance of any Event of Default, the Administrative Agent shall at the direction, or may with the consent, of the Required Lenders, take any or all of the following actions at the same or different times:

(f)Declare the Commitment to be terminated, whereupon the same shall terminate (provided that, upon the occurrence of an Event of Default pursuant to Sections 8.1(f) or 8.1(g), the Commitment shall automatically be terminated);

(g)Declare all or any part of the outstanding principal amount of the Loans to be immediately due and payable, whereupon the principal amount so declared to be immediately due and payable, together with all interest accrued thereon and all other amounts payable under this Agreement, the Notes and the other Credit Documents, shall become immediately due and payable without presentment, demand, protest, notice of intent to accelerate or other notice or legal process of any kind, all of which are hereby knowingly and expressly waived by the Borrower; provided that, upon the occurrence of an Event of Default pursuant to Sections 8.1(f) or 8.1(g), all of the outstanding principal amount of the Loans and all other amounts described in this Section 8.2(b) shall automatically become immediately due and payable without

68    

presentment, demand, protest, notice of intent to accelerate or other notice or legal process of any kind, all of which are hereby knowingly and expressly waived by the Borrower); and

(h)Exercise all rights and remedies available to it under this Agreement, the other Credit Documents and applicable law.

Section 8.3Remedies: Set-Off. In addition to all other rights and remedies available under the Credit Documents or applicable law or otherwise, upon and at any time after the occurrence and during the continuance of any Event of Default, each Lender and each of their respective Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by applicable law, to set off and apply any and all deposits (general or special, time or demand, provisional or final) at any time held and other obligations at any time owing by such Lender or any such Affiliate to or for the credit or the account of the Borrower against any and all of the obligations of the Borrower now or hereafter existing under this Agreement or any other Credit Document to such Lender, irrespective of whether or not such Lender shall have made any demand under this Agreement or any other Credit Document and although such obligations of the Borrower may be contingent or unmatured or are owed to a branch or office of such Lender or any Affiliate thereof different from the branch or office holding such deposit or obligated on such indebtedness. The rights of each Lender and their respective Affiliates under this Section 8.3 are in addition to other rights and remedies (including other rights of setoff) that such Lender or their respective Affiliates may have. Notwithstanding the foregoing, this right of setoff shall not apply to any deposits held by a Borrower or a Subsidiary as to which deposits the Borrower or such Subsidiary is acting in a fiduciary or custodial capacity on behalf of others. Each Lender agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application; provided that the failure to give such notice shall not affect the validity of such setoff and application. Notwithstanding the foregoing, neither the Administrative Agent nor any Lender may setoff or apply any deposits, against any obligation of the Borrower now or hereafter existing under this Agreement or any other Credit Document to such Lender by the Borrower or any Subsidiary, that are held by the Borrower or any Subsidiary in a short-term money market fund of such Administrative Agent or Lender or any of their Affiliates, successors or assigns.

ARTICLE IX

THE ADMINISTRATIVE AGENT

Section 9.1Appointment and Authority. Each of the Lenders hereby irrevocably appoints Wells Fargo to act on its behalf as the Administrative Agent hereunder and under the other Credit Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Article IX are solely for the benefit of the Administrative Agent and the Lenders, and neither the Borrower nor any of its Subsidiaries shall have rights as a third party beneficiary of any of such provisions. It is understood and agreed that the use of the term “agent” (or any other similar term) herein or in any other Credit Document with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express)

69    

obligations under agency doctrine of any applicable law. Instead, such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties.

Section 9.2Rights as a Lender. The Person serving as the Administrative Agent hereunder shall have the same rights and powers in its capacity as a Lender as any other Lender and may exercise the same as though it were not the Administrative Agent and the term “Lender” or “Lenders” shall, unless otherwise expressly indicated or unless the context otherwise requires, include the Person serving as the Administrative Agent hereunder in its individual capacity. Such Person and its Affiliates may accept deposits from, lend money to, act as the financial advisor or in any other advisory capacity for and generally engage in any kind of business with the Borrower or any Subsidiary or other Affiliate thereof as if such Person were not the Administrative Agent hereunder and without any duty to account therefor to the Lenders.

Section 9.3Exculpatory Provisions.

(b)The Administrative Agent shall not have any duties or obligations except those expressly set forth herein and in the other Credit Documents, and its duties hereunder shall be administrative in nature. Without limiting the generality of the foregoing, the Administrative Agent:

(v)shall not be subject to any fiduciary or other implied duties, regardless of whether a Default or Event of Default has occurred and is continuing;

(vi)shall not have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated hereby or by the other Credit Documents that the Administrative Agent is required to exercise as directed in writing by the Required Lenders (or such other number or percentage of the Lenders as shall be expressly provided for herein or in the other Credit Documents); provided that the Administrative Agent shall not be required to take any action that, in its opinion or the opinion of its counsel, may expose the Administrative Agent to liability or that is contrary to any Credit Document or applicable law, including, for the avoidance of doubt, any action that may be in violation of the automatic stay under any Debtor Relief Law or that may effect a forfeiture, modification or termination of property of a Defaulting Lender in violation of any Debtor Relief Law; and

(vii)shall not, except as expressly set forth herein and in the other Credit Documents, have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to the Borrower or any Affiliate thereof that is communicated to or obtained by the Person serving as the Administrative Agent or any of its Affiliates in any capacity.

(c)The Administrative Agent shall not be liable for any action taken or not taken by it in good faith (i) with the consent or at the request of the Required Lenders (or such other number or percentage of the Lenders as shall be necessary, or as the Administrative Agent shall believe in good faith shall be necessary, under the circumstances as provided in Sections 10.5

70    

and 8.2) or (ii) in the absence of its own gross negligence or willful misconduct as determined by a court of competent jurisdiction by final and nonappealable judgment. The Administrative Agent shall be deemed not to have knowledge of any Default or Event of Default unless and until notice describing such Default or Event of Default is given to the Administrative Agent by the Borrower or a Lender.

(d)The Administrative Agent shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with this Agreement or any other Credit Document, (ii) the contents of any certificate, report or other document delivered hereunder or thereunder or in connection herewith or therewith, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or therein or the occurrence of any Default or Event of Default, (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Credit Document or any other agreement, instrument or document or (v) the satisfaction of any condition set forth in Article III or elsewhere herein, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent.

Section 9.4Reliance by Administrative Agent. The Administrative Agent shall be entitled to rely upon, and shall not incur any liability for relying in good faith upon, any notice, request, certificate, consent, statement, instrument, document or other writing (including any electronic message, internet or intranet website posting or other distribution) believed by it to be genuine and to have been signed, sent or otherwise authenticated by the proper Person. The Administrative Agent also may rely in good faith upon any statement made to it orally or by telephone and believed by it to have been made by the proper Person, and shall not incur any liability for relying thereon. In determining compliance with any condition hereunder to the making of any Loan that by its terms must be fulfilled to the satisfaction of a Lender, the Administrative Agent may presume that such condition is satisfactory to such Lender unless the Administrative Agent shall have received notice to the contrary from such Lender prior to the making of such Loan. The Administrative Agent may consult with legal counsel (who may be counsel for the Borrower), independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.

Section 9.5Delegation of Duties. The Administrative Agent may perform any and all of its duties and exercise its rights and powers hereunder or under any other Credit Document by or through any one or more sub-agents appointed by the Administrative Agent; provided that such sub-agents are approved in advance by the Borrower (such approval not to be unreasonably withheld or delayed). The Administrative Agent and any such sub-agent may perform any and all of its duties and exercise its rights and powers by or through their respective Related Parties. The exculpatory provisions of this Article IX shall apply to any such sub-agent and to the Related Parties of the Administrative Agent and any such sub-agent, and shall apply to their respective activities in connection with the syndication of the credit facilities provided for herein as well as activities as Administrative Agent. As between the Administrative Agent and the Lenders, the Administrative Agent shall not be responsible for the negligence or misconduct of any sub-agent except to the extent that a court of competent jurisdiction determines in a final and

71    

nonappealable judgment that the Administrative Agent acted with gross negligence or willful misconduct in the selection of such sub-agent.

Section 9.6Resignation of Administrative Agent.

(f)The Administrative Agent may at any time give notice of its resignation to the Lenders and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, with the consent of the Borrower (not to be unreasonably withheld or delayed; provided that no such consent shall be required at any time when a Default or Event of Default exists) to appoint a successor Administrative Agent, which shall be a commercial bank that (i) is organized under the laws of the United States of America or any state thereof, (ii) has combined capital and surplus of $500,000,000 and (ii) is “well capitalized” under the applicable bank regulatory standard. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within thirty (30) days after the retiring Administrative Agent gives notice of its resignation, then the retiring Administrative Agent may, on behalf of the Lenders, appoint a successor Administrative Agent meeting the qualifications set forth above and approved in advance by the Borrower (such approval not to be unreasonably withheld or delayed); provided that if the Administrative Agent shall notify the Borrower and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective in accordance with such notice and (1) the retiring Administrative Agent shall be discharged from its duties and obligations hereunder and under the other Credit Documents (except that in the case of any collateral security held by the Administrative Agent on behalf of the Lenders under any of the Credit Documents, the retiring Administrative Agent shall continue to hold such collateral security until such time as a successor Administrative Agent is appointed) and (2) except for any indemnity payments owed to the retiring Administrative Agent, all payments, communications and determinations provided to be made by, to or through the Administrative Agent shall instead be made by or to each Lender directly, until such time as the Required Lenders appoint a successor Administrative Agent as provided for above in this Section 9.6.

(g)Upon the acceptance of a successor’s appointment as Administrative Agent hereunder, such successor shall succeed to and become vested with all of the rights, powers, privileges and duties of the retiring (or retired) Administrative Agent, and the retiring Administrative Agent shall be discharged from all of its duties and obligations hereunder or under the other Credit Documents (if not already discharged therefrom as provided above in this Section 9.6). The fees payable by the Borrower to a successor Administrative Agent shall be the same as those payable to its predecessor unless otherwise agreed between the Borrower and such successor. After the retiring Administrative Agent’s resignation hereunder and under the other Credit Documents, the provisions of this Article IX and Section 10.1 shall continue in effect for the benefit of such retiring Administrative Agent, its sub-agents and their respective Related Parties in respect of any actions taken or omitted to be taken by any of them while the retiring Administrative Agent was acting as Administrative Agent.

Section 9.7Non-Reliance on Administrative Agent and Other Lenders. Each Lender acknowledges that it has, independently and without reliance upon the Administrative Agent or

72    

any other Lender or any of their Related Parties and based on such documents and information as it has deemed appropriate, made its own credit analysis and decision to enter into this Agreement. Each Lender also acknowledges that it will, independently and without reliance upon the Administrative Agent or any other Lender or any of their Related Parties and based on such documents and information as it shall from time to time deem appropriate, continue to make its own decisions in taking or not taking action under or based upon this Agreement, any other Credit Document or any related agreement or any document furnished hereunder or thereunder.

Section 9.8No Other Duties, etc. Anything herein to the contrary notwithstanding, the Arranger shall not have any powers, duties or responsibilities under this Agreement or any of the other Credit Documents, except in its capacity, as applicable, as the Administrative Agent or a Lender hereunder.

Section 9.9Administrative Agent May File Proofs of Claim. In case of the pendency of any proceeding under any Debtor Relief Law or any other judicial proceeding relative to any Credit Party, the Administrative Agent (irrespective of whether the principal of any Loan shall then be due and payable as herein expressed or by declaration or otherwise and irrespective of whether the Administrative Agent shall have made any demand on the Borrower) shall be entitled and empowered (but not obligated) by intervention in such proceeding or otherwise (i) to file and prove a claim for the whole amount of the principal and interest owing and unpaid in respect of the Loans and all other Obligations that are owing and unpaid and to file such other documents as may be necessary advisable in order to have the claims of the Lenders and the Administrative Agent (including any claim for the reasonable compensation, expenses, disbursements and advances of the Lenders and the Administrative Agent and their respective agents, sub-agents and counsel and all other amounts due the Lenders and the Administrative Agent under Sections 2.9 and 10.1) allowed in such judicial proceeding and (ii) to collect and receive any monies or other property payable or deliverable on any such claims and to distribute the same. Any custodian, receiver, assignee, trustee, liquidator, sequestrator or other similar official in any such judicial proceeding is hereby authorized by each Lender to make such payments to the Administrative Agent and, in the event that the Administrative Agent shall consent to the making of such payments to the Lenders, to pay to the Administrative Agent any amount due for the reasonable compensation, expenses, disbursements and advances of the Administrative Agent and its agents, sub-agents and counsel, and any other amounts due the Administrative Agent under Sections 2.9 and 10.1.

ARTICLE X

MISCELLANEOUS

Section 10.1Expenses; Indemnity; Damage Waiver.

(d)The Borrower shall pay (i) all reasonable documented or invoiced out-of-pocket expenses incurred by the Administrative Agent and its Affiliates (including the reasonable documented or invoiced fees, charges and disbursements of counsel for the Administrative Agent), in connection with the syndication of the credit facilities provided for herein, the preparation, negotiation, execution, delivery and administration of this Agreement and the other

73    

Credit Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), (ii) all reasonable documented or invoiced out-of-pocket expenses incurred by the Administrative Agent or any Lender (including the reasonable documented or invoiced fees, charges and disbursements of any counsel for the Administrative Agent or any Lender), in connection with the enforcement or protection of its rights in connection with this Agreement and the other Credit Documents, including its rights under this Section 10.1, and (iii) any civil penalty or fine assessed by OFAC against, and all reasonable documented or invoiced costs and expenses (including reasonable documented or invoiced counsel fees and disbursements) incurred in connection with defense thereof by, the Administrative Agent or any Lender as a result of conduct of the Borrower that violates any Sanction enforced by OFAC.

(e)The Borrower shall indemnify the Administrative Agent (and any sub-agent thereof), each Lender, and each Related Party of any of the foregoing persons (each such person being called an “Indemnitee”) against, and hold each Indemnitee harmless from, any and all losses, claims, penalties, damages, liabilities and related expenses (including the reasonable documented or invoiced fees, charges and disbursements of any counsel for any Indemnitee), incurred by any Indemnitee or asserted against any Indemnitee by any third party or by the Borrower or any of its Subsidiaries arising out of, in connection with, or as a result of (i) the execution or delivery of this Agreement, any other Credit Document or any agreement or instrument contemplated hereby or thereby, the performance by the parties hereto of their respective obligations hereunder or thereunder or the consummation of the transactions contemplated hereby or thereby, (ii) any actual or alleged presence or release of Hazardous Substances on or from any property owned or operated by the Borrower or any of its Subsidiaries, or any Environmental Claim related in any way to the Borrower or any of its Subsidiaries, or (iii) any actual or prospective claim, litigation, investigation or proceeding relating to any of the foregoing, whether based on contract, tort or any other theory, whether brought by a third party or by the Borrower or any of its Subsidiaries, and regardless of whether any Indemnitee is a party thereto; provided that such indemnity shall not, as to any Indemnitee, be available to the extent that such losses, claims, damages, liabilities or related expenses (x) are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of such Indemnitee or (y) result from a claim brought by the Borrower or any of its Subsidiaries against an Indemnitee for breach in bad faith of such Indemnitee’s obligations hereunder or under any other Credit Document, if the Borrower or any of its Subsidiaries has obtained a final and nonappealable judgment in its favor on such claim as determined by a court of competent jurisdiction. Notwithstanding the foregoing, amounts required to be paid by the Borrower under this Section 10.1(b) shall not include any Taxes, other than any Taxes that represent losses, claims or damages arising solely from any non-Tax claim.

(f)To the extent that the Borrower for any reason fails to indefeasibly pay any amount required under Sections 10.1(a) or 10.1(b) to be paid by it to the Administrative Agent (or any sub-agent thereof) or any Related Party of the Administrative Agent, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agent) or such Related Party, as the case may be, such Lender’s proportion (based on the percentages as used in

74    

determining the Required Lenders as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agent) in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agent) in connection with such capacity. The obligations of the Lenders under this Section 10.1(c) are subject to the provisions of Section 2.3(c).

(g)To the fullest extent permitted by applicable law, the Borrower shall not assert, and hereby waives, any claim against any Indemnitee, on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, this Agreement, any other Credit Document or any agreement or instrument contemplated hereby or the transactions contemplated hereby or thereby. No Indemnitee referred to in Section 10.1(b) shall be liable for any damages arising from the use by unintended recipients of any information or other materials distributed by it through telecommunications, electronic or other information transmission systems in connection with this Agreement or the other Credit Documents or the transactions contemplated hereby or thereby unless the unintended recipient received such information through the gross negligence or willful misconduct of such Indemnitee.

(h)All amounts due under this Section 10.1 shall be payable by the Borrower promptly upon demand therefor.

Section 10.2Governing Law; Submission to Jurisdiction; Waiver of Venue; Service of Process.

(e)This Agreement and the other Credit Documents and any claims, controversy, dispute or cause of action (whether in contract or tort or otherwise) based upon, arising out of or relating to this Agreement or any other Credit Document (except, as to any other Credit Document, as expressly set forth therein) shall be governed by, and construed in accordance with, the law of the State of New York (including Sections 5-1401 and 5-1402 of the New York General Obligations Law, but excluding all other choice of law and conflicts of law rules).

(f)The Borrower irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of the courts of the State of New York sitting in New York City and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, in any action or proceeding arising out of or relating to this Agreement or any other Credit Document, or for recognition or enforcement of any judgment, and each of the parties hereto irrevocably and unconditionally agrees that all claims in respect of any such action or proceeding may be heard and determined in such state court or, to the fullest extent permitted by applicable law, in such federal court. Each of the parties hereto agrees that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Agreement or in any other Credit Document shall affect any right that the Administrative Agent or any Lender may otherwise have to bring any action or proceeding relating to this Agreement or any other Credit Document against the Borrower or its properties in the courts of any jurisdiction.

75    

(g)The Borrower irrevocably and unconditionally waives, to the fullest extent permitted by applicable law, any objection that it may now or hereafter have to the laying of venue of any action or proceeding arising out of or relating to this Agreement or any other Credit Document in any court referred to in Section 10.2(b). Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by applicable law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court.

(h)Each party hereto irrevocably consents to service of process in the manner provided for notices in Section 10.4. Nothing in this Agreement will affect the right of any party hereto to serve process in any other manner permitted by applicable law.

Section 10.3Waiver of Jury Trial. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER CREDIT DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT AND THE OTHER CREDIT DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION 10.3.

Section 10.4Notices; Effectiveness; Electronic Communication.

(f)Except in the cases of notices and other communications expressly permitted to be given by telephone (and except as provided in Section 10.4(b)), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by facsimile as follows:

(iv)if to the Borrower or the Administrative Agent, to it at the address (or facsimile number) specified for such person on Schedule 1.1; and

(v)if to any Lender, to it at its address (or facsimile number) set forth in its Administrative Questionnaire.

Notices sent by hand or overnight courier service, or mailed by certified or registered mail, shall be deemed to have been given when received; notices sent by facsimile shall be deemed to have been given when sent (except that, if not given during normal business hours for the recipient, shall be deemed to have been given at the opening of business on the next business day for the recipient). Notices delivered through electronic communications to the extent provided in Section 10.4(b) shall be effective as provided in Section 10.4(b).

76    

(g)Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communication (including e-mail and internet or intranet websites) pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices to any Lender pursuant to Article II. The Administrative Agent or the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communication pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. Unless the Administrative Agent otherwise prescribes, (i) notices and other communications sent to an e-mail address shall be deemed received upon the sender’s receipt of an acknowledgement from the intended recipient (such as by the “return receipt requested” function, as available, return e-mail or other written acknowledgement); provided that if such notice or other communication is not sent during the normal business hours of the recipient, such notice or communication shall be deemed to have been sent at the opening of business on the next business day for the recipient, and (ii) notices or other communications posted to an internet or intranet website shall be deemed received upon the deemed receipt by the intended recipient at its e-mail address as described in the foregoing clause (i) of notification that such notice or communication is available and identifying the website address therefor.

(h)Any party hereto may change its address or facsimile number for notices and other communications hereunder by notice to the other parties hereto (except that each Lender need not give notice of any such change to the other Lenders in their capacities as such).

Section 10.5Amendments, Waivers, etc. No amendment, modification, waiver or discharge or termination of, or consent to any departure by the Borrower from, any provision of this Agreement or any other Credit Document shall be effective unless in a writing signed by the Borrower and the Required Lenders (or by the Administrative Agent at the direction or with the consent of the Required Lenders), and then the same shall be effective only in the specific instance and for the specific purpose for which given; provided, however, that no such amendment, modification, waiver, discharge, termination or consent shall:

(h)unless agreed to by each Lender directly affected thereby, (i) reduce or forgive the principal amount of any Loan, reduce the rate of or forgive any interest thereon (provided that only the consent of the Required Lenders shall be required to waive the applicability of any post-default increase in interest rates), or reduce or forgive any fees hereunder (other than fees payable to the Administrative Agent or the Arranger for its own account), (ii) extend the scheduled date for the payment of any principal of or interest on any Loan, the Termination Date or extend the time of payment of any fees hereunder (other than fees payable to the Administrative Agent or the Arranger), or (iii) increase any Commitment of any such Lender over the amount thereof in effect or extend the maturity thereof (it being understood that a waiver of any Default or Event of Default, if agreed to by the Required Lenders, or all Lenders (as may be required hereunder with respect to such waiver), shall not constitute such an increase);

(i)unless agreed to by all of the Lenders, (i) reduce the percentage of the aggregate Commitments or of the aggregate unpaid principal amount of the Loans, or the number or

77    

percentage of Lenders, that shall be required for the Lenders or any of them to take or approve, or direct the Administrative Agent to take, any action hereunder or under any other Credit Document (including as set forth in the definition of “Required Lenders”), (ii) change any other provision of this Agreement or any of the other Credit Documents requiring, by its terms, the consent or approval of all the Lenders for such amendment, modification, waiver, discharge, termination or consent, or (iii) change or waive any provision of Section 2.15, any other provision of this Agreement or any other Credit Document requiring pro rata treatment of any Lenders, or this Section 10.5; and

(j)unless agreed to by the Administrative Agent in addition to the Lenders required as provided hereinabove to take such action, affect the respective rights or obligations of the Administrative Agent, as applicable, hereunder or under any of the other Credit Documents; and providedfurther that the Fee Letter may only be amended or modified, and any rights thereunder waived, in a writing signed by the parties thereto.

Notwithstanding anything to the contrary herein, (i) no Defaulting Lender shall have any right to approve or disapprove any amendment, waiver or consent hereunder (and any amendment, waiver or consent which by its terms requires the consent of all Lenders or each affected Lender may be effected with the consent of the applicable Lenders other than Defaulting Lenders), except that (x) the Commitment of any Defaulting Lender may not be increased or extended without the consent of such Lender and (y) any waiver, amendment or modification requiring the consent of all Lenders or each affected Lender that by its terms affects any Defaulting Lender more adversely than other affected Lenders shall require the consent of such Defaulting Lender, and (ii) if the Administrative Agent and the Borrower shall have jointly identified (each in its sole discretion) an obvious error or omission of a technical or immaterial nature, in each case, in any provision of the Credit Documents, then the Administrative Agent and the Borrower shall be permitted to amend such provision and such amendment shall become effective without any further action or consent of any other party to any Credit Document if the same is not objected to in writing by the Required Lenders within five Business Days following the delivery of such amendment to the Lenders.

Notwithstanding the fact that the consent of all Lenders is required in certain circumstances as set forth above, each Lender is entitled to vote as such Lender sees fit on any bankruptcy reorganization plan that affects the Obligations, and each Lender acknowledges that the provisions of Section 1126(c) of the Bankruptcy Code supersede the unanimous consent provisions set forth herein.

Section 10.6Successors and Assigns.

(c)The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an Eligible Assignee in accordance with the provisions of Section 10.6(b), (ii) by way of participation in accordance with the provisions of Section 10.6(d) or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.6(e) (and any other attempted assignment or

78    

transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in Section 10.6(b) and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.

(d)Any Lender may at any time assign to one or more Eligible Assignees all or a portion of its rights and obligations under this Agreement (including all or a portion of its Commitment and the Loans at the time owing to it); provided that any such assignment shall be subject to the following conditions:

(vi)(A) in the case of an assignment of the entire remaining amount of the assigning Lender’s Commitment and the Loans at the time owing to the assigning Lender or in the case of an assignment to a Lender, an Affiliate of a Lender or an Approved Fund, no minimum amount need be assigned, and (B) in any case not described in clause (A) above, the principal outstanding balance of the Loans of the assigning Lender subject to each such assignment (determined as of the date the Assignment and Assumption with respect to such assignment is delivered to the Administrative Agent or, if “Trade Date” is specified in the Assignment and Assumption, as of the Trade Date) shall not be less than $1,000,000, in any case, treating assignments to two or more Approved Funds under common management as one assignment for purposes of the minimum amounts, unless each of the Administrative Agent and, so long as no Default or Event of Default has occurred and is continuing, the Borrower otherwise consents (each such consent not to be unreasonably withheld or delayed);

(vii)each partial assignment shall be made as an assignment of a proportionate part of all the assigning Lender’s rights and obligations under this Agreement with respect to the Commitment and/or Loans assigned;

(viii)no consent shall be required for any assignment except to the extent required by clause (B) of Section 10.6(b)(i) and, in addition

(E)the consent of the Borrower (such consent not to be unreasonably withheld or delayed) shall be required unless (y) a Default or Event of Default has occurred and is continuing at the time of such assignment or (x) such assignment is to a Lender, an Affiliate of a Lender primarily engaged in the business of commercial banking or an Approved Fund; provided that the Borrower shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Administrative Agent within five (5) Business Days after having received notice thereof;

(F)the consent of the Administrative Agent (such consent not to be unreasonably withheld or delayed) shall be required for assignments in respect of the Commitment if such assignment is to a Person that is not a Lender, an Affiliate of such Lender or an Approved Fund with respect to such Lender; and

79    

(G)the consent of the Borrower shall be required if the assignment is to an entity whose underlying assets include “plan assets,” as defined in Section 3(42) of ERISA or Department of Labor Regulations Section 2510.3-101; provided that the Borrower shall be deemed to have consented to any such assignment unless it shall object thereto by written notice to the Administrative Agent within five (5) Business Days after having received notice thereof.

(ix)the parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee of $3,500 for each assignment if the assignee is not a Lender, and the assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire;

(x)no such assignment shall be made to the Borrower or any Affiliate or Subsidiary thereof; and

(xi)no such assignment shall be made to a natural person.

Subject to acceptance and recording thereof by the Administrative Agent pursuant to Section 10.6(c), from and after the effective date specified in each Assignment and Assumption, the assignee thereunder shall be a party to this Agreement and, to the extent of the interest assigned by such Assignment and Assumption, have the rights and obligations of a Lender under this Agreement, and the assigning Lender thereunder shall, to the extent of the interest assigned by such Assignment and Assumption, be released from its obligations under this Agreement (and, in the case of an Assignment and Assumption covering all of the assigning Lender’s rights and obligations under this Agreement, such Lender shall cease to be a party hereto) but shall continue to be entitled to the benefits of Sections 2.16(a), 2.16(b), 2.17, and 10.1 with respect to facts and circumstances occurring prior to the effective date of such assignment; provided that, except to the extent otherwise expressly agreed by the affected parties, no assignment by a Defaulting Lender will constitute a waiver or release of any claim of any party hereunder arising from such Lender’s having been a Defaulting Lender. If requested by or on behalf of the assignee, the Borrower, at its own expense, will execute and deliver to the Administrative Agent a new Note or Notes to the order of the assignee (and, if the assigning Lender has retained any portion of its rights and obligations hereunder, to the order of the assigning Lender), prepared in accordance with the applicable provisions of Section 2.4 as necessary to reflect, after giving effect to the assignment, the Commitments and/or outstanding Loans, as the case may be, of the assignee and (to the extent of any retained interests) the assigning Lender, in substantially the form of Exhibit A; provided that the original Note or Notes being replaced shall promptly be returned to the Borrower for cancellation. Any assignment or transfer by a Lender of rights or obligations under this Agreement that does not comply with this Section 10.6(b) shall be treated for purposes of this Agreement as a sale by such Lender of a participation in such rights and obligations in accordance with Section 10.6(d).

(e)The Administrative Agent, acting solely for this purpose as an agent of the Borrower, shall maintain at its address for notices referred to in Schedule 1.1 a copy of each Assignment and Assumption delivered to it and a register for the recordation of the names and

80    

addresses of the Lenders, and the Commitment of each Lender pursuant to the terms hereof from time to time (the “Register”). The entries in the Register shall be conclusive absent manifest error, and the Borrower, the Administrative Agent and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Agreement. In addition, the Administrative Agent shall maintain on the Register information regarding the designation or revocation or designation of any Lender as a Defaulting Lender. The Register shall be available for inspection by the Borrower, at any reasonable time and from time to time upon reasonable prior notice.

(f)Any Lender may at any time, without the consent of, or notice to, the Borrower or the Administrative Agent, sell participations to any Person (other than a natural person or the Borrower or any Affiliate or Subsidiary thereof) (each, a “Participant”) in all or a portion of such Lender’s rights and/or obligations under this Agreement (including all or a portion of its Commitment and/or the Loans owing to it); provided that (i) such Lender’s obligations under this Agreement shall remain unchanged, (ii) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (iii) the Borrower, the Administrative Agent and the Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement and the other Credit Documents. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and to approve any amendment, modification or waiver of any provision of this Agreement; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, waiver or other modification described in Section 10.5(a) and clauses (i) and (ii) of Section 10.5(b) that affects such Participant. The Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.16(a), 2.16(b) and 2.17 (subject to the requirements and limitations therein, including the requirements under Sections 2.17(g) and 2.17(h) (it being understood that the documentation required under Sections 2.17(g) and 2.17(h) shall be delivered to the participating Lender)) to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to Section 10.6(b); provided that such Participant (A) agrees to be subject to the provisions of Section 2.19 as if it were an assignee under Section 10.6(b) and (B) shall not be entitled to receive any greater payment under Sections 2.16 or 2.17, with respect to any participation, than its participating Lender would have been entitled to receive, except to the extent such entitlement to receive a greater payment results from a Change in Law that occurs after the Participant acquired the applicable participation. Each Lender that sells a participation agrees, at the Borrower’s request and expense, to use reasonable efforts to cooperate with the Borrower to effectuate the provisions of Section 2.19 with respect to any Participant. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 8.3 as though it were a Lender; provided that such Participant agrees to be subject to Section 2.15(b) as though it were a Lender. Each Lender that sells a participation shall, acting solely for this purpose as an agent of the Borrower, maintain a register on which it enters the name and address of each Participant and the principal amounts (and stated interest) of each Participant’s interest in the Loans or other Obligations under the Credit Documents (the “Participant Register”); provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register (including the identity of any Participant or any information relating to a Participant’s interest in any Commitments, Loans, or its other obligations under any

81    

Credit Document) to any Person except to the extent that such disclosure is necessary to establish such Commitment, Loan, or other obligation is in registered form under Section 5f.103-1(c) of the United States Treasury Regulations. The entries in the Participant Register shall be conclusive absent manifest error, and such Lender shall treat each Person whose name is recorded in the Participant Register as the owner of such participation for all purposes of this Agreement. For the avoidance of doubt, the Administrative Agent (in its capacity as Administrative Agent) shall have no responsibility for maintaining a Participant Register.

(g)Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement (including under its Notes, if any) to secure obligations of such Lender, including any pledge or assignment to secure obligations to a Federal Reserve Bank; provided that no such pledge or assignment shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.

(h)The words “execution,” “signed,” “signature,” and words of like import in any Assignment and Assumption shall be deemed to include electronic signatures or the keeping of records in electronic form, each of which shall be of the same legal effect, validity or enforceability as a manually executed signature or the use of a paper-based recordkeeping system, as the case may be, to the extent and as provided for in any applicable law, including the Federal Electronic Signatures in Global and National Commerce Act or any state laws based on the Uniform Electronic Transactions Act.

(i)Any Lender or Participant may, in connection with any assignment, participation, pledge or proposed assignment, participation or pledge pursuant to this Section 10.6, disclose to the Eligible Assignee, Participant or pledgee or proposed Eligible Assignee, Participant or pledgee any information relating to the Borrower and its Subsidiaries furnished to it by or on behalf of any other party hereto; provided that such Eligible Assignee, Participant or pledgee or proposed Eligible Assignee, Participant or pledgee agrees in writing to keep such information confidential to the same extent required of the Lenders under Section 10.11.

Section 10.7No Waiver. The rights and remedies of the Administrative Agent and the Lenders expressly set forth in this Agreement and the other Credit Documents are cumulative and in addition to, and not exclusive of, all other rights and remedies available at law, in equity or otherwise. No failure or delay on the part of the Administrative Agent or any Lender in exercising any right, power or privilege shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or privilege preclude other or further exercise thereof or the exercise of any other right, power or privilege or be construed to be a waiver of any Default or Event of Default. No course of dealing between the Borrower, the Administrative Agent or the Lenders or their agents or employees shall be effective to amend, modify or discharge any provision of this Agreement or any other Credit Document or to constitute a waiver of any Default or Event of Default. No notice to or demand upon the Borrower in any case shall entitle the Borrower to any other or further notice or demand in similar or other circumstances or

82    

constitute a waiver of the right of the Administrative Agent or any Lender to exercise any right or remedy or take any other or further action in any circumstances without notice or demand.

Section 10.8Survival. All representations, warranties, covenants and agreements made by or on behalf of the Borrower in this Agreement and in the other Credit Documents shall be considered to have been relied upon by the other parties hereto and survive the execution and delivery hereof or thereof and repayment of all Loans, and shall continue in full force and effect as long as any Obligation hereunder shall remain unpaid or unsatisfied. In addition, notwithstanding anything herein or under applicable law to the contrary, the provisions of this Agreement and the other Credit Documents relating to indemnification or payment of costs and expenses, including, without limitation, the provisions of Sections 2.16(a), 2.16(b), 2.17, and 10.1 and Article IX, shall survive the payment in full of all Loans, the termination of the Commitments, and any termination of this Agreement or any of the other Credit Documents or any provision hereof or thereof.

Section 10.9Severability. To the extent any provision of this Agreement is prohibited by or invalid under the applicable law of any jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity and only in such jurisdiction, without prohibiting or invalidating such provision in any other jurisdiction or the remaining provisions of this Agreement in any jurisdiction. Without limiting the foregoing provisions of this Section 10.9, if and to the extent that the enforceability of any provisions in this Agreement relating to Defaulting Lenders shall be limited by Debtor Relief Laws, as determined in good faith by the Administrative Agent, then such provisions shall be deemed to be in effect only to the extent not so limited.

Section 10.10Construction. The headings of the various articles, sections and subsections of this Agreement and the table of contents have been inserted for convenience only and shall not in any way affect the meaning or construction of any of the provisions hereof. Except as otherwise expressly provided herein and in the other Credit Documents, in the event of any inconsistency or conflict between any provision of this Agreement and any provision of any of the other Credit Documents, the provision of this Agreement shall control.

Section 10.11Confidentiality. Each of the Administrative Agent and the Lenders agree to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and other representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential), (b) to the extent requested by any regulatory authority purporting to have jurisdiction over it (including any self-regulatory authority, such as the National Association of Insurance Commissioners), (c) to the extent required by applicable Requirements of Law or by any subpoena or similar legal process, (d) to any other party hereto, (e) in connection with the exercise of any remedies hereunder or under any other Credit Document or any action or proceeding relating to this Agreement or any other Credit Document or the enforcement of rights hereunder or thereunder, (f) subject to an agreement in writing containing provisions substantially the same as those of this Section 10.11,

83    

to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights or obligations under this Agreement, or (ii) any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to the Borrower and its Obligations, (g) with the consent of the Borrower or (h) to the extent such Information (x) becomes publicly available other than as a result of a breach of this Section 10.11 or (y) becomes available to the Administrative Agent, any Lender, or any of their respective Affiliates on a non-confidential basis from a source other than the Borrower or any of its Subsidiaries or Affiliates. Notwithstanding the foregoing, each of the Administrative Agent and the Lenders agree that they will not trade the securities of the Borrower based upon non-public Information that is received by them. If the Administrative Agent or a Lender is requested or required to disclose any Information under Sections 10.11(b) or 10.11(c), the Administrative Agent or Lender, as applicable, will, to the extent allowed under applicable law, promptly notify Borrower in writing of the terms and circumstances surrounding the request so that Borrower may seek a protective order or other appropriate remedy. The Administrative Agent or Lender, as applicable, agrees not to oppose any action by Borrower to obtain a protective order or other appropriate remedy and shall cooperate fully with Borrower. In the event no such protective order or other remedy is obtained, the Administrative Agent or Lender, as applicable, will furnish only the portion legally required. For purposes of this Section 10.11, “Information” means all information received from the Borrower or any of its Subsidiaries relating to the Borrower or any of its Subsidiaries or any of their respective businesses, other than any such information that is available to the Administrative Agent or any Lender on a non-confidential basis prior to disclosure by the Borrower or any of its Subsidiaries. Any Person required to maintain the confidentiality of Information as provided in this Section 10.11 shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information.

Section 10.12Counterparts; Integration; Effectiveness. This Agreement may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. This Agreement and the other Credit Documents constitute the entire contract among the parties relating to the subject matter hereof and supersede any and all previous agreements and understandings, oral or written, relating to the subject matter hereof (except for the Fee Letter). Except as provided in Section 3.1, this Agreement shall become effective upon the execution of a counterpart hereof by each of the parties hereto and receipt by the Administrative Agent and the Borrower of written notification (including e-mail) of such execution and authorization of delivery thereof. Delivery of an executed counterpart of a signature page of this Agreement by facsimile or other electronic transmission shall be effective as delivery of a manually executed counterpart of this Agreement.

Section 10.13No Fiduciary Relationship Established By Credit Documents. The Borrower hereby acknowledges that neither the Administrative Agent nor any Lender has any fiduciary relationship with or fiduciary duty to the Borrower or any of its Subsidiaries arising out of or in connection with this Agreement or any of the other Credit Documents, and the relationship between Administrative Agent and Lenders, on one hand, and the Borrower and its

84    

Subsidiaries, on the other hand, in connection herewith or therewith is solely that of debtor and creditor.

Section 10.14Disclosure of Information. The Borrower agrees and consents to the Administrative Agent’s and the Arranger’s disclosure of information relating to this transaction to Gold Sheets and other similar bank trade publications. Such information will consist of deal terms and other information customarily found in such publications.

Section 10.15USA Patriot Act Notice. Each Lender that is subject to the PATRIOT Act and the Administrative Agent (for itself and not on behalf of any Lender) hereby notifies the Borrower that pursuant to the requirements of the PATRIOT Act, it is required to obtain, verify and record information that identifies the Borrower or any of its Subsidiaries, which information includes the name and address of the Borrower and its Subsidiaries and other information that will allow such Lender or the Administrative Agent, as applicable, to identify the Borrower and its Subsidiaries in accordance with the PATRIOT Act.

Section 10.16Termination of Existing Senior Credit Facility. The parties acknowledge that all amounts owed by the Borrower under the Existing Senior Credit Facility have been paid in full and that all obligations of the Administrative Agent and the Borrower thereunder and under the “Fee Letter” (as defined therein) are terminated (other than those obligations which are expressly stated in the Existing Senior Credit Facility to survive such termination).

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

85    

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized officers as of the date first above written.

SELECTIVE INSURANCE GROUP, INC.

By:    /s/ Jennifer W. DiBerardino        

Name:    Jennifer W. DiBerardino        

Title:    SVP, Investor Relations & Treasurer

(Signatures continue on following page)

Credit Agreement Signature Page (Selective)

WELLS FARGO BANK, NATIONAL

ASSOCIATION, as Administrative Agent and as a

Lender

By:    /s/ Grainne Pergolini                

Name:    Grainne Pergolini                

Title:    Managing Director                

(Signatures continue on following page)

Credit Agreement Signature Page (Selective)

BRANCH BANKING AND TRUST COMPANY, as a Lender

By:    Steve Whitcomb                

Name:    Steve Whitcomb                

Title:    Senior Vice President                

Credit Agreement Signature Page (Selective)

EXHIBIT A

Borrower’s Taxpayer Identification No. _____________

NOTE

$_______________    ____________, 2015

Charlotte, North Carolina

FOR VALUE RECEIVED, SELECTIVE INSURANCE GROUP, INC., a New Jersey corporation (the “Borrower”), hereby promises to pay to the order of (the “Lender”), at the offices of Wells Fargo Bank, National Association (the “Administrative Agent”) located at One Wells Fargo Center, 301 South College Street, Charlotte, North Carolina (or at such other place or places as the Administrative Agent may designate), at the times and in the manner provided in the Credit Agreement, dated as December 1, 2015 (as amended, modified, restated or supplemented from time to time, the “Credit Agreement”), among the Borrower, the Lenders from time to time parties thereto and Wells Fargo Bank, National Association, as Administrative Agent, the principal sum of __________________________ DOLLARS ($___________), or such lesser amount as may constitute the unpaid principal amount of the Loans made by the Lender, under the terms and conditions of this promissory note (this “Note”) and the Credit Agreement. The defined terms in the Credit Agreement are used herein with the same meaning. The Borrower also promises to pay interest on the aggregate unpaid principal amount of this Note at the rates applicable thereto from time to time as provided in the Credit Agreement.

This Note is one of a series of Notes referred to in the Credit Agreement and is issued to evidence the Loans made by the Lender pursuant to the Credit Agreement. All of the terms, conditions and covenants of the Credit Agreement are expressly made a part of this Note by reference in the same manner and with the same effect as if set forth herein at length, and any holder of this Note is entitled to the benefits of and remedies provided in the Credit Agreement and the other Credit Documents. Reference is made to the Credit Agreement for provisions relating to the interest rate, maturity, payment, prepayment and acceleration of this Note.

In the event of an acceleration of the maturity of this Note, this Note shall become immediately due and payable, without presentation, demand, protest or notice of any kind, all of which are hereby waived by the Borrower.

In the event this Note is not paid when due at any stated or accelerated maturity, the Borrower agrees to pay, in addition to the principal and interest, all costs of collection, including reasonable attorneys’ fees.

Credit Agreement Signature Page (Selective)

This Note shall be governed by and construed in accordance with the internal laws and judicial decisions of the State of New York (including Sections 5-1401 and 5-1402 of the New York General Obligations Law, but excluding all other choice of law and conflicts of law rules). The Borrower hereby submits to the nonexclusive jurisdiction of the courts of the State of New York sitting in New York City and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, although the Lender shall not be limited to bringing an action in such courts.

IN WITNESS WHEREOF, the Borrower has caused this Note to be executed by its duly authorized corporate officer as of the day and year first above written.

SELECTIVE INSURANCE GROUP, INC.

By:    ________________________________

Name: ________________________________

Title:    ________________________________

A-2    

EXHIBIT B-1

NOTICE OF BORROWING

___________, 2015

Wells Fargo Bank, National Association,

as Administrative Agent

1525 West W.T. Harris Blvd.

Mailcode D1109-019

Charlotte, North Carolina 28262

Attention: Syndication Agency Services

Ladies and Gentlemen:

The undersigned, SELECTIVE INSURANCE GROUP, INC. (the “Borrower”), refers to the Credit Agreement, dated as of December 1, 2015, among the Borrower, certain Lenders from time to time parties thereto, and you, as Administrative Agent for the Lenders (as amended, modified, restated or supplemented from time to time, the “Credit Agreement,” the terms defined therein being used herein as therein defined), and, pursuant to Section 2.2(b) of the Credit Agreement, hereby gives you, as Administrative Agent, irrevocable notice that the Borrower requests a Borrowing of Loans under the Credit Agreement, and to that end sets forth below the information relating to such Borrowing (the “Proposed Borrowing”) as required by Section 2.2(b) of the Credit Agreement:

(i)The aggregate principal amount of the Proposed Borrowing is $_______________.¹ 

(ii)The Loans comprising the Proposed Borrowing shall be initially made as [Base Rate Loans] [LIBOR Loans].² 

(iii)[The initial Interest Period for the LIBOR Loans comprising the Proposed Borrowing shall be [one/two/three/six months].]³ 

(iv)The Proposed Borrowing is requested to be made on __________________ (the “Borrowing Date”).⁴ 

¹ Amount of Proposed Borrowing must comply with Section 2.2(b) of the Credit Agreement.                     ² Select the applicable Type of Loans.                                         ³ Include this clause in the case of a Proposed Borrowing comprised of LIBOR Loans, and select the applicable Interest Period.         ⁴ Shall be a Business Day which may be the same Business Day if this Notice of Borrowing is received prior to 12:00 p.m. (in the case of Base Rate Loans) or at least three Business Days after the date hereof (in the case of LIBOR Loans).

B-1-1    

The Borrower hereby certifies that the following statements are true and correct on and as of the date hereof and will be true on and as of the Borrowing Date:

A.Each of the representations and warranties contained in Article IV of the Credit Agreement and in the other Credit Documents qualified as to materiality is and will be true and correct, and each such representation and warranty not so qualified is and will be true and correct in all material respects, in each case on and as of each such date, with the same effect as if made on and as of each such date, both immediately before and after giving effect to the Proposed Borrowing (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct in all material respects as of such date);

B.No Default or Event of Default has occurred and is continuing or would result from the Proposed Borrowing to be made on the Borrowing Date; and

C.After giving effect to the Proposed Borrowing, the aggregate principal amount of all Loans outstanding will not exceed the Lenders’ aggregate Commitments.

Very truly yours,

SELECTIVE INSURANCE GROUP, INC.

By:    _________________________________

Name:    _________________________________

Title:    _________________________________

B-1-2    

EXHIBIT B-2

NOTICE OF CONVERSION/CONTINUATION

___________, 2015

Wells Fargo Bank, National Association,

as Administrative Agent

1525 West W.T. Harris Blvd.

Mailcode D1109-019

Charlotte, North Carolina 28262

Attention: Syndication Agency Services

Ladies and Gentlemen:

The undersigned, SELECTIVE INSURANCE GROUP, INC. (the “Borrower”), refers to the Credit Agreement, dated as of December 1, 2015, among the Borrower, certain Lenders from time to time parties thereto, and you, as Administrative Agent for the Lenders (as amended, modified, restated or supplemented from time to time, the “Credit Agreement,” the terms defined therein being used herein as therein defined), and, pursuant to Section 2.11(b) of the Credit Agreement, hereby gives you, as Administrative Agent, irrevocable notice that the Borrower requests a [conversion] [continuation]¹ of Loans under the Credit Agreement, and to that end sets forth below the information relating to such [conversion] [continuation] (the “Proposed [Conversion] [Continuation]”) as required by Section 2.11(b) of the Credit Agreement:

(i)The Proposed [Conversion] [Continuation] is requested to be made on _______________.² 

(ii)The Proposed [Conversion] [Continuation] involves $____________³ in aggregate principal amount of Loans made pursuant to a Borrowing on ________________,⁴ which Loans are presently maintained as [Base Rate] [LIBOR] Loans and are proposed hereby to be [converted into Base Rate Loans] [converted into LIBOR Loans] [continued as LIBOR Loans].⁵ 

¹ Insert “conversion” or “continuation” throughout the notice, as applicable.                            ² Shall be a Business Day at least one Business Day after the date hereof (in the case of any conversion of LIBOR Loans into Base Rate Loans) or at least three Business Days after the date hereof (in the case of any conversion of Base Rate Loans into, or continuation of, LIBOR Loans), and additionally, in the case of any conversion of LIBOR Loans into Base Rate Loans, or continuation of LIBOR Loans, shall be the last day of the Interest Period applicable to such LIBOR Loans.                                     ³ Amount of Proposed Conversion or Continuation must comply with Section 2.11(a) of the Credit Agreement.                ⁴ Insert the applicable Borrowing Date for the Loans being converted or continued.

B-2-1    

(iii)[The initial Interest Period for the Loans being [converted into] [continued as] LIBOR Loans pursuant to the Proposed [Conversion] [Continuation] shall be [one/two/three/six months].]⁶ 

The Borrower hereby certifies that the following statement is true both on and as of the date hereof and on and as of the effective date of the Proposed [Conversion] [Continuation]: no Default or Event of Default has or will have occurred and is continuing or would result from the Proposed [Conversion] [Continuation].

Very truly yours,

SELECTIVE INSURANCE GROUP, INC.

By:    _________________________________

Name:    _________________________________

Title:    _________________________________

⁵ Complete with the applicable bracketed language.                                    ⁶ Include this clause in the case of a Proposed Conversion or Continuation involving a conversion of Base Rate Loans into, or continuation of, LIBOR Loans, and select the applicable Interest Period.

B-2-2    

EXHIBIT C

COMPLIANCE CERTIFICATE

THIS COMPLIANCE CERTIFICATE (this “Certificate”) is delivered pursuant to the Credit Agreement, dated as of December 1, 2015 (the “Credit Agreement”), among Selective Insurance Group, Inc., a New Jersey corporation (the “Borrower”), the Lenders from time to time parties thereto, and Wells Fargo Bank, National Association, as Administrative Agent for the Lenders. Capitalized terms used herein without definition shall have the meanings given to such terms in the Credit Agreement.

The undersigned hereby certifies that:

1.He is a duly elected Financial Officer of the Borrower.¹ 

2.Enclosed with this Certificate are copies of the financial statements of the Borrower and its Subsidiaries as of _____________, and for the [________-month period] [year] then ended, required to be delivered under Section[5.1(a)][5.1(b)] of the Credit Agreement. Such financial statements have been prepared in accordance with GAAP [(subject to the absence of notes required by GAAP and subject to normal year-end adjustments)]² and present fairly in all material respects the financial condition of the Borrower and its Subsidiaries on a consolidated basis as of the date indicated and the results of operation of the Borrower and its Subsidiaries on a consolidated basis for the period covered thereby.

3.The undersigned has reviewed the terms of the Credit Agreement and has made, or caused to be made under the supervision of the undersigned, a review in reasonable detail of the transactions and condition of the Borrower and its Subsidiaries during the accounting period covered by such financial statements.

4.The examination described in paragraph 3 above did not disclose, and the undersigned has no knowledge of the existence of, any Default or Event of Default during or at the end of the accounting period covered by such financial statements or as of the date of this Certificate. [, except as set forth below.

Describe here or in a separate attachment any exceptions to paragraph 4 above by listing, in reasonable detail, the nature of the Default or Event of Default, the period during which it existed and the action that the Borrower has taken or proposes to take with respect thereto.]

5.Attached to this Certificate as Attachment A is a covenant compliance worksheet reflecting the computation of the financial covenants set forth in Article VI of the Credit Agreement as of the last day of and for the period covered by the financial statements enclosed herewith.

¹ The certificate should be given by an officer of the entity (Borrower) consistent with the level of consolidation reflected in the financial statements delivered at closing.

² Insert in the case of quarterly financial statements.

C-1    

IN WITNESS WHEREOF, the undersigned has executed and delivered this Certificate as of the _______ day of _____________, ____.

SELECTIVE INSURANCE GROUP, INC.

By:    ___________________________________

Name:    ___________________________________

Title:    ___________________________________

C-2    

ATTACHMENT A

COVENANT COMPLIANCE WORKSHEET

A.Minimum Consolidated Net Worth

(Section 6.1 of the Credit Agreement)

(1	)	Base for calculating Consolidated Net Worth:			$951,000,000
(2	)	(a)Consolidated Net Income for each fiscal quarter (if positive) beginning with the fiscal quarter ending after the Closing Date:	$____________
		(b)Net income adjustment: Multiply Line 2(a) by 50%		$____________
(3	)	(a)Aggregate increases in shareholders’ equity of the Borrower by reason of the issuance or sale of Capital Stock of the Borrower or any Subsidiary or other capital contributions realized or received after the Closing Date.	$____________
		(b)Equity securities adjustment:    Multiply Line 3(a) by 50%		$____________
(4	)	Minimum Consolidated Net Worth as of the date of determination: Add Lines 1, 2(b) and 3(b)		$____________
(5	)	Consolidated shareholders’ equity of the Borrower and its Subsidiaries as of the date of determination, determined in accordance with GAAP, excluding any Disqualified Capital Stock (except to the extent deducted in determining such consolidated shareholders’ equity)		$____________

C-3    

B.Maximum Consolidated Debt to Total Capitalization

(Section 6.2 of the Credit Agreement)

(1	)	Indebtedness as of the date of determination, determined on a consolidated basis in accordance with GAAP:
		(c)All indebtedness and obligations for borrowed money or in respect of loans or advances of any kind	$____________
		(d)All obligations evidenced by notes, bonds, debentures or similar instruments	$____________
		(e)All reimbursement obligations with respect to surety bonds, letters of credit and bankers’ acceptances (in each case, whether or not drawn or matured and in the stated amount thereof)	$____________
		(f)All obligations to pay the deferred purchase price of property or services (other than obligations with respect to undrawn capital commitments with respect to Borrower’s or any of its Subsidiaries’ limited partnership interest funds organized primarily for the purpose of making equity or debt investments in one or more portfolio companies)	$____________
		(g)All indebtedness created or arising under any conditional sale or other title retention agreement with respect to property acquired	$____________
		(h)All Capital Lease Obligations	$____________
		(i)All Disqualified Capital Stock issued, with the amount of Indebtedness represented by such Disqualified Capital Stock being equal to the greater of its voluntary or involuntary liquidation preference and its maximum fixed repurchase price, but excluding accrued dividends, if any (for purposes hereof, the “maximum fixed repurchase price” of any Disqualified Capital Stock that does not have a fixed repurchase price shall be calculated in accordance with the terms of such Disqualified Capital Stock as if such Disqualified Capital Stock were purchased on any date on which Indebtedness shall be required to be determined pursuant to the Credit Agreement, and if such price is based upon, or measured by, the fair market value of such Disqualified Capital Stock, such fair market value shall be determined reasonably and in good faith by the board of directors or other governing body of the issuer of such Disqualified Capital Stock)	$____________
		(j)The net termination obligations under any Hedge Agreements, calculated as of any date as if such agreement or arrangement were terminated as of such date	$____________
		(k)All Contingent Obligations	$____________

C-4    

		(l)All indebtedness referred to in clauses (a) through (i) above secured by any Lien on any property or asset owned or held regardless of whether the indebtedness secured thereby shall have been assumed by the Borrower or is nonrecourse to the credit of the Borrower	$____________
		(m)Total Indebtedness as of the date of determination:Add Lines 1(a) through 1(j)		$____________
(2	)	Exclusions from Consolidated Indebtedness:
		(c)Reimbursement obligations in respect of any letters of credit issued for the benefit of any Insurance Subsidiary or the Borrower in the ordinary course of its business, but only in each case to the extent such letters of credit (A) are not drawn upon and (B) are collateralized by cash or Cash Equivalents	$____________
		(d)Surplus notes or intercompany loans issued for the benefit of any Insurance Subsidiary or the Borrower in the ordinary course of its business; provided that, notwithstanding the foregoing, FHLB Indebtedness shall be included in Consolidated Indebtedness	$____________
		(e)Obligations of the Borrower or any of its Subsidiaries under any Hybrid Equity Securitiesto the extent that the total book value of such Hybrid Equity Securities does not exceed 15% of Consolidated Total Capital	$____________
		(f)Aggregate Exclusions: Add Lines 2(a) through 2(c)		($___________)
(3	)	Consolidated Indebtedness as of the date of determination: Subtract Line 2(d) from Line 1(k)		$____________
(4	)	Consolidated Total Capital as of the date of determination:
		(a)Consolidated Net Worth	$____________
		(b)Consolidated Indebtedness (but excluding any Hybrid Equity Securities)	$____________
		(c)Obligations of the Borrower and its Subsidiaries under any Hybrid Equity Securities	$____________
		(d)Consolidated Total CapitalAdd Lines 4(a) through 4(c)		$____________
(5	)	Consolidated Indebtedness to Consolidated Total Capital:Divide Line 3 by Line 4(d)		____________
(6	)	Required ratio of Consolidated Indebtedness to Consolidated Total Capital (Section 6.2of the Credit Agreement)		0.35 : 1.0

C-5    

C.Minimum Combined Statutory Surplus

(Section 6.3 of the Credit Agreement)

(1	)	Statutory Surplus of each Insurance Subsidiary (i.e., total amount shown as “surplus as regards policyholders” on line 35, page 3, column 1 of the Annual Statement of each such Insurance Subsidiary)
		(a)Selective Insurance Company of America	$____________
		(b)Selective Way Insurance Company	$____________
		(c)Selective Auto Insurance Company of New Jersey	$____________
		(d)Selective Insurance Company of South Carolina	$____________
		(e)Selective Insurance Company of the Southeast	$____________
		(f)Selective Insurance Company of New York	$____________
		(g)Selective Insurance Company of New England	$____________
		(h)Mesa Underwriters Specialty Insurance Company	$____________
		(i)Selective Casualty Insurance Company	$____________
		(j)Selective Fire and Casualty Insurance Company	$____________
		(k)Eliminations	($___________)
(2	)	Combined Statutory Surplus:Add Lines 1(a) through 1(k)		$___________
(3	)	Required Combined Statutory Surplus (Section 6.3 of the Credit Agreement)		$750,000,000.00

Eliminations (detail):

C-6    

EXHIBIT D

FORM OF ASSIGNMENT AND ASSUMPTION

THIS ASSIGNMENT AND ASSUMPTION (this “Assignment and Assumption”) is dated as of the Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the “Assignor”) and [Insert name of Assignee] (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below, receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto (the “Standard Terms and Conditions”) are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full.

For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below (i) all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assignor under the respective facilities identified below (including any guarantees included in such facilities) and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including, but not limited to, contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (i) above (the rights and obligations sold and assigned pursuant to clauses (i) and (ii) above being referred to herein collectively as the “Assigned Interest”). Such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment and Assumption, without representation or warranty by the Assignor.

1.    Assignor:        ______________________________

2.    Assignee:        ______________________________

[and is an Affiliate/Approved Fund of [identify Lender]¹]

3.    Borrower:        Selective Insurance Group, Inc.

4.    Administrative Agent:     Wells Fargo Bank, National Association, as the Administrative Agent under the Credit Agreement.

¹ Select as applicable.

D-1    

5.    Credit Agreement:    Credit Agreement, dated as of December 1, 2015 (as amended, modified, restated or supplemented from time to time, the “Credit Agreement”), among the Borrower, certain lenders from time to time parties thereto (the “Lenders”), and Wells Fargo Bank, National Association, as Administrative Agent for the Lenders.

6.    Assigned Interest:

Aggregate Amount of Commitment / Loans3	Amount of Commitment / Loan Assigned2	Percentage Assigned of Commitment / Loan3
$	$	%
$	$	%
$	$	%

[7.    Trade Date:        ______________]⁴ 

8.    Effective Date:    ______________ [TO BE INSERTED BY THE ADMINISTRATIVE AGENT AND WHICH SHALL BE THE EFFECTIVE DATE OF RECORDATION OF TRANSFER IN THE REGISTER THEREFOR.]

² Amount to be adjusted by the counterparties to take into account any payments or prepayments made between the Trade Date and the Effective Date.

³ Set forth, to at least 9 decimals, as a percentage of the Commitment / Loans of all Lenders thereunder.

⁴ To be completed if the Assignor and the Assignee intend that the minimum assignment amount is to be determined as of the Trade Date.

D-2    

The terms set forth in this Assignment and Assumption are hereby agreed to:

ASSIGNOR:

[NAME OF ASSIGNOR]

By:    _________________________________

Name:    _________________________________

Title:    _________________________________

ASSIGNEE:

[NAME OF ASSIGNEE]

By:    _________________________________

Name:    _________________________________

Title:    _________________________________

[Consented to and]⁵ Accepted:

WELLS FARGO BANK, NATIONAL ASSOCIATION,

as Administrative Agent

By:    _________________________________

Name:    _________________________________

Title:    _________________________________

[Consented to:]⁶ 

SELECTIVE INSURANCE GROUP, INC.

as Borrower

By:    _________________________________

Name:    _________________________________

Title:    _________________________________

⁵ To be added only if the consent of the Administrative Agent is required by the terms of the Credit Agreement.

⁶ To be added only if the consent of the Borrower is required by the terms of the Credit Agreement.

D-3    

ANNEX 1 to Assignment and Assumption

Credit Agreement, dated as of December 1, 2015, among Selective Insurance Group, Inc., as Borrower, certain Lenders from time to time parties thereto, and Wells Fargo Bank, National Association, as Administrative Agent to the Lenders

STANDARD TERMS AND CONDITIONS FOR

ASSIGNMENT AND ASSUMPTION

1.    Representations and Warranties.

1.1    Assignor. The Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of the Assigned Interest, (ii) the Assigned Interest is free and clear of any lien, encumbrance or other adverse claim and (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby; and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit Agreement or any other Credit Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Documents or any collateral thereunder, (iii) the financial condition of the Borrower, any of its Subsidiaries or Affiliates or any other Person obligated in respect of any Credit Document or (iv) the performance or observance by the Borrower, any of its Subsidiaries or Affiliates or any other Person of any of their respective obligations under any Credit Document.

1.2.    Assignee. The Assignee (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Assumption and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all requirements of an Eligible Assignee under the Credit Agreement (subject to receipt of such consents as may be required under the Credit Agreement), (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of the Assigned Interest, shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 5.1 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment and Assumption and to purchase the Assigned Interest on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender, and (v) attached to the Assignment and Assumption is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, including without limitation the documentation described in Section 2.17 of the Credit Agreement, duly completed and executed by the Assignee; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent, the Assignor or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Documents, and (ii) it will perform in accordance with their terms

D-4    

all of the obligations that by the terms of the Credit Documents are required to be performed by it as a Lender.

2.    Payments. From and after the Effective Date, the Administrative Agent shall make all payments in respect of the Assigned Interest (including payments of principal, interest, fees and other amounts) to the Assignor for amounts that have accrued to but excluding the Effective Date and to the Assignee for amounts that have accrued from and after the Effective Date.

3.    General Provisions. This Assignment and Assumption shall be binding upon, and inure to the benefit of, the parties hereto and their respective successors and assigns. This Assignment and Assumption may be executed in any number of counterparts, which together shall constitute one instrument. Delivery of an executed counterpart of a signature page of this Assignment and Assumption by telecopy or other electronic submission shall be effective as delivery of a manually executed counterpart of this Assignment and Assumption. This Assignment and Assumption shall be governed by, and construed in accordance with, the laws of the State of New York (including Sections 5-1401 and 5-1402 of the New York General Obligations Law, but excluding all other choice of law and conflicts of law rules).

D-5    

EXHIBIT E

FORM OF LENDER JOINDER AGREEMENT

THIS LENDER JOINDER AGREEMENT (this “Lender Joinder Agreement”) is made this ____ day of ___________, 20__, by __________________, a _________________ (the “New Lender”). Reference is made to the Credit Agreement, dated as of December 1, 2015, among Selective Insurance Group, Inc., a corporation organized under the laws of New Jersey (the “Borrower”), the Lenders named therein and Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) (as amended, modified, restated or supplemented from time to time, the “Credit Agreement”). Terms defined in the Credit Agreement are, unless otherwise defined herein or the context otherwise requires, used herein as defined therein.

The New Lender hereby agrees as follows:

1.    Lender Joinder Agreement. Subject to the terms and conditions hereof and of the Credit Agreement, the New Lender hereby agrees to become a Lender under the Credit Agreement with a Commitment of _______________ Dollars ($__________). After giving effect to this Lender Joinder Agreement and the adjustments required under Section 2.20(d) of the Credit Agreement, the New Lender’s Commitment and the Loans assigned to the New Lender will be as set forth in Item 4 of Annex I attached hereto. The New Lender agrees that all references in the Credit Documents to “Lender” or “Lenders” include the New Lender.

2.    New Lender Representations. The New Lender (i) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements of the Borrower delivered to the Administrative Agent pursuant to the Credit Agreement and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Lender Joinder Agreement, (ii) agrees that it will, independently and without reliance upon the Administrative Agent or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement, (iii) appoints and authorizes the Administrative Agent to take such action as Administrative Agent on its behalf under the Credit Documents, and to exercise such powers and to perform such duties, as are specifically delegated to or required of the Administrative Agent by the terms thereof, together with such other powers as are reasonably incidental thereto, (iv) agrees that it will perform in accordance with their terms all of the obligations that by the terms of the Credit Agreement are required to be performed by it as a Lender, (v) specifies as its address for payments and notices the office set forth beneath its name on its signature page hereto and (vi) agrees to furnish no later than the Effective Date (as defined below) any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, including without limitation the documentation described in Section 2.17 of the Credit Agreement, duly completed and executed by the New Lender.

E-1    

3.    Effective Date. Following the execution of this Lender Joinder Agreement by the New Lender, an executed original hereof, together with all attachments hereto, shall be delivered to the Administrative Agent. The effective date of this Lender Joinder Agreement (the “Effective Date”) shall be the date of execution hereof by the Borrower, the Administrative Agent and the New Lender. As of the Effective Date, the Lender shall be a party to the Credit Agreement and, to the extent provided in this Lender Joinder Agreement, shall have the rights and obligations of a Lender thereunder and under the other Credit Documents.

4.    Governing Law. This Lender Joinder Agreement shall be governed by, and construed in accordance with, the law of the State of New York (including Sections 5-1401 and 5-1402 of the New York General Obligations Law, but excluding all other choice of law and conflicts of law rules).

5.    Entire Agreement. This Lender Joinder Agreement, together with the Credit Agreement and the other Credit Documents, embodies the entire agreement and understanding between the parties hereto and supersedes all prior agreements and understandings of the parties, verbal or written, relating to the subject matter hereof. Except as expressly modified herein, the Credit Documents, as amended, are and remain in full force and effect.

6.    Successors and Assigns. This Lender Joinder Agreement shall be binding upon, and shall inure to the benefit of, the parties hereto and their successors and assigns.

7.    Counterparts. This Lender Joinder Agreement may be executed in any number of counterparts and by different parties hereto on separate counterparts, each of which, when so executed and delivered, shall be an original, but all of which shall together constitute one and the same instrument.

[signatures on following page]

E-2    

IN WITNESS WHEREOF, the parties have caused this Lender Joinder Agreement to be executed by their duly authorized officers as of the date first above written.

[Insert Name of New Lender]

By:    ______________________________

Name: _____________________________

Title:    ______________________________

Accepted this ___ day of

_____________, 20___:

WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent

By:    ______________________________

Name: _____________________________

Title:    ______________________________

Consented and agreed to:

SELECTIVE INSURANCE GROUP, INC.

By:    _________________________________

Name: _________________________________

Title:    _________________________________

Signature Page to Joinder Agreement    E-3    

ANNEX I

1.    Borrower: Selective Insurance Group, Inc.

2.    Name and Date of Credit Agreement:

Credit Agreement, dated as of December 1, 2015, among Selective Insurance Group, Inc., certain Lenders from time to time parties thereto, and Wells Fargo Bank, National Association, as Administrative Agent.

3.    Date of Lender Joinder Agreement: ___________, 20___

4. Amounts (as of date of adjustment pursuant to Section 2.20(d)of the Credit Agreement):

Aggregate Amount of Commitment / Loans for all Lenders under Agreement	Amount of Commitment / Loans Assigned	Percentage Assigned of Commitment / Loans1
$	$	%

5.    Addresses for Payments and Notices:

New Lender:        For Funding/Notices:

__________________________

__________________________

__________________________

__________________________

__________________________

Telecopy: (___) ________

Reference

¹Set forth, to at least 9 decimals, as a percentage of the Loans of all Lenders made thereunder.

E-4    

For Payments:

__________________________

__________________________

__________________________

__________________________

__________________________

Telecopy: (___) ________

Reference:

6.    Effective Date: _______________, ______ (in accordance with Section 3).

E-5    

EXHIBIT F-1

FORM OF U.S. TAX COMPLIANCE CERTIFICATE

(For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes)

Reference is made to the Credit Agreement dated as of December 1, 2015, among Selective Insurance Group, Inc., a corporation organized under the laws of New Jersey (the “Borrower”), the Lenders defined therein, and Wells Fargo Bank, National Association, as administrative agent (the “Administrative Agent”) for the Lenders (as amended, restated, modified or supplemented from time to time, the “Credit Agreement”). Terms defined in the Credit Agreement are, unless otherwise defined herein or the context otherwise requires, used herein as defined therein.

Pursuant to the provisions of Section 2.17(g)(i)(B)(3) of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record and beneficial owner of the Loan(s) (as well as any Note(s) evidencing such Loan(s)) in respect of which it is providing this certificate, (ii) it is not a bank within the meaning of Section 881(c)(3)(A) of the Code, (iii) it is not a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code and (iv) it is not a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code.

The undersigned has furnished the Administrative Agent and the Borrower with a certificate of its non-U.S. Person status on IRS Form W-8BEN. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform the Administrative Agent and the Borrower, and (2) the undersigned shall have at all times furnished the Administrative Agent and the Borrower with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments.

[NAME OF LENDER]

By:

Name:

Title:

Date: ________ __, 20[ ]

F-1-1    

EXHIBIT F-2

FORM OF U.S. TAX COMPLIANCE CERTIFICATE

(For Foreign Participants That Are Not Partnerships For U.S. Federal Income Tax Purposes)

Reference is made to the Credit Agreement dated as of December 1, 2015, among Selective Insurance Group, Inc., a corporation organized under the laws of New Jersey (the “Borrower”), the Lenders defined therein, and Wells Fargo Bank, National Association, as administrative agent (the “Administrative Agent”) for the Lenders (as amended, restated, modified or supplemented from time to time, the “Credit Agreement”). Terms defined in the Credit Agreement are, unless otherwise defined herein or the context otherwise requires, used herein as defined therein.

Pursuant to the provisions of Section 2.17(g)(i)(B)(4) of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record and beneficial owner of the participation in respect of which it is providing this certificate, (ii) it is not a bank within the meaning of Section 881(c)(3)(A) of the Code, (iii) it is not a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code, and (iv) it is not a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code.

The undersigned has furnished its participating Lender with a certificate of its non-U.S. Person status on IRS Form W-8BEN. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform such Lender in writing, and (2) the undersigned shall have at all times furnished such Lender with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments.

[NAME OF PARTICIPANT]

By:     

Name:

Title:

Date: ________ __, 20[ ]

F-2-1    

EXHIBIT F-3

FORM OF U.S. TAX COMPLIANCE CERTIFICATE

(For Foreign Participants That Are Partnerships For U.S. Federal Income Tax Purposes)

Reference is made to the Credit Agreement dated as of December 1, 2015, among Selective Insurance Group, Inc., a corporation organized under the laws of New Jersey (the “Borrower”), the Lenders defined therein, and Wells Fargo Bank, National Association, as administrative agent (the “Administrative Agent”) for the Lenders (as amended, restated, modified or supplemented from time to time, the “Credit Agreement”). Terms defined in the Credit Agreement are, unless otherwise defined herein or the context otherwise requires, used herein as defined therein.

Pursuant to the provisions of Section 2.17(g)(i)(B)(4) of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record owner of the participation in respect of which it is providing this certificate, (ii) its direct or indirect partners/members are the sole beneficial owners of such participation, (iii) with respect to such participation, neither the undersigned nor any of its direct or indirect partners/members is a bank extending credit pursuant to a loan agreement entered into in the ordinary course of its trade or business within the meaning of Section 881(c)(3)(A) of the Code, (iv) none of its direct or indirect partners/members is a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code and (v) none of its direct or indirect partners/members is a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code.

The undersigned has furnished its participating Lender with IRS Form W-8IMY accompanied by one of the following forms from each of its partners/members that is claiming the portfolio interest exemption: (i) an IRS Form W-8BEN or (ii) an IRS Form W-8IMY accompanied by an IRS Form W-8BEN from each of such partner’s/member’s beneficial owners that is claiming the portfolio interest exemption. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform such Lender and (2) the undersigned shall have at all times furnished such Lender with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments.

[NAME OF PARTICIPANT]

By:

Name:

Title:

Date: ________ __, 20[ ]

F-3-1    

EXHIBIT F-4

FORM OF U.S. TAX COMPLIANCE CERTIFICATE

(For Foreign Lenders That Are Partnerships For U.S. Federal Income Tax Purposes)

Reference is made to the Credit Agreement dated as of December 1, 2015, among Selective Insurance Group, Inc., a corporation organized under the laws of New Jersey (the “Borrower”), the Lenders defined therein, and Wells Fargo Bank, National Association, as administrative agent (the “Administrative Agent”) for the Lenders (as amended, restated, modified or supplemented from time to time, the “Credit Agreement”). Terms defined in the Credit Agreement are, unless otherwise defined herein or the context otherwise requires, used herein as defined therein.

Pursuant to the provisions of Section 2.17(g)(i)(B)(4) of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record owner of the Loan(s) (as well as any Note(s) evidencing such Loan(s)) in respect of which it is providing this certificate, (ii) its direct or indirect partners/members are the sole beneficial owners of such Loan(s) (as well as any Note(s) evidencing such Loan(s)), (iii) with respect to the extension of credit pursuant to the Credit Agreement or any other Credit Document, neither the undersigned nor any of its direct or indirect partners/members is a bank extending credit pursuant to a loan agreement entered into in the ordinary course of its trade or business within the meaning of Section 881(c)(3)(A) of the Code, (iv) none of its direct or indirect partners/members is a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code and (v) none of its direct or indirect partners/members is a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code.

The undersigned has furnished the Administrative Agent and the Borrower with IRS Form W-8IMY accompanied by one of the following forms from each of its partners/members that is claiming the portfolio interest exemption: (i) an IRS Form W-8BEN or (ii) an IRS Form W-8IMY accompanied by an IRS Form W-8BEN from each of such partner’s/member’s beneficial owners that is claiming the portfolio interest exemption. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform the Administrative Agent and the Borrower, and (2) the undersigned shall have at all times furnished the Administrative Agent and the Borrower with a properly completed and currently effective certificate in either the calendar year in which each payment is to be made to the undersigned, or in either of the two calendar years preceding such payments.

[NAME OF LENDER]

By:

Name:

Title:

Date: ________ __, 20[ ]

F-4-1    

EX-21

Exhibit 21

SELECTIVE INSURANCE GROUP, INC.

SUBSIDIARIES AS OF DECEMBER 31, 2015

Name	Jurisdiction in which organized	Parent	Percentage voting securities owned
Mesa Underwriters Specialty Insurance Company	New Jersey	Selective Insurance Group, Inc.	100	%
Selective Auto Insurance Company of New Jersey	New Jersey	Selective Insurance Group, Inc.	100	%
Selective Casualty Insurance Company	New Jersey	Selective Insurance Group, Inc.	100	%
Selective Fire and Casualty Insurance Company	New Jersey	Selective Insurance Group, Inc.	100	%
Selective Insurance Company of America	New Jersey	Selective Insurance Group, Inc.	100	%
Selective Insurance Company of New England	New Jersey	Selective Insurance Group, Inc.	100	%
Selective Insurance Company of New York	New York	Selective Insurance Group, Inc.	100	%
Selective Insurance Company of South Carolina	Indiana	Selective Insurance Group, Inc.	100	%
Selective Insurance Company of the Southeast	Indiana	Selective Insurance Group, Inc.	100	%
Selective Way Insurance Company	New Jersey	Selective Insurance Group, Inc.	100	%
SRM Insurance Brokerage, LLC.	New Jersey	Selective Way Insurance Company	75	%
		Selective Insurance Company of the Southeast	25	%
Wantage Avenue Holding Company, Inc.	New Jersey	Selective Insurance Group, Inc.	100	%

EX-23.1

Exhibit 23.1

Consent of Independent Registered Public Accounting Firm

The Board of Directors

Selective Insurance Group, Inc.:

We consent to the incorporation by reference in the registration statements of Selective Insurance Group, Inc. (“Selective”) on Form S-8 (Nos. 333-195617, 333-168765, 333-125451, 333-14620, 333-147383, 333-41674, 333-10465, 333-88806, 333-97799, 333-37501, 333-87832, and 333-31942) and Form S-3 (Nos. 333-204846, 333-136578, 333-136024, 333-110576, 333-101489, and 333-71953) of our reports dated February 24, 2016, which appear in Selective’s Annual Report on Form 10-K for the year ended December 31, 2015, with respect to the consolidated balance sheets of Selective and its subsidiaries as of December 31, 2015 and 2014, and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flow for each of the years in the three-year period ended December 31, 2015, and all related financial statement schedules, and the effectiveness of internal control over financial reporting as of December 31, 2015.

/s/ KPMG LLP

New York, New York

February 24, 2016

EX-24.1

Exhibit 24.1

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ Paul D. Bauer     

EX-24.2

Exhibit 24.2

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ A. David Brown     

EX-24.3

Exhibit 24.3

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ John C. Burville     

EX-24.4

Exhibit 24.4

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ R. Kelly Doherty     

EX-24.5

Exhibit 24.5

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ Michael J. Morrissey     

EX-24.6

Exhibit 24.6

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ Cynthia S. Nicholson     

EX-24.7

Exhibit 24.7

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ Ronald L. O'Kelley     

EX-24.8

Exhibit 24.8

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ William M. Rue     

EX-24.9

Exhibit 24.9

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ John S. Scheid     

EX-24.10

Exhibit 24.10

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ J. Brian Thebault     

EX-24.11

Exhibit 24.11

POWER OF ATTORNEY

KNOW ALL BY THESE PRESENTS THAT I, the undersigned, a Director of Selective Insurance Group, Inc. (the “Company”), do hereby appoint Gregory E. Murphy, Chairman and Chief Executive Officer of the Company, Dale A. Thatcher, Executive Vice President and Chief Financial Officer of the Company, and Michael H. Lanza, Executive Vice President and General Counsel of the Company, as my true and lawful attorney-in-fact and agent with full power of substitution and resubstitution for me and in my name, place and stead, and in any and all capacities, to execute on my behalf the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and any amendments and supplements thereto, and to file the same with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, and hereby grant to such attorney-in-fact and agent full power and authority to do and perform each and every act and thing requisite and necessary to be done, as fully to all intents and purposes as I might do or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent, or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Date: February 24, 2016/s/ Philip H. Urban     

EX-31.1

Exhibit 31.1

Certification pursuant to Rule 13a–14(a), as adopted pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

I, GREGORY E. MURPHY, Chairman of the Board and Chief Executive Officer of Selective Insurance Group, Inc. (the “Company”), certify, that:

1. I have reviewed this annual report on Form 10-K of the Company;

2. Based on my knowledge, this annual report on Form 10-K does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this annual report on Form 10-K, fairly present in all material respects the financial condition, results of operations, comprehensive income and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:	February 24, 2016	By: /s/ Gregory E. Murphy
		Gregory E. Murphy
		Chairman of the Board and Chief Executive Officer

EX-31.2

Exhibit 31.2

Certification pursuant to Rule 13a-14(a), as adopted pursuant to

Section 302 of the Sarbanes-Oxley Act of 2002

I, DALE A. THATCHER, Executive Vice President and Chief Financial Officer of Selective Insurance Group, Inc. (the “Company”), certify, that:

1. I have reviewed this annual report on Form 10-K of the Company;

2. Based on my knowledge, this annual report on Form 10-K does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this annual report on Form 10-K, fairly present in all material respects the financial condition, results of operations, comprehensive income and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:	February 24, 2016	By: /s/ Dale A. Thatcher
		Dale A. Thatcher
		Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

I, GREGORY E. MURPHY, the Chairman of the Board and Chief Executive Officer of Selective Insurance Group, Inc. (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the annual report on Form 10-K of the Company for the period ended December 31, 2015, which this certification accompanies, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	February 24, 2016	By: /s/ Gregory E. Murphy
		Gregory E. Murphy
		Chairman of the Board and Chief Executive Officer

EX-32.2

Exhibit 32.2

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

I, DALE A. THATCHER, the Executive Vice President and Chief Financial Officer of Selective Insurance Group, Inc. (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the annual report on Form 10-K of the Company for the period ended December 31, 2015, which this certification accompanies, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	February 24, 2016	By: /s/ Dale A. Thatcher
		Dale A. Thatcher
		Executive Vice President and Chief Financial Officer

EX-99.1

Glossary of Terms

Exhibit 99.1

Accident Year - accident year reporting focuses on the cost of the losses that occurred in a given year regardless of when reported. These losses are calculated by adding all payments that have been made for those losses occurring in a given calendar year (regardless of the year in which they were paid) to any current reserve that remains for losses that occurred in that given calendar year. For example, at December 31, 2015, the losses incurred for the 2004 accident year would be the payments made in years 2004 through 2015 relating to the losses that occurred in 2004 plus the reserve for 2003 occurrences remaining to be paid as of December 31, 2015. Agent (Independent Retail Insurance Agent) - a distribution partner who recommends and markets insurance to individuals and businesses; usually represents several insurance companies. Insurance companies pay agents for business production. Audit Premium - premiums based on data from an insured’s records, such as payroll data. The insured’s records are subject to periodic audit for purposes of verifying premium amounts. Catastrophe Loss - a severe loss, as defined by the Insurance Services Office's Property Claims Service (PCS) unit, either natural or man-made, usually involving, but not limited to, many risks from one occurrence such as fire, hurricane, tornado, earthquake, windstorm, explosion, hail, severe winter weather, and terrorism. Combined Ratio - a measure of underwriting profitability determined by dividing the sum of all GAAP expenses (losses, loss expenses, underwriting expenses, and dividends to policyholders) by GAAP net premiums earned for the period. A ratio over 100% is indicative of an underwriting loss, and a ratio below 100% is indicative of an underwriting profit. Contract Binding Authority - business that is written in accordance with a well-defined underwriting strategy that clearly delineates risk eligibility, rates, and coverages. It is generally distributed through wholesale general agents. Credit Risk - the risk that a financially-obligated party will default on any type of debt by failing to make payment obligations. Examples of credit risk include: (i) a bond issuer does not make a payment on a coupon or principal payment when due; or (ii) a reinsurer does not pay a policy obligation. Customers -another term for policyholders. These are the individuals or entities that purchase our insurance products or services. Diluted Weighted Average Shares Outstanding - represents weighted-average common shares outstanding adjusted for the impact of dilutive common stock equivalents, if any. Distribution Partners - insurance consultants that we partner with in selling our insurance products and services. Independent retail insurance agents are our distribution partners for our standard market business and wholesale general agents are our distribution partners for our E&S market business. Earned Premiums - the portion of a premium that is recognized as income based on the expired portion of the policy period. For example, a one-year policy sold January 1 would produce just three months’ worth of “earned premium” in the first quarter of the year. Frequency - the likelihood that a loss will occur. Expressed as low frequency (meaning the loss event is possible, but the event has rarely happened in the past and is not likely to occur in the future), moderate frequency (meaning the loss event has happened once in a while and can be expected to occur sometime in the future), or high frequency (meaning the loss event happens regularly and can be expected to occur regularly in the future). Generally Accepted Accounting Principles (GAAP) - accounting practices used in the United States of America determined by the Financial Accounting Standards Board. Public companies use GAAP when preparing financial statements to be filed with the United States Securities and Exchange Commission. Incurred But Not Reported (IBNR) Reserves - reserves for estimated losses that have been incurred by insureds but not yet reported to the insurer. Interest Rate Risk - exposure to interest rate risk relates primarily to the market price and cash flow variability associated with changes in interest rates. A rise in interest rates may decrease the fair value of our existing fixed maturity investments and declines in interest rates may result in an increase in the fair value of our existing fixed maturity investments. Invested Assets per Dollar of Stockholders' Equity Ratio - a measure of investment leverage calculated by dividing invested assets by stockholders' equity. Loss Expenses - expenses incurred in the process of evaluating, defending, and paying claims.

Loss and Loss Expense Reserves - the amount of money an insurance company expects to pay for claim obligations and related expenses resulting from losses that have occurred and are covered by insurance policies it has sold. Operating Income - a non-GAAP measure that is comparable to net income with the exclusion of capital gains and losses and the results of discontinued operations. Operating income is used as an important financial measure by us, analysts, and investors, because the realization of investment gains and losses on sales in any given period is largely discretionary as to timing. In addition, these realized investment gains and losses, as well as other-than-temporary impairment charges that are included in earnings, and the results of discontinued operations, could distort the analysis of trends. Operating Return on Average Equity - a measurement of profitability that reveals the amount of operating income that is generated by dividing operating income by the average stockholders’ equity during the period. Reinsurance - an insurance company assuming all or part of a risk undertaken by another insurance company. Reinsurance spreads the risk among insurance companies to reduce the impact of losses on individual companies. Types of reinsurance include proportional, excess of loss, treaty, and facultative. Premiums Written -premiums written refer to premiums for all policies sold during a specific accounting period. Renewal Pure Price -estimated average premium change on renewal policies (excludes exposure changes). Retention - retention ratios measure how well an insurance company retains business by count and is expressed as a ratio of renewed over expired policies. Year on year retention measures retained business based on business issued one year ago. Risk - has the following two distinct and frequently used meanings in insurance: (i) the chance that a claim loss will occur; or (ii) an insured or the property covered by a policy. Severity - the amount of damage that is (or that may be) inflicted by a loss or catastrophe. Statutory Accounting Principles (SAP) - accounting practices prescribed and required by the National Association of Insurance Commissioners (“NAIC”) and state insurance departments that stress evaluation of a company’s solvency. Insurance companies follow these practices when preparing annual statutory statements to be submitted to the NAIC and state insurance departments. Statutory Combined Ratio - a measurement commonly used within the property and casualty insurance industry to measure underwriting profit or loss. It is a combination of the underwriting expense ratio, loss and loss expense ratio, and dividends to policyholders ratio. The loss and loss expense ratio and the dividends to policyholders ratio are calculated by dividing those expenses by statutory net premiums earned while the underwriting expense ratio is calculated by dividing underwriting expenses by net premiums written. Statutory Premiums to Surplus Ratio - a statutory measure of solvency risk that is calculated by dividing the net statutory premiums written for the year by the ending statutory surplus. For example, a ratio of 1.5:1 means that for every dollar of surplus, the company wrote $1.50 in premiums. Statutory Surplus - the amount left after an insurance company’s liabilities are subtracted from its assets. Statutory surplus is not a figure based upon GAAP. Rather, it is based upon SAP prescribed or permitted by state and foreign insurance regulators. Underwriting - the insurer’s process of reviewing applications submitted for insurance coverage, deciding whether to provide all or part of the coverage requested, and determining the applicable premiums and terms and conditions of coverage. Underwriting Result - underwriting income or loss and represents premiums earned less insurance losses and loss expenses, underwriting expenses, and dividends to policyholders (determined on a GAAP or SAP basis). Also referred to as the GAAP underwriting result or the statutory underwriting result. This measure of performance is used by management and analysts to evaluate the profitability of underwriting operations and is not intended to replace GAAP net income. Unearned Premiums - the portion of a premium that a company has written but has yet to earn because a portion of the policy is unexpired. For example, a one-year policy sold January 1 would record nine months of unearned premium as of the end of the first quarter of the year. Wholesale General Agent - a distribution partner authorized to underwrite on behalf of a surplus lines insurer through binding authority agreements. Insurance companies pay wholesale general agents for business production.

XML

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2015	Feb. 12, 2016	Jun. 30, 2015
Document and Entity Information [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	FY
Entity Registrant Name	SELECTIVE INSURANCE GROUP INC
Entity Central Index Key	0000230557
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$ 1,565,753,304
Entity Common Stock, Shares Outstanding		57,587,942

XML

Consolidated Balance Sheets - USD ($)	Dec. 31, 2015	Dec. 31, 2014
ASSETS
Fixed income securities, held-to-maturity – at carrying value (fair value: $209,544 – 2015; $333,961 – 2014)	$ 201,354,000	$ 318,137,000
Fixed income securities, available-for-sale – at fair value (amortized cost: $4,352,514 – 2015; $3,975,786 – 2014)	4,408,203,000	4,066,122,000
Equity securities, available-for-sale – at fair value (cost: $193,816 – 2015; $159,011 – 2014)	207,051,000	191,400,000
Short-term investments (at cost which approximates fair value)	194,819,000	131,972,000
Other investments	77,842,000	99,203,000
Total investments (Note 5)	5,089,269,000	4,806,834,000
Cash	898,000	23,959,000
Interest and dividends due or accrued	38,501,000	38,901,000
Premiums receivable, net of allowance for uncollectible accounts of: $4,422 – 2015; $4,137 – 2014	615,164,000	558,778,000
Reinsurance recoverable, net (Note 8)	561,968,000	581,548,000
Prepaid reinsurance premiums (Note 8)	140,889,000	146,993,000
Deferred federal income tax (Note 13)	92,696,000	98,449,000
Property and equipment – at cost, net of accumulated depreciation and amortization of: $188,548 – 2015; $172,183 – 2014	65,701,000	59,416,000
Deferred policy acquisition costs (Note 2)	213,159,000	185,608,000
Goodwill (Note 11)	7,849,000	7,849,000
Other assets	78,339,000	66,607,000
Total assets	6,904,433,000	6,574,942,000
LIABILITIES AND STOCKHOLDERS’ EQUITY
Reserve for losses and loss expenses (Note 9)	3,517,728,000	3,477,870,000
Unearned premiums	1,169,710,000	1,095,819,000
Notes payable (Note 10)	388,192,000	372,689,000
Current federal income tax (Note 13)	7,442,000	3,921,000
Accrued salaries and benefits	167,336,000	158,382,000
Other liabilities	255,984,000	190,675,000
Total liabilities	5,506,392,000	5,299,356,000
Stockholders’ Equity:
Preferred stock of $0 par value per share: Authorized shares: 5,000,000; no shares issued or outstanding	0	0
Common stock of $2 par value per share Authorized shares: 360,000,000 Issued: 100,861,372 - 2015; 99,947,933 - 2014	201,723,000	199,896,000
Additional paid-in capital	326,656,000	305,385,000
Retained earnings	1,446,192,000	1,313,440,000
Accumulated other comprehensive (loss) income (Note 6)	(9,425,000)	19,788,000
Treasury stock – at cost (shares: 43,500,642 – 2015; 43,353,181 – 2014)	(567,105,000)	(562,923,000)
Total stockholders’ equity	$ 1,398,041,000	$ 1,275,586,000
Commitments and contingencies (Notes 17 and 18)
Total liabilities and stockholders’ equity	$ 6,904,433,000	$ 6,574,942,000

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Fixed income securities, held-to-maturity, fair value	$ 209,544	$ 333,961
Fixed income securities, available-for-sale, amortized cost	4,352,514	3,975,786
Equity securities, available-for-sale, cost	193,816	159,011
Premiums receivable, allowance for uncollectible accounts	4,422	4,137
Property and equipment, accumulated depreciation and amortization	$ 188,548	$ 172,183
Preferred stock, par value per share	$ 0	$ 0
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value per share	$ 2	$ 2
Common stock, shares authorized	360,000,000	360,000,000
Common stock, shares issued	100,861,372	99,947,933
Treasury stock, shares	43,500,642	43,353,181

XML

Consolidated Statements of Income - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Revenues:
Net premiums earned	$ 1,989,909	$ 1,852,609	$ 1,736,072
Net investment income	121,316	138,708	134,643
Net realized gains:
Net realized investment gains	31,537	37,703	26,375
Other-than-temporary impairments	(18,366)	(11,104)	(5,566)
Other-than-temporary impairments on fixed income securities recognized in other comprehensive income	0	0	(77)
Total net realized gains	13,171	26,599	20,732
Other income	7,456	16,945	12,294
Total revenues	2,131,852	2,034,861	1,903,741
Expenses:
Losses and loss expenses incurred	1,148,541	1,157,501	1,121,738
Policy acquisition costs	689,820	624,470	579,977
Interest expense	22,428	23,063	26,361
Other expenses	38,371	32,696	31,863
Total expenses	1,899,160	1,837,730	1,759,939
Income from continuing operations, before federal income tax	232,692	197,131	143,802
Federal income tax expense:
Current	45,347	28,415	24,147
Deferred	21,484	26,889	12,240
Total federal income tax expense	66,831	55,304	36,387
Net income from continuing operations	165,861	141,827	107,415
Loss on disposal of discontinued operations, net of tax of $(538) – 2013	0	0	(997)
Net income	$ 165,861	$ 141,827	$ 106,418
Earnings per share:
Basic net income from continuing operations	$ 2.90	$ 2.52	$ 1.93
Basic net loss from discontinued operations	0.00	0.00	(0.02)
Basic net income	2.90	2.52	1.91
Diluted net income from continuing operations	2.85	2.47	1.89
Diluted net loss from discontinued operations	0.00	0.00	(0.02)
Diluted net income	2.85	2.47	1.87
Dividends to stockholders	$ 0.57	$ 0.53	$ 0.52

XML

Consolidated Statements of Income (Parenthetical) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Income Statement [Abstract]
Loss on disposal of discontinued operations, tax	$ 0	$ 0	$ (538,000)

XML

Consolidation Statements of Comprehensive Income - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Net income	$ 165,861,000	$ 141,827,000	$ 106,418,000
Unrealized holding (losses) gains arising during year	(26,143,000)	47,411,000	(54,557,000)
Non-credit portion of other-than-temporary impairments recognized in other comprehensive income	0	0	50,000
Amount reclassified into net income: Held-to-maturity securities	(377,000)	(844,000)	(1,025,000)
Amount reclassified into net income: Non-credit other-than-temporary impairment	232,000	1,085,000	9,000
Realized gains on available for sale securities	(9,110,000)	(18,762,000)	(15,301,000)
Total unrealized (losses) gains on investment securities	(35,398,000)	28,890,000	(70,824,000)
Net actuarial gain (loss)	1,585,000	(35,189,000)	38,775,000
Amount reclassified into net income: Net actuarial loss	4,600,000	1,236,000	2,843,000
Amount reclassified into net income: Prior service cost	0	0	6,000
Amount reclassified into net income: Curtailment expense	0	0	11,000
Total defined benefit pension and post-retirement plans	6,185,000	(33,953,000)	41,635,000
Other comprehensive loss	(29,213,000)	(5,063,000)	(29,189,000)
Comprehensive income	$ 136,648,000	$ 136,764,000	$ 77,229,000

XML

Consolidated Statements of Stockholders' Equity - USD ($)	Total	Common Stock [Member]	Additional paid-in capital [Member]	Retained earnings [Member]	Accumulated other comprehensive (loss) income [Member]	Treasury stock [Member]
Beginning of year at Dec. 31, 2012		$ 196,388,000	$ 270,654,000	$ 1,125,154,000	$ 54,040,000	$ (555,644,000)
Dividend reinvestment plan (shares: 50,013 – 2015; 58,309 – 2014; 63,349 – 2013)		127,000	1,396,000
Stock purchase and compensation plans (shares: 863,426 – 2015; 769,389 – 2014; 862,662 – 2013)		1,725,000	16,132,000
Net income	$ 106,418,000			106,418,000
Dividends to stockholders ($0.57 per share – 2015; $0.53 per share – 2014; $0.52 per share – 2013)				(29,557,000)
Other comprehensive loss	(29,189,000)				(29,189,000)
Acquisition of treasury stock (shares: 147,461 – 2015; 154,559 – 2014; 167,846 – 2013)						(3,716,000)
End of year at Dec. 31, 2013	1,153,928,000	198,240,000	288,182,000	1,202,015,000	24,851,000	(559,360,000)
Dividend reinvestment plan (shares: 50,013 – 2015; 58,309 – 2014; 63,349 – 2013)		117,000	1,306,000
Stock purchase and compensation plans (shares: 863,426 – 2015; 769,389 – 2014; 862,662 – 2013)		1,539,000	15,897,000
Net income	141,827,000			141,827,000
Dividends to stockholders ($0.57 per share – 2015; $0.53 per share – 2014; $0.52 per share – 2013)				(30,402,000)
Other comprehensive loss	(5,063,000)				(5,063,000)
Acquisition of treasury stock (shares: 147,461 – 2015; 154,559 – 2014; 167,846 – 2013)						(3,563,000)
End of year at Dec. 31, 2014	1,275,586,000	199,896,000	305,385,000	1,313,440,000	19,788,000	(562,923,000)
Dividend reinvestment plan (shares: 50,013 – 2015; 58,309 – 2014; 63,349 – 2013)		100,000	1,374,000
Stock purchase and compensation plans (shares: 863,426 – 2015; 769,389 – 2014; 862,662 – 2013)		1,727,000	19,897,000
Net income	165,861,000			165,861,000
Dividends to stockholders ($0.57 per share – 2015; $0.53 per share – 2014; $0.52 per share – 2013)				(33,109,000)
Other comprehensive loss	(29,213,000)				(29,213,000)
Acquisition of treasury stock (shares: 147,461 – 2015; 154,559 – 2014; 167,846 – 2013)						(4,182,000)
End of year at Dec. 31, 2015	$ 1,398,041,000	$ 201,723,000	$ 326,656,000	$ 1,446,192,000	$ (9,425,000)	$ (567,105,000)

XML

Consolidated Statements of Stockholders' Equity (Parenthetical)	12 Months Ended
	Dec. 31, 2015 $ / shares shares	Dec. 31, 2014 $ / shares shares	Dec. 31, 2013 $ / shares shares
Dividend reinvestment plan, shares	50,013	58,309	63,349
Stock purchase and compensation plans, shares	863,426	769,389	862,662
Dividends to stockholders, per share | $ / shares	$ 0.57	$ 0.53	$ 0.52
Acquisition of treasury stock, shares	147,461	154,559	167,846
Preferred stock, par value per share | $ / shares	$ 0	$ 0	$ 0
Preferred stock, shares authorized	5,000,000	5,000,000	5,000,000
Preferred stock, shares issued	0	0	0
Series A Preferred Stock [Member]
Preferred stock, par value per share | $ / shares	$ 0	$ 0	$ 0
Preferred stock, shares authorized	300,000	300,000	300,000

XML

Consolidated Statements of Cashflow - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Operating Activities
Net income	$ 165,861	$ 141,827	$ 106,418
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	59,688	45,346	43,461
Sale of renewal rights	0	(8,000)	0
Loss on disposal of discontinued operations	0	0	997
Stock-based compensation expense	8,973	8,702	8,630
Undistributed losses (gains) of equity method investments	1,889	(153)	202
Net realized gains	(13,171)	(26,599)	(20,732)
Net gain on disposal of property and equipment	0	(104)	0
Retirement income plan curtailment expense	0	0	16
Changes in assets and liabilities:
Increase in reserves for losses and loss expenses, net of reinsurance recoverables	59,438	97,449	151,037
Increase in unearned premiums, net of prepaid reinsurance	79,995	32,671	74,086
Decrease in net federal income taxes	25,004	31,323	14,834
Increase in premiums receivable	(56,386)	(33,908)	(40,482)
Increase in deferred policy acquisition costs	(27,551)	(12,627)	(17,458)
Decrease (increase) in interest and dividends due or accrued	407	(1,536)	(1,372)
Increase (decrease) in accrued salaries and benefits	11,392	(7,182)	18,685
Increase (decrease) in accrued insurance expenses	23,342	(956)	14,444
Increase (decrease) in other assets and other liabilities	42,699	(33,490)	(16,642)
Net adjustments	215,719	90,936	229,706
Net cash provided by operating activities	381,580	232,763	336,124
Investing Activities
Purchase of fixed income securities, held-to-maturity	(3,316)	0	0
Purchase of fixed income securities, available-for-sale	(1,041,916)	(843,616)	(1,069,387)
Purchase of equity securities, available-for-sale	(195,720)	(186,019)	(118,072)
Purchase of other investments	(12,170)	(10,617)	(9,332)
Purchase of short-term investments	(1,602,327)	(1,410,123)	(2,056,576)
Sale of subsidiary	0	0	1,225
Sale of fixed income securities, available-for-sale	61,571	51,002	20,126
Sale of short-term investments	1,539,480	1,452,402	2,096,805
Redemption and maturities of fixed income securities, held-to-maturity	106,621	73,415	116,584
Redemption and maturities of fixed income securities, available-for-sale	567,445	482,816	513,804
Sale of equity securities, available-for-sale	172,561	208,008	115,782
Distributions from other investments	32,457	20,774	12,039
Purchase of property and equipment	(16,229)	(15,510)	(14,023)
Sale of renewal rights	0	8,000	0
Net cash used in investing activities	(391,543)	(169,468)	(391,025)
Financing Activities
Dividends to stockholders	(31,052)	(28,428)	(27,416)
Acquisition of treasury stock	(4,182)	(3,563)	(3,716)
Net proceeds from stock purchase and compensation plans	10,089	7,283	7,119
Proceeds from issuance of notes payable, net of debt issuance costs	0	0	178,435
Proceeds from borrowings	15,000	0	0
Repayment of borrowings	0	13,000	0
Repayment of notes payable	0	0	(100,000)
Excess tax benefits from share-based payment arrangements	1,736	1,020	1,545
Repayment of capital lease obligations	(4,689)	(2,841)	(1,083)
Net cash (used in) provided by financing activities	(13,098)	(39,529)	54,884
Net (decrease) increase in cash	(23,061)	23,766	(17)
Cash, beginning of year	23,959	193	210
Cash, end of year	$ 898	$ 23,959	$ 193

XML

Organization

12 Months Ended

Dec. 31, 2015

Organization [Abstract]

Organization

Organization

Selective Insurance Group, Inc., through its subsidiaries, (collectively referred to as “we,” “us,” or “our”) offers standard commercial, standard personal, and excess and surplus lines (“E&S”) property and casualty insurance products. Selective Insurance Group, Inc. (referred to as the “Parent”) was incorporated in New Jersey in 1977 and its main offices are located in Branchville, New Jersey. The Parent’s common stock is publicly traded on the NASDAQ Global Select Market under the symbol “SIGI.” We have provided a glossary of terms as Exhibit 99.1 to this Form 10-K, which defines certain industry-specific and other terms that are used in this Form 10-K.

We classify our business into four reportable segments:

• Standard Commercial Lines - comprised of insurance products and services provided in the standard marketplace to our commercial customers, who are typically businesses, non-profit organizations, and local government agencies.

• Standard Personal Lines - comprised of insurance products and services, including flood insurance coverage, provided primarily to individuals acquiring coverage in the standard marketplace.

• E&S Lines - comprised of insurance products and services provided to customers who have not obtained coverage in the standard marketplace.

• Investments - invests the premiums collected by our insurance operations, as well as amounts generated through our capital management strategies, which may include the issuance of debt and equity securities.

XML

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2015

Accounting Policies [Abstract]

Summary of Signifcant Accounting Policies

Summary of Significant Accounting Policies

(a) Principles of Consolidation

The accompanying consolidated financial statements (“Financial Statements”) include the accounts of the Parent and its subsidiaries, and have been prepared in conformity with: (i) U.S. generally accepted accounting principles ("GAAP"); and (ii) the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). All significant intercompany accounts and transactions are eliminated in consolidation.

(b) Use of Estimates

The preparation of our Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported financial statement balances, as well as the disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

(c) Reclassifications

Certain amounts in our prior years' Financial Statements and related notes have been reclassified to conform to the 2015 presentation. Such reclassifications had no effect on our net income, stockholders' equity, or cash flows.

(d) Investments

Fixed income securities may include bonds, redeemable preferred stocks, mortgage-backed securities (“MBS”) and asset-backed securities (“ABS”). MBS and ABS are jointly referred to as structured securities. Fixed income securities classified as available-for-sale (“AFS”) are reported at fair value. Those fixed income securities that we have the ability and positive intent to hold to maturity are classified as held-to-maturity (“HTM”) and are carried at either: (i) amortized cost; or (ii) market value at the date of transfer into the HTM category, adjusted for subsequent amortization. The amortized cost of fixed income securities is adjusted for the amortization of premiums and the accretion of discounts over the expected life of the security using the effective yield method. Premiums and discounts arising from the purchase of structured securities are amortized over the expected life of the security based on future principal payments, and considering prepayments. These prepayments are estimated based on historical and projected cash flows. Prepayment assumptions are reviewed quarterly and adjusted to reflect actual prepayments and changes in expectations. Future amortization of any premium and/or discount is adjusted to reflect the revised assumptions. Interest income, as well as amortization and accretion, is included in "Net investment income earned" on our Consolidated Statements of Income. The amortized cost of fixed income securities is written down to fair value when a decline in value is considered to be other than temporary. See the discussion below on realized investment gains and losses for a description of the accounting for impairments. After-tax unrealized gains and losses on: (i) fixed income securities classified as AFS; and (ii) fixed income securities that were transferred into an HTM designation from an AFS designation, are included in accumulated other comprehensive income (loss) ("AOCI").

Equity securities, which are classified as AFS, may include common stocks and non-redeemable preferred stocks, and are carried at fair value. Dividend income on these securities is included in "Net investment income earned" on our Consolidated Statements of Income. The associated unrealized gains and losses, net of tax, are included in AOCI. The cost of equity securities is written down to fair value when a decline in value is considered to be other than temporary. See the discussion below on realized investment gains and losses for a description of the accounting for impairments.

Short-term investments may include certain money market instruments, savings accounts, commercial paper, and other debt issues purchased with a maturity of less than one year. These investments are carried at cost, which approximates fair value. The associated income is included in "Net investment income earned" on our Consolidated Statement of Income.

Other investments may include alternative investments and other securities. Alternative investments are accounted for using the equity method. Our share of distributed and undistributed net income from alternative investments is included in "Net investment income earned" on our Consolidated Statement of Income. Other securities are primarily comprised of tax credit investments. Low income housing tax credits are accounted for under the proportional amortization method and all other tax credits are accounted for using the equity method. Under the proportional amortization method, our share of the investment’s performance is recorded in our Consolidated Statement of Income as a component of “Federal income tax expense.” Under the equity method, our share of distributed and undistributed net income is included in "Net investment income earned" on our Consolidated Statement of Income.

Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold and are credited or charged to income. Included in realized gains and losses are the other-than-temporary impairment ("OTTI") charges recognized in earnings, which are discussed below.

When the fair value of any investment is lower than its cost/amortized cost, an assessment is made to determine if the decline is other than temporary. We regularly review our entire investment portfolio for declines in fair value. If we believe that a decline in the value of an AFS security is temporary, we record the decline as an unrealized loss in AOCI. Temporary declines in the value of an HTM security are not recognized in the Financial Statements. Our assessment of a decline in fair value includes judgment as to the financial position and future prospects of the entity that issued the investment security, as well as a review of the security’s underlying collateral for fixed income investments. Broad changes in the overall market or interest rate environment generally will not lead to a write-down.

Fixed Income Securities and Short-Term Investments

Our evaluation for OTTI of a fixed income security or a short-term investment may include, but is not limited to, the evaluation of the following factors:

• Whether the decline appears to be issuer or industry specific;

• The degree to which the issuer is current or in arrears in making principal and interest payments on the fixed income security;

• The issuer’s current financial condition and ability to make future scheduled principal and interest payments on a timely basis;

• Evaluation of projected cash flows;

• Buy/hold/sell recommendations published by outside investment advisors and analysts; and

• Relevant rating history, analysis, and guidance provided by rating agencies and analysts.

OTTI charges are recognized as a realized loss to the extent that they are credit related, unless we have the intent to sell the security or it is more-likely-than not that we will be required to sell the security. In those circumstances, the security is written down to fair value with the entire amount of the writedown charged to earnings as a component of realized losses.

To determine if an impairment is other than temporary, we compare the present value of cash flows expected to be collected with the amortized cost of fixed income securities meeting certain criteria. In addition, this analysis is performed on all previously-impaired debt securities that continue to be held by us and all structured securities that were not of high-credit quality at the date of purchase. These impairment assessments may include, but are not limited to, discounted cash flow analyses ("DCFs").

For structured securities, including commercial mortgage-backed securities ("CMBS"), residential mortgage-backed securities ("RMBS"), ABS, and collateralized debt obligations ("CDOs"), we also consider variables such as expected default, severity, and prepayment assumptions based on security type and vintage, taking into consideration information from credit agencies, historical performance, and other relevant economic and performance factors.

In making our assessment, we perform a DCF to determine the present value of future cash flows to be generated by the underlying collateral of the security. Any shortfall in the expected present value of the future cash flows, based on the DCF, from the amortized cost basis of a security is considered a “credit impairment,” with the remaining decline in fair value of a security considered as a “non-credit impairment.” As mentioned above, credit impairments are charged to earnings as a component of realized losses, while non-credit impairments are recorded to Other Comprehensive Income ("OCI") as a component of unrealized losses.

Discounted Cash Flow Assumptions

The discount rate we use in a DCF is the effective interest rate implicit in the security at the date of acquisition for those structured securities that were not of high-credit quality at acquisition. For all other securities, we use a discount rate that equals the current yield, excluding the impact of previous OTTI charges, used to accrete the beneficial interest.

If applicable, we use a conditional default rate assumption in the DCF to estimate future defaults. The conditional default rate is the proportion of all loans outstanding in a security at the beginning of a time period that are expected to default during that period. Our assumption of this rate takes into consideration the uncertainty of future defaults as well as whether or not these securities have experienced significant cumulative losses or delinquencies to date.

If applicable, conditional default rate assumptions apply at the total collateral pool level held in the securitization trust. Generally, collateral conditional default rates will “ramp-up” over time as the collateral seasons, because the performance begins to weaken and losses begin to surface. As time passes, depending on the collateral type and vintage, losses will peak and performance will begin to improve as weaker borrowers are removed from the pool through delinquency resolutions. In the later years of a collateral pool’s life, performance is generally materially better as the resulting favorable selection of the portfolio improves the overall quality and performance.

For CMBS, we also consider the net operating income (“NOI”) generated by the underlying properties. Our assumptions of the properties’ ultimate cash flows take into consideration both an immediate reduction to the reported NOIs and decreases to projected NOIs.

If applicable, we use a loan loss severity assumption in our DCF that is applied at the loan level of the collateral pool. The loan loss severity assumptions represent the estimated percentage loss on the loan-to-value exposure for a particular security. For CMBS, the loan loss severities applied are based on property type. Losses generated from the evaluations are then applied to the entire underlying deal structure in accordance with the original service agreements.

Equity Securities

Evaluation for OTTI of an equity security may include, but is not limited to, an evaluation of the following factors:

• Whether the decline appears to be issuer or industry specific;

• The relationship of market prices per share to book value per share at the date of acquisition and date of evaluation;

• The price-earnings ratio at the time of acquisition and date of evaluation;

• The financial condition and near-term prospects of the issuer, including any specific events that may influence the issuer's operations, coupled with our intention to hold the securities in the near-term;

• The recent income or loss of the issuer;

• The independent auditors' report on the issuer's recent financial statements;

• The dividend policy of the issuer at the date of acquisition and the date of evaluation;

• Buy/hold/sell recommendations or price projections published by outside investment advisors;

• Rating agency announcements;

• The length of time and the extent to which the fair value has been, or is expected to be, less than its cost in the near term; and

• Our expectation of when the cost of the security will be recovered.

If there is a decline in the fair value on an equity security that we do not intend to hold, or if we determine the decline is other-than-temporary, including declines driven by market volatility for which we cannot assert will recover in the near term, we will write down the carrying value of the investment and record the charge through earnings as a component of realized losses. 

Other Investments

Our evaluation for OTTI of an other investment (i.e., an alternative investment) may include, but is not limited to, conversations with the management of the alternative investment concerning the following:

• The current investment strategy;

• Changes made or future changes to be made to the investment strategy;

• Emerging issues that may affect the success of the strategy; and

• The appropriateness of the valuation methodology used regarding the underlying investments.

If there is a decline in the fair market value of an other investment that we do not intend to hold, or if we determine the decline is other than temporary, we write down the carry value of the investment and record the charge through earnings as a component of realized losses.

(e) Fair Values of Financial Instruments

Assets

The fair values of our investments are generated using various valuation techniques and are placed into the fair value hierarchy considering the following: (i) the highest priority is given to quoted prices in active markets for identical assets (Level 1); (ii) the next highest priority is given to quoted prices in markets that are not active or inputs that are observable either directly or indirectly, including quoted prices for similar assets in markets that are not active and other inputs that can be derived principally from, or corroborated by, observable market data for substantially the full term of the assets (Level 2); and (iii) the lowest priority is given to unobservable inputs supported by little or no market activity and that reflect our assumptions about the exit price, including assumptions that market participants would use in pricing the asset (Level 3). An asset’s classification within the fair value hierarchy is based on the lowest level of significant input to its valuation. Transfers between levels in the fair value hierarchy are recognized at the end of the reporting period.

The techniques used to value our financial assets are as follows:

Level 1 Pricing
Security Type	Methodology
Equity Securities; U.S. Treasury Notes	Equity and U.S. Treasury Note prices are received from an independent pricing service that are based on observable market transactions. We validate these prices against a second external pricing service, and if established market value comparison thresholds are breached, further analysis is performed, in conjunction with our external investment managers, to determine the price to be used.
Short-Term Investments	Short-term investments are carried at cost, which approximates fair value. Given the liquid nature of our short-term investments, we generally validate their fair value by way of active trades within approximately one week of the financial statement close.

Level 2 Pricing

We utilize a market approach for our Level 2 securities, using primarily matrix pricing models prepared by external pricing services. Matrix pricing models use mathematical techniques to value debt securities by relying on the securities relationship to other benchmark quoted securities, and not relying exclusively on quoted prices for specific securities, as the specific securities are not always frequently traded. As a matter of policy, we consistently use one pricing service as our primary source and secondary pricing services if prices are not available from the primary pricing service. In conjunction with our external investment portfolio managers, fixed income securities portfolio pricing is reviewed for reasonableness in the following ways: (i) comparing our pricing to other third-party pricing services as well as benchmark indexed pricing; (ii) comparing positions traded directly by the external investment portfolio managers to prices received from the third-party pricing services; (iii) comparing market value fluctuations between months for reasonableness; and (iv) reviewing stale prices. If further analysis is needed, a challenge is sent to the pricing service for review and confirmation of the price.

Further information on our Level 2 asset pricing is included in the following table:

Security Type	Methodology
Corporate Securities; U.S. Government and Government Agencies	Evaluations include obtaining relevant trade data, benchmark quotes and spreads and incorporating this information into either spread-based or price-based evaluations as determined by the observed market data. Spread-based evaluations include: (i) creating a range of spreads for relevant maturities of each issuer based on the new issue market, secondary trading, and dealer quotes; and (ii) incorporating option adjusted spreads for issues that have early redemption features. Based on the findings in (i) and (ii) above, final spreads are derived and added to benchmark curves. Price-based evaluations include matching each issue to its best-known market maker and contacting firms that transact in these securities.
Obligations of States and Political Subdivisions	Evaluations are based on yield curves that are developed based on factors such as: (i) benchmarks to issues with interest rates near prevailing market rates; (ii) established trading spreads over widely-accepted market benchmarks; (iii) yields on new issues; and (iv) market information from third-party sources such as reportable trades, broker-dealers, or issuers.
Structured Securities (including ABS, CMBS, RMBS)	Evaluations are based on a discounted cash flow model, including: (i) generating cash flows for each tranche considering tranche-specific data, market data, and other pertinent information such as historical performance of the underlying collateral, including net operating income generated by the underlying properties, conditional default rate assumptions, loan loss severity assumptions, consensus projections, prepayment projections, and actual pool and loan level collateral information; (ii) identifying applicable benchmark yields; and (iii) applying market-based tranche-specific spreads to determine an appropriate yield by incorporating collateral performance, tranche-level attributes, trades, bids, and offers.
Foreign Government	Evaluations are performed using a discounted cash flow model and incorporating observed market yields of benchmarks as inputs, adjusting for varied maturities.

Level 3 Pricing

Less than 1% of our portfolio cannot be priced using our primary or secondary pricing service. At times, we may use non-binding broker quotes to value some of these securities. These prices are from various broker/dealers that use bid or ask prices, or benchmarks to indices, in measuring the fair value of a security. In conjunction with our external investment portfolio managers, these fair value measurements are reviewed for reasonableness. This review typically includes an analysis of price fluctuations between months with variances over established thresholds being analyzed further.

Further information on our current Level 3 asset pricing is included in the following table:

Security Type	Methodology
Corporate Securities	This tax credit investment is priced internally using spread-based evaluations.
Equity Securities	This non-publicly traded stock of the Federal Home Loan Bank is valued by the issuer.

Liabilities

The techniques used to value our notes payable are as follows:

Level 1 Pricing
Security Type	Methodology
5.875% Senior Notes	Based on the quoted market prices.

Level 2 Pricing
Security Type	Methodology
7.25% Senior Notes; 6.70% Senior Notes	Based on matrix pricing models prepared by external pricing services.
Borrowings from Federal Home Loan Bank	Evaluations are performed using a DCF model based on a current borrowing rate provided by the Federal Home Loan Bank that is consistent with the remaining term of the borrowing.

See Note 7. “Fair Value Measurements” for a summary table of the fair value and related carrying amounts of financial instruments.

(f) Allowance for Doubtful Accounts

We estimate an allowance for doubtful accounts on our premiums receivable. This allowance is based on historical write-off percentages adjusted for the effects of current and anticipated trends. An account is charged off when we believe it is probable that we will not collect a receivable. In making this determination, we consider information obtained from our efforts to collect amounts due directly and/or through collection agencies.

(g) Share-Based Compensation

Share-based compensation consists of all share-based payment transactions in which an entity acquires goods or services by issuing (or offering to issue) its shares, share units, share options, or other equity instruments. The cost resulting from all share-based payment transactions are recognized in the Financial Statements based on the fair value of both equity and liability awards. The fair value is measured at grant date for equity awards, whereas the fair value for liability awards are remeasured at each reporting period. Both the fair value of equity and liability awards is recognized over the requisite service period. The requisite service period is typically the lesser of the vesting period or the period of time from the grant date to the date of retirement eligibility. The expense recognized for share-based awards, which, in some cases, contain performance criteria, is based on the number of shares or units expected to be issued at the end of the performance period. We repurchase the Parent’s stock from our employees in connections with, and as permitted under, our stock-based compensation plans. This activity is disclosed in our Consolidated Statements of Stockholders' Equity.

 (h) Reinsurance

Reinsurance recoverables represent estimates of amounts that will be recovered from reinsurers under our various treaties. Generally, amounts recoverable from reinsurers are recognized as assets at the same time and in a manner consistent with the paid and unpaid losses associated with the reinsured policies. We require collateral to secure reinsurance recoverables primarily from our reinsurance carriers that are not authorized, otherwise approved, or certified to do business in our Insurance Subsidiaries’ domiciliary states. This collateral is typically in the form of a letter of credit or cash. An allowance for estimated uncollectible reinsurance is recorded based on an evaluation of balances due from reinsurers and other available information, such as each reinsurers' credit rating from A.M. Best Company ("A.M. Best") or Standard & Poor's Rating Services ("S&P"). We charge off reinsurance recoverables on paid losses when it becomes probable that we will not collect the balance.

(i) Property and Equipment

Property and equipment used in operations, including certain costs incurred to develop or obtain computer software for internal use, are capitalized and carried at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. The following estimated useful lives can be considered as general guidelines:

Asset Category	Years
Computer hardware	3
Computer software	3 to 5
Internally developed software	5 to 10
Furniture and fixtures	10
Buildings and improvements	5 to 40

We recorded depreciation expense of $16.4 million, $12.6 million, and $10.2 million for 2015, 2014 and 2013, respectively.

(j) Deferred Policy Acquisition Costs

Deferred policy acquisition costs are limited to costs directly related to the successful acquisition of insurance contracts.  Costs meeting this definition typically include, among other things, sales commissions paid to our distribution partners, premium taxes, and the portion of employee salaries and benefits directly related to time spent on acquired contracts.  These costs are deferred and amortized over the life of the contracts.

Accounting guidance requires a premium deficiency analysis to be performed at the level an entity acquires, services, and measures the profitability of its insurance contracts. We currently perform three premium deficiency analyses for our insurance segments, consistent with our reportable segments of Standard Commercial Lines, Standard Personal Lines, and E&S Lines. A combined ratio of over 100% does not necessarily indicate a premium deficiency, as any year's combined ratio includes a portion of underwriting expenses that are expensed at policy inception and therefore are not covered by the remaining unearned premium. In addition, investment income is not contemplated in the combined ratio calculation.

There were no premium deficiencies for any of the reported years, as the sum of the anticipated losses and loss expenses, unamortized acquisition costs, policyholder dividends, and other expenses for each segment did not exceed that segment’s related unearned premium and anticipated investment income. The investment yields assumed in the premium deficiency assessment for each reporting period, which are based on our actual average investment yield before tax as of the September 30 calculation date, were 2.5% for 2015 and 3.0% for both 2014 and 2013. Deferred policy acquisition costs amortized to expense were $399.4 million for 2015, $364.3 million for 2014, and $331.8 million for 2013.

(k) Goodwill

Goodwill results from business acquisitions where the cost of assets and liabilities acquired exceeds the fair value of those assets and liabilities. A quantitative goodwill impairment analysis is performed if our quarterly qualitative analysis indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Goodwill is allocated to the reporting units for purposes of these analyses.

(l) Reserves for Losses and Loss Expenses

Reserves for losses and loss expenses are comprised of both case reserves on individual claims, and reserves for claims incurred but not reported ("IBNR"). Case reserves result from claims that have been reported to one or more of our ten insurance subsidiaries, which are collectively referred to as the "Insurance Subsidiaries," and are estimated at the amount of the expected ultimate payment.  IBNR reserves are established at more aggregated levels than case basis reserves, and in addition to reserves on claims that have been incurred but not reported, they include provisions for future emergence on known claims, and as well as reopened claims. IBNR reserves are established based on the results of the Insurance Subsidiaries’ internal reserve analysis, supplemented with other internal and external information.

The internal reserve analysis is performed quarterly, and relies upon generally accepted actuarial techniques.  Such techniques assume that past experience, adjusted for the effects of current developments and anticipated trends, are an appropriate basis for predicting future events. While the reserve analysis is the primary basis for determining IBNR reserves, other internal and external factors are considered. Internal factors include: (i) supplemental data regarding claim reporting and settlement trends; (ii) exposure estimates for reported claims, along with recent development on those estimates with respect to individual large claims and the aggregate of all claims; (iii) the rate at which new large or complex claims are being reported; and (iv) additional trends observed by claims personnel or reported to them by defense counsel.  External factors considered include: (i) legislative enactments; (ii) judicial decisions; (iii) legal developments in the determination of liability and the imposition of damages; and (iv) trends in general economic conditions, including the effects of inflation.

Loss reserves are estimates, and as such, we also consider a range of possible loss and loss expense reserve estimates.  This range is determined at the beginning of each year, and reflects the fact that there is no single precise method for estimating the required reserves, due to the many factors which may influence the amounts ultimately paid.  Considering the reserve range along with all of the items described above, IBNR estimates are then established and recorded.

The combination of the IBNR estimates along with the case reserve estimates on individual claims results in our total reserves for losses and loss expenses.  These reserves are expected to be sufficient for settling all loss and loss reserve liabilities on unpaid claims, reflecting changes in the volume of business written, claims frequency and severity, the mix of business, claims processing, and other items that management expects to affect our ultimate settlement of losses and loss expenses. However, the ultimate claim settlements may be higher or lower than reserves established. As our experience emerges and other information develops, we revise our reserve estimates accordingly. The changes in these estimates, resulting from the continuous review process and the differences between estimates and ultimate payments, are reflected in the consolidated statements of income for the period in which such estimates are changed. The associated impacts may be material to the results of operations in future periods.

We do not discount to present value that portion of our losses and loss expense reserves expected to be paid in future periods.

Our loss and loss expense reserves implicitly include anticipated recoveries for salvage and subrogation claims.

(m) Revenue Recognition

The Insurance Subsidiaries' net premiums written (“NPW”) include direct insurance policy writings, plus reinsurance assumed and estimates of premiums earned but unbilled on the workers compensation and general liability lines of insurance, less reinsurance ceded. The estimated premium on the workers compensation and general liability lines is referred to as audit premium. We estimate this premium, as it is anticipated to be either billed or returned on policies subsequent to expiration based on exposure levels (i.e. payroll or sales). Audit premium is based on historical trends adjusted for the uncertainty of future economic conditions. Economic instability could ultimately impact our estimates and assumptions, and changes in our estimate may be material to the results of operations in future periods. Premiums written are recognized as revenue over the period that coverage is provided using the semi-monthly pro-rata method. Unearned premiums and prepaid reinsurance premiums represent that portion of premiums written that are applicable to the unexpired terms of policies in force.

(n) Dividends to Policyholders

We establish reserves for dividends to policyholders on certain policies, most significantly workers compensation policies. These dividends are based on the policyholders' loss experience. The dividend reserves are established based on past experience, adjusted for the effects of current developments and anticipated trends. The expense for these dividends is recognized over a period that begins at policy inception and ends with the payment of the dividend. We do not issue policies that entitle the policyholder to participate in the earnings or surplus of our Insurance Subsidiaries.

 (o) Federal Income Tax

We use the asset and liability method of accounting for income taxes. Current federal income taxes are recognized for the estimated taxes payable or refundable on tax returns for the current year. Deferred federal income taxes arise from the recognition of temporary differences between financial statement carrying amounts and the tax basis of assets and liabilities. We consider all evidence, both positive and negative, with respect to our federal tax loss carryback availability, expected levels of pre-tax financial statement income, and federal taxable income, when evaluating whether the temporary differences will be realized. In projecting future taxable income, we begin with budgeted pre-tax income adjusted for estimated non-taxable items. The assumptions about future taxable income require significant judgment and are consistent with the plans and estimates we use to manage our businesses. A valuation allowance is established when it is more likely than not that some portion of the deferred tax asset will not be realized. A liability for uncertain tax positions is recorded when it is more likely than not that a tax position will not be sustained upon examination by taxing authorities. The effect of a change in tax rates is recognized in the period of enactment. If we were to be levied interest and penalties by the Internal Revenue Service (“IRS”) the interest would be recognized as “Interest expense” and the penalties would be recognized as “Other expense” on the Consolidated Statements of Income.

(p) Leases

We have various operating leases for office space and equipment. Rental expense for such leases is recorded on a straight-line basis over the lease term. If a lease has a fixed and determinable escalation clause, or periods of rent holidays, the difference between rental expense and rent paid is included in "Other liabilities" as deferred rent in the Consolidated Balance Sheets.

In addition, we have various capital leases for computer hardware and software. These leases are accounted for as an acquisition of an asset and an incurrence of an obligation. Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the lease term.

(q) Pension

Our pension and post-retirement life benefit obligations and related costs are calculated using actuarial methods, within the framework of GAAP. Our pension benefit obligation is determined as the actuarial present value of the vested benefits to which the employee is currently entitled, but based on the employee's expected date of separation or retirement. Our funding policy provides that payments to our pension trust shall be equal to the minimum funding requirements of the Employee Retirement Income Security Act, plus additional amounts that the Board of Directors of Selective Insurance Company of America (“SICA”) may approve from time to time.

Two key assumptions, the discount rate and the expected return on plan assets, are important elements of expense and/or liability measurement. We evaluate these key assumptions annually unless facts indicate that a more frequent review is required. The discount rate enables us to state expected future cash flows at their present value on the measurement date. The purpose of the discount rate is to determine the interest rates inherent in the price at which pension benefits could be effectively settled. Our discount rate selection is based on high-quality, long-term corporate bonds. To determine the expected long-term rate of return on the plan assets, we consider the current and expected asset allocation, as well as historical and expected returns on each plan asset class. Other assumptions involve demographic factors such as retirement age, mortality, turnover, and rate of compensation increases.

XML

Adoption of Accounting Pronouncements Adoption of Accounting Pronouncements (Notes)

12 Months Ended

Dec. 31, 2015

Adoption of Accounting Pronouncements [Abstract]

Accounting Pronouncements

Adoption of Accounting Pronouncements

In July 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2013-11, Income Taxes, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (a consensus of the FASB Emerging Issues Task Force) ("ASU 2013-11"). ASU 2013-11 applies to all entities with unrecognized tax benefits that also have tax loss or tax credit carryforwards in the same tax jurisdiction as of the reporting date. An unrecognized tax benefit is the difference between a tax position taken or expected to be taken in a tax return and the benefit that is more likely than not sustainable under examination. Under ASU 2013-11, an entity must net an unrecognized tax benefit, or a portion of an unrecognized tax benefit, against deferred tax assets for a net operating loss ("NOL") carryforward, a similar tax loss, or a tax credit carryforward except when:

• An NOL carryforward, a similar tax loss, or a tax credit carryfoward is not available as of the reporting date under the governing tax law to settle taxes that would result from the disallowance of the tax position; or

• The entity does not intend to use the deferred tax asset for this purpose.

If either of these conditions exist, an entity should present an unrecognized tax benefit in the financial statements as a liability and should not net the unrecognized tax benefit with a deferred tax asset. ASU 2013-11 was effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of this guidance did not impact our financial condition or results of operation.

In January 2014, the FASB issued ASU 2014-01, Accounting for Investments in Qualified Affordable Housing Projects (“ASU 2014-01”).  ASU 2014-01 applies to all reporting entities that invest in flow-through limited liability entities that manage or invest in affordable housing projects that qualify for a low-income housing tax credit. ASU 2014-01 permits reporting entities to make an accounting policy election to account for their investments in qualified affordable housing projects using a newly defined "proportional amortization method" if certain conditions are met. This policy election is required to be applied consistently to all qualifying investments, rather than a decision to be applied to individual investments. Under the proportional amortization method, an entity amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received, and recognizes the net investment performance in the income statement as components of income tax expense (benefit).  ASU 2014-01 is effective for public business entities for annual periods and interim periods within those annual periods, beginning after December 15, 2014, with early adoption being permitted. During the third quarter of 2014, we adopted this guidance and have made a policy election to use the proportional amortization method. The adoption of this guidance did not materially impact our financial condition or results of operation.

In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 requires debt issuance costs to be netted against the related debt liability in the balance sheet rather than presented as a separate asset. However, ASU 2015-03 does not address the presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. Therefore, in August 2015, the FASB issued ASU 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements - Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting (“ASU 2015-15”). ASU 2015-15 clarifies that, in the absence of authoritative guidance on line-of-credit arrangements within ASU 2015-03, the SEC would not object to the deferral and presentation of debt issuance costs as an asset and the subsequent amortization of the deferred costs over the term of the line-of-credit arrangement. We adopted this guidance retrospectively, effective in the fourth quarter of 2015. As such, all historical data in this Form 10-K has been restated to reflect the revised guidance, as follows:

Balance Sheet Information
Year ended December 31, 2014
($ in thousands)	As Originally Reported		As Restated
Other Assets	$	73,215	66,607
Total Assets	6,581,550		6,574,942
Notes Payable	379,297		372,689
Total Liabilities	5,305,964		5,299,356
Total Liabilities and Stockholders' Equity	6,581,550		6,574,942

Income Statement Information
Year ended December 31,	2014			2013
($ in thousands)	As Originally Reported		As Restated	As Originally Reported		As Restated
Interest Expense	$	22,086	23,063	$	22,538	26,361
Other Expense	33,673		32,696	35,686		31,863

Pronouncements to be effective in the future

In June 2014, the FASB issued ASU 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 requires that performance targets that affect vesting and could be achieved after the requisite service period be treated as performance conditions. The effective date for ASU 2014-12 is for interim and annual periods beginning after December 15, 2015. The amendments in ASU 2014-12 may be applied either prospectively to all awards granted or modified after the effective date or retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented and all modified awards thereafter. The adoption of ASU 2014-12 will not affect us, as we are currently recording expense consistent with the requirements of this accounting update.

In August 2014, the FASB issued ASU 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and provide related footnote disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early application is permitted. As the requirements of this literature are disclosure only, ASU 2014-15 will not impact the our financial condition or results of operations.

In February 2015, the FASB issued ASU 2015-02, Amendments to the Consolidation Analysis (“ASU 2015-02”). ASU 2015-02 affects the following areas: (i) limited partnerships and similar legal entities; (ii) the evaluation of fees paid to a decision maker or a service provider as a variable interest; (iii) the effect of fee arrangements on the primary beneficiary determination; (iv) the effect of related parties on the primary beneficiary determination; and (v) certain investment funds. ASU 2015-02 is effective for interim and annual reporting periods beginning after December 15, 2015. The amendments in ASU 2015-02 may be applied either retrospectively or by applying a modified retrospective approach, which would include recording a cumulative-effect adjustment to equity as of the beginning of the fiscal year of adoption. While we anticipate that our limited partnership and tax credit investments will be variable interest entities under the new guidance, we do not anticipate being the primary beneficiary of any of these investments. As such, we do not expect a material impact on our financial condition or results of operations from the adoption of this guidance.

In April 2015, the FASB issued ASU 2015-05, Customer's Accounting for Fees Paid in a Cloud Computing Arrangement (“ASU 2015-05”). ASU 2015-05 provides guidance to customers with cloud computing arrangements that include a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. ASU 2015-05 is effective for interim and annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The amendments in ASU 2015-05 can be adopted either prospectively, to all arrangements entered into or materially modified after the effective date, or retrospectively. We do not expect a material impact on our financial condition or results of operations from the adoption of this guidance.

In May 2015, the FASB issued ASU 2015-07, Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) (“ASU 2015-07”). ASU 2015-07 provides guidance that investments for which the practical expedient is used to measure fair value at net asset value per share ("NAV") must be removed from the fair value hierarchy. Instead, those investments must be included as a reconciling line item so that the total fair value amount of investments in the disclosure is consistent with the amount on the balance sheet. ASU 2015-07 also includes disclosure requirements for investments for which the NAV practical expedient was used to determine fair value. ASU 2015-07 is effective for interim and annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The amendments in ASU 2015-07 should be applied retrospectively to all periods presented. As the requirements of this literature are disclosure only, the application of this guidance will not impact our financial condition or results of operations.

In May 2015, the FASB issued ASU 2015-09, Disclosures about Short-Duration Contracts (“ASU 2015-09”). ASU 2015-09 requires companies that issue short duration contracts to disclose additional information, including: (i) incurred and paid claims development tables; (ii) frequency and severity of claims; and (iii) information about material changes in judgments made in calculating the liability for unpaid claim adjustment expenses, including reasons for the change and the effects on the financial statements. ASU 2015-09 is effective for annual periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016. The amendments in ASU 2015-09 should be applied retrospectively by providing comparative disclosures for each period presented, except for those requirements that apply only to the current period. As the requirements of this literature are disclosure only, the application of this guidance will not impact our financial condition or results of operations.

XML

Statements of Cash Flow

12 Months Ended

Dec. 31, 2015

Supplemental Cash Flow Information [Abstract]

Statements of Cash Flow

Statements of Cash Flow

Supplemental cash flow information for the years ended December 31, 2015, 2014, and 2013 is as follows:

($ in thousands)	2015		2014	2013
Cash paid during the period for:
Interest	$	21,892	22,221	21,465
Federal income tax	39,500		22,699	20,000
Non-cash items:
Tax-free exchange of fixed income securities, AFS	36,792		20,781	37,965
Tax-free exchange of fixed income securities, HTM	15,257		4,289	15,820
Stock split related to equity securities, AFS	4,239		334	—
Assets acquired under capital lease arrangements	6,760		5,642	2,583
Non-cash purchase of property and equipment	—		338	20

Included in "Other assets" on the Consolidated Balance Sheet was $11.9 million at December 31, 2015 and $6.0 million at December 31, 2014 of cash received from the National Flood Insurance Program ("NFIP") which is restricted to pay flood claims under the Write Your Own ("WYO") Program.

XML

Investments

12 Months Ended

Dec. 31, 2015

Investments [Abstract]

Investments

Investments

(a) Net unrealized gains on investments included in OCI by asset class were as follows for the years ended December 31, 2015, 2014, and 2013: 

($ in thousands)	2015			2014		2013
AFS securities:
Fixed income securities	$	55,689		90,336		39,559
Equity securities	13,235			32,389		37,421
Total AFS securities	68,924			122,725		76,980
HTM securities:
Fixed income securities	300			958		2,257
Total HTM securities	300			958		2,257
Total net unrealized gains	69,224			123,683		79,237
Deferred income tax expense	(24,228		)	(43,289	)	(27,733	)
Net unrealized gains, net of deferred income tax	44,996			80,394		51,504
(Decrease) increase in net unrealized gains in OCI, net of deferred income tax	$	(35,398	)	28,890		(70,824	)

(b) The amortized cost, net unrealized gains and losses, carrying value, unrecognized holding gains and losses, and fair value of HTM fixed income securities were as follows: 

December 31, 2015			Net
			Unrealized			Unrecognized	Unrecognized
	Amortized		Gains		Carrying	Holding	Holding	Fair
($ in thousands)	Cost		(Losses)		Value	Gains	Losses	Value
Obligations of state and political subdivisions	$	175,269	848		176,117	5,763	—	181,880
Corporate securities	20,228		(185	)	20,043	1,972	—	22,015
ABS	1,030		(120	)	910	118	—	1,028
CMBS	4,527		(243	)	4,284	337	—	4,621
Total HTM fixed income securities	$	201,054	300		201,354	8,190	—	209,544

December 31, 2014			Net
			Unrealized			Unrecognized	Unrecognized
	Amortized		Gains		Carrying	Holding	Holding	Fair
($ in thousands)	Cost		(Losses)		Value	Gains	Losses	Value
Foreign government	$	5,292	47		5,339	55	—	5,394
Obligations of state and political subdivisions	285,301		2,071		287,372	11,760	—	299,132
Corporate securities	18,899		(273	)	18,626	2,796	—	21,422
ABS	2,818		(455	)	2,363	460	—	2,823
CMBS	4,869		(432	)	4,437	753	—	5,190
Total HTM fixed income securities	$	317,179	958		318,137	15,824	—	333,961

Unrecognized holding gains and losses of HTM securities are not reflected in the Financial Statements, as they represent fair value fluctuations from the later of: (i) the date a security is designated as HTM either through purchase or transfer from AFS; or (ii) the date that an OTTI charge is recognized on an HTM security, through the date of the balance sheet. Our HTM securities had an average duration of 1.5 years as of December 31, 2015.

(c) The cost/amortized cost, unrealized gains and losses, and fair value of AFS securities were as follows:

December 31, 2015
	Cost/
	Amortized		Unrealized	Unrealized		Fair
($ in thousands)	Cost		Gains	Losses		Value
AFS fixed income securities:
U.S. government and government agencies	$	99,485	4,721	(91	)	104,115
Foreign government	14,885		298	(2	)	15,181
Obligations of states and political subdivisions	1,314,779		44,523	(160	)	1,359,142
Corporate securities	1,892,296		23,407	(15,521	)	1,900,182
ABS	244,541		531	(918	)	244,154
CMBS1	245,252		750	(2,410	)	243,592
RMBS2	541,276		4,274	(3,713	)	541,837
Total AFS fixed income securities	4,352,514		78,504	(22,815	)	4,408,203
AFS equity securities:
Common stock	181,991		14,796	(1,998	)	194,789
Preferred stock	11,825		477	(40	)	12,262
Total AFS equity securities	193,816		15,273	(2,038	)	207,051
Total AFS securities	$	4,546,330	93,777	(24,853	)	4,615,254

December 31, 2014
	Cost/
	Amortized		Unrealized	Unrealized		Fair
($ in thousands)	Cost		Gains	Losses		Value
AFS fixed income securities:
U.S. government and government agencies	$	116,666	7,592	(128	)	124,130
Foreign government	27,035		796	—		27,831
Obligations of states and political subdivisions	1,208,776		38,217	(729	)	1,246,264
Corporate securities	1,763,427		42,188	(5,809	)	1,799,806
ABS	176,837		760	(373	)	177,224
CMBS1	177,932		2,438	(777	)	179,593
RMBS2	505,113		8,587	(2,426	)	511,274
Total AFS fixed income securities	3,975,786		100,578	(10,242	)	4,066,122
AFS equity securities:
Common stock	159,011		32,721	(332	)	191,400
Total AFS equity securities	159,011		32,721	(332	)	191,400
Total AFS securities	$	4,134,797	133,299	(10,574	)	4,257,522

¹ CMBS includes government guaranteed agency securities with a fair value of $4.5 million at December 31, 2015 and $13.2 million at December 31, 2014.

² RMBS includes government guaranteed agency securities with a fair value of $19.7 million at December 31, 2015 and $32.4 million at December 31, 2014.

Unrealized gains and losses of AFS securities represent fair value fluctuations from the later of: (i) the date a security is designated as AFS; or (ii) the date that an OTTI charge is recognized on an AFS security, through the date of the balance sheet. These unrealized gains and losses are recorded in AOCI on the Consolidated Balance Sheets.

(d) The following tables summarize, for all securities in a net unrealized/unrecognized loss position at December 31, 2015 and December 31, 2014, the fair value and pre-tax net unrealized/unrecognized loss by asset class and by length of time those securities have been in a net loss position:

December 31, 2015	Less than 12 months				12 months or longer
($ in thousands)	Fair  Value		Unrealized Losses1		Fair Value	Unrealized Losses1
AFS fixed income securities:
U.S. government and government agencies	$	16,006	(87	)	396	(4	)
Foreign government	1,067		(2	)	—	—
Obligations of states and political subdivisions	28,617		(160	)	—	—
Corporate securities	761,479		(12,671	)	50,382	(2,850	)
ABS	197,477		(807	)	12,022	(111	)
CMBS	146,944		(2,196	)	15,385	(214	)
RMBS	264,914		(1,992	)	63,395	(1,721	)
Total AFS fixed income securities	1,416,504		(17,915	)	141,580	(4,900	)
AFS equity securities:
Common stock	31,148		(1,998	)	—	—
Preferred stock	1,531		(40	)	—	—
Total AFS equity securities	32,679		(2,038	)	—	—
Subtotal	$	1,449,183	(19,953	)	141,580	(4,900	)

	Less than 12 months					12 months or longer
($ in thousands)	Fair Value		Unrealized Losses1		Unrecognized Gains2	Fair Value	Unrealized Losses1		Unrecognized Gains2
HTM securities:
ABS	$	—	—		—	805	(122	)	116
Subtotal	—		—		—	805	(122	)	116
Total AFS and HTM	$	1,449,183	(19,953	)	—	142,385	(5,022	)	116

December 31, 2014	Less than 12 months				12 months or longer
($ in thousands)	Fair  Value		Unrealized Losses1		Fair Value	Unrealized Losses1
AFS fixed income securities:
U.S. government and government agencies	$	7,567	(13	)	10,866	(115	)
Obligations of states and political subdivisions	47,510		(105	)	64,018	(624	)
Corporate securities	276,648		(1,734	)	153,613	(4,075	)
ABS	113,202		(178	)	15,618	(195	)
CMBS	12,799		(34	)	59,219	(743	)
RMBS	3,399		(8	)	138,724	(2,418	)
Total AFS fixed income securities	461,125		(2,072	)	442,058	(8,170	)
AFS equity securities:
Common stock	5,262		(336	)	—	—
Total AFS equity securities	5,262		(336	)	—	—
Subtotal	$	466,387	(2,408	)	442,058	(8,170	)

	Less than 12 months					12 months or longer
($ in thousands)	Fair Value		Unrealized Losses1		Unrecognized Gains2	Fair Value	Unrealized Losses1		Unrecognized Gains2
HTM securities:
Obligations of states and political subdivisions	$	196	(3	)	1	—	—		—
ABS	—		—		—	2,235	(455	)	439
Subtotal	196		(3	)	1	2,235	(455	)	439
Total AFS and HTM	$	466,583	(2,411	)	1	444,293	(8,625	)	439

¹ Gross unrealized losses include non-OTTI unrealized amounts and OTTI losses recognized in AOCI. In addition, this column includes remaining unrealized gain or loss amounts on securities that were transferred to an HTM designation in the first quarter of 2009 for those securities that are in a net unrealized/unrecognized loss position.

² Unrecognized holding gains represent fair value fluctuations from the later of: (i) the date a security is designated as HTM; or (ii) the date that an OTTI charge is recognized on an HTM security.

The table below provides our net unrealized/unrecognized loss positions by impairment severity as of December 31, 2015 compared to the prior year: 

($ in thousands)
December 31, 2015				December 31, 2014
Number of Issues	% of  Market/Book	Unrealized/Unrecognized Loss		Number of Issues	% of Market/Book	Unrealized/ Unrecognized Loss
606	80% - 99%	$	22,971	350	80% - 99%	$	10,596
3	60% - 79%	1,888		—	60% - 79%	—
—	40% - 59%	—		—	40% - 59%	—
—	20% - 39%	—		—	20% - 39%	—
—	0% - 19%	—		—	0% - 19%	—
		$	24,859			$	10,596

At December 31, 2015, we had 609 securities in an aggregate unrealized/unrecognized loss position of $24.9 million, compared to 350 securities in an aggregate unrealized/unrecognized loss position of $10.6 million at December 31, 2014. Although the number of issues increased, the severity of impairment on these securities remained consistent at an average of 2% of amortized cost at December 31, 2015 and December 31, 2014. The primary driver behind the increase in the unrealized/unrecognized loss balance was our corporate fixed income securities portfolio, which was impacted by widening credit spreads.

We do not intend to sell any of the securities in the table above, nor do we believe we will be required to sell any of these securities. Additionally, we have reviewed these securities in accordance with our OTTI policy, as described in Note 2. “Summary of Significant Accounting Policies” of this Form 10-K and have concluded that they are temporarily impaired as of December 31, 2015. This conclusion reflects our current judgment as to the financial position and future prospects of the entity that issued the security and underlying collateral. If our judgment about an individual security changes in the future, we may ultimately record a credit loss after having originally concluded that one did not exist, which could have a material impact on our net income and financial position in future periods.

(e) Fixed income securities at December 31, 2015, by contractual maturity are shown below. MBS are included in the maturity tables using the estimated average life of each security. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

Listed below are HTM fixed income securities at December 31, 2015:

($ in thousands)	Carrying Value		Fair Value
Due in one year or less	$	98,601	99,872
Due after one year through five years	89,231		94,358
Due after five years through 10 years	13,522		15,314
Total HTM fixed income securities	$	201,354	209,544

Listed below are AFS fixed income securities at December 31, 2015:

($ in thousands)	Fair Value
Due in one year or less	$	472,331
Due after one year through five years	2,135,301
Due after five years through 10 years	1,733,858
Due after 10 years	66,713
Total AFS fixed income securities	$	4,408,203

(f) The following table summarizes our other investment portfolio by strategy and the remaining commitment amount associated with each strategy:

Other Investments	Carrying Value			2015
	December 31,		December 31,	Remaining
($ in thousands)	2015		2014	Commitment
Alternative Investments
Private equity	$	35,088	48,538	30,204
Private credit	13,246		18,533	15,129
Real assets	19,500		25,897	25,820
Total alternative investments	67,834		92,968	71,153
Other securities	10,008		6,235	3,200
Total other investments	$	77,842	99,203	74,353

The following is a description of our alternative investment strategies:

Our private equity strategy includes the following:

• Secondary Private Equity: This strategy purchases seasoned private equity funds from investors desiring liquidity prior to normal fund termination. Investments are made across all sectors of the private equity market, including leveraged buyouts ("LBO"), venture capital, distressed securities, mezzanine financing, real estate, and infrastructure.

• Primary Private Equity: This strategy makes private equity investments, primarily in established large and middle market companies across diverse industries globally.

• Venture Capital: In general, these investments are made principally by investing in equity securities of privately-held corporations, for long-term capital appreciation. This strategy makes private equity investments in growth equity and buyout partnerships.

Our private credit strategy includes the following:

• Mezzanine Financing: This strategy provides privately negotiated fixed income securities, generally with an equity component, to LBO firms and private and publicly traded large, mid and small-cap companies to finance LBOs, recapitalizations, and acquisitions.

• Distressed Debt: This strategy makes direct and indirect investments in debt and equity securities of companies that are experiencing financial and/or operational distress. Investments include buying indebtedness of bankrupt or financially troubled companies, small balance loan portfolios, special situations and capital structure arbitrage trades, commercial real estate mortgages and similar non-U.S. securities and debt obligations.

Our real assets strategy includes the following:

• Energy & Power Generation: This strategy makes energy and power generation investments in cash flow generating infrastructure assets. Energy investments are made in a variety of industries including oil, natural gas, and coal. These investments are diversified across the energy supply chain and include assets in the exploration and production, pipeline, and refining sectors. Power generation includes investments in: (i) conventional power, such as natural gas and oil; (ii) renewable power, such as wind and solar; and (iii) electric transmission and distribution.

• Real Estate: This strategy invests opportunistically in real estate in North America, Europe, and Asia via direct property ownership, joint ventures, mortgages, and investments in equity and debt instruments.

Our alternative investment strategies employ low or moderate levels of leverage and generally use hedging only to reduce foreign exchange or interest rate volatility. At this time, our alternative investment strategies do not include hedge funds. We cannot redeem our investments with the general partners of these investments; however, occasionally these partnerships can be traded on the secondary market. Once liquidation is triggered by clauses within the limited partnership agreements or at the funds’ stated end date, we will receive our final allocation of capital and any earned appreciation of the underlying investments, assuming we have not divested ourselves of our partnership interests prior to that time. We currently receive distributions from these alternative investments through the realization of the underlying investments in the limited partnerships. We anticipate that the general partners of these alternative investments will liquidate their underlying investment portfolios through 2028.

The following tables set forth summarized financial information for our other investments portfolio, including the portion not owned by us. The investments are carried under the equity method of accounting. The last line in the income statement information table below reflects our share of the aggregate income, which is the portion included in our Financial Statements. As the majority of these investments report results to us on a one quarter lag, the summarized financial statement information is as of, and for the 12-month period ended, September 30: 

Balance Sheet Information
September 30,
($ in millions)	2015		2014
Investments	$	7,527	10,096
Total assets	8,515		10,695
Total liabilities	316		545
Total partners’ capital	8,199		10,150

Income Statement Information
12 months ended September 30,
($ in millions)	2015			2014	2013
Net investment income	$	129		226	406
Realized gains	1,187			581	913
Net change in unrealized (depreciation) appreciation	(1,364		)	1,098	382
Net income	$	(48	)	1,905	1,701
Insurance Subsidiaries' other investments income	(1.9		)	13.6	15.2

(g) We did not have exposure to any credit concentration risk of a single issuer greater than 10% of our stockholder's equity, other than certain U.S. government agencies, as of December 31, 2015 or December 31, 2014.

(h) We have pledged certain AFS fixed income securities as collateral related to: (i) our outstanding borrowing of $$60 million with the Federal Home Loan Bank of Indianapolis ("FHLBI"); (ii) our reinsurance obligations related to our 2011 acquisition of our E&S book of business; and (iii) our compliance with insurance laws by placing certain securities on deposit with various state and regulatory agencies. We retain all rights regarding all securities pledged as collateral.

The following table summarizes the market value of these securities at December 31, 2015:

($ in millions)	FHLBI Collateral		Reinsurance Collateral	State and Regulatory Deposits	Total
U.S. government and government agencies	$	7.5	—	24.0	31.5
Obligations of states and political subdivisions	—		5.0	—	5.0
Corporate securities	—		4.7	—	4.7
CMBS	1.2		—	—	1.2
RMBS	55.0		1.8	—	56.8
Total pledged as collateral	$	63.7	11.5	24.0	99.2

(i) The components of pre-tax net investment income earned were as follows:

($ in thousands)	2015			2014		2013
Fixed income securities	$	123,230		126,489		121,582
Equity securities, dividend income	9,161			7,449		6,140
Short-term investments	112			66		117
Other investments	(1,890		)	13,580		15,208
Investment expenses	(9,297		)	(8,876	)	(8,404	)
Net investment income earned	$	121,316		138,708		134,643

(j) The following tables summarize OTTI by asset type for the periods indicated:

2015				Recognized in
($ in thousands)	Gross		Included in OCI	Earnings
AFS fixed income securities:
Corporate securities	$	2,188	—	2,188
RMBS	1		—	1
Total AFS fixed income securities	2,189		—	2,189
AFS equity securities:
Common stock	15,996		—	15,996
Preferred stock	181		—	181
Total AFS equity securities	16,177		—	16,177
Total OTTI losses	$	18,366	—	18,366

2014				Recognized in
($ in thousands)	Gross		Included in OCI	Earnings
AFS fixed income securities:
RMBS	$	7	—	7
Total AFS fixed income securities	7		—	7
AFS equity securities:
Common stock	10,517		—	10,517
Total AFS equity securities	10,517		—	10,517
Other investments	580		—	580
Total OTTI losses	$	11,104	—	11,104

2013						Recognized in
($ in thousands)	Gross			Included in OCI		Earnings
HTM fixed income securities:
ABS	$	(44	)	(47	)	3
Total HTM fixed income securities	(44		)	(47	)	3
AFS fixed income securities:
RMBS	16			(30	)	46
Total AFS fixed income securities	16			(30	)	46
AFS equity securities:
Common stock	3,747			—		3,747
Total AFS equity securities	3,747			—		3,747
Other investments	1,847			—		1,847
Total OTTI losses	$	5,566		(77	)	5,643

The majority of the OTTI charges in 2015, 2014, and 2013 were comprised of charges on our equity portfolio. A significant portion of these charges relate to securities for which we had the intent to sell in relation to a change in our high dividend yield strategy and the remaining equity charges relate to securities that we did not believe would recover in the near term.

(k) The components of net realized gains, excluding OTTI charges, were as follows:

($ in thousands)	2015			2014		2013
HTM fixed income securities
Gains	$	5		2		195
Losses	(1		)	(20	)	(95	)
AFS fixed income securities
Gains	4,515			1,945		3,340
Losses	(312		)	(392	)	(373	)
AFS equity securities
Gains	29,168			36,871		24,776
Losses	(1,347		)	(704	)	(408	)
Other investments
Gains	162			1		—
Losses	(653		)	—		(1,060	)
Total other net realized investment gains	$	31,537		37,703		26,375

Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold. Proceeds from the sale of AFS securities were $234.1 million in 2015, $259.0 million in 2014, and $135.9 million in 2013. Net realized gains in 2015, excluding OTTI charges, were driven by the sale of AFS securities due to a change in our dividend equity strategy from a quantitative, model-driven stock selection strategy to a fundamentally-based stock selection approach that incorporates an assessment of the sustainability and growth rate of a company's dividends and future cash flow. Net realized gains in 2014 and 2013, excluding OTTI charges, were driven by the sale of AFS equity securities due to the quantitative rebalancing of our dividend yield strategy holdings within our equity portfolio.

XML

Comprehensive Income

12 Months Ended

Dec. 31, 2015

Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]

Comprehensive Income

Comprehensive Income

(a) The components of comprehensive income, both gross and net of tax, for 2015, 2014, and 2013 were as follows:

2015
($ in thousands)	Gross			Tax		Net
Net income	$	232,692		66,831		165,861
Components of OCI:
Unrealized gains on investment securities:
Unrealized holding losses during the year	(40,221		)	(14,078	)	(26,143	)
Amounts reclassified into net income:
HTM securities	(580		)	(203	)	(377	)
Non-credit OTTI	357			125		232
Realized gains on AFS securities	(14,016		)	(4,906	)	(9,110	)
Net unrealized losses	(54,460		)	(19,062	)	(35,398	)
Defined benefit pension and post-retirement plans:
Net actuarial gain	2,438			853		1,585
Amounts reclassified into net income:
Net actuarial loss	7,077			2,477		4,600
Defined benefit pension and post-retirement plans	9,515			3,330		6,185
Other comprehensive loss	(44,945		)	(15,732	)	(29,213	)
Comprehensive income	$	187,747		51,099		136,648

2014
($ in thousands)	Gross			Tax		Net
Net income	$	197,131		55,304		141,827
Components of OCI:
Unrealized gains on investment securities:
Unrealized holding gains during the year	72,940			25,529		47,411
Amounts reclassified into net income:
HTM securities	(1,299		)	(455	)	(844	)
Non-credit OTTI	1,669			584		1,085
Realized gains on AFS securities	(28,864		)	(10,102	)	(18,762	)
Net unrealized gains	44,446			15,556		28,890
Defined benefit pension and post-retirement plans:
Net actuarial loss	(54,136		)	(18,947	)	(35,189	)
Amounts reclassified into net income:
Net actuarial loss	1,902			666		1,236
Defined benefit pension and post-retirement plans	(52,234		)	(18,281	)	(33,953	)
Other comprehensive loss	(7,788		)	(2,725	)	(5,063	)
Comprehensive income	$	189,343		52,579		136,764

2013
($ in thousands)	Gross			Tax		Net
Net income	$	142,267		35,849		106,418
Components of OCI:
Unrealized losses on investment securities:
Unrealized holding losses during the period	(83,934		)	(29,377	)	(54,557	)
Non-credit OTTI recognized in OCI	77			27		50
Amounts reclassified into net income:
HTM securities	(1,577		)	(552	)	(1,025	)
Non-credit OTTI	14			5		9
Realized gains on AFS securities	(23,540		)	(8,239	)	(15,301	)
Net unrealized losses	(108,960		)	(38,136	)	(70,824	)
Defined benefit pension and post-retirement plans:
Net actuarial gain	59,654			20,879		38,775
Amounts reclassified into net income:
Net actuarial loss	4,374			1,531		2,843
Prior service cost	10			4		6
Curtailment expense	16			5		11
Defined benefit pension and post-retirement plans	64,054			22,419		41,635
Other comprehensive loss	(44,906		)	(15,717	)	(29,189	)
Comprehensive income	$	97,361		20,132		77,229

(b) The balances of, and changes in, each component of AOCI (net of taxes) as of December 31, 2015 and 2014 were as follows:

	Net Unrealized (Loss) Gain on Investment Securities
($ in thousands)	OTTI Related			HTM Related		All Other		Investments Subtotal		Defined Benefit Pension and Post- retirement Plans		Total AOCI
Balance, December 31, 2013	$	(1,599	)	1,467		51,635		51,503		(26,652	)	24,851
OCI before reclassifications	—			—		47,411		47,411		(35,189	)	12,222
Amounts reclassified from AOCI	1,085			(844	)	(18,762	)	(18,521	)	1,236		(17,285	)
Net current period OCI	1,085			(844	)	28,649		28,890		(33,953	)	(5,063	)
Balance, December 31, 2014	(514		)	623		80,284		80,393		(60,605	)	19,788
OCI before reclassifications	—			—		(26,143	)	(26,143	)	1,585		(24,558	)
Amounts reclassified from AOCI	232			(377	)	(9,110	)	(9,255	)	4,600		(4,655	)
Net current period OCI	232			(377	)	(35,253	)	(35,398	)	6,185		(29,213	)
Balance, December 31, 2015	$	(282	)	246		45,031		44,995		(54,420	)	(9,425	)

The reclassifications out of AOCI are as follows:

						Affected Line Item in the Consolidated Statement of Income
($ in thousands)	Year ended December 31, 2015			Year ended December 31, 2014
OTTI related
Non-credit OTTI on disposed securities	$	357		1,669		Net realized gains
	357			1,669		Income from continuing operations, before federal income tax
	(125		)	(584	)	Total federal income tax expense
	232			1,085		Net income
HTM related
Unrealized gains and losses on HTM disposals	308			157		Net realized investment gains
Amortization of net unrealized gains on HTM securities	(888		)	(1,456	)	Net investment income earned
	(580		)	(1,299	)	Income from continuing operations, before federal income tax
	203			455		Total federal income tax expense
	(377		)	(844	)	Net income
Realized gains and losses on AFS
Realized gains and losses on AFS disposals	(14,016		)	(28,864	)	Net realized investment gains
	(14,016		)	(28,864	)	Income from continuing operations, before federal income tax
	4,906			10,102		Total federal income tax expense
	(9,110		)	(18,762	)	Net income
Defined benefit pension and post-retirement life plans
Net actuarial loss	1,538			331		Losses and loss expenses incurred
	5,539			1,571		Policy acquisition costs
	7,077			1,902		Income from continuing operations, before federal income tax
Total defined benefit pension and post-retirement life	7,077			1,902		Income from continuing operations, before federal income tax
	(2,477		)	(666	)	Total federal income tax expense
	4,600			1,236		Net income
Total reclassifications for the period	$	(4,655	)	(17,285	)	Net income

XML

Fair Value Measurements

12 Months Ended

Dec. 31, 2015

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

The following table presents the carrying amounts and estimated fair values of our financial instruments as of December 31, 2015 and 2014:

	December 31, 2015				December 31, 2014
($ in thousands)	Carrying Amount			Fair Value	Carrying Amount		Fair Value
Financial Assets
Fixed income securities:
HTM	$	201,354		209,544	318,137		333,961
AFS	4,408,203			4,408,203	4,066,122		4,066,122
Equity securities, AFS	207,051			207,051	191,400		191,400
Short-term investments	194,819			194,819	131,972		131,972
Financial Liabilities
Notes payable:
0.63% borrowings from FHLBI	15,000			14,977	—		—
1.25% borrowings from FHLBI	45,000			45,083	45,000		45,244
7.25% Senior Notes	49,898			56,929	49,896		59,181
6.70% Senior Notes	99,415			110,363	99,401		114,845
5.875% Senior Notes	185,000			192,474	185,000		185,000
Subtotal	394,313			419,826	379,297		404,270
Unamortized debt issuance costs	(6,121		)		(6,608	)
Total notes payable	$	388,192			372,689

For discussion regarding the fair value techniques of our financial instruments, refer to Note 2. "Summary of Significant Accounting Policies" in this Form 10-K.

The following tables provide quantitative disclosures of our financial assets that were measured at fair value at December 31, 2015 and 2014:

December 31, 2015			Fair Value Measurements Using
($ in thousands)	Assets Measured at Fair Value 12/31/15		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)1	Significant Other Observable Inputs (Level 2)1	Significant Unobservable Inputs  (Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies	$	104,115	42,702	61,413	—
Foreign government	15,181		—	15,181	—
Obligations of states and political subdivisions	1,359,142		—	1,359,142	—
Corporate securities	1,900,182		—	1,900,182	—
ABS	244,154		—	244,154	—
CMBS	243,592		—	243,592	—
RMBS	541,837		—	541,837	—
Total AFS fixed income securities	4,408,203		42,702	4,365,501	—
AFS equity securities:
Common stock	194,789		191,517	—	3,272
Preferred stock	12,262		12,262	—	—
Total AFS equity securities	207,051		203,779	—	3,272
Total AFS securities	4,615,254		246,481	4,365,501	3,272
Short-term investments	194,819		194,819	—	—
Total assets	$	4,810,073	441,300	4,365,501	3,272

December 31, 2014			Fair Value Measurements Using
($ in thousands)	Assets Measured at Fair Value 12/31/14		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)1	Significant Other Observable Inputs (Level 2)1	Significant Unobservable Inputs  (Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies	$	124,130	53,199	70,931	—
Foreign government	27,831		—	27,831	—
Obligations of states and political subdivisions	1,246,264		—	1,246,264	—
Corporate securities	1,799,806		—	1,799,806	—
ABS	177,224		—	177,224	—
CMBS	179,593		—	179,593	—
RMBS	511,274		—	511,274	—
Total AFS fixed income securities	4,066,122		53,199	4,012,923	—
AFS equity securities:
Common stock	191,400		188,500	—	2,900
Total AFS equity securities	191,400		188,500	—	2,900
Total AFS securities	4,257,522		241,699	4,012,923	2,900
Short-term investments	131,972		131,972	—	—
Total assets	$	4,389,494	373,671	4,012,923	2,900

¹ There were no transfers of securities between Level 1 and Level 2.

There were no changes in the fair value of securities measured using Level 3 prices during 2014. The following table provides a summary of these changes during 2015:

2015
($ in thousands)	Common Stock
Fair value, December 31, 2014	$	2,900
Total net (losses) gains for the period included in:
OCI	—
Net income	—
Purchases	487
Sales	(115		)
Issuances	—
Settlements	—
Transfers into Level 3	—
Transfers out of Level 3	—
Fair value, December 31, 2015	$	3,272

The following tables provide quantitative information regarding our financial assets and liabilities that were disclosed at fair value at December 31, 2015 and 2014:

December 31, 2015			Fair Value Measurements Using
($ in thousands)	Assets/Liabilities Disclosed at Fair Value 12/31/2015		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Financial Assets
HTM:
Obligations of states and political subdivisions	$	181,880	—	181,880	—
Corporate securities	22,015		—	18,679	3,336
ABS	1,028		—	1,028	—
CMBS	4,621		—	4,621	—
Total HTM fixed income securities	$	209,544	—	206,208	3,336
Financial Liabilities
Notes payable:
0.63% borrowings from FHLBI	$	14,977	—	14,977	—
1.25% borrowings from FHLBI	45,083		—	45,083	—
7.25% Senior Notes	56,929		—	56,929	—
6.70% Senior Notes	110,363		—	110,363	—
5.875% Senior Notes	192,474		192,474	—	—
Total notes payable	$	419,826	192,474	227,352	—

December 31, 2014			Fair Value Measurements Using
($ in thousands)	Assets/Liabilities Disclosed at Fair Value 12/31/2014		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Financial Assets
HTM:
Foreign government	$	5,394	—	5,394	—
Obligations of states and political subdivisions	299,132		—	299,132	—
Corporate securities	21,422		—	21,422	—
ABS	2,823		—	2,823	—
CMBS	5,190		—	5,190	—
Total HTM fixed income securities	$	333,961	—	333,961	—
Financial Liabilities
Notes payable:
1.25% borrowings from FHLBI	$	45,244	—	45,244	—
7.25% Senior Notes	59,181		—	59,181	—
6.70% Senior Notes	114,845		—	114,845	—
5.875% Senior Notes	185,000		185,000	—	—
Total notes payable	$	404,270	185,000	219,270	—

XML

Reinsurance

12 Months Ended

Dec. 31, 2015

Reinsurance Disclosures [Abstract]

Reinsurance

Reinsurance

Our Financial Statements reflect the effects of assumed and ceded reinsurance transactions. Assumed reinsurance refers to the acceptance of certain insurance risks that other insurance entities have underwritten. Ceded reinsurance involves transferring certain insurance risks (along with the related written and earned premiums) that we have underwritten to other insurance companies that agree to share these risks. The primary purpose of ceded reinsurance is to protect the Insurance Subsidiaries from potential losses in excess of the amount that we are prepared to accept. Our major treaties covering property, property catastrophe, and casualty business are excess of loss contracts. In addition, we have an intercompany quota share pooling arrangement and other minor quota share treaties.

As a Standard Commercial Lines and E&S Lines writer, we are required to participate in Terrorism Risk Insurance Program Reauthorization Act ("TRIPRA"), which was extended by Congress to December 31, 2020. TRIPRA requires private insurers and the United States government to share the risk of loss on future acts of terrorism certified by the U.S. Secretary of the Treasury. Under TRIPRA, each participating insurer is responsible for paying a deductible of specified losses before federal assistance is available. This deductible is based on a percentage of the prior year’s applicable Standard Commercial Lines and E&S Lines premiums. In 2016, our deductible is approximately $280 million. For losses above the deductible, the federal government will pay 84% of losses to an industry limit of $100 billion, and the insurer retains 16%. The federal share of losses will be reduced by 1% each year to 80% by 2020.

The Insurance Subsidiaries remain liable to policyholders to the extent that any reinsurer becomes unable to meet their contractual obligations. We evaluate and monitor the financial condition of our reinsurers under voluntary reinsurance arrangements to minimize our exposure to significant losses from reinsurer insolvencies. On an ongoing basis, we review amounts outstanding, length of collection period, changes in reinsurer credit ratings, and other relevant factors to determine collectability of reinsurance recoverables. The allowance for uncollectible reinsurance recoverables was $5.7 million at December 31, 2015 and $6.9 million at December 31, 2014.

The following table represents our total reinsurance balances segregated by reinsurer to depict our concentration of risk throughout our reinsurance portfolio:

	As of December 31, 2015					As of December 31, 2014
($ in thousands)	Reinsurance Balances			% of Reinsurance Balance		Reinsurance Balances			% of Reinsurance Balance
Total reinsurance recoverables	$	561,968				$	581,548
Total prepaid reinsurance premiums	140,889					146,993
Total reinsurance balance	702,857					728,541
Federal and state pools1:
NFIP	164,130			24	%	172,547			24	%
NJ Unsatisfied Claim Judgment Fund	71,884			10		76,342			11
Other	3,136			—		2,557			—
Total federal and state pools	239,150			34		251,446			35
Remaining reinsurance balance	$	463,707		66		$	477,095		65
Munich Re Group (A.M. Best rated "A+")	$	112,889		16		$	110,270		15
Hannover Ruckversicherungs AG (A.M. Best rated "A+")	99,535			14		100,959			14
AXIS Reinsurance Company (A.M. Best rated "A+")	53,374			8		51,014			7
Swiss Re Group (A.M. Best rated "A+")	51,340			7		55,026			8
Partner Reinsurance Company of the U.S. (A.M. Best rated “Au”)	20,748			3		25,424			3
All other reinsurers	125,821			18		134,402			18
Total reinsurers	463,707			66	%	477,095			65	%
Less: collateral2	(106,449		)			(114,843		)
Reinsurers, net of collateral	$	357,258				$	362,252

¹ Considered to have minimal risk of default.

² Includes letters of credit, trust funds, and funds held against reinsurance recoverables.

Note: Some amounts may not foot due to rounding.

Under our reinsurance arrangements, which are prospective in nature, reinsurance premiums ceded are recorded as prepaid reinsurance and amortized over the remaining contract period in proportion to the reinsurance protection provided, or recorded periodically, as per the terms of the contract, in a direct relationship to the gross premium recording. Reinsurance recoveries are recognized as gross losses are incurred.

The following table contains a listing of direct, assumed, and ceded reinsurance amounts for premiums written, premiums earned, and losses and loss expenses incurred:

($ in thousands)	2015			2014		2013
Premiums written:
Direct	$	2,403,519		2,228,270		2,133,793
Assumed	23,848			26,306		43,650
Ceded	(357,463		)	(369,296	)	(367,284	)
Net	$	2,069,904		1,885,280		1,810,159
Premiums earned:
Direct	$	2,330,267		2,183,258		2,048,530
Assumed	23,209			34,653		44,464
Ceded	(363,567		)	(365,302	)	(356,922	)
Net	$	1,989,909		1,852,609		1,736,072
Losses and loss expenses incurred:
Direct	$	1,274,872		1,314,864		1,370,293
Assumed	16,996			26,187		32,678
Ceded	(143,327		)	(183,550	)	(281,233	)
Net	$	1,148,541		1,157,501		1,121,738

The ceded premiums and losses related to our participation in the NFIP, under which 100% of our flood premiums, losses and loss expenses are ceded to the NFIP, are as follows:

Ceded to NFIP ($ in thousands)	2015			2014		2013
Ceded premiums written	$	(228,907	)	(237,718	)	(236,309	)
Ceded premiums earned	(233,940		)	(234,224	)	(228,650	)
Ceded losses and loss expenses incurred	(62,078		)	(57,323	)	(183,142	)

XML

Reserve for Losses and Loss Expenses

12 Months Ended

Dec. 31, 2015

Insurance Loss Reserves [Abstract]

Reserves for Losses and Loss Expenses

Reserves for Losses and Loss Expenses

The table below provides a roll forward of reserves for losses and loss expenses for beginning and ending reserve balances:

($ in thousands)	2015			2014		2013
Gross reserves for losses and loss expenses, at beginning of year	$	3,477,870		3,349,770		4,068,941
Less: reinsurance recoverable on unpaid losses and loss expenses, at beginning of year	571,978			540,839		1,409,755
Net reserves for losses and loss expenses, at beginning of year	2,905,892			2,808,931		2,659,186
Incurred losses and loss expenses for claims occurring in the:
Current year	1,217,550			1,216,770		1,147,263
Prior years	(69,009		)	(59,269	)	(25,525	)
Total incurred losses and loss expenses	1,148,541			1,157,501		1,121,738
Paid losses and loss expenses for claims occurring in the:
Current year	446,550			468,478		399,559
Prior years	641,174			592,062		572,434
Total paid losses and loss expenses	1,087,724			1,060,540		971,993
Net reserves for losses and loss expenses, at end of year	2,966,709			2,905,892		2,808,931
Add: Reinsurance recoverable on unpaid losses and loss expenses, at end of year	551,019			571,978		540,839
Gross reserves for losses and loss expenses at end of year	$	3,517,728		3,477,870		3,349,770

Our net losses and loss expense reserves increased by $60.8 million in 2015, $97.0 million in 2014, and $149.7 million in 2013. The losses and loss expense reserves are net of anticipated recoveries for salvage and subrogation claims, which amounted to $62.1 million for 2015, $65.1 million for 2014, and $61.0 million for 2013. The changes in the net losses and loss expense reserves were the result of growth in exposures, particularly associated with our E&S Lines of business, anticipated loss trends, and normal reserve changes inherent in the uncertainty in establishing reserves for losses and loss expenses. As additional information is collected in the loss settlement process, reserves are adjusted accordingly. These adjustments are reflected in the Consolidated Statements of Income in the period in which such adjustments are recognized. These changes could have a material impact on the results of operations of future periods when the adjustments are made.

In 2015, we experienced overall favorable loss development of $69.0 million, compared to $59.3 million in 2014, and $25.5 million in 2013. The following table summarizes the prior year development by line of business:

(Favorable)/Unfavorable Prior Year Development
($ in millions)	2015			2014		2013
General Liability	$	(51.0	)	(43.9	)	(20.0	)
Commercial Automobile	2.4			(4.1	)	(4.5	)
Workers Compensation	(37.0		)	—		23.5
Businessowners' Policies	2.2			1.9		(9.5	)
Commercial Property	(3.0		)	(2.1	)	(7.5	)
Homeowners	1.5			(4.0	)	(2.5	)
Personal Automobile	0.4			(10.8	)	(3.0	)
E&S	15.5			3.7		(2.0	)
Total	$	(69.0	)	(59.3	)	(25.5	)

The prior accident year development during 2015 was favorable by $69.0 million, which included $67.0 million of favorable casualty development and $2.0 million of favorable property development. The favorable casualty reserve development was largely driven by the general liability and workers compensation lines of business. For workers compensation, this was a significant change from 2014, during which period this line experienced no development. Our E&S Lines experienced unfavorable development of $15.5 million.

By accident year, the majority of the favorable development was attributable to accident years 2009 through 2013, driven by general liability and workers compensation. This favorable development was partially offset by unfavorable development in accident years 2012 through 2014, which was attributable to our E&S Lines.

The prior accident year development during 2014 was favorable by $59.3 million, which included $48.2 million of favorable casualty development and $11.1 million of favorable property development. The property development was primarily related to a prior year reinsurance recoverable. The favorable casualty reserve development was largely driven by the general liability and personal automobile lines of business. These lines both experienced increasingly favorable development in recent years. Conversely, businessowners' policies and our E&S Lines experienced unfavorable emergence in 2014, which was a reversal from 2013.

By accident year, the majority of the favorable development was attributable to accident years 2010 through 2012, although earlier accident years also developed favorably. General liability, commercial automobile, and personal automobile all contributed to this development, partially offset by businessowners’ liability. The general liability line of business was the primary driver of this favorable development, which was partially driven by lower severities in the 2010 through 2012 accident years, within both the premises and operations and products liability coverages. In addition, accident years 2011 and 2012 continue to show lower than expected claim counts. The overall favorable development for accident years 2012 and prior was partially offset by unfavorable development in accident year 2013, which was largely attributable to commercial automobile liability, and partially E&S casualty.

The prior accident year development during 2013 was favorable by $25.5 million, which included $14.5 million of favorable casualty development and $11.0 million of property development. The property development was primarily related to favorable non-catastrophe loss activity, mostly in the 2012 accident year.

The casualty lines were driven largely by favorable development in accident years 2006 through 2010, with lower than expected severities in general liability and commercial automobile. Partially offsetting this favorable development was: (i) unfavorable development in our workers compensation line driven by assisted living claims; and (ii) unfavorable development in accident year 2012 in our commercial automobile lines of business driven by higher than expected severities.

Reserves established for liability insurance include exposure to asbestos and environmental claims. These claims have arisen primarily from insured exposures in municipal government, small non-manufacturing commercial risk, and homeowners policies. The emergence of these claims is slow and highly unpredictable. There are significant uncertainties in estimating our exposure to asbestos and environmental claims (for both case and IBNR reserves) resulting from lack of relevant historical data, the delayed and inconsistent reporting patterns associated with these claims, and uncertainty as to the number and identity of claimants and complex legal and coverage issues. Legal issues that arise in asbestos and environmental cases include federal or state venue, choice of law, causation, admissibility of evidence, allocation of damages and contribution among joint defendants, successor and predecessor liability, and whether direct action against insurers can be maintained. Coverage issues that arise in asbestos and environmental cases include the interpretation and application of policy exclusions, the determination and calculation of policy limits, the determination of the ultimate amount of a loss, the extent to which a loss is covered by a policy, if at all, the obligation of an insurer to defend a claim, and the extent to which a party can prove the existence of coverage. Courts have reached different and sometimes inconsistent conclusions on these legal and coverage issues. We do not discount to present value that portion of our losses and loss expense reserves expected to be paid in future periods.

The following table details our losses and loss expense reserves for various asbestos and environmental claims:

	2015
($ in millions)	Gross		Net
Asbestos	$	8.0	6.8
Landfill sites	13.1		8.3
Leaking underground storage tanks	9.3		8.1
Total	$	30.4	23.2

Estimating IBNR reserves for asbestos and environmental claims is difficult because of the delayed and inconsistent reporting patterns associated with these claims. In addition, there are significant uncertainties associated with estimating critical assumptions, such as average clean-up costs, third-party costs, potentially responsible party shares, allocation of damages, litigation and coverage costs, and potential state and federal legislative changes. Normal historically based actuarial approaches cannot be applied to asbestos and environmental claims because past loss history is not indicative of future potential asbestos and environmental losses. In addition, while certain alternative models can be applied, such models can produce significantly different results with small changes in assumptions.

The following table provides a roll forward of gross and net asbestos and environmental incurred losses and loss expenses and related reserves thereon:

	2015					2014				2013
($ in thousands)	Gross			Net		Gross		Net		Gross		Net
Asbestos
Reserves for losses and loss expenses at beginning of year	$	8,751		7,314		8,897		7,518		9,170		7,791
Incurred losses and loss expenses	(428		)	(77	)	60		—		—		—
Less: losses and loss expenses paid	(299		)	(444	)	(206	)	(204	)	(273	)	(273	)
Reserves for losses and loss expenses at the end of year	$	8,024		6,793		8,751		7,314		8,897		7,518
Environmental
Reserves for losses and loss expenses at beginning of year	$	21,902		15,680		23,867		17,649		26,405		19,978
Incurred losses and loss expenses	3,396			3,397		107		—		347		68
Less: losses and loss expenses paid	(2,911		)	(2,709	)	(2,072	)	(1,969	)	(2,885	)	(2,397	)
Reserves for losses and loss expenses at the end of year	$	22,387		16,368		21,902		15,680		23,867		17,649
Total Asbestos and Environmental Claims
Reserves for losses and loss expenses at beginning of year	$	30,653		22,994		32,764		25,167		35,575		27,769
Incurred losses and loss expenses	2,968			3,320		167		—		347		68
Less: losses and loss expenses paid	(3,210		)	(3,153	)	(2,278	)	(2,173	)	(3,158	)	(2,670	)
Reserves for losses and loss expenses at the end of year	$	30,411		23,161		30,653		22,994		32,764		25,167

XML

Indebtedness

12 Months Ended

Dec. 31, 2015

Debt Disclosure [Abstract]

Indebtedness

Indebtedness

(a) Notes Payable

(1) In the first quarter of 2013, we issued $185 million of 5.875% Senior Notes due 2043. These notes pay interest on February 15, May 15, August 15, and November 15 of each year, beginning on May 15, 2013, and at maturity. The notes are callable by us on or after February 8, 2018, at a price equal to 100% of their principal outstanding amount, plus accrued and unpaid interest to, but excluding, the date of redemption. A portion of the proceeds from this debt issuance was used to fully redeem the $100 million aggregate principal amount of our 7.5% Junior Subordinated Notes due 2066, which had an associated $3.3 million pre-tax write-off for the remaining capitalized debt issuance costs on these notes. Of the remaining net proceeds, $57.1 million was used to make capital contributions to the Insurance Subsidiaries, while the balance was used for general corporate purposes. There are no financial debt covenants to which we are required to comply in regards to these Senior Notes.

(2) In the first quarter of 2009, Selective Insurance Company of the Southeast and Selective Insurance Company of South Carolina (“Indiana Subsidiaries”) joined, and invested in, the FHLBI, which provides them with access to additional liquidity. The Indiana Subsidiaries’ aggregate investment was $2.8 million at December 31, 2015 and $2.9 million at December 31, 2014. Our investment provides us the ability to borrow approximately 20 times the total amount of the FHLBI common stock purchased with additional collateral, at comparatively low borrowing rates.

The following is a summary of the Indiana Subsidiaries’ borrowings from the FHLBI:

• In 2011, the Indiana Subsidiaries borrowed $45 million in the aggregate from the FHLBI. The unpaid principal amount accrues interest of 1.25%, which is paid on the 15th of every month. The principal amount is due on December 16, 2016. These funds were loaned to the Parent for use in the acquisition of Mesa Underwriters Specialty Insurance Company ("MUSIC") on December 31, 2011.

• In January 2015, the Indiana Subsidiaries borrowed $15 million in the aggregate from the FHLBI for general corporate purposes. The unpaid principal amount accrues interest of 0.63%, which is paid on the 15th of every month. The principal amount is due on July 22, 2016.

All borrowings from the FHLBI require security. For information on investments that are pledged as collateral for these borrowings, see Note 5. "Investments" above.

(3) In the fourth quarter of 2005, we issued $100 million of 6.70% Senior Notes due 2035. These notes were issued at a discount of $0.7 million resulting in an effective yield of 6.754% and pay interest on May 1 and November 1 each year commencing on May 1, 2006. Net proceeds of approximately $50 million were used to fund an irrevocable trust to provide for certain payment obligations in respect of our outstanding debt. The remainder of the proceeds was used for general corporate purposes. The agreements covering these notes contain a standard default cross-acceleration provision that provides the 6.70% Senior Notes will enter a state of default upon the failure to pay principal when due or upon any event or condition that results in an acceleration of principal of any other debt instrument in excess of $10 million that we have outstanding concurrently with the 6.70% Senior Notes. There are no financial debt covenants to which we are required to comply in regards to these notes.

(4) In the fourth quarter of 2004, we issued $50 million of 7.25% Senior Notes due 2034. These notes were issued at a discount of $0.1 million, resulting in an effective yield of 7.27% and pay interest on May 15 and November 15 each year. We contributed $25 million of the bond proceeds to the Insurance Subsidiaries as capital. The remainder of the proceeds was used for general corporate purposes. The agreements covering these notes contain a standard default cross-acceleration provision that provides the 7.25% Senior Notes will enter a state of default upon the failure to pay principal when due or upon any event or condition that results in an acceleration of principal of any other debt instrument in excess of $10 million that we have outstanding concurrently with the 7.25% Senior Notes. There are no financial debt covenants to which we are required to comply in regards to these notes.

(b) Short-Term Debt

Our Line of Credit was renewed effective December 1, 2015, with Wells Fargo Bank, National Association, as administrative agent, and Branch Banking and Trust Company, with a borrowing capacity of $30 million, which can be increased to $50 million with the approval of both lending partners. The Line of Credit provides the Parent with an additional source of short-term liquidity. The interest rate on our Line of Credit varies and is based on, among other factors, the Parent’s debt ratings. The Line of Credit expires on December 1, 2020. There have been no balances outstanding under this Line of Credit or the previous credit facility at December 31, 2015 or at any time during 2015. Our previous Line of Credit, which was in place from September 26, 2013 until December 1, 2015 had the same banking partners and similar terms and conditions as our current facility.

The Line of Credit agreement contains representations, warranties, and covenants that are customary for credit facilities of this type, including, without limitation, financial covenants under which we are obligated to maintain a minimum consolidated net worth, minimum combined statutory surplus, and maximum ratio of consolidated debt to total capitalization, and covenants limiting our ability to: (i) merge or liquidate; (ii) incur debt or liens; (iii) dispose of assets; (iv) make investments and acquisitions; and (v) engage in transactions with affiliates. The Line of Credit permits collateralized borrowings from the Federal Home Loan Banks by our Insurance Subsidiaries that are members of those banks so long as the aggregate amount borrowed does not exceed 10% of the respective member's admitted assets from the preceding calendar year.

 The table below outlines information regarding certain of the covenants in the Line of Credit:

	Required as of	Actual as of
	December 31, 2015	December 31, 2015
Consolidated net worth	$960 million	$1.4 billion
Statutory surplus	Not less than $750 million	$1.4 billion
Debt-to-capitalization ratio1	Not to exceed 35%	22.1%
A.M. Best financial strength rating	Minimum of A-	A

¹ Calculated in accordance with Line of Credit agreement.

In addition to the above requirements, the Line of Credit agreement contains a cross-default provision that provides that the Line of Credit will be in default if we fail to comply with any condition, covenant, or agreement (including payment of principal and interest when due on any debt with an aggregate principal amount of at least $20 million), which causes or permits the acceleration of principal.

XML

Segment Information

12 Months Ended

Dec. 31, 2015

Segment Reporting [Abstract]

Segment Information

Segment Information

We classify our business into four reportable segments:

• Standard Commercial Lines - comprised of insurance products and services provided in the standard marketplace to our commercial customers, who are typically businesses, non-profit organizations, and local government agencies.

• Standard Personal Lines - comprised of insurance products and services, including flood insurance coverage, provided primarily to individuals acquiring coverage in the standard marketplace.

• E&S Lines - comprised of insurance products and services provided to customers who have not obtained coverage in the standard marketplace.

• Investments - invests the premiums collected by our insurance operations, as well as amounts generated through our capital management strategies, which may include the issuance of debt and equity securities.

The disaggregated results of our four segments are used by senior management to manage our operations. These segments are evaluated as follows:

• Standard Commercial Lines, Standard Personal Lines, and our E&S Lines are evaluated based on statutory underwriting results (net premiums earned, incurred losses and loss expenses, policyholders dividends, policy acquisition costs, and other underwriting expenses), and statutory combined ratios; and

• Our Investments segment is evaluated based on after-tax net investment income and net realized gains and losses.

In computing the results of each segment, we do not make adjustments for interest expense or net general corporate expenses. While we do not fully allocate taxes to all segments, we do allocate taxes to our investments segment as we manage that segment on after-tax results. We do not maintain separate investment portfolios for the segments and therefore, do not allocate assets to the segments.

Our combined insurance segments are subject to certain geographic concentrations, particularly in the Northeast and Mid-Atlantic regions of the country. In 2015, approximately 21% of NPW were related to insurance policies written in New Jersey.

The goodwill balance of $7.8 million at both December 31, 2015 and 2014 relates to our Standard Commercial Lines reporting unit.

The following summaries present revenues from continuing operations (net investment income and net realized gains on investments in the case of the Investments segment) and pre-tax income from continuing operations for the individual segments:

Revenue by Segment
Years ended December 31,
($ in thousands)	2015		2014	2013
Standard Commercial Lines:
Net premiums earned:
Commercial automobile	$	358,909	333,310	310,994
Workers compensation	290,075		274,585	267,612
General liability	483,291		444,938	405,322
Commercial property	269,022		244,792	224,412
Businessowners’ policies	93,428		85,788	77,097
Bonds	20,350		19,288	19,000
Other	14,367		13,011	12,182
Miscellaneous income	6,343		14,747	10,253
Total Standard Commercial Lines revenue	1,535,785		1,430,459	1,326,872
Standard Personal Lines:
Net premiums earned:
Personal automobile	146,784		151,317	152,005
Homeowners	134,382		134,273	127,991
Other	6,968		11,157	14,336
Miscellaneous income	1,113		1,834	1,948
Total Standard Personal Lines revenue	289,247		298,581	296,280
E&S Lines:
Net premiums earned:
General liability	121,802		96,142	88,761
Commercial property	42,736		38,572	32,054
Commercial automobile	7,795		5,436	4,306
Miscellaneous income	—		17	—
Total E&S Lines revenue	172,333		140,167	125,121
Investments:
Net investment income	121,316		138,708	134,643
Net realized investment gains	13,171		26,599	20,732
Total investment revenues	134,487		165,307	155,375
Total all segments	2,131,852		2,034,514	1,903,648
Other income	—		347	93
Total revenues	$	2,131,852	2,034,861	1,903,741

Income from Continuing Operations before Federal Income Tax
Years ended December 31,
($ in thousands)	2015			2014		2013
Standard Commercial Lines:
Underwriting gain, before federal income tax	$	164,496		61,221		33,856
GAAP combined ratio	89.2		%	95.7	%	97.4	%
Statutory combined ratio	89.2		%	95.5	%	97.1	%
Standard Personal Lines:
Underwriting gain, before federal income tax	1,336			16,536		8,645
GAAP combined ratio	99.5		%	94.4	%	97.1	%
Statutory combined ratio	99.9		%	94.5	%	96.9	%
E&S Lines:
Underwriting (loss) gain, before federal income tax	(16,803		)	386		(3,735	)
GAAP combined ratio	109.8		%	99.7	%	103.0	%
Statutory combined ratio	108.4		%	99.2	%	102.9	%
Investments:
Net investment income	$	121,316		138,708		134,643
Net realized investment gains	13,171			26,599		20,732
Total investment income, before federal income tax	134,487			165,307		155,375
Tax on investment income	32,090			43,811		40,489
Total investment income, after federal income tax	$	102,397		121,496		114,886

Reconciliation of Segment Results to Income from Continuing Operations, before Federal Income Tax
Years ended December 31,
($ in thousands)	2015			2014		2013
Underwriting gain (loss), before federal income tax
Standard Commercial Lines	$	164,496		61,221		33,856
Standard Personal Lines	1,336			16,536		8,645
E&S Lines	(16,803		)	386		(3,735	)
Investment income, before federal income tax	134,487			165,307		155,375
Total all segments	283,516			243,450		194,141
Interest expense	(22,428		)	(23,063	)	(26,361	)
General corporate and other expenses	(28,396		)	(23,256	)	(23,978	)
Income from continuing operations, before federal income tax	$	232,692		197,131		143,802

XML

Earnings Per Share

12 Months Ended

Dec. 31, 2015

Earnings Per Share [Abstract]

Earnings Per Share

Earnings per Share

The following table provides a reconciliation of the numerators and denominators of basic and diluted earnings per share ("EPS"):

2015	Income		Shares	Per Share
($ in thousands, except per share amounts)	(Numerator)		(Denominator)	Amount
Basic EPS:
Net income available to common stockholders	$	165,861	57,212	$	2.90
Effect of dilutive securities:
Stock compensation plans	—		944
Diluted EPS:
Net income available to common stockholders	$	165,861	58,156	$	2.85

2014	Income		Shares	Per Share
($ in thousands, except per share amounts)	(Numerator)		(Denominator)	Amount
Basic EPS:
Net income available to common stockholders	$	141,827	56,310	$	2.52
Effect of dilutive securities:
Stock compensation plans	—		1,041
Diluted EPS:
Net income available to common stockholders	$	141,827	57,351	$	2.47

2013	Income			Shares	Per Share
($ in thousands, except per share amounts)	(Numerator)			(Denominator)	Amount
Basic EPS:
Net income from continuing operations	$	107,415		55,638	$	1.93
Net loss from discontinued operations	(997		)	55,638	(0.02		)
Net income available to common stockholders	$	106,418		55,638	$	1.91
Effect of dilutive securities:
Stock compensation plans	—			1,172
Diluted EPS:
Net income from continuing operations	$	107,415		56,810	$	1.89
Net loss from discontinued operations	(997		)	56,810	(0.02		)
Net income available to common stockholders	$	106,418		56,810	$	1.87

XML

Federal Income Taxes

12 Months Ended

Dec. 31, 2015

Income Tax Disclosure [Abstract]

Federal Income Taxes

Federal Income Taxes

(a) A reconciliation of federal income tax on income at the corporate rate to the effective tax rate is as follows:

($ in thousands)	2015			2014		2013
Tax at statutory rate of 35%	$	81,442		68,996		50,331
Tax-advantaged interest	(13,164		)	(12,926	)	(12,718	)
Dividends received deduction	(1,817		)	(1,121	)	(1,174	)
Other	370			355		(52	)
Federal income tax expense from continuing operations	$	66,831		55,304		36,387

(b) The tax effects of the significant temporary differences that give rise to deferred tax assets and liabilities are as follows:

($ in thousands)	2015		2014
Deferred tax assets:
Net loss reserve discounting	$	74,436	84,502
Net unearned premiums	72,057		66,470
Employee benefits	30,432		33,721
Long-term incentive compensation plans	15,551		13,625
Temporary investment write-downs	5,419		3,939
Net operating loss	1,454		2,136
Alternative minimum tax credits	—		7,400
Other	8,132		9,237
Total deferred tax assets	207,481		221,030
Deferred tax liabilities:
Deferred policy acquisition costs	72,481		63,242
Unrealized gains on investment securities	24,228		43,289
Other investment-related items, net	5,566		5,088
Accelerated depreciation and amortization	12,510		10,962
Total deferred tax liabilities	114,785		122,581
Net deferred federal income tax asset	$	92,696	98,449

After considering all evidence, both positive and negative, with respect to our federal tax loss carryback availability, expected levels of pre-tax financial statement income, and federal taxable income, we believe it is more likely than not that the existing deductible temporary differences will reverse during periods in which we generate net federal taxable income or have adequate federal carryback availability. As a result, we have no valuation allowance recognized for federal deferred tax assets at December 31, 2015 or 2014.

As of December 31, 2015, we had federal tax NOL carryforwards of $4.2 million. These NOLs, which are subject to an annual limitation of $1.9 million, will expire between 2029 and 2031 as follows:

($ in thousands)	Gross NOL		Tax Effected NOL
2029	$	75	26
2030	3,999		1,400
2031	79		28
Total NOL carryforwards	$	4,153	1,454

Stockholders' equity reflects tax benefits related to compensation expense deductions for share-based compensation awards of $22.0 million at December 31, 2015, $20.2 million at December 31, 2014, and $19.2 million at December 31, 2013.

We have analyzed our tax positions in all open tax years, which as of December 31, 2015 were 2012 through 2014. The 2013 tax year is currently under audit. We do not have unrecognized tax expense or benefit as of December 31, 2015.

We believe our tax positions will more likely than not be sustained upon examination, including related appeals or litigation. In the event we had a tax position that did not meet the more likely than not criteria, any tax, interest, and penalties incurred related to such a position would be reflected in "Total federal income tax expense" on our Consolidated Statements of Income.

XML

Retirement Plans

12 Months Ended

Dec. 31, 2015

Compensation and Retirement Disclosure [Abstract]

Retirement Plans

Retirement Plans

(a) Selective Insurance Retirement Savings Plan (“Retirement Savings Plan”)

SICA offers a voluntary defined contribution 401(k) plan, which is available to most of our employees and is a tax-qualified retirement plan subject to the Employee Retirement Income Security Act of 1974 ("ERISA").  Expense recorded for this plan was $14.1 million in 2015, $13.4 million in 2014, and $12.2 million in 2013.

(b) Deferred Compensation Plan

SICA offers a nonqualified deferred compensation plan ("Deferred Compensation Plan") to a group of management or highly compensated employees as a method of recognizing and retaining such employees. The Deferred Compensation Plan provides these employees the opportunity to elect to defer receipt of specified portions of compensation and to have such deferred amounts deemed to be invested in specified investment options. In addition to the employee deferrals, SICA may choose to make matching contributions to some or all of the participants in this plan to the extent the participant did not receive the maximum matching or non-elective contributions permissible under the Retirement Savings Plan due to limitations under the Internal Revenue Code or the Retirement Savings Plan. Expense recorded for these contributions was $0.2 million in 2015, 2014, and 2013.

(c) Retirement Income Plan and Retirement Life Plan

SICA's primary pension plan is The Retirement Income Plan for Selective Insurance Company of America (the "Pension Plan"). This qualified, noncontributory defined benefit plan is closed to new entrants and existing participants will cease accruing benefits after March 31, 2016.

In addition to the Pension Plan, SICA also sponsors the Supplemental Excess Retirement Plan (the "Excess Plan") and a life insurance benefit plan (the "Retirement Life Plan"). Both of these plans are closed to new entrants and participants in the Excess Plan will cease accruing benefits after March 31, 2016. The Retirement Life Plan does not accrue benefits and this plan applies only to retirees who terminated employment with SICA on or before March 31, 2009. These are both unfunded plans with benefit obligations as of December 31, 2015 and December 31, 2014 of $8.5 million and $8.8 million, respectively, for the Excess Plan and $6.0 million and $6.4 million, respectively, for the Retiree Life Plan. Expense recorded for the Excess Plan was $0.8 million in 2015, $0.6 million in 2014, and $0.5 million in 2013. Expense recorded for the Retiree Life Plan was $0.3 million in 2015, $0.4 million in 2014, and $0.4 million in 2013.

The following tables provide details on the Pension Plan for 2015 and 2014:

December 31,	Pension Plan
($ in thousands)	2015			2014
Change in Benefit Obligation:
Benefit obligation, beginning of year	$	322,271		249,422
Service cost	7,215			5,763
Interest cost	13,668			12,776
Actuarial losses (gains)	(24,994		)	61,534
Benefits paid	(7,852		)	(7,224	)
Benefit obligation, end of year	$	310,308		322,271
Change in Fair Value of Assets:
Fair value of assets, beginning of year	$	253,452		225,817
Actual return on plan assets, net of expenses	(7,600		)	24,649
Contributions by the employer to funded plans	11,700			10,210
Benefits paid	(7,852		)	(7,224	)
Fair value of assets, end of year	$	249,700		253,452
Funded status	$	(60,608	)	(68,819	)

Amounts Recognized in the Consolidated Balance Sheet:
Liabilities	$	(60,608	)	(68,819	)
Net pension liability, end of year	$	(60,608	)	(68,819	)

Amounts Recognized in AOCI:
Net actuarial loss	$	80,828	89,085
Total	$	80,828	89,085

Other Information as of December 31:
Accumulated benefit obligation	$	310,307	318,018

Weighted-Average Liability Assumptions as of December 31:
Discount rate	4.69	%	4.29
Rate of compensation increase	4.00		4.00

	Pension Plan
($ in thousands)	2015			2014		2013
Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income:
Net Periodic Benefit Cost:
Service cost	$	7,215		5,763		7,346
Interest cost	13,668			12,776		12,139
Expected return on plan assets	(15,969		)	(15,671	)	(15,755	)
Amortization of unrecognized prior service cost	—			—		21
Amortization of unrecognized actuarial loss	6,831			1,776		4,145
Curtailment expense	—			—		189
Total net periodic cost	$	11,745		4,644		8,085
Other Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income:
Net actuarial (gain) loss	$	(1,425	)	52,556		(58,001	)
Reversal of amortization of net actuarial loss	(6,831		)	(1,776	)	(4,145	)
Reversal of amortization of prior service cost	—			—		(21	)
Curtailment expense	—			—		(189	)
Total recognized in other comprehensive income	$	(8,256	)	50,780		(62,356	)
Total recognized in net periodic benefit cost and other comprehensive income	$	3,489		55,424		(54,271	)

The estimated net actuarial loss for the Pension Plan that will be amortized from AOCI into net periodic benefit cost during the 2016 fiscal year is $5.9 million.

	Pension Plan
	2015		2014	2013
Weighted-Average Expense Assumptions for the years ended December 31:
Discount rate	4.29	%	5.16	4.66
Expected return on plan assets	6.27	%	6.92	7.40
Rate of compensation increase	4.00	%	4.00	4.00

Our latest measurement date was December 31, 2015 and we increased our expected return on plan assets to 6.37%, reflecting the current interest rate environment.

When determining the most appropriate discount rate to be used in the valuation, we consider, among other factors, our expected payout patterns of the plans' obligations as well as our investment strategy and we ultimately select the rate that we believe best represents our estimate of the inherent interest rate at which our pension and post-retirement life benefits can be effectively settled. Effective January 1, 2016, the approach used to calculate the service and interest components of net periodic benefit cost for benefit plans was changed to provide a more precise measurement of service and interest costs.  Historically, we calculated these service and interest components utilizing a single weighted-average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period.  Going forward, we have elected to utilize an approach that discounts the individual expected cash flows using the applicable spot rates derived from the yield curve over the projected cash flow period. We will account for this change prospectively as a change in accounting estimate. The weighted average discount rates used to determine 2016 service and interest costs are 4.52% and 4.02%, respectively.

Plan Assets

Assets of the Pension Plan are invested to ensure that principal is preserved and enhanced over time. Our return objective is to exceed the returns of the plan's policy benchmark, which is the return the plan would have earned if the assets were invested according to the target asset class weightings and earned index returns shown below. In 2016, we will continue to phase in adjustments to the asset allocation to steadily close the gap between the duration of the assets and the duration of the liabilities, provided certain improved funding targets are achieved.

The Pension Plan’s equity investments may not contain investments in any one security greater than 8% of the portfolio value without notification to our management investment committee, nor have more than 5% of the outstanding shares of any one corporation or other entity. The use of derivative instruments is permitted under certain circumstances, but shall not be used for unrelated speculative hedging or to apply leverage to portfolio positions. Within the alternative investments portfolio, some leverage is permitted as defined and limited by the partnership agreements.

The plan’s target ranges, as well as the actual weighted average asset allocation by asset class, at December 31 were as follows: 

	2015				2014
	Target Ranges		Actual Percentage		Actual Percentage
Long duration fixed income	55%-100%		60	%	59	%
Global equity	0%-45%		36	%	25	%
Global Asset Allocation1	—	%	—	%	11	%
Private equity1,2	—	%	3	%	4	%
Cash and short-term investments1	—	%	1	%	1	%
Total	—	%	100	%	100	%

¹ These asset classes do not have target ranges, as these exposures will be phased out over time as we opportunistically migrate to long duration fixed income security strategies.

² Includes limited partnerships.

The Pension Plan had no investments in the Parent’s common stock as of December 31, 2015 or 2014.

The fair value of the Pension Plan's investments is generated using various valuation techniques. We follow the methodology discussed in Note 2. “Summary of Significant Accounting Policies,” regarding pricing and valuation techniques, as well as the fair value hierarchy, for equity and fixed income securities and short-term investments held in the Pension Plan.

The techniques used to determine the fair value of the remaining invested assets are as follows:

• Valuations for the majority of the investment funds utilize the market approach wherein the quoted prices in the active market for identical assets are used. These investment funds are traded in active markets at their net asset value per share. There are no restrictions on the redemption of these investments and we do not have any contractual obligations to further invest in any of the individual mutual funds. These investments are classified as Level 1 in the fair value hierarchy. Valuations of non-publicly traded investment funds are based upon the observable and verifiable market values of the underlying publicly traded securities and therefore are classified as Level 2 within the fair value hierarchy.

• The deposit administration contract is carried at cost, which approximates fair value. Given the liquid nature of the underlying investments in overnight cash deposits and other short term duration products, we have determined that a correlation exists between the deposit administration contract and other short-term investments such as money market funds. As such, this investment is classified as Level 2 in the fair value hierarchy.

• For valuations of the investments in limited partnerships, fair value is based on the Pension Plan’s ownership interest in the reported net asset values as a practical expedient. The majority of the net asset values are reported to us on a one quarter lag. We assess whether these reported net asset values are indicative of market activity that has occurred since the date of their valuation by the investees: (i) by reviewing the overall market fluctuation and whether a material impact to our investments' valuation could have occurred; and (ii) through routine conversations with the underlying funds' general partners/managers discussing, among other things, conditions or events having significant impacts to their portfolio assets that have occurred subsequent to the reported date, if any. Our limited partnership investments cannot be redeemed with the investees as our partnership agreements require our commitment for the duration of the underlying funds’ lives. There is no active plan to sell any of our remaining interests in the limited partnership investments; however, we may continue to entertain potential opportunities to limit our exposure to these investments through the use of the secondary market. These limited partnerships have been fair valued using Level 3 inputs.

The following tables provide quantitative disclosures of the Pension Plan’s invested assets that are measured at fair value on a recurring basis:

December 31, 2015			Fair Value Measurements at 12/31/15 Using
($ in thousands)	Assets Measured at Fair Value At 12/31/15		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Description
Long duration fixed income:
Global asset allocation fund	$	33,565	33,565	—	—
Extended duration fixed income	117,297		117,297	—	—
Total long duration fixed income	150,862		150,862	—	—
Global equity:
Non-U.S. equity	42,603		—	42,603	—
U.S. equity	46,840		—	46,840	—
Total global equity	89,443		—	89,443	—
Private equity (limited partnerships):
Private equity	4,852		—	—	4,852
Real estate	1,606		—	—	1,606
Total private equity	6,458		—	—	6,458
Cash and short-term investments:
Short-term investments	1,600		1,600	—	—
Deposit administration contracts	1,418		—	1,418	—
Total cash and short-term investments	3,018		1,600	1,418	—
Total invested assets	$	249,781	152,462	90,861	6,458

December 31, 2014			Fair Value Measurements at 12/31/14 Using
($ in thousands)	Assets Measured at Fair Value At 12/31/14		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Description
Long duration fixed income:
Global asset allocation fund	$	27,782	27,782	—	—
Extended duration fixed income	120,532		120,532	—	—
Total long duration fixed income	148,314		148,314	—	—
Global equity:
Non-U.S. equity	16,852		5,438	11,414	—
U.S. equity	47,719		47,719	—	—
Total global equity	64,571		53,157	11,414	—
Global asset allocation	27,842		27,842	—	—
Private equity (limited partnerships):
Equity long/short hedge	41		—	—	41
Private equity	8,136		—	—	8,136
Real estate	2,215		—	—	2,215
Total private equity	10,392		—	—	10,392
Cash and short-term investments:
Short-term investments	1,222		1,222	—	—
Deposit administration contracts	1,180		—	1,180	—
Total cash and short-term investments	2,402		1,222	1,180	—
Total invested assets	$	253,521	230,535	12,594	10,392

The following tables provide a summary of the changes in fair value of securities using significant unobservable inputs (Level 3):

Investments in Limited Partnerships
($ in thousands)	2015			2014
Fair value, beginning of year	$	10,392		12,159
Total gains (realized and unrealized)
included in changes in net assets	(410		)	1,586
Purchases	51			334
Sales	—			—
Issuances	—			—
Settlements	(3,575		)	(3,687	)
Transfers into Level 3	—			—
Transfers out of Level 3	—			—
Fair value, end of year	$	6,458		10,392

Contributions

We presently anticipate contributing $11.7 million to the Pension Plan in 2016, none of which represents minimum required contribution amounts.

Benefit Payments

($ in thousands)	Pension Plan
Benefits Expected to be Paid in Future
Fiscal Years:
2016	$	9,917
2017	10,958
2018	12,005
2019	13,045
2020	14,092
2021-2025	84,400

XML

Share-Based Payments

12 Months Ended

Dec. 31, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Shared-Based Payments

Expense Recognition

The following table provides share-based compensation expense in 2015, 2014, and 2013:

($ in millions)	2015			2014		2013
Share-based compensation expense, pre-tax	$	23.8		18.6		19.9
Income tax benefit	(8.0		)	(6.2	)	(6.8	)
Share-based compensation expense, after-tax	$	15.8		12.4		13.1

XML

Related Party Transactions

12 Months Ended

Dec. 31, 2015

Related Party Transactions [Abstract]

Related Party Transactions

Related Party Transactions

William M. Rue, a Director of the Parent, is Chairman of, and owns more than 10% of the equity of, Chas. E. Rue & Son, Inc., t/a Rue Insurance, a general independent retail insurance agency ("Rue Insurance"). Rue Insurance is an appointed distribution partner of the Insurance Subsidiaries on terms and conditions similar to those of our other distribution partners. Mr. Rue’s son is President, and an employee, of Rue Insurance and Mr. Rue’s daughter is an employee of Rue Insurance. Our relationship with Rue Insurance has existed since 1928.

Rue Insurance placed insurance policies with the Insurance Subsidiaries. DPW associated with these policies were $9.6 million in 2015, $9.0 million in 2014, and $8.2 million in 2013. In return, the Insurance Subsidiaries paid standard market commissions to Rue Insurance of $1.7 million in 2015, $1.6 million in 2014, and $1.3 million in 2013 including supplemental commissions.

In 2005, we established a private foundation, now named The Selective Insurance Group Foundation (the "Foundation"), under Section 501(c)(3) of the Internal Revenue Code. The Board of Directors of the Foundation is comprised of some of the Parent's officers. We made contributions to the Foundation in the amount of $1.0 million in 2015, $0.8 million in 2014, and $0.4 million in 2013.

XML

Commitments and Contingencies

12 Months Ended

Dec. 31, 2015

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

(a) We purchase annuities from life insurance companies to fulfill obligations under claim settlements that provide for periodic future payments to claimants. As of December 31, 2015, we had purchased such annuities with a present value of $15.8 million for settlement of claims on a structured basis for which we are contingently liable. To our knowledge, there are no material defaults from any of the issuers of such annuities.

(b) We have various operating leases for office space and equipment. Such lease agreements, which expire at various times, are generally renewed or replaced by similar leases. Rental expense under these leases amounted to $17.4 million in 2015, $15.6 million in 2014, and $13.2 million in 2013. We also lease computer hardware and software under capital lease agreements expiring at various dates through 2018. See Note 2(p) for information on our accounting policy regarding leases.

In addition, certain leases for rented premises and equipment are non-cancelable, and liability for payment will continue even though the space or equipment may no longer be in use. At December 31, 2015, the total future minimum rental commitments under non-cancelable leases were as follows:

($ in millions)	Capital Leases		Operating Leases	Total
2016	$	3.9	6.7	10.6
2017	2.8		5.5	8.3
2018	1.2		4.9	6.1
2019	—		4.1	4.1
2020	—		3.1	3.1
After 2020	—		5.8	5.8
Total minimum payment required	$	7.9	30.1	38.0

(c) At December 31, 2015, we have contractual obligations that expire at various dates through 2028 to invest up to an additional $74.4 million in alternative and other investments. There is no certainty that any such additional investment will be required. For additional information regarding these investments, see item (f) of Note 5. "Investments" in this Form 10-K.

XML

Litigation

12 Months Ended

Dec. 31, 2015

Loss Contingency, Information about Litigation Matters [Abstract]

Litigation

Litigation

In the ordinary course of conducting business, we are named as defendants in various legal proceedings. Most of these proceedings are claims litigation involving our Insurance Subsidiaries as either: (i) liability insurers defending or providing indemnity for third-party claims brought against our customers; or (ii) insurers defending first-party coverage claims brought against them. We account for such activity through the establishment of unpaid loss and loss expense reserves. We expect that the ultimate liability, if any, with respect to such ordinary course claims litigation, after consideration of provisions made for potential losses and costs of defense, will not be material to our consolidated financial condition, results of operations, or cash flows.

Our Insurance Subsidiaries are also from time to time involved in other legal actions, some of which assert claims for substantial amounts. These actions include, among others, putative class actions seeking certification of a state or national class. Such putative class actions have alleged, for example, improper reimbursement of medical providers paid under workers compensation and personal and commercial automobile insurance policies. Our Insurance Subsidiaries also are involved from time to time in individual actions in which extra-contractual damages, punitive damages, or penalties are sought, such as claims alleging bad faith in the handling of insurance claims. We believe that we have valid defenses to these cases. We expect that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to our consolidated financial condition. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation, an adverse outcome in certain matters could, from time to time, have a material adverse effect on our consolidated results of operations or cash flows in particular quarterly or annual periods.

As of December 31, 2015, we do not believe the Company was involved in any legal action that could have a material adverse effect on our consolidated financial condition, results of operations, or cash flows.

XML

Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds

12 Months Ended

Dec. 31, 2015

Insurance [Abstract]

Statutory Financial Information, Capital Requirments, and Retrictions on Dividends and Transfers of Funds

Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds

(a) Statutory Financial Information

The Insurance Subsidiaries prepare their statutory financial statements in accordance with accounting principles prescribed or permitted by the various state insurance departments of domicile. Prescribed statutory accounting principles include state laws, regulations, and general administrative rules, as well as a variety of publications of the National Association of Insurance Commissioners (“NAIC"). Permitted statutory accounting principles encompass all accounting principles that are not prescribed; such principles differ from state to state, may differ from company to company within a state and may change in the future. The Insurance Subsidiaries do not utilize any permitted statutory accounting principles that materially affect the determination of statutory surplus, statutory net income, or risk-based capital (“RBC”). As of December 31, 2015, the various state insurance departments of domicile have adopted the March 2015 version of the NAIC Accounting Practices and Procedures manual in its entirety, as a component of prescribed or permitted practices.

The following table provides statutory data for each of our Insurance Subsidiaries:

	State of Domicile	Unassigned Surplus				Statutory Surplus		Statutory Net Income
($ in millions)		2015		2014		2015	2014	2015	2014	2013
SICA	New Jersey	$	366.6	338.8		520.8	493.0	69.6	83.9	53.1
Selective Way Insurance Company ("SWIC")	New Jersey	223.6		201.3		272.6	250.3	42.3	37.0	27.5
Selective Insurance Company of South Carolina ("SICSC")	Indiana	96.6		83.9		127.9	115.1	15.9	14.0	8.2
Selective Insurance Company of the Southeast ("SICSE")	Indiana	70.7		59.3		96.2	84.9	12.1	10.5	6.0
Selective Insurance Company of New York ("SICNY")	New York	65.3		54.9		93.0	82.6	12.7	10.3	6.9
Selective Insurance Company of New England ("SICNE")	New Jersey	9.2		5.3		39.4	35.4	5.5	4.4	3.1
Selective Auto Insurance Company of New Jersey ("SAICNJ")	New Jersey	26.4		18.4		69.2	61.3	10.8	9.1	2.5
MUSIC	New Jersey	7.0		(1.7	)	75.5	66.8	9.5	7.3	5.2
Selective Casualty Insurance Company ("SCIC")	New Jersey	17.8		8.2		92.3	82.7	12.1	9.6	6.6
Selective Fire and Casualty Insurance Company ("SFCIC")	New Jersey	7.5		3.8		39.4	35.7	5.3	4.2	3.1
Total		$	890.7	772.2		1,426.3	1,307.8	195.8	190.3	122.2

(b) Capital Requirements

The Insurance Subsidiaries are required to maintain certain minimum amounts of statutory surplus to satisfy the requirements of their various state insurance departments of domicile. RBC requirements for property and casualty insurance companies are designed to assess capital adequacy and to raise the level of protection that statutory surplus provides for policyholders. The Insurance Subsidiaries combined total adjusted capital exceeded the authorized control level RBC, as defined by the NAIC based on their 2015 statutory financial statements. In addition to statutory capital requirements, we are impacted by various rating agency requirements related to certain rating levels. These required capital levels may be more than statutory requirements.

(c) Restrictions on Dividends and Transfers of Funds

Our ability to declare and pay dividends on the Parent's common stock is dependent on liquidity at the Parent coupled with the ability of the Insurance Subsidiaries to declare and pay dividends, if necessary, and/or the availability of other sources of liquidity to the Parent. As of December 31, 2015, the Parent had an aggregate of $91.6 million in investments and cash available to fund future dividends and interest payments. These amounts are not subject to any regulatory restrictions other than standard state insolvency restrictions, whereas our consolidated retained earnings of $1.4 billion is predominately restricted due to the regulation associated with our Insurance Subsidiaries. In 2016, the Insurance Subsidiaries have the ability to provide for $178.3 million in annual dividends to the Parent; however, as regulated entities, these dividends are subject to certain restrictions as is further discussed below. The Parent also has available to it other potential sources of liquidity, such as: (i) borrowings from our Indiana Subsidiaries; (ii) debt issuances; (iii) common stock issuances; and (iv) borrowings under our Line of Credit. Borrowings from our Indiana Subsidiaries are governed by approved intercompany lending agreements with the Parent that provide for additional capacity of $54.6 million as of December 31, 2015, after considering that borrowings under these lending agreements are restricted to 10% of the admitted assets of these respective subsidiaries. For additional information regarding the Parent's Line of Credit, refer to "Financial Condition, Liquidity, Short-Term Borrowings, and Capital Resources" in Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations.” of this Form 10-K. For additional restrictions on the Parent's debt, see Note 10. "Indebtedness" in this Form 10-K.

Insurance Subsidiaries Dividend Restrictions

As noted above, the restriction on our net assets and retained earnings is predominantly driven by our Insurance Subsidiaries' ability to pay dividends to the Parent under applicable law and regulations. Under the insurance laws of the domiciliary states of the Insurance Subsidiaries, New Jersey, Indiana, and New York, an insurer can potentially make an ordinary dividend payment if its statutory surplus following such dividend is reasonable in relation to its outstanding liabilities, is adequate to its financial needs, and the dividend does not exceed the insurer's unassigned surplus. In general, New Jersey defines an ordinary dividend as a dividend whose fair market value, together with other dividends made within the preceding 12 months, is less than the greater of 10% of the insurer's statutory surplus as of the precedingDecember 31, or the insurer's net income (excluding capital gains) for the 12-month period ending on the preceding December 31. Indiana's ordinary dividend calculation is consistent with New Jersey's, except that it does not exclude capital gains from net income. In general, New York defines an ordinary dividend as a dividend whose fair market value, together with other dividends made within the preceding 12 months, is less than the lesser of 10% of the insurer's statutory surplus, or 100% of adjusted net investment income. New Jersey and Indiana require notice of the declaration of any ordinary dividend distribution. During the notice period, the relevant state regulatory authority may disallow all or part of the proposed dividend if it determines that the dividend is not appropriate given the above considerations. New York does not require notice of ordinary dividends. Dividend payments exceeding ordinary dividends are referred to as extraordinary dividends and require review and approval by the applicable domiciliary insurance regulatory authority prior to payment.

The following table provides quantitative data regarding all Insurance Subsidiaries' dividends paid to the Parent in 2015 for debt service, shareholder dividends, and general operating purposes:

Dividends		Twelve Months ended December 31, 2015
($ in millions)	State of Domicile	Ordinary Dividends Paid
SICA	New Jersey	$	26.0
SWIC	New Jersey	16.0
SICSC	Indiana	3.3
SICSE	Indiana	2.0
SICNY	New York	2.5
SICNE	New Jersey	1.5
SAICNJ	New Jersey	2.5
SCIC	New Jersey	2.5
SFCIC	New Jersey	1.5
Total		$	57.8

Based on the 2015 statutory financial statements, the maximum ordinary dividends that can be paid to the Parent by the Insurance Subsidiaries in 2016 are as follows:

		2016
($ in millions)	State of Domicile	Maximum Ordinary Dividends
SICA	New Jersey	$	61.2
SWIC	New Jersey	37.0
SICSC	Indiana	15.9
SICSE	Indiana	12.1
SICNY	New York	9.3
SICNE	New Jersey	5.5
SAICNJ	New Jersey	10.6
MUSIC	New Jersey	9.4
SCIC	New Jersey	12.1
SFCIC	New Jersey	5.2
Total		$	178.3

XML

Quarterly Financial Information

12 Months Ended

Dec. 31, 2015

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Information

Quarterly Financial Information

(unaudited, $ in thousands,	First Quarter				Second Quarter			Third Quarter			Fourth Quarter
except per share data)	2015		2014		2015		2014	2015	2014		2015		2014
Net premiums earned	$	476,123	456,495		490,309		463,625	507,390	462,639		516,087		469,850
Net investment income earned	26,917		35,534		32,230		36,774	32,061	34,292		30,108		32,108
Net realized gains (losses)	18,883		7,218		(3,420	)	4,539	308	15,231		(2,600	)	(389	)
Underwriting income (loss)	26,021		(5,015	)	29,124		10,084	44,831	34,437		49,053		38,637
Net income	39,708		17,974		33,768		29,341	46,996	53,162		45,389		41,350
Other comprehensive income (loss)	3,827		16,678		(35,944	)	26,483	6,290	(18,887	)	(3,386	)	(29,337	)
Comprehensive income (loss)	43,535		34,652		(2,176	)	55,824	53,286	34,275		42,003		12,013
Net income per share:
Basic	0.70		0.32		0.59		0.52	0.82	0.94		0.79		0.73
Diluted	0.69		0.31		0.58		0.51	0.81	0.93		0.78		0.72
Dividends to stockholders1	0.14		0.13		0.14		0.13	0.14	0.13		0.15		0.14
Price range of common stock:2
High	30.10		26.99		29.60		25.42	32.50	25.46		37.91		27.65
Low	25.49		21.38		26.28		22.14	28.10	21.97		30.36		22.01

The addition of all quarters may not agree to annual amounts on the Financial Statements due to rounding.

¹ See Note 19. “Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds” for a discussion of dividend restrictions.

² These ranges of high and low prices of the Parent’s common stock, as reported by the NASDAQ Global Select Market, represent actual transactions. Price quotations do not include retail markups, markdowns, and commissions. The range of high and low prices for common stock for the period beginning January 4, 2016 and ending February 12, 2016 was $29.27 to $34.00.

XML

Schedule I - Summay of Investments - Other Than Investments in Related Parties

12 Months Ended

Dec. 31, 2015

Summary of Investments, Other than Investments in Related Parties [Abstract]

Schedule I - Summary of Investments- Other than Investments in Related Parties

Types of investment
($ in thousands)	Amortized Cost or Cost		Fair Value	Carrying Amount
Fixed income securities:
Held-to-maturity:
Obligations of states and political subdivisions	$	175,269	181,880	176,117
Public utilities	9,637		10,662	9,647
All other corporate securities	10,591		11,353	10,396
Asset-backed securities	1,030		1,028	910
Commercial mortgage-backed securities	4,527		4,621	4,284
Total fixed income securities, held-to-maturity	201,054		209,544	201,354
Available-for-sale:
U.S. government and government agencies	99,485		104,115	104,115
Foreign government	14,885		15,181	15,181
Obligations of states and political subdivisions	1,314,779		1,359,142	1,359,142
Public utilities	156,786		157,270	157,270
All other corporate securities	1,735,510		1,742,912	1,742,912
Asset-backed securities	244,541		244,154	244,154
Commercial mortgage-backed securities	245,252		243,592	243,592
Residential mortgage-backed securities	541,276		541,837	541,837
Total fixed income securities, available-for-sale	4,352,514		4,408,203	4,408,203
Equity securities:
Common stock:
Public utilities	9,106		10,080	10,080
Banks, trust and insurance companies	23,622		23,696	23,696
Industrial, miscellaneous and all other	149,263		161,013	161,013
Total common stock, available-for-sale	181,991		194,789	194,789
Preferred stock:
Banks, trust and insurance companies	11,825		12,262	12,262
Total preferred stock, available-for-sale	11,825		12,262	12,262
Total equity securities, available-for-sale	193,816		207,051	207,051
Short-term investments	194,819		194,819	194,819
Other investments	77,842			77,842
Total investments	$	5,020,045		5,089,269

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

XML

Schedule II - Parent Corporation Finanical Statements

12 Months Ended

Dec. 31, 2015

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Schedule II- Parent Corporation Financial Statements

SCHEDULE II

SELECTIVE INSURANCE GROUP, INC.

(Parent Corporation)

Balance Sheets

	December 31,
($ in thousands, except share amounts)	2015			2014
Assets:
Fixed income securities, available-for-sale – at fair value (amortized cost: $61,794 – 2015; $49,890 – 2014)	$	61,567		50,028
Short-term investments	29,116			16,605
Cash	898			16,367
Investment in subsidiaries	1,716,681			1,604,162
Current federal income tax	18,297			16,848
Deferred federal income tax	17,513			15,781
Other assets	670			660
Total assets	$	1,844,742		1,720,451
Liabilities:
Notes payable	$	328,192		327,689
Intercompany notes payable	86,163			88,961
Accrued long-term stock compensation	26,465			21,890
Other liabilities	5,881			6,325
Total liabilities	$	446,701		444,865
Stockholders’ Equity:
Preferred stock at $0 par value per share:
Authorized shares 5,000,000; no shares issued or outstanding	$	—		—
Common stock of $2 par value per share:
Authorized shares:  360,000,000
Issued: 100,861,372 – 2015; 99,947,933 – 2014	201,723			199,896
Additional paid-in capital	326,656			305,385
Retained earnings	1,446,192			1,313,440
Accumulated other comprehensive (loss) income	(9,425		)	19,788
Treasury stock – at cost (shares: 43,500,642 – 2015; 43,353,181 – 2014)	(567,105		)	(562,923	)
Total stockholders’ equity	1,398,041			1,275,586
Total liabilities and stockholders’ equity	$	1,844,742		1,720,451

See accompanying Report of Independent Registered Public Accounting Firm. Information should be read in conjunction with the Notes to Consolidated Financial Statements of Selective Insurance Group, Inc. and its subsidiaries. Both items are in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

SCHEDULE II (continued)

SELECTIVE INSURANCE GROUP, INC.

(Parent Corporation)

Statements of Income

	Year ended December 31,
($ in thousands)	2015			2014		2013
Revenues:
Dividends from subsidiaries	$	57,752		57,511		32,129
Net investment income earned	852			620		585
Other income	—			342		55
Total revenues	58,604			58,473		32,769
Expenses:
Interest expense	24,057			24,817		28,132
Other expenses	28,393			23,598		24,065
Total expenses	52,450			48,415		52,197
Income (loss) from continuing operations, before federal income tax	6,154			10,058		(19,428	)
Federal income tax benefit:
Current	(16,609		)	(15,920	)	(22,779	)
Deferred	(1,603		)	(646	)	4,835
Total federal income tax benefit	(18,212		)	(16,566	)	(17,944	)
Net income (loss) from continuing operations before equity in undistributed income of subsidiaries	24,366			26,624		(1,484	)
Equity in undistributed income of continuing subsidiaries, net of tax	141,495			115,203		108,899
Net income from continuing operations	165,861			141,827		107,415
Loss on disposal of discontinued operations, net of tax of $(538) – 2013	—			—		(997	)
Net income	$	165,861		141,827		106,418

See accompanying Report of Independent Registered Public Accounting Firm. Information should be read in conjunction with the Notes to Consolidated Financial Statements of Selective Insurance Group, Inc. and its subsidiaries. Both items are in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

SCHEDULE II (continued)

SELECTIVE INSURANCE GROUP, INC.

(Parent Corporation)

Statements of Cash Flows

	Year ended December 31,
($ in thousands)	2015			2014		2013
Operating Activities:
Net income	$	165,861		141,827		106,418
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in undistributed income of subsidiaries, net of tax	(141,495		)	(115,203	)	(108,899	)
Stock-based compensation expense	8,973			8,702		8,630
Loss on disposal of discontinued operations	—			—		997
Net realized gains	—			(2	)	—
Amortization – other	740			1,421		4,353
Changes in assets and liabilities:
Increase in accrued long-term stock compensation	4,575			1,062		6,791
(Increase) decrease in net federal income taxes	(3,052		)	10,977		(14,968	)
(Decrease) increase in other assets and other liabilities	(214		)	1,045		1,204
Net adjustments	(130,473		)	(91,998	)	(101,892	)
Net cash provided by operating activities	35,388			49,829		4,526
Purchase of fixed income securities, available-for-sale	(33,717		)	(18,511	)	(21,708	)
Redemption and maturities of fixed income securities, available-for-sale	21,578			23,210		6,432
Sale of fixed income securities, available-for-sale	—			300		—
Purchase of short-term investments	(106,933		)	(102,717	)	(241,748	)
Sale of short-term investments	94,422			101,510		253,136
Capital contribution to subsidiaries	—			—		(57,125	)
Sale of subsidiary	—			—		1,225
Net cash (used in) provided by investing activities	(24,650		)	3,792		(59,788	)
Financing Activities:
Dividends to stockholders	(31,052		)	(28,428	)	(27,416	)
Acquisition of treasury stock	(4,182		)	(3,563	)	(3,716	)
Proceeds from notes payable, net of debt issuance costs	—			—		178,435
Net proceeds from stock purchase and compensation plans	10,089			7,283		7,119
Excess tax benefits from share-based payment arrangements	1,736			1,020		1,545
Repayment of notes payable	—			—		(100,000	)
Principal payment on borrowings from subsidiaries	(2,798		)	(13,759	)	(722	)
Net cash (used in) provided by financing activities	(26,207		)	(37,447	)	55,245
Net (decrease) increase in cash	(15,469		)	16,174		(17	)
Cash, beginning of year	16,367			193		210
Cash, end of year	$	898		16,367		193

See accompanying Report of Independent Registered Public Accounting Firm. Information should be read in conjunction with the Notes to Consolidated Financial Statements of Selective Insurance Group, Inc. and its subsidiaries. Both items are in Item 8. “Financial Statements and Supplementary Data.” of this Form 10-K.

XML

Schedule III - Supplementary Insurance Information

12 Months Ended

Dec. 31, 2015

Supplementary Insurance Information [Abstract]

Schedule III- Supplementary Insurance Information

($ in thousands)	Deferred policy acquisition costs		Reserve for loss and loss expenses	Unearned premiums	Net premiums earned	Net investment income1	Losses and loss expenses incurred	Amortization of deferred policy acquisition costs2	Other operating expenses3	Net premiums written
Standard Commercial Lines Segment	$	171,476	2,998,749	803,648	1,529,442	—	819,573	323,753	221,620	1,596,965
Standard Personal Lines Segment	17,258		265,054	276,533	288,134	—	200,237	33,638	52,923	283,926
E&S Lines Segment	24,425		253,925	89,529	172,333	—	128,731	42,044	18,361	189,013
Investments Segment	—		—	—	—	134,487	—	—	—	—
Total	$	213,159	3,517,728	1,169,710	1,989,909	134,487	1,148,541	399,435	292,904	2,069,904

¹Includes “Net investment income earned” and “Net realized investment gains” on the Consolidated Statements of Income.

²The total of “Amortization of deferred policy acquisition costs” of $399,435 and “Other operating expenses” of $292,904 reconciles to the Consolidated Statements of Income as follows:

Policy acquisition costs	$	689,820
Other income3	(7,456		)
Other expenses3	9,975
Total	$	692,339

³ In addition to amounts related to the Standard Commercial Lines, Standard Personal Lines, and E&S Lines, “Other income” and “Other expenses” on the Consolidated Statements of Income includes holding company income and expense amounts of $0 and $28,396, respectively.

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

 Year ended December 31, 2014

($ in thousands)	Deferred policy acquisition costs		Reserve for loss and loss expenses	Unearned premiums	Net premiums earned	Net investment income1	Losses and loss expenses incurred	Amortization of deferred policy acquisition costs2	Other operating expenses3	Net premiums written
Standard Commercial Lines Segment	$	147,285	3,000,796	734,697	1,415,712	—	870,018	295,774	188,699	1,441,047
Standard Personal Lines Segment	17,495		279,761	285,777	296,747	—	197,182	34,851	48,178	292,061
E&S Lines Segment	20,828		197,313	75,345	140,150	—	90,301	33,670	15,793	152,172
Investments Segment	—		—	—	—	165,307	—	—	—	—
Total	$	185,608	3,477,870	1,095,819	1,852,609	165,307	1,157,501	364,295	252,670	1,885,280

¹Includes “Net investment income earned” and “Net realized investment gains” on the Consolidated Statements of Income.

² The total of “Amortization of deferred policy acquisition costs” of $364,295 and “Other operating expenses” of $252,670 reconciles to the Consolidated Statements of Income as follows:

Policy acquisition costs	$	624,470
Other income3	(16,598		)
Other expenses3	9,093
Total	$	616,965

³ In addition to amounts related to the Standard Commercial Lines, Standard Personal Lines, and E&S Lines, “Other income” and “Other expenses” on the Consolidated Statements of Income includes holding company income and expense amounts of $347 and $23,603, respectively.

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

SCHEDULE III (continued)

SELECTIVE INSURANCE GROUP, INC. AND CONSOLIDATED SUBSIDIARIES

SUPPLEMENTARY INSURANCE INFORMATION

Year ended December 31, 2013

($ in thousands)	Deferred policy acquisition costs		Reserve for loss and loss expenses	Unearned premiums	Net premiums earned	Net investment income1	Losses and loss expenses incurred	Amortization of deferred policy acquisition costs2	Other operating expenses3	Net premiums written
Standard Commercial Lines Segment	$	138,397	2,877,087	708,861	1,316,619	—	831,261	270,443	181,059	1,380,740
Standard Personal Lines Segment	18,149		312,411	286,969	294,332	—	206,450	33,097	46,140	297,757
E&S Lines Segment	16,435		160,272	63,325	125,121	—	84,027	28,288	16,541	131,662
Investments Segment	—		—	—	—	155,375	—	—	—	—
Total	$	172,981	3,349,770	1,059,155	1,736,072	155,375	1,121,738	331,828	243,740	1,810,159

¹ Includes “Net investment income earned” and “Net realized investment gains” on the Consolidated Statements of Income.

² The total of “Amortization of deferred policy acquisition costs” of $331,828 and “Other operating expenses” of $243,740 reconciles to the Consolidated Statements of Income as follows:

Policy acquisition costs	$	579,977
Other income3	(12,201		)
Other expenses3	7,792
Total	$	575,568

³ In addition to amounts related to the Standard Commercial Lines, Standard Personal Lines, and E&S Lines, “Other income” and “Other expenses” on the Consolidated Statements of Income includes holding company income and expense amounts of $93 and $24,071, respectively.

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

XML

Schedule IV - Reinsurance

12 Months Ended

Dec. 31, 2015

Supplemental Schedule of Reinsurance Premiums for Insurance Companies [Abstract]

Schedule IV - Reinsurance

($ thousands)	Direct Amount		Assumed From Other Companies	Ceded to Other Companies	Net Amount	% of Amount Assumed To Net
2015
Premiums earned:
Accident and health insurance	$	37	—	37	—	—
Property and liability insurance	2,330,230		23,209	363,530	1,989,909	1	%
Total premiums earned	2,330,267		23,209	363,567	1,989,909	1	%
2014
Premiums earned:
Accident and health insurance	$	44	—	44	—	—
Property and liability insurance	2,183,214		34,653	365,258	1,852,609	2	%
Total premiums earned	2,183,258		34,653	365,302	1,852,609	2	%
2013
Premiums earned:
Accident and health insurance	$	55	—	55	—	—
Property and liability insurance	2,048,475		44,464	356,867	1,736,072	3	%
Total premiums earned	2,048,530		44,464	356,922	1,736,072	3	%

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

XML

Schedule V - Allowance for Uncollectible Premiums and Other Receivables

12 Months Ended

Dec. 31, 2015

Valuation and Qualifying Accounts [Abstract]

Schedule V - Allowance for Uncollectible Premiums and Other Receivables

($ in thousands)	2015			2014		2013
Balance, January 1	$	11,037		9,542		8,706
Additions	3,604			4,617		3,733
Deductions	(4,519		)	(3,122	)	(2,897	)
Balance, December 31	$	10,122		11,037		9,542

See accompanying Report of Independent Registered Public Accounting Firm in Item 8. "Financial Statements and Supplementary Data." of this Form 10-K.

XML

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2015

Accounting Policies [Abstract]

Principles of Consolidation

Principles of Consolidation

The accompanying consolidated financial statements (“Financial Statements”) include the accounts of the Parent and its subsidiaries, and have been prepared in conformity with: (i) U.S. generally accepted accounting principles ("GAAP"); and (ii) the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). All significant intercompany accounts and transactions are eliminated in consolidation.

Use of Estimates

Use of Estimates

The preparation of our Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported financial statement balances, as well as the disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

Reclassifications

Reclassifications

Certain amounts in our prior years' Financial Statements and related notes have been reclassified to conform to the 2015 presentation. Such reclassifications had no effect on our net income, stockholders' equity, or cash flows.

Investments

Investments

Fixed income securities may include bonds, redeemable preferred stocks, mortgage-backed securities (“MBS”) and asset-backed securities (“ABS”). MBS and ABS are jointly referred to as structured securities. Fixed income securities classified as available-for-sale (“AFS”) are reported at fair value. Those fixed income securities that we have the ability and positive intent to hold to maturity are classified as held-to-maturity (“HTM”) and are carried at either: (i) amortized cost; or (ii) market value at the date of transfer into the HTM category, adjusted for subsequent amortization. The amortized cost of fixed income securities is adjusted for the amortization of premiums and the accretion of discounts over the expected life of the security using the effective yield method. Premiums and discounts arising from the purchase of structured securities are amortized over the expected life of the security based on future principal payments, and considering prepayments. These prepayments are estimated based on historical and projected cash flows. Prepayment assumptions are reviewed quarterly and adjusted to reflect actual prepayments and changes in expectations. Future amortization of any premium and/or discount is adjusted to reflect the revised assumptions. Interest income, as well as amortization and accretion, is included in "Net investment income earned" on our Consolidated Statements of Income. The amortized cost of fixed income securities is written down to fair value when a decline in value is considered to be other than temporary. See the discussion below on realized investment gains and losses for a description of the accounting for impairments. After-tax unrealized gains and losses on: (i) fixed income securities classified as AFS; and (ii) fixed income securities that were transferred into an HTM designation from an AFS designation, are included in accumulated other comprehensive income (loss) ("AOCI").

Equity securities, which are classified as AFS, may include common stocks and non-redeemable preferred stocks, and are carried at fair value. Dividend income on these securities is included in "Net investment income earned" on our Consolidated Statements of Income. The associated unrealized gains and losses, net of tax, are included in AOCI. The cost of equity securities is written down to fair value when a decline in value is considered to be other than temporary. See the discussion below on realized investment gains and losses for a description of the accounting for impairments.

Short-term investments may include certain money market instruments, savings accounts, commercial paper, and other debt issues purchased with a maturity of less than one year. These investments are carried at cost, which approximates fair value. The associated income is included in "Net investment income earned" on our Consolidated Statement of Income.

Other investments may include alternative investments and other securities. Alternative investments are accounted for using the equity method. Our share of distributed and undistributed net income from alternative investments is included in "Net investment income earned" on our Consolidated Statement of Income. Other securities are primarily comprised of tax credit investments. Low income housing tax credits are accounted for under the proportional amortization method and all other tax credits are accounted for using the equity method. Under the proportional amortization method, our share of the investment’s performance is recorded in our Consolidated Statement of Income as a component of “Federal income tax expense.” Under the equity method, our share of distributed and undistributed net income is included in "Net investment income earned" on our Consolidated Statement of Income.

Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold and are credited or charged to income. Included in realized gains and losses are the other-than-temporary impairment ("OTTI") charges recognized in earnings, which are discussed below.

When the fair value of any investment is lower than its cost/amortized cost, an assessment is made to determine if the decline is other than temporary. We regularly review our entire investment portfolio for declines in fair value. If we believe that a decline in the value of an AFS security is temporary, we record the decline as an unrealized loss in AOCI. Temporary declines in the value of an HTM security are not recognized in the Financial Statements. Our assessment of a decline in fair value includes judgment as to the financial position and future prospects of the entity that issued the investment security, as well as a review of the security’s underlying collateral for fixed income investments. Broad changes in the overall market or interest rate environment generally will not lead to a write-down.

Fixed Income Securities and Short-Term Investments

Our evaluation for OTTI of a fixed income security or a short-term investment may include, but is not limited to, the evaluation of the following factors:

• Whether the decline appears to be issuer or industry specific;

• The degree to which the issuer is current or in arrears in making principal and interest payments on the fixed income security;

• The issuer’s current financial condition and ability to make future scheduled principal and interest payments on a timely basis;

• Evaluation of projected cash flows;

• Buy/hold/sell recommendations published by outside investment advisors and analysts; and

• Relevant rating history, analysis, and guidance provided by rating agencies and analysts.

OTTI charges are recognized as a realized loss to the extent that they are credit related, unless we have the intent to sell the security or it is more-likely-than not that we will be required to sell the security. In those circumstances, the security is written down to fair value with the entire amount of the writedown charged to earnings as a component of realized losses.

To determine if an impairment is other than temporary, we compare the present value of cash flows expected to be collected with the amortized cost of fixed income securities meeting certain criteria. In addition, this analysis is performed on all previously-impaired debt securities that continue to be held by us and all structured securities that were not of high-credit quality at the date of purchase. These impairment assessments may include, but are not limited to, discounted cash flow analyses ("DCFs").

For structured securities, including commercial mortgage-backed securities ("CMBS"), residential mortgage-backed securities ("RMBS"), ABS, and collateralized debt obligations ("CDOs"), we also consider variables such as expected default, severity, and prepayment assumptions based on security type and vintage, taking into consideration information from credit agencies, historical performance, and other relevant economic and performance factors.

In making our assessment, we perform a DCF to determine the present value of future cash flows to be generated by the underlying collateral of the security. Any shortfall in the expected present value of the future cash flows, based on the DCF, from the amortized cost basis of a security is considered a “credit impairment,” with the remaining decline in fair value of a security considered as a “non-credit impairment.” As mentioned above, credit impairments are charged to earnings as a component of realized losses, while non-credit impairments are recorded to Other Comprehensive Income ("OCI") as a component of unrealized losses.

Discounted Cash Flow Assumptions

The discount rate we use in a DCF is the effective interest rate implicit in the security at the date of acquisition for those structured securities that were not of high-credit quality at acquisition. For all other securities, we use a discount rate that equals the current yield, excluding the impact of previous OTTI charges, used to accrete the beneficial interest.

If applicable, we use a conditional default rate assumption in the DCF to estimate future defaults. The conditional default rate is the proportion of all loans outstanding in a security at the beginning of a time period that are expected to default during that period. Our assumption of this rate takes into consideration the uncertainty of future defaults as well as whether or not these securities have experienced significant cumulative losses or delinquencies to date.

If applicable, conditional default rate assumptions apply at the total collateral pool level held in the securitization trust. Generally, collateral conditional default rates will “ramp-up” over time as the collateral seasons, because the performance begins to weaken and losses begin to surface. As time passes, depending on the collateral type and vintage, losses will peak and performance will begin to improve as weaker borrowers are removed from the pool through delinquency resolutions. In the later years of a collateral pool’s life, performance is generally materially better as the resulting favorable selection of the portfolio improves the overall quality and performance.

For CMBS, we also consider the net operating income (“NOI”) generated by the underlying properties. Our assumptions of the properties’ ultimate cash flows take into consideration both an immediate reduction to the reported NOIs and decreases to projected NOIs.

If applicable, we use a loan loss severity assumption in our DCF that is applied at the loan level of the collateral pool. The loan loss severity assumptions represent the estimated percentage loss on the loan-to-value exposure for a particular security. For CMBS, the loan loss severities applied are based on property type. Losses generated from the evaluations are then applied to the entire underlying deal structure in accordance with the original service agreements.

Equity Securities

Evaluation for OTTI of an equity security may include, but is not limited to, an evaluation of the following factors:

• Whether the decline appears to be issuer or industry specific;

• The relationship of market prices per share to book value per share at the date of acquisition and date of evaluation;

• The price-earnings ratio at the time of acquisition and date of evaluation;

• The financial condition and near-term prospects of the issuer, including any specific events that may influence the issuer's operations, coupled with our intention to hold the securities in the near-term;

• The recent income or loss of the issuer;

• The independent auditors' report on the issuer's recent financial statements;

• The dividend policy of the issuer at the date of acquisition and the date of evaluation;

• Buy/hold/sell recommendations or price projections published by outside investment advisors;

• Rating agency announcements;

• The length of time and the extent to which the fair value has been, or is expected to be, less than its cost in the near term; and

• Our expectation of when the cost of the security will be recovered.

If there is a decline in the fair value on an equity security that we do not intend to hold, or if we determine the decline is other-than-temporary, including declines driven by market volatility for which we cannot assert will recover in the near term, we will write down the carrying value of the investment and record the charge through earnings as a component of realized losses. 

Other Investments

Our evaluation for OTTI of an other investment (i.e., an alternative investment) may include, but is not limited to, conversations with the management of the alternative investment concerning the following:

• The current investment strategy;

• Changes made or future changes to be made to the investment strategy;

• Emerging issues that may affect the success of the strategy; and

• The appropriateness of the valuation methodology used regarding the underlying investments.

If there is a decline in the fair market value of an other investment that we do not intend to hold, or if we determine the decline is other than temporary, we write down the carry value of the investment and record the charge through earnings as a component of realized losses.

Fair Value of Financial Instruments

Fair Values of Financial Instruments

Assets

The fair values of our investments are generated using various valuation techniques and are placed into the fair value hierarchy considering the following: (i) the highest priority is given to quoted prices in active markets for identical assets (Level 1); (ii) the next highest priority is given to quoted prices in markets that are not active or inputs that are observable either directly or indirectly, including quoted prices for similar assets in markets that are not active and other inputs that can be derived principally from, or corroborated by, observable market data for substantially the full term of the assets (Level 2); and (iii) the lowest priority is given to unobservable inputs supported by little or no market activity and that reflect our assumptions about the exit price, including assumptions that market participants would use in pricing the asset (Level 3). An asset’s classification within the fair value hierarchy is based on the lowest level of significant input to its valuation. Transfers between levels in the fair value hierarchy are recognized at the end of the reporting period.

The techniques used to value our financial assets are as follows:

Allowance for Doubtful Accounts

Allowance for Doubtful Accounts

We estimate an allowance for doubtful accounts on our premiums receivable. This allowance is based on historical write-off percentages adjusted for the effects of current and anticipated trends. An account is charged off when we believe it is probable that we will not collect a receivable. In making this determination, we consider information obtained from our efforts to collect amounts due directly and/or through collection agencies.

Share-Based Compensation

Share-Based Compensation

Share-based compensation consists of all share-based payment transactions in which an entity acquires goods or services by issuing (or offering to issue) its shares, share units, share options, or other equity instruments. The cost resulting from all share-based payment transactions are recognized in the Financial Statements based on the fair value of both equity and liability awards. The fair value is measured at grant date for equity awards, whereas the fair value for liability awards are remeasured at each reporting period. Both the fair value of equity and liability awards is recognized over the requisite service period. The requisite service period is typically the lesser of the vesting period or the period of time from the grant date to the date of retirement eligibility. The expense recognized for share-based awards, which, in some cases, contain performance criteria, is based on the number of shares or units expected to be issued at the end of the performance period.

Reinsurance

Reinsurance

Property and Equipment

Property and Equipment

Property and equipment used in operations, including certain costs incurred to develop or obtain computer software for internal use, are capitalized and carried at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. The following estimated useful lives can be considered as general guidelines:

Asset Category	Years
Computer hardware	3
Computer software	3 to 5
Internally developed software	5 to 10
Furniture and fixtures	10
Buildings and improvements	5 to 40

Deferred Policy Acquisition Costs

Deferred Policy Acquisition Costs

Deferred policy acquisition costs are limited to costs directly related to the successful acquisition of insurance contracts.  Costs meeting this definition typically include, among other things, sales commissions paid to our distribution partners, premium taxes, and the portion of employee salaries and benefits directly related to time spent on acquired contracts.  These costs are deferred and amortized over the life of the contracts.

Accounting guidance requires a premium deficiency analysis to be performed at the level an entity acquires, services, and measures the profitability of its insurance contracts. We currently perform three premium deficiency analyses for our insurance segments, consistent with our reportable segments of Standard Commercial Lines, Standard Personal Lines, and E&S Lines. A combined ratio of over 100% does not necessarily indicate a premium deficiency, as any year's combined ratio includes a portion of underwriting expenses that are expensed at policy inception and therefore are not covered by the remaining unearned premium. In addition, investment income is not contemplated in the combined ratio calculation.

There were no premium deficiencies for any of the reported years, as the sum of the anticipated losses and loss expenses, unamortized acquisition costs, policyholder dividends, and other expenses for each segment did not exceed that segment’s related unearned premium and anticipated investment income. The investment yields assumed in the premium deficiency assessment for each reporting period, which are based on our actual average investment yield before tax as of the September 30 calculation date, were 2.5% for 2015 and 3.0% for both 2014 and 2013. Deferred policy acquisition costs amortized to expense were $399.4 million for 2015, $364.3 million for 2014, and $331.8 million for 2013.

Goodwill

Goodwill

Goodwill results from business acquisitions where the cost of assets and liabilities acquired exceeds the fair value of those assets and liabilities. A quantitative goodwill impairment analysis is performed if our quarterly qualitative analysis indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Goodwill is allocated to the reporting units for purposes of these analyses.

Reserves for Losses and Loss Expenses

Reserves for Losses and Loss Expenses

Reserves for losses and loss expenses are comprised of both case reserves on individual claims, and reserves for claims incurred but not reported ("IBNR"). Case reserves result from claims that have been reported to one or more of our ten insurance subsidiaries, which are collectively referred to as the "Insurance Subsidiaries," and are estimated at the amount of the expected ultimate payment.  IBNR reserves are established at more aggregated levels than case basis reserves, and in addition to reserves on claims that have been incurred but not reported, they include provisions for future emergence on known claims, and as well as reopened claims. IBNR reserves are established based on the results of the Insurance Subsidiaries’ internal reserve analysis, supplemented with other internal and external information.

The internal reserve analysis is performed quarterly, and relies upon generally accepted actuarial techniques.  Such techniques assume that past experience, adjusted for the effects of current developments and anticipated trends, are an appropriate basis for predicting future events. While the reserve analysis is the primary basis for determining IBNR reserves, other internal and external factors are considered. Internal factors include: (i) supplemental data regarding claim reporting and settlement trends; (ii) exposure estimates for reported claims, along with recent development on those estimates with respect to individual large claims and the aggregate of all claims; (iii) the rate at which new large or complex claims are being reported; and (iv) additional trends observed by claims personnel or reported to them by defense counsel.  External factors considered include: (i) legislative enactments; (ii) judicial decisions; (iii) legal developments in the determination of liability and the imposition of damages; and (iv) trends in general economic conditions, including the effects of inflation.

Loss reserves are estimates, and as such, we also consider a range of possible loss and loss expense reserve estimates.  This range is determined at the beginning of each year, and reflects the fact that there is no single precise method for estimating the required reserves, due to the many factors which may influence the amounts ultimately paid.  Considering the reserve range along with all of the items described above, IBNR estimates are then established and recorded.

The combination of the IBNR estimates along with the case reserve estimates on individual claims results in our total reserves for losses and loss expenses.  These reserves are expected to be sufficient for settling all loss and loss reserve liabilities on unpaid claims, reflecting changes in the volume of business written, claims frequency and severity, the mix of business, claims processing, and other items that management expects to affect our ultimate settlement of losses and loss expenses. However, the ultimate claim settlements may be higher or lower than reserves established. As our experience emerges and other information develops, we revise our reserve estimates accordingly. The changes in these estimates, resulting from the continuous review process and the differences between estimates and ultimate payments, are reflected in the consolidated statements of income for the period in which such estimates are changed. The associated impacts may be material to the results of operations in future periods.

We do not discount to present value that portion of our losses and loss expense reserves expected to be paid in future periods.

Our loss and loss expense reserves implicitly include anticipated recoveries for salvage and subrogation claims.

Revenue Recognition

Revenue Recognition

The Insurance Subsidiaries' net premiums written (“NPW”) include direct insurance policy writings, plus reinsurance assumed and estimates of premiums earned but unbilled on the workers compensation and general liability lines of insurance, less reinsurance ceded. The estimated premium on the workers compensation and general liability lines is referred to as audit premium. We estimate this premium, as it is anticipated to be either billed or returned on policies subsequent to expiration based on exposure levels (i.e. payroll or sales). Audit premium is based on historical trends adjusted for the uncertainty of future economic conditions. Economic instability could ultimately impact our estimates and assumptions, and changes in our estimate may be material to the results of operations in future periods. Premiums written are recognized as revenue over the period that coverage is provided using the semi-monthly pro-rata method. Unearned premiums and prepaid reinsurance premiums represent that portion of premiums written that are applicable to the unexpired terms of policies in force.

Dividends to Policyholders

Dividends to Policyholders

We establish reserves for dividends to policyholders on certain policies, most significantly workers compensation policies. These dividends are based on the policyholders' loss experience. The dividend reserves are established based on past experience, adjusted for the effects of current developments and anticipated trends. The expense for these dividends is recognized over a period that begins at policy inception and ends with the payment of the dividend. We do not issue policies that entitle the policyholder to participate in the earnings or surplus of our Insurance Subsidiaries.

Federal Income Tax

Federal Income Tax

We use the asset and liability method of accounting for income taxes. Current federal income taxes are recognized for the estimated taxes payable or refundable on tax returns for the current year. Deferred federal income taxes arise from the recognition of temporary differences between financial statement carrying amounts and the tax basis of assets and liabilities. We consider all evidence, both positive and negative, with respect to our federal tax loss carryback availability, expected levels of pre-tax financial statement income, and federal taxable income, when evaluating whether the temporary differences will be realized. In projecting future taxable income, we begin with budgeted pre-tax income adjusted for estimated non-taxable items. The assumptions about future taxable income require significant judgment and are consistent with the plans and estimates we use to manage our businesses. A valuation allowance is established when it is more likely than not that some portion of the deferred tax asset will not be realized. A liability for uncertain tax positions is recorded when it is more likely than not that a tax position will not be sustained upon examination by taxing authorities. The effect of a change in tax rates is recognized in the period of enactment.

Leases

Leases

We have various operating leases for office space and equipment. Rental expense for such leases is recorded on a straight-line basis over the lease term. If a lease has a fixed and determinable escalation clause, or periods of rent holidays, the difference between rental expense and rent paid is included in "Other liabilities" as deferred rent in the Consolidated Balance Sheets.

In addition, we have various capital leases for computer hardware and software. These leases are accounted for as an acquisition of an asset and an incurrence of an obligation. Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the lease term.

Pension

Pension

Our pension and post-retirement life benefit obligations and related costs are calculated using actuarial methods, within the framework of GAAP. Our pension benefit obligation is determined as the actuarial present value of the vested benefits to which the employee is currently entitled, but based on the employee's expected date of separation or retirement. Our funding policy provides that payments to our pension trust shall be equal to the minimum funding requirements of the Employee Retirement Income Security Act, plus additional amounts that the Board of Directors of Selective Insurance Company of America (“SICA”) may approve from time to time.

Two key assumptions, the discount rate and the expected return on plan assets, are important elements of expense and/or liability measurement. We evaluate these key assumptions annually unless facts indicate that a more frequent review is required. The discount rate enables us to state expected future cash flows at their present value on the measurement date. The purpose of the discount rate is to determine the interest rates inherent in the price at which pension benefits could be effectively settled. Our discount rate selection is based on high-quality, long-term corporate bonds. To determine the expected long-term rate of return on the plan assets, we consider the current and expected asset allocation, as well as historical and expected returns on each plan asset class. Other assumptions involve demographic factors such as retirement age, mortality, turnover, and rate of compensation increases.

XML

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2015

Accounting Policies [Abstract]

Estimated Useful Life for Property and Equipment

Asset Category	Years
Computer hardware	3
Computer software	3 to 5
Internally developed software	5 to 10
Furniture and fixtures	10
Buildings and improvements	5 to 40

XML

Adoption of Accounting Pronouncements Adoption of Accounting Pronouncements (Tables)

12 Months Ended

Dec. 31, 2015

Adoption of Accounting Pronouncements [Abstract]

Schedule of New Accounting Pronouncements and Changes in Accounting Principles

As such, all historical data in this Form 10-K has been restated to reflect the revised guidance, as follows:

Balance Sheet Information
Year ended December 31, 2014
($ in thousands)	As Originally Reported		As Restated
Other Assets	$	73,215	66,607
Total Assets	6,581,550		6,574,942
Notes Payable	379,297		372,689
Total Liabilities	5,305,964		5,299,356
Total Liabilities and Stockholders' Equity	6,581,550		6,574,942

Income Statement Information
Year ended December 31,	2014			2013
($ in thousands)	As Originally Reported		As Restated	As Originally Reported		As Restated
Interest Expense	$	22,086	23,063	$	22,538	26,361
Other Expense	33,673		32,696	35,686		31,863

XML

Statements of Cash Flow (Tables)

12 Months Ended

Dec. 31, 2015

Supplemental Cash Flow Information [Abstract]

Schedule of Cash Flow, Supplemental Disclosures

($ in thousands)	2015		2014	2013
Cash paid during the period for:
Interest	$	21,892	22,221	21,465
Federal income tax	39,500		22,699	20,000
Non-cash items:
Tax-free exchange of fixed income securities, AFS	36,792		20,781	37,965
Tax-free exchange of fixed income securities, HTM	15,257		4,289	15,820
Stock split related to equity securities, AFS	4,239		334	—
Assets acquired under capital lease arrangements	6,760		5,642	2,583
Non-cash purchase of property and equipment	—		338	20

XML

Investments (Tables)

12 Months Ended

Dec. 31, 2015

Investment [Line Items]

Schedule of Unrealized Gains On Investments

($ in thousands)	2015			2014		2013
AFS securities:
Fixed income securities	$	55,689		90,336		39,559
Equity securities	13,235			32,389		37,421
Total AFS securities	68,924			122,725		76,980
HTM securities:
Fixed income securities	300			958		2,257
Total HTM securities	300			958		2,257
Total net unrealized gains	69,224			123,683		79,237
Deferred income tax expense	(24,228		)	(43,289	)	(27,733	)
Net unrealized gains, net of deferred income tax	44,996			80,394		51,504
(Decrease) increase in net unrealized gains in OCI, net of deferred income tax	$	(35,398	)	28,890		(70,824	)

Schedule of Held-to-maturity Securities

December 31, 2015			Net
			Unrealized			Unrecognized	Unrecognized
	Amortized		Gains		Carrying	Holding	Holding	Fair
($ in thousands)	Cost		(Losses)		Value	Gains	Losses	Value
Obligations of state and political subdivisions	$	175,269	848		176,117	5,763	—	181,880
Corporate securities	20,228		(185	)	20,043	1,972	—	22,015
ABS	1,030		(120	)	910	118	—	1,028
CMBS	4,527		(243	)	4,284	337	—	4,621
Total HTM fixed income securities	$	201,054	300		201,354	8,190	—	209,544

December 31, 2014			Net
			Unrealized			Unrecognized	Unrecognized
	Amortized		Gains		Carrying	Holding	Holding	Fair
($ in thousands)	Cost		(Losses)		Value	Gains	Losses	Value
Foreign government	$	5,292	47		5,339	55	—	5,394
Obligations of state and political subdivisions	285,301		2,071		287,372	11,760	—	299,132
Corporate securities	18,899		(273	)	18,626	2,796	—	21,422
ABS	2,818		(455	)	2,363	460	—	2,823
CMBS	4,869		(432	)	4,437	753	—	5,190
Total HTM fixed income securities	$	317,179	958		318,137	15,824	—	333,961

Schedule of Available For Sale Securities

December 31, 2015
	Cost/
	Amortized		Unrealized	Unrealized		Fair
($ in thousands)	Cost		Gains	Losses		Value
AFS fixed income securities:
U.S. government and government agencies	$	99,485	4,721	(91	)	104,115
Foreign government	14,885		298	(2	)	15,181
Obligations of states and political subdivisions	1,314,779		44,523	(160	)	1,359,142
Corporate securities	1,892,296		23,407	(15,521	)	1,900,182
ABS	244,541		531	(918	)	244,154
CMBS1	245,252		750	(2,410	)	243,592
RMBS2	541,276		4,274	(3,713	)	541,837
Total AFS fixed income securities	4,352,514		78,504	(22,815	)	4,408,203
AFS equity securities:
Common stock	181,991		14,796	(1,998	)	194,789
Preferred stock	11,825		477	(40	)	12,262
Total AFS equity securities	193,816		15,273	(2,038	)	207,051
Total AFS securities	$	4,546,330	93,777	(24,853	)	4,615,254

December 31, 2014
	Cost/
	Amortized		Unrealized	Unrealized		Fair
($ in thousands)	Cost		Gains	Losses		Value
AFS fixed income securities:
U.S. government and government agencies	$	116,666	7,592	(128	)	124,130
Foreign government	27,035		796	—		27,831
Obligations of states and political subdivisions	1,208,776		38,217	(729	)	1,246,264
Corporate securities	1,763,427		42,188	(5,809	)	1,799,806
ABS	176,837		760	(373	)	177,224
CMBS1	177,932		2,438	(777	)	179,593
RMBS2	505,113		8,587	(2,426	)	511,274
Total AFS fixed income securities	3,975,786		100,578	(10,242	)	4,066,122
AFS equity securities:
Common stock	159,011		32,721	(332	)	191,400
Total AFS equity securities	159,011		32,721	(332	)	191,400
Total AFS securities	$	4,134,797	133,299	(10,574	)	4,257,522

¹ CMBS includes government guaranteed agency securities with a fair value of $4.5 million at December 31, 2015 and $13.2 million at December 31, 2014.

² RMBS includes government guaranteed agency securities with a fair value of $19.7 million at December 31, 2015 and $32.4 million at December 31, 2014.

Schedule of Fair Value and Gross Pre-Tax Net Unrealized/Unrecognized Loss of Securities by Length of Time

December 31, 2015	Less than 12 months				12 months or longer
($ in thousands)	Fair  Value		Unrealized Losses1		Fair Value	Unrealized Losses1
AFS fixed income securities:
U.S. government and government agencies	$	16,006	(87	)	396	(4	)
Foreign government	1,067		(2	)	—	—
Obligations of states and political subdivisions	28,617		(160	)	—	—
Corporate securities	761,479		(12,671	)	50,382	(2,850	)
ABS	197,477		(807	)	12,022	(111	)
CMBS	146,944		(2,196	)	15,385	(214	)
RMBS	264,914		(1,992	)	63,395	(1,721	)
Total AFS fixed income securities	1,416,504		(17,915	)	141,580	(4,900	)
AFS equity securities:
Common stock	31,148		(1,998	)	—	—
Preferred stock	1,531		(40	)	—	—
Total AFS equity securities	32,679		(2,038	)	—	—
Subtotal	$	1,449,183	(19,953	)	141,580	(4,900	)

	Less than 12 months					12 months or longer
($ in thousands)	Fair Value		Unrealized Losses1		Unrecognized Gains2	Fair Value	Unrealized Losses1		Unrecognized Gains2
HTM securities:
ABS	$	—	—		—	805	(122	)	116
Subtotal	—		—		—	805	(122	)	116
Total AFS and HTM	$	1,449,183	(19,953	)	—	142,385	(5,022	)	116

December 31, 2014	Less than 12 months				12 months or longer
($ in thousands)	Fair  Value		Unrealized Losses1		Fair Value	Unrealized Losses1
AFS fixed income securities:
U.S. government and government agencies	$	7,567	(13	)	10,866	(115	)
Obligations of states and political subdivisions	47,510		(105	)	64,018	(624	)
Corporate securities	276,648		(1,734	)	153,613	(4,075	)
ABS	113,202		(178	)	15,618	(195	)
CMBS	12,799		(34	)	59,219	(743	)
RMBS	3,399		(8	)	138,724	(2,418	)
Total AFS fixed income securities	461,125		(2,072	)	442,058	(8,170	)
AFS equity securities:
Common stock	5,262		(336	)	—	—
Total AFS equity securities	5,262		(336	)	—	—
Subtotal	$	466,387	(2,408	)	442,058	(8,170	)

	Less than 12 months					12 months or longer
($ in thousands)	Fair Value		Unrealized Losses1		Unrecognized Gains2	Fair Value	Unrealized Losses1		Unrecognized Gains2
HTM securities:
Obligations of states and political subdivisions	$	196	(3	)	1	—	—		—
ABS	—		—		—	2,235	(455	)	439
Subtotal	196		(3	)	1	2,235	(455	)	439
Total AFS and HTM	$	466,583	(2,411	)	1	444,293	(8,625	)	439

¹ Gross unrealized losses include non-OTTI unrealized amounts and OTTI losses recognized in AOCI. In addition, this column includes remaining unrealized gain or loss amounts on securities that were transferred to an HTM designation in the first quarter of 2009 for those securities that are in a net unrealized/unrecognized loss position.

² Unrecognized holding gains represent fair value fluctuations from the later of: (i) the date a security is designated as HTM; or (ii) the date that an OTTI charge is recognized on an HTM security.

Schedule of the Number of Securities in an Unrealized Unrecognized Loss Position

($ in thousands)
December 31, 2015				December 31, 2014
Number of Issues	% of  Market/Book	Unrealized/Unrecognized Loss		Number of Issues	% of Market/Book	Unrealized/ Unrecognized Loss
606	80% - 99%	$	22,971	350	80% - 99%	$	10,596
3	60% - 79%	1,888		—	60% - 79%	—
—	40% - 59%	—		—	40% - 59%	—
—	20% - 39%	—		—	20% - 39%	—
—	0% - 19%	—		—	0% - 19%	—
		$	24,859			$	10,596

Schedule of Other Investment Portfolio by Strategy and the Remaining Commitment Amount Associated With Each Strategy

Other Investments	Carrying Value			2015
	December 31,		December 31,	Remaining
($ in thousands)	2015		2014	Commitment
Alternative Investments
Private equity	$	35,088	48,538	30,204
Private credit	13,246		18,533	15,129
Real assets	19,500		25,897	25,820
Total alternative investments	67,834		92,968	71,153
Other securities	10,008		6,235	3,200
Total other investments	$	77,842	99,203	74,353

Schedule of Aggregated Summarized Balance Sheet Financial Information For Partnerhips In Our Alternative Investment Portfolio

Balance Sheet Information
September 30,
($ in millions)	2015		2014
Investments	$	7,527	10,096
Total assets	8,515		10,695
Total liabilities	316		545
Total partners’ capital	8,199		10,150

Schedule of Aggregated Summarized Income Statement Financial Information For Partnerhips In Our Alternative Investment Portfolio

Income Statement Information
12 months ended September 30,
($ in millions)	2015			2014	2013
Net investment income	$	129		226	406
Realized gains	1,187			581	913
Net change in unrealized (depreciation) appreciation	(1,364		)	1,098	382
Net income	$	(48	)	1,905	1,701
Insurance Subsidiaries' other investments income	(1.9		)	13.6	15.2

Schedule Of Securities Pledged As Collateral

The following table summarizes the market value of these securities at December 31, 2015:

($ in millions)	FHLBI Collateral		Reinsurance Collateral	State and Regulatory Deposits	Total
U.S. government and government agencies	$	7.5	—	24.0	31.5
Obligations of states and political subdivisions	—		5.0	—	5.0
Corporate securities	—		4.7	—	4.7
CMBS	1.2		—	—	1.2
RMBS	55.0		1.8	—	56.8
Total pledged as collateral	$	63.7	11.5	24.0	99.2

Schedule of Components of Net Investment Income Earned

($ in thousands)	2015			2014		2013
Fixed income securities	$	123,230		126,489		121,582
Equity securities, dividend income	9,161			7,449		6,140
Short-term investments	112			66		117
Other investments	(1,890		)	13,580		15,208
Investment expenses	(9,297		)	(8,876	)	(8,404	)
Net investment income earned	$	121,316		138,708		134,643

Schedule of OTTI by Asset Type

2015				Recognized in
($ in thousands)	Gross		Included in OCI	Earnings
AFS fixed income securities:
Corporate securities	$	2,188	—	2,188
RMBS	1		—	1
Total AFS fixed income securities	2,189		—	2,189
AFS equity securities:
Common stock	15,996		—	15,996
Preferred stock	181		—	181
Total AFS equity securities	16,177		—	16,177
Total OTTI losses	$	18,366	—	18,366

2014				Recognized in
($ in thousands)	Gross		Included in OCI	Earnings
AFS fixed income securities:
RMBS	$	7	—	7
Total AFS fixed income securities	7		—	7
AFS equity securities:
Common stock	10,517		—	10,517
Total AFS equity securities	10,517		—	10,517
Other investments	580		—	580
Total OTTI losses	$	11,104	—	11,104

2013						Recognized in
($ in thousands)	Gross			Included in OCI		Earnings
HTM fixed income securities:
ABS	$	(44	)	(47	)	3
Total HTM fixed income securities	(44		)	(47	)	3
AFS fixed income securities:
RMBS	16			(30	)	46
Total AFS fixed income securities	16			(30	)	46
AFS equity securities:
Common stock	3,747			—		3,747
Total AFS equity securities	3,747			—		3,747
Other investments	1,847			—		1,847
Total OTTI losses	$	5,566		(77	)	5,643

Schedule of Gross Credit Loss Impairments on Fixed Maturity Securities for Which a Portion of the OTTI Charge Was Recognized In OCI

Schedule of Components of Net Realized Gains Excluding OTTI Charges

($ in thousands)	2015			2014		2013
HTM fixed income securities
Gains	$	5		2		195
Losses	(1		)	(20	)	(95	)
AFS fixed income securities
Gains	4,515			1,945		3,340
Losses	(312		)	(392	)	(373	)
AFS equity securities
Gains	29,168			36,871		24,776
Losses	(1,347		)	(704	)	(408	)
Other investments
Gains	162			1		—
Losses	(653		)	—		(1,060	)
Total other net realized investment gains	$	31,537		37,703		26,375

Held-to-maturity Securities [Member]

Investment [Line Items]

Schedule Of Fixed Maturity Securities By Contractual Maturities

($ in thousands)	Carrying Value		Fair Value
Due in one year or less	$	98,601	99,872
Due after one year through five years	89,231		94,358
Due after five years through 10 years	13,522		15,314
Total HTM fixed income securities	$	201,354	209,544

AFS Fixed Income Securities [Member]

Investment [Line Items]

Schedule Of Fixed Maturity Securities By Contractual Maturities

($ in thousands)	Fair Value
Due in one year or less	$	472,331
Due after one year through five years	2,135,301
Due after five years through 10 years	1,733,858
Due after 10 years	66,713
Total AFS fixed income securities	$	4,408,203

XML

Comprehensive Income (Tables)

12 Months Ended

Dec. 31, 2015

Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]

Schedule of Components of Comprehensive Income-Gross and Net of Tax

2015
($ in thousands)	Gross			Tax		Net
Net income	$	232,692		66,831		165,861
Components of OCI:
Unrealized gains on investment securities:
Unrealized holding losses during the year	(40,221		)	(14,078	)	(26,143	)
Amounts reclassified into net income:
HTM securities	(580		)	(203	)	(377	)
Non-credit OTTI	357			125		232
Realized gains on AFS securities	(14,016		)	(4,906	)	(9,110	)
Net unrealized losses	(54,460		)	(19,062	)	(35,398	)
Defined benefit pension and post-retirement plans:
Net actuarial gain	2,438			853		1,585
Amounts reclassified into net income:
Net actuarial loss	7,077			2,477		4,600
Defined benefit pension and post-retirement plans	9,515			3,330		6,185
Other comprehensive loss	(44,945		)	(15,732	)	(29,213	)
Comprehensive income	$	187,747		51,099		136,648

2014
($ in thousands)	Gross			Tax		Net
Net income	$	197,131		55,304		141,827
Components of OCI:
Unrealized gains on investment securities:
Unrealized holding gains during the year	72,940			25,529		47,411
Amounts reclassified into net income:
HTM securities	(1,299		)	(455	)	(844	)
Non-credit OTTI	1,669			584		1,085
Realized gains on AFS securities	(28,864		)	(10,102	)	(18,762	)
Net unrealized gains	44,446			15,556		28,890
Defined benefit pension and post-retirement plans:
Net actuarial loss	(54,136		)	(18,947	)	(35,189	)
Amounts reclassified into net income:
Net actuarial loss	1,902			666		1,236
Defined benefit pension and post-retirement plans	(52,234		)	(18,281	)	(33,953	)
Other comprehensive loss	(7,788		)	(2,725	)	(5,063	)
Comprehensive income	$	189,343		52,579		136,764

2013
($ in thousands)	Gross			Tax		Net
Net income	$	142,267		35,849		106,418
Components of OCI:
Unrealized losses on investment securities:
Unrealized holding losses during the period	(83,934		)	(29,377	)	(54,557	)
Non-credit OTTI recognized in OCI	77			27		50
Amounts reclassified into net income:
HTM securities	(1,577		)	(552	)	(1,025	)
Non-credit OTTI	14			5		9
Realized gains on AFS securities	(23,540		)	(8,239	)	(15,301	)
Net unrealized losses	(108,960		)	(38,136	)	(70,824	)
Defined benefit pension and post-retirement plans:
Net actuarial gain	59,654			20,879		38,775
Amounts reclassified into net income:
Net actuarial loss	4,374			1,531		2,843
Prior service cost	10			4		6
Curtailment expense	16			5		11
Defined benefit pension and post-retirement plans	64,054			22,419		41,635
Other comprehensive loss	(44,906		)	(15,717	)	(29,189	)
Comprehensive income	$	97,361		20,132		77,229

Schedule of Components of Accumulated Other Comprehensive Income

	Net Unrealized (Loss) Gain on Investment Securities
($ in thousands)	OTTI Related			HTM Related		All Other		Investments Subtotal		Defined Benefit Pension and Post- retirement Plans		Total AOCI
Balance, December 31, 2013	$	(1,599	)	1,467		51,635		51,503		(26,652	)	24,851
OCI before reclassifications	—			—		47,411		47,411		(35,189	)	12,222
Amounts reclassified from AOCI	1,085			(844	)	(18,762	)	(18,521	)	1,236		(17,285	)
Net current period OCI	1,085			(844	)	28,649		28,890		(33,953	)	(5,063	)
Balance, December 31, 2014	(514		)	623		80,284		80,393		(60,605	)	19,788
OCI before reclassifications	—			—		(26,143	)	(26,143	)	1,585		(24,558	)
Amounts reclassified from AOCI	232			(377	)	(9,110	)	(9,255	)	4,600		(4,655	)
Net current period OCI	232			(377	)	(35,253	)	(35,398	)	6,185		(29,213	)
Balance, December 31, 2015	$	(282	)	246		45,031		44,995		(54,420	)	(9,425	)

Schedule of Reclassification out of Accumulated Other Comprehensive Income

						Affected Line Item in the Consolidated Statement of Income
($ in thousands)	Year ended December 31, 2015			Year ended December 31, 2014
OTTI related
Non-credit OTTI on disposed securities	$	357		1,669		Net realized gains
	357			1,669		Income from continuing operations, before federal income tax
	(125		)	(584	)	Total federal income tax expense
	232			1,085		Net income
HTM related
Unrealized gains and losses on HTM disposals	308			157		Net realized investment gains
Amortization of net unrealized gains on HTM securities	(888		)	(1,456	)	Net investment income earned
	(580		)	(1,299	)	Income from continuing operations, before federal income tax
	203			455		Total federal income tax expense
	(377		)	(844	)	Net income
Realized gains and losses on AFS
Realized gains and losses on AFS disposals	(14,016		)	(28,864	)	Net realized investment gains
	(14,016		)	(28,864	)	Income from continuing operations, before federal income tax
	4,906			10,102		Total federal income tax expense
	(9,110		)	(18,762	)	Net income
Defined benefit pension and post-retirement life plans
Net actuarial loss	1,538			331		Losses and loss expenses incurred
	5,539			1,571		Policy acquisition costs
	7,077			1,902		Income from continuing operations, before federal income tax
Total defined benefit pension and post-retirement life	7,077			1,902		Income from continuing operations, before federal income tax
	(2,477		)	(666	)	Total federal income tax expense
	4,600			1,236		Net income
Total reclassifications for the period	$	(4,655	)	(17,285	)	Net income

XML

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2015

Fair Value Disclosures [Abstract]

Schedule of Carrying Amounts and Estimated Fair Values of Financial Instruments

	December 31, 2015				December 31, 2014
($ in thousands)	Carrying Amount			Fair Value	Carrying Amount		Fair Value
Financial Assets
Fixed income securities:
HTM	$	201,354		209,544	318,137		333,961
AFS	4,408,203			4,408,203	4,066,122		4,066,122
Equity securities, AFS	207,051			207,051	191,400		191,400
Short-term investments	194,819			194,819	131,972		131,972
Financial Liabilities
Notes payable:
0.63% borrowings from FHLBI	15,000			14,977	—		—
1.25% borrowings from FHLBI	45,000			45,083	45,000		45,244
7.25% Senior Notes	49,898			56,929	49,896		59,181
6.70% Senior Notes	99,415			110,363	99,401		114,845
5.875% Senior Notes	185,000			192,474	185,000		185,000
Subtotal	394,313			419,826	379,297		404,270
Unamortized debt issuance costs	(6,121		)		(6,608	)
Total notes payable	$	388,192			372,689

Schedule of Quantitative Disclosures of our Financial Assets that were Measured at Fair Value

December 31, 2015			Fair Value Measurements Using
($ in thousands)	Assets Measured at Fair Value 12/31/15		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)1	Significant Other Observable Inputs (Level 2)1	Significant Unobservable Inputs  (Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies	$	104,115	42,702	61,413	—
Foreign government	15,181		—	15,181	—
Obligations of states and political subdivisions	1,359,142		—	1,359,142	—
Corporate securities	1,900,182		—	1,900,182	—
ABS	244,154		—	244,154	—
CMBS	243,592		—	243,592	—
RMBS	541,837		—	541,837	—
Total AFS fixed income securities	4,408,203		42,702	4,365,501	—
AFS equity securities:
Common stock	194,789		191,517	—	3,272
Preferred stock	12,262		12,262	—	—
Total AFS equity securities	207,051		203,779	—	3,272
Total AFS securities	4,615,254		246,481	4,365,501	3,272
Short-term investments	194,819		194,819	—	—
Total assets	$	4,810,073	441,300	4,365,501	3,272

December 31, 2014			Fair Value Measurements Using
($ in thousands)	Assets Measured at Fair Value 12/31/14		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)1	Significant Other Observable Inputs (Level 2)1	Significant Unobservable Inputs  (Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies	$	124,130	53,199	70,931	—
Foreign government	27,831		—	27,831	—
Obligations of states and political subdivisions	1,246,264		—	1,246,264	—
Corporate securities	1,799,806		—	1,799,806	—
ABS	177,224		—	177,224	—
CMBS	179,593		—	179,593	—
RMBS	511,274		—	511,274	—
Total AFS fixed income securities	4,066,122		53,199	4,012,923	—
AFS equity securities:
Common stock	191,400		188,500	—	2,900
Total AFS equity securities	191,400		188,500	—	2,900
Total AFS securities	4,257,522		241,699	4,012,923	2,900
Short-term investments	131,972		131,972	—	—
Total assets	$	4,389,494	373,671	4,012,923	2,900

¹ There were no transfers of securities between Level 1 and Level 2.

Schedule of Summary of the Changes in Fair Value of Securities Using Level 3 Inputs

2015
($ in thousands)	Common Stock
Fair value, December 31, 2014	$	2,900
Total net (losses) gains for the period included in:
OCI	—
Net income	—
Purchases	487
Sales	(115		)
Issuances	—
Settlements	—
Transfers into Level 3	—
Transfers out of Level 3	—
Fair value, December 31, 2015	$	3,272

Schedule of Quantitative Information of our Financial Assets and Liabilities that were Disclosed at Fair Value

December 31, 2015			Fair Value Measurements Using
($ in thousands)	Assets/Liabilities Disclosed at Fair Value 12/31/2015		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Financial Assets
HTM:
Obligations of states and political subdivisions	$	181,880	—	181,880	—
Corporate securities	22,015		—	18,679	3,336
ABS	1,028		—	1,028	—
CMBS	4,621		—	4,621	—
Total HTM fixed income securities	$	209,544	—	206,208	3,336
Financial Liabilities
Notes payable:
0.63% borrowings from FHLBI	$	14,977	—	14,977	—
1.25% borrowings from FHLBI	45,083		—	45,083	—
7.25% Senior Notes	56,929		—	56,929	—
6.70% Senior Notes	110,363		—	110,363	—
5.875% Senior Notes	192,474		192,474	—	—
Total notes payable	$	419,826	192,474	227,352	—

December 31, 2014			Fair Value Measurements Using
($ in thousands)	Assets/Liabilities Disclosed at Fair Value 12/31/2014		Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Financial Assets
HTM:
Foreign government	$	5,394	—	5,394	—
Obligations of states and political subdivisions	299,132		—	299,132	—
Corporate securities	21,422		—	21,422	—
ABS	2,823		—	2,823	—
CMBS	5,190		—	5,190	—
Total HTM fixed income securities	$	333,961	—	333,961	—
Financial Liabilities
Notes payable:
1.25% borrowings from FHLBI	$	45,244	—	45,244	—
7.25% Senior Notes	59,181		—	59,181	—
6.70% Senior Notes	114,845		—	114,845	—
5.875% Senior Notes	185,000		185,000	—	—
Total notes payable	$	404,270	185,000	219,270	—

XML

Reinsurance (Tables)

12 Months Ended

Dec. 31, 2015

Reinsurance Disclosures [Abstract]

Schedule of Total Reinsurance Balances Segregated By Reinsurer

	As of December 31, 2015					As of December 31, 2014
($ in thousands)	Reinsurance Balances			% of Reinsurance Balance		Reinsurance Balances			% of Reinsurance Balance
Total reinsurance recoverables	$	561,968				$	581,548
Total prepaid reinsurance premiums	140,889					146,993
Total reinsurance balance	702,857					728,541
Federal and state pools1:
NFIP	164,130			24	%	172,547			24	%
NJ Unsatisfied Claim Judgment Fund	71,884			10		76,342			11
Other	3,136			—		2,557			—
Total federal and state pools	239,150			34		251,446			35
Remaining reinsurance balance	$	463,707		66		$	477,095		65
Munich Re Group (A.M. Best rated "A+")	$	112,889		16		$	110,270		15
Hannover Ruckversicherungs AG (A.M. Best rated "A+")	99,535			14		100,959			14
AXIS Reinsurance Company (A.M. Best rated "A+")	53,374			8		51,014			7
Swiss Re Group (A.M. Best rated "A+")	51,340			7		55,026			8
Partner Reinsurance Company of the U.S. (A.M. Best rated “Au”)	20,748			3		25,424			3
All other reinsurers	125,821			18		134,402			18
Total reinsurers	463,707			66	%	477,095			65	%
Less: collateral2	(106,449		)			(114,843		)
Reinsurers, net of collateral	$	357,258				$	362,252

¹ Considered to have minimal risk of default.

² Includes letters of credit, trust funds, and funds held against reinsurance recoverables.

Note: Some amounts may not foot due to rounding.

List Of Direct, Assumed, And Ceded Reinsurance Amounts

($ in thousands)	2015			2014		2013
Premiums written:
Direct	$	2,403,519		2,228,270		2,133,793
Assumed	23,848			26,306		43,650
Ceded	(357,463		)	(369,296	)	(367,284	)
Net	$	2,069,904		1,885,280		1,810,159
Premiums earned:
Direct	$	2,330,267		2,183,258		2,048,530
Assumed	23,209			34,653		44,464
Ceded	(363,567		)	(365,302	)	(356,922	)
Net	$	1,989,909		1,852,609		1,736,072
Losses and loss expenses incurred:
Direct	$	1,274,872		1,314,864		1,370,293
Assumed	16,996			26,187		32,678
Ceded	(143,327		)	(183,550	)	(281,233	)
Net	$	1,148,541		1,157,501		1,121,738

Schedule of Ceded Premiums and Losses Related to Flood Operations

Ceded to NFIP ($ in thousands)	2015			2014		2013
Ceded premiums written	$	(228,907	)	(237,718	)	(236,309	)
Ceded premiums earned	(233,940		)	(234,224	)	(228,650	)
Ceded losses and loss expenses incurred	(62,078		)	(57,323	)	(183,142	)

XML

Reserve for Losses and Loss Expenses (Tables)

12 Months Ended

Dec. 31, 2015

Insurance Loss Reserves [Abstract]

Schedule of Roll Forward of Reserves for Losses and Loss Expenses

($ in thousands)	2015			2014		2013
Gross reserves for losses and loss expenses, at beginning of year	$	3,477,870		3,349,770		4,068,941
Less: reinsurance recoverable on unpaid losses and loss expenses, at beginning of year	571,978			540,839		1,409,755
Net reserves for losses and loss expenses, at beginning of year	2,905,892			2,808,931		2,659,186
Incurred losses and loss expenses for claims occurring in the:
Current year	1,217,550			1,216,770		1,147,263
Prior years	(69,009		)	(59,269	)	(25,525	)
Total incurred losses and loss expenses	1,148,541			1,157,501		1,121,738
Paid losses and loss expenses for claims occurring in the:
Current year	446,550			468,478		399,559
Prior years	641,174			592,062		572,434
Total paid losses and loss expenses	1,087,724			1,060,540		971,993
Net reserves for losses and loss expenses, at end of year	2,966,709			2,905,892		2,808,931
Add: Reinsurance recoverable on unpaid losses and loss expenses, at end of year	551,019			571,978		540,839
Gross reserves for losses and loss expenses at end of year	$	3,517,728		3,477,870		3,349,770

Schedule of(Favorable)/ Unfavorable Prior Year Development

(Favorable)/Unfavorable Prior Year Development
($ in millions)	2015			2014		2013
General Liability	$	(51.0	)	(43.9	)	(20.0	)
Commercial Automobile	2.4			(4.1	)	(4.5	)
Workers Compensation	(37.0		)	—		23.5
Businessowners' Policies	2.2			1.9		(9.5	)
Commercial Property	(3.0		)	(2.1	)	(7.5	)
Homeowners	1.5			(4.0	)	(2.5	)
Personal Automobile	0.4			(10.8	)	(3.0	)
E&S	15.5			3.7		(2.0	)
Total	$	(69.0	)	(59.3	)	(25.5	)

Schedule of Exposure to Various Asbestos and Environmental Claims

	2015
($ in millions)	Gross		Net
Asbestos	$	8.0	6.8
Landfill sites	13.1		8.3
Leaking underground storage tanks	9.3		8.1
Total	$	30.4	23.2

Schedule of Roll Forward of Gross and Net Asbestos and Environmental Incurred Losses and Loss Expenses and Related Reserves

	2015					2014				2013
($ in thousands)	Gross			Net		Gross		Net		Gross		Net
Asbestos
Reserves for losses and loss expenses at beginning of year	$	8,751		7,314		8,897		7,518		9,170		7,791
Incurred losses and loss expenses	(428		)	(77	)	60		—		—		—
Less: losses and loss expenses paid	(299		)	(444	)	(206	)	(204	)	(273	)	(273	)
Reserves for losses and loss expenses at the end of year	$	8,024		6,793		8,751		7,314		8,897		7,518
Environmental
Reserves for losses and loss expenses at beginning of year	$	21,902		15,680		23,867		17,649		26,405		19,978
Incurred losses and loss expenses	3,396			3,397		107		—		347		68
Less: losses and loss expenses paid	(2,911		)	(2,709	)	(2,072	)	(1,969	)	(2,885	)	(2,397	)
Reserves for losses and loss expenses at the end of year	$	22,387		16,368		21,902		15,680		23,867		17,649
Total Asbestos and Environmental Claims
Reserves for losses and loss expenses at beginning of year	$	30,653		22,994		32,764		25,167		35,575		27,769
Incurred losses and loss expenses	2,968			3,320		167		—		347		68
Less: losses and loss expenses paid	(3,210		)	(3,153	)	(2,278	)	(2,173	)	(3,158	)	(2,670	)
Reserves for losses and loss expenses at the end of year	$	30,411		23,161		30,653		22,994		32,764		25,167

XML

Indebtedness (Tables)

12 Months Ended

Dec. 31, 2015

Debt Disclosure [Abstract]

Schedule of Convenants in the Line of Credit

	Required as of	Actual as of
	December 31, 2015	December 31, 2015
Consolidated net worth	$960 million	$1.4 billion
Statutory surplus	Not less than $750 million	$1.4 billion
Debt-to-capitalization ratio1	Not to exceed 35%	22.1%
A.M. Best financial strength rating	Minimum of A-	A

XML

Segment Information (Tables)

12 Months Ended

Dec. 31, 2015

Segment Reporting [Abstract]

Schedule of Revenue from Continuing Operations By Segment

Revenue by Segment
Years ended December 31,
($ in thousands)	2015		2014	2013
Standard Commercial Lines:
Net premiums earned:
Commercial automobile	$	358,909	333,310	310,994
Workers compensation	290,075		274,585	267,612
General liability	483,291		444,938	405,322
Commercial property	269,022		244,792	224,412
Businessowners’ policies	93,428		85,788	77,097
Bonds	20,350		19,288	19,000
Other	14,367		13,011	12,182
Miscellaneous income	6,343		14,747	10,253
Total Standard Commercial Lines revenue	1,535,785		1,430,459	1,326,872
Standard Personal Lines:
Net premiums earned:
Personal automobile	146,784		151,317	152,005
Homeowners	134,382		134,273	127,991
Other	6,968		11,157	14,336
Miscellaneous income	1,113		1,834	1,948
Total Standard Personal Lines revenue	289,247		298,581	296,280
E&S Lines:
Net premiums earned:
General liability	121,802		96,142	88,761
Commercial property	42,736		38,572	32,054
Commercial automobile	7,795		5,436	4,306
Miscellaneous income	—		17	—
Total E&S Lines revenue	172,333		140,167	125,121
Investments:
Net investment income	121,316		138,708	134,643
Net realized investment gains	13,171		26,599	20,732
Total investment revenues	134,487		165,307	155,375
Total all segments	2,131,852		2,034,514	1,903,648
Other income	—		347	93
Total revenues	$	2,131,852	2,034,861	1,903,741

Schedule of Income from Continuing Operations before Federal Income Tax

Income from Continuing Operations before Federal Income Tax
Years ended December 31,
($ in thousands)	2015			2014		2013
Standard Commercial Lines:
Underwriting gain, before federal income tax	$	164,496		61,221		33,856
GAAP combined ratio	89.2		%	95.7	%	97.4	%
Statutory combined ratio	89.2		%	95.5	%	97.1	%
Standard Personal Lines:
Underwriting gain, before federal income tax	1,336			16,536		8,645
GAAP combined ratio	99.5		%	94.4	%	97.1	%
Statutory combined ratio	99.9		%	94.5	%	96.9	%
E&S Lines:
Underwriting (loss) gain, before federal income tax	(16,803		)	386		(3,735	)
GAAP combined ratio	109.8		%	99.7	%	103.0	%
Statutory combined ratio	108.4		%	99.2	%	102.9	%
Investments:
Net investment income	$	121,316		138,708		134,643
Net realized investment gains	13,171			26,599		20,732
Total investment income, before federal income tax	134,487			165,307		155,375
Tax on investment income	32,090			43,811		40,489
Total investment income, after federal income tax	$	102,397		121,496		114,886

Schedule of Reconciliation of Segment Results to Income From Continuing Operations, Before Federal Income Tax

Reconciliation of Segment Results to Income from Continuing Operations, before Federal Income Tax
Years ended December 31,
($ in thousands)	2015			2014		2013
Underwriting gain (loss), before federal income tax
Standard Commercial Lines	$	164,496		61,221		33,856
Standard Personal Lines	1,336			16,536		8,645
E&S Lines	(16,803		)	386		(3,735	)
Investment income, before federal income tax	134,487			165,307		155,375
Total all segments	283,516			243,450		194,141
Interest expense	(22,428		)	(23,063	)	(26,361	)
General corporate and other expenses	(28,396		)	(23,256	)	(23,978	)
Income from continuing operations, before federal income tax	$	232,692		197,131		143,802

XML

Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2015

Earnings Per Share [Abstract]

Schedule of Reconciliation of Earnings Per Share

2015	Income		Shares	Per Share
($ in thousands, except per share amounts)	(Numerator)		(Denominator)	Amount
Basic EPS:
Net income available to common stockholders	$	165,861	57,212	$	2.90
Effect of dilutive securities:
Stock compensation plans	—		944
Diluted EPS:
Net income available to common stockholders	$	165,861	58,156	$	2.85

2014	Income		Shares	Per Share
($ in thousands, except per share amounts)	(Numerator)		(Denominator)	Amount
Basic EPS:
Net income available to common stockholders	$	141,827	56,310	$	2.52
Effect of dilutive securities:
Stock compensation plans	—		1,041
Diluted EPS:
Net income available to common stockholders	$	141,827	57,351	$	2.47

2013	Income			Shares	Per Share
($ in thousands, except per share amounts)	(Numerator)			(Denominator)	Amount
Basic EPS:
Net income from continuing operations	$	107,415		55,638	$	1.93
Net loss from discontinued operations	(997		)	55,638	(0.02		)
Net income available to common stockholders	$	106,418		55,638	$	1.91
Effect of dilutive securities:
Stock compensation plans	—			1,172
Diluted EPS:
Net income from continuing operations	$	107,415		56,810	$	1.89
Net loss from discontinued operations	(997		)	56,810	(0.02		)
Net income available to common stockholders	$	106,418		56,810	$	1.87

XML

Federal Income Taxes (Tables)

12 Months Ended

Dec. 31, 2015

Income Tax Disclosure [Abstract]

Schedule of Reconciliation of Federal Income Tax on Income at the Corporate Rate to the Effective Tax Rate

($ in thousands)	2015			2014		2013
Tax at statutory rate of 35%	$	81,442		68,996		50,331
Tax-advantaged interest	(13,164		)	(12,926	)	(12,718	)
Dividends received deduction	(1,817		)	(1,121	)	(1,174	)
Other	370			355		(52	)
Federal income tax expense from continuing operations	$	66,831		55,304		36,387

Schedule of Deferred Tax Assets and Liabilities

($ in thousands)	2015		2014
Deferred tax assets:
Net loss reserve discounting	$	74,436	84,502
Net unearned premiums	72,057		66,470
Employee benefits	30,432		33,721
Long-term incentive compensation plans	15,551		13,625
Temporary investment write-downs	5,419		3,939
Net operating loss	1,454		2,136
Alternative minimum tax credits	—		7,400
Other	8,132		9,237
Total deferred tax assets	207,481		221,030
Deferred tax liabilities:
Deferred policy acquisition costs	72,481		63,242
Unrealized gains on investment securities	24,228		43,289
Other investment-related items, net	5,566		5,088
Accelerated depreciation and amortization	12,510		10,962
Total deferred tax liabilities	114,785		122,581
Net deferred federal income tax asset	$	92,696	98,449

Summary of Operating Loss Carryforwards

As of December 31, 2015, we had federal tax NOL carryforwards of $4.2 million. These NOLs, which are subject to an annual limitation of $1.9 million, will expire between 2029 and 2031 as follows:

($ in thousands)	Gross NOL		Tax Effected NOL
2029	$	75	26
2030	3,999		1,400
2031	79		28
Total NOL carryforwards	$	4,153	1,454

XML

Retirement Plans (Tables)

12 Months Ended

Dec. 31, 2015

Defined Benefit Plan Disclosure [Line Items]

Schedule Of Plan Terms In Effect And Revisions Of Retirement Savings Plan

(a) Selective Insurance Retirement Savings Plan (“Retirement Savings Plan”)

SICA offers a voluntary defined contribution 401(k) plan, which is available to most of our employees and is a tax-qualified retirement plan subject to the Employee Retirement Income Security Act of 1974 ("ERISA").  Expense recorded for this plan was $14.1 million in 2015, $13.4 million in 2014, and $12.2 million in 2013.

Schedule of Funded Status Of Retirement Income Plan And Retirement Life Plan

December 31,	Pension Plan
($ in thousands)	2015			2014
Change in Benefit Obligation:
Benefit obligation, beginning of year	$	322,271		249,422
Service cost	7,215			5,763
Interest cost	13,668			12,776
Actuarial losses (gains)	(24,994		)	61,534
Benefits paid	(7,852		)	(7,224	)
Benefit obligation, end of year	$	310,308		322,271
Change in Fair Value of Assets:
Fair value of assets, beginning of year	$	253,452		225,817
Actual return on plan assets, net of expenses	(7,600		)	24,649
Contributions by the employer to funded plans	11,700			10,210
Benefits paid	(7,852		)	(7,224	)
Fair value of assets, end of year	$	249,700		253,452
Funded status	$	(60,608	)	(68,819	)

Schedule of Amounts Recognized in Consolidated Balance Sheet

Amounts Recognized in the Consolidated Balance Sheet:
Liabilities	$	(60,608	)	(68,819	)
Net pension liability, end of year	$	(60,608	)	(68,819	)

Schedule of Amounts recognized in Accumulated Other than Comprehensive Income

Amounts Recognized in AOCI:
Net actuarial loss	$	80,828	89,085
Total	$	80,828	89,085

Schedule of Other Information as of December 31

Other Information as of December 31:
Accumulated benefit obligation	$	310,307	318,018

Schedule of Components Of Net Periodic Benefit Cost And Other Amounts Recognized In Other Comprehensive Income

	Pension Plan
($ in thousands)	2015			2014		2013
Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income:
Net Periodic Benefit Cost:
Service cost	$	7,215		5,763		7,346
Interest cost	13,668			12,776		12,139
Expected return on plan assets	(15,969		)	(15,671	)	(15,755	)
Amortization of unrecognized prior service cost	—			—		21
Amortization of unrecognized actuarial loss	6,831			1,776		4,145
Curtailment expense	—			—		189
Total net periodic cost	$	11,745		4,644		8,085
Other Changes in Plan Assets and Benefit Obligations Recognized in Other Comprehensive Income:
Net actuarial (gain) loss	$	(1,425	)	52,556		(58,001	)
Reversal of amortization of net actuarial loss	(6,831		)	(1,776	)	(4,145	)
Reversal of amortization of prior service cost	—			—		(21	)
Curtailment expense	—			—		(189	)
Total recognized in other comprehensive income	$	(8,256	)	50,780		(62,356	)
Total recognized in net periodic benefit cost and other comprehensive income	$	3,489		55,424		(54,271	)

Schedule Of Weighted- Average Expense and Liability Assumptions

	Pension Plan
	2015		2014	2013
Weighted-Average Expense Assumptions for the years ended December 31:
Discount rate	4.29	%	5.16	4.66
Expected return on plan assets	6.27	%	6.92	7.40
Rate of compensation increase	4.00	%	4.00	4.00

Weighted-Average Liability Assumptions as of December 31:
Discount rate	4.69	%	4.29
Rate of compensation increase	4.00		4.00

Schedule of Allocation of Plan Assets

	2015				2014
	Target Ranges		Actual Percentage		Actual Percentage
Long duration fixed income	55%-100%		60	%	59	%
Global equity	0%-45%		36	%	25	%
Global Asset Allocation1	—	%	—	%	11	%
Private equity1,2	—	%	3	%	4	%
Cash and short-term investments1	—	%	1	%	1	%
Total	—	%	100	%	100	%

Schedule of Quantitative Disclosures of our Financial Assets that were Measured at Fair Value

December 31, 2015			Fair Value Measurements Using
($ in thousands)	Assets Measured at Fair Value 12/31/15		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)1	Significant Other Observable Inputs (Level 2)1	Significant Unobservable Inputs  (Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies	$	104,115	42,702	61,413	—
Foreign government	15,181		—	15,181	—
Obligations of states and political subdivisions	1,359,142		—	1,359,142	—
Corporate securities	1,900,182		—	1,900,182	—
ABS	244,154		—	244,154	—
CMBS	243,592		—	243,592	—
RMBS	541,837		—	541,837	—
Total AFS fixed income securities	4,408,203		42,702	4,365,501	—
AFS equity securities:
Common stock	194,789		191,517	—	3,272
Preferred stock	12,262		12,262	—	—
Total AFS equity securities	207,051		203,779	—	3,272
Total AFS securities	4,615,254		246,481	4,365,501	3,272
Short-term investments	194,819		194,819	—	—
Total assets	$	4,810,073	441,300	4,365,501	3,272

December 31, 2014			Fair Value Measurements Using
($ in thousands)	Assets Measured at Fair Value 12/31/14		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)1	Significant Other Observable Inputs (Level 2)1	Significant Unobservable Inputs  (Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies	$	124,130	53,199	70,931	—
Foreign government	27,831		—	27,831	—
Obligations of states and political subdivisions	1,246,264		—	1,246,264	—
Corporate securities	1,799,806		—	1,799,806	—
ABS	177,224		—	177,224	—
CMBS	179,593		—	179,593	—
RMBS	511,274		—	511,274	—
Total AFS fixed income securities	4,066,122		53,199	4,012,923	—
AFS equity securities:
Common stock	191,400		188,500	—	2,900
Total AFS equity securities	191,400		188,500	—	2,900
Total AFS securities	4,257,522		241,699	4,012,923	2,900
Short-term investments	131,972		131,972	—	—
Total assets	$	4,389,494	373,671	4,012,923	2,900

¹ There were no transfers of securities between Level 1 and Level 2.

Schedule of Effect of Significant Unobservable Inputs, Changes in Plan Assets

Investments in Limited Partnerships
($ in thousands)	2015			2014
Fair value, beginning of year	$	10,392		12,159
Total gains (realized and unrealized)
included in changes in net assets	(410		)	1,586
Purchases	51			334
Sales	—			—
Issuances	—			—
Settlements	(3,575		)	(3,687	)
Transfers into Level 3	—			—
Transfers out of Level 3	—			—
Fair value, end of year	$	6,458		10,392

Schedule of Expected Benefit Payments

($ in thousands)	Pension Plan
Benefits Expected to be Paid in Future
Fiscal Years:
2016	$	9,917
2017	10,958
2018	12,005
2019	13,045
2020	14,092
2021-2025	84,400

Retirement Income Plan [Member]

Defined Benefit Plan Disclosure [Line Items]

Schedule of Quantitative Disclosures of our Financial Assets that were Measured at Fair Value

December 31, 2015			Fair Value Measurements at 12/31/15 Using
($ in thousands)	Assets Measured at Fair Value At 12/31/15		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Description
Long duration fixed income:
Global asset allocation fund	$	33,565	33,565	—	—
Extended duration fixed income	117,297		117,297	—	—
Total long duration fixed income	150,862		150,862	—	—
Global equity:
Non-U.S. equity	42,603		—	42,603	—
U.S. equity	46,840		—	46,840	—
Total global equity	89,443		—	89,443	—
Private equity (limited partnerships):
Private equity	4,852		—	—	4,852
Real estate	1,606		—	—	1,606
Total private equity	6,458		—	—	6,458
Cash and short-term investments:
Short-term investments	1,600		1,600	—	—
Deposit administration contracts	1,418		—	1,418	—
Total cash and short-term investments	3,018		1,600	1,418	—
Total invested assets	$	249,781	152,462	90,861	6,458

December 31, 2014			Fair Value Measurements at 12/31/14 Using
($ in thousands)	Assets Measured at Fair Value At 12/31/14		Quoted Prices in Active Markets for Identical Assets/ Liabilities (Level 1)	Significant Other Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)
Description
Long duration fixed income:
Global asset allocation fund	$	27,782	27,782	—	—
Extended duration fixed income	120,532		120,532	—	—
Total long duration fixed income	148,314		148,314	—	—
Global equity:
Non-U.S. equity	16,852		5,438	11,414	—
U.S. equity	47,719		47,719	—	—
Total global equity	64,571		53,157	11,414	—
Global asset allocation	27,842		27,842	—	—
Private equity (limited partnerships):
Equity long/short hedge	41		—	—	41
Private equity	8,136		—	—	8,136
Real estate	2,215		—	—	2,215
Total private equity	10,392		—	—	10,392
Cash and short-term investments:
Short-term investments	1,222		1,222	—	—
Deposit administration contracts	1,180		—	1,180	—
Total cash and short-term investments	2,402		1,222	1,180	—
Total invested assets	$	253,521	230,535	12,594	10,392

XML

Share-Based Payments (Tables)

12 Months Ended

Dec. 31, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Share-Based Compensation Retired Plans

Retired Plans

The following plans are closed for the issuance of new awards, although awards outstanding continue in effect according to the terms of the applicable award agreements:

December 31, 2015	Types of Share-Based Payments Issued	Reserve Shares	Awards Outstanding1
Plan
2005 Omnibus Stock Plan ("2005 Stock Plan")	Qualified and nonqualified stock options, SARs, restricted stock, RSUs, phantom stock, stock bonuses, and other awards in such amounts and with such terms and conditions as it determined, subject to the provisions of the 2005 Stock Plan. The maximum exercise period for an option grant under this plan is 10 years from the date of the grant. DEUs are earned during the vesting period on RSU grants. The DEUs are reinvested in the Parent's common stock at fair value on each dividend payment date.	3,182,006	1,225,486
Parent's Stock Compensation Plan for Non-employee Directors ("Directors Stock Compensation Plan")	Directors could elect to receive a portion of their annual compensation in shares of the Parent's common stock.	67,978	67,978

¹ Awards outstanding under the 2005 Stock Plan consisted of 732,058 RSUs and 493,428 stock options.

Schedule of Share-Based Compensation ESPP and ASPP Shares Granted

A summary of ESPP and Agent Plan share issuances is as follows:

	2015	2014	2013
ESPP Issuances	100,944	106,832	122,951
Agent Plan Issuances	82,142	78,724	86,388

Schedule of Share-Based Compensation Shares Available for Issuance

Shares authorized and available for issuance as of December 31, 2015 are as follows:

As of December 31, 2015	Authorized	Available for Issuance	Awards Outstanding
Stock Plan	3,500,000	3,138,273	344,105
ESPP	1,500,000	663,154	—
Agent Plan	3,000,000	1,937,154	—

Schedule Of Share-Based Compensation Plan Approval

The following table provides information regarding the approval of these plans:

Plan	Approvals
Stock Plan	Approved effective as of May 1, 2014 by stockholders on April 23, 2014.
Cash Plan	Approved effective April 1, 2005 by stockholders on April 27, 2005. Most recently amended and restated plan was approved effective May 1, 2014 by stockholders on April 23, 2014.
ESPP	Approved by stockholders on April 29, 2009 effective July 1, 2009.
Agent Plan	Approved by stockholders on April 26, 2006. Most recently amended and restated plan (which made immaterial amendments to the original plan) was approved on July 27, 2010 by the Parent's Board of Directors' Salary and Employee Benefits Committee ("SEBC").

Schedule of Types of Share-Based Payments Issued

The types of awards that can be issued under each of these plans are as follows:

Plan	Types of Share-Based Payments Issued
Stock Plan	Qualified and nonqualified stock options, stock appreciation rights ("SARs"), restricted stock, restricted stock units ("RSUs"), stock grants, and other awards valued in whole or in part by reference to the Parent's common stock. The maximum exercise period for an option grant under this plan is 10 years from the date of the grant. Dividend equivalent units ("DEUs") are earned during the vesting period on RSU grants. The DEUs are reinvested in the Parent's common stock at fair value on each dividend payment date. The requisite service period for grants to employees under this plan is the lesser of: (i) the stated vested date, which is typically three years from issuance; or (ii) the date the employee becomes eligible to retire.
Cash Plan	Cash incentive units (“CIUs”). The initial dollar value of each CIU will be adjusted to reflect the percentage increase or decrease in the total shareholder return on the Parent's common stock over a specified performance period. In addition, for certain grants, the number of CIUs granted will be increased or decreased to reflect our performance on specified performance indicators as compared to targeted peer companies. The requisite service period for grants under this plan is the lesser of: (i) the stated vested date, which is typically three years from issuance; or (ii) the date the employee becomes eligible to retire.
ESPP	Enables to employees to purchase shares of the Parent’s common stock. The purchase price is the lower of: (i) 85% of the closing market price at the time the option is granted; or (ii) 85% of the closing price at the time the option is exercised. Shares are generally issued on June 30 and December 31 of each year.
Agent Plan	Quarterly offerings to purchase the Parent's common stock at a 10% discount with a one year restricted period during which the shares purchased cannot be sold or transferred. Only our independent retail insurance agencies and wholesale general agencies, and certain eligible persons associated with the agencies, are eligible to participate in this plan.

Schedule of Summary of Stock Option Transactions under Share Based Payment Plans

	Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life in Years	Aggregate Intrinsic Value ($ in thousands)
Outstanding at December 31, 2014	734,539	$	19.52
Granted in 2015	—	—
Exercised in 2015	241,111	22.97
Forfeited or expired in 2015	—	—
Outstanding at December 31, 2015	493,428	$	17.84	2.90	$	7,767
Exercisable at December 31, 2015	493,428	$	17.84	2.90	$	7,767

Schedule of Summary of Restricted Stock Units Transactions under Share-Based Payment Plans

RSU Transactions

A summary of the RSU transactions under our share-based payment plans is as follows:

	Number of Shares	Weighted Average Grant Date Fair Value
Unvested RSU awards at December 31, 2014	1,077,010	$	20.18
Granted in 2015	342,409	25.22
Vested in 2015	371,930	18.24
Forfeited in 2015	28,959	21.41
Unvested RSU awards at December 31, 2015	1,018,530	$	22.55

Schedule of Weighted Average Assumptions for Employee Stock Purchase Plan

	ESPP
	2015		2014	2013
Risk-free interest rate	0.10	%	0.07	0.11
Expected term	6 months		6 months	6 months
Dividend yield	2.0	%	2.0	2.4
Expected volatility	20	%	21	19

Schedule of Weighted-Average Fair Value of Stock Per Share

The weighted-average fair value of options and stock per share, including RSUs granted for the Parent's stock plans, during 2015, 2014, and 2013 is as follows:

	2015		2014	2013
RSUs	$	25.22	21.58	21.03
ESPP:
Six month option	1.26		1.24	0.97
Discount of grant date market value	4.16		3.87	3.24
Total ESPP	5.42		5.11	4.21
Agent Plan:
Discount of grant date market value	2.94		2.42	2.40

The fair value of the CIU liability is remeasured at each reporting period through the settlement date of the awards, which is three years from the date of grant based on an amount expected to be paid. A Monte Carlo simulation is performed to approximate the projected fair value of the CIUs that, in accordance with the Cash Plan, is adjusted to reflect our performance on specified indicators as compared to targeted peer companies.

Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan

Expense Recognition

The following table provides share-based compensation expense in 2015, 2014, and 2013:

($ in millions)	2015			2014		2013
Share-based compensation expense, pre-tax	$	23.8		18.6		19.9
Income tax benefit	(8.0		)	(6.2	)	(6.8	)
Share-based compensation expense, after-tax	$	15.8		12.4		13.1

XML

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2015

Commitments and Contingencies Disclosure [Abstract]

Schedule of Future Minimum Rental Commitments For Non-Cancelable Leases

($ in millions)	Capital Leases		Operating Leases	Total
2016	$	3.9	6.7	10.6
2017	2.8		5.5	8.3
2018	1.2		4.9	6.1
2019	—		4.1	4.1
2020	—		3.1	3.1
After 2020	—		5.8	5.8
Total minimum payment required	$	7.9	30.1	38.0

XML

Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds (Tables)

12 Months Ended

Dec. 31, 2015

Insurance [Abstract]

Schedule of Insurance Subsidiaries Statutory Surplus Data

	State of Domicile	Unassigned Surplus				Statutory Surplus		Statutory Net Income
($ in millions)		2015		2014		2015	2014	2015	2014	2013
SICA	New Jersey	$	366.6	338.8		520.8	493.0	69.6	83.9	53.1
Selective Way Insurance Company ("SWIC")	New Jersey	223.6		201.3		272.6	250.3	42.3	37.0	27.5
Selective Insurance Company of South Carolina ("SICSC")	Indiana	96.6		83.9		127.9	115.1	15.9	14.0	8.2
Selective Insurance Company of the Southeast ("SICSE")	Indiana	70.7		59.3		96.2	84.9	12.1	10.5	6.0
Selective Insurance Company of New York ("SICNY")	New York	65.3		54.9		93.0	82.6	12.7	10.3	6.9
Selective Insurance Company of New England ("SICNE")	New Jersey	9.2		5.3		39.4	35.4	5.5	4.4	3.1
Selective Auto Insurance Company of New Jersey ("SAICNJ")	New Jersey	26.4		18.4		69.2	61.3	10.8	9.1	2.5
MUSIC	New Jersey	7.0		(1.7	)	75.5	66.8	9.5	7.3	5.2
Selective Casualty Insurance Company ("SCIC")	New Jersey	17.8		8.2		92.3	82.7	12.1	9.6	6.6
Selective Fire and Casualty Insurance Company ("SFCIC")	New Jersey	7.5		3.8		39.4	35.7	5.3	4.2	3.1
Total		$	890.7	772.2		1,426.3	1,307.8	195.8	190.3	122.2

Schedule of Insurance Subsidiaries Dividend Paid To Parent

Dividends		Twelve Months ended December 31, 2015
($ in millions)	State of Domicile	Ordinary Dividends Paid
SICA	New Jersey	$	26.0
SWIC	New Jersey	16.0
SICSC	Indiana	3.3
SICSE	Indiana	2.0
SICNY	New York	2.5
SICNE	New Jersey	1.5
SAICNJ	New Jersey	2.5
SCIC	New Jersey	2.5
SFCIC	New Jersey	1.5
Total		$	57.8

Schedule of Maximum Payments Insurance Subsidiaries Of Ordinary Dividends

		2016
($ in millions)	State of Domicile	Maximum Ordinary Dividends
SICA	New Jersey	$	61.2
SWIC	New Jersey	37.0
SICSC	Indiana	15.9
SICSE	Indiana	12.1
SICNY	New York	9.3
SICNE	New Jersey	5.5
SAICNJ	New Jersey	10.6
MUSIC	New Jersey	9.4
SCIC	New Jersey	12.1
SFCIC	New Jersey	5.2
Total		$	178.3

XML

Quarterly Financial Information (Tables)

12 Months Ended

Dec. 31, 2015

Quarterly Financial Information Disclosure [Abstract]

Schedule of Quarterly Financial Information

(unaudited, $ in thousands,	First Quarter				Second Quarter			Third Quarter			Fourth Quarter
except per share data)	2015		2014		2015		2014	2015	2014		2015		2014
Net premiums earned	$	476,123	456,495		490,309		463,625	507,390	462,639		516,087		469,850
Net investment income earned	26,917		35,534		32,230		36,774	32,061	34,292		30,108		32,108
Net realized gains (losses)	18,883		7,218		(3,420	)	4,539	308	15,231		(2,600	)	(389	)
Underwriting income (loss)	26,021		(5,015	)	29,124		10,084	44,831	34,437		49,053		38,637
Net income	39,708		17,974		33,768		29,341	46,996	53,162		45,389		41,350
Other comprehensive income (loss)	3,827		16,678		(35,944	)	26,483	6,290	(18,887	)	(3,386	)	(29,337	)
Comprehensive income (loss)	43,535		34,652		(2,176	)	55,824	53,286	34,275		42,003		12,013
Net income per share:
Basic	0.70		0.32		0.59		0.52	0.82	0.94		0.79		0.73
Diluted	0.69		0.31		0.58		0.51	0.81	0.93		0.78		0.72
Dividends to stockholders1	0.14		0.13		0.14		0.13	0.14	0.13		0.15		0.14
Price range of common stock:2
High	30.10		26.99		29.60		25.42	32.50	25.46		37.91		27.65
Low	25.49		21.38		26.28		22.14	28.10	21.97		30.36		22.01

The addition of all quarters may not agree to annual amounts on the Financial Statements due to rounding.

¹ See Note 19. “Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds” for a discussion of dividend restrictions.

² These ranges of high and low prices of the Parent’s common stock, as reported by the NASDAQ Global Select Market, represent actual transactions. Price quotations do not include retail markups, markdowns, and commissions. The range of high and low prices for common stock for the period beginning January 4, 2016 and ending February 12, 2016 was $29.27 to $34.00.

XML

Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Millions	9 Months Ended			12 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Depreciation expense				$ 16.4	$ 12.6	$ 10.2
Investment yields before tax assumed in premium deficiency assessment	2.50%	3.00%	3.00%
Deferred policy acquisition costs amortized to expense				$ 399.4	$ 364.3	$ 331.8

XML

Summary of Significant Accounting Policies (Property and Equipment) (Details)	12 Months Ended
	Dec. 31, 2015
Computer hardware [Member]
Property, Plant and Equipment, Estimated Useful Lives	3
Furniture and fixtures [Member]
Property, Plant and Equipment, Estimated Useful Lives	10
Maximum [Member] | Computer software [Member]
Property, Plant and Equipment, Estimated Useful Lives	5
Maximum [Member] | Internally developed software [Member]
Property, Plant and Equipment, Estimated Useful Lives	10
Maximum [Member] | Building and improvements [Member]
Property, Plant and Equipment, Estimated Useful Lives	40
Minimum [Member] | Computer software [Member]
Property, Plant and Equipment, Estimated Useful Lives	3
Minimum [Member] | Internally developed software [Member]
Property, Plant and Equipment, Estimated Useful Lives	5
Minimum [Member] | Building and improvements [Member]
Property, Plant and Equipment, Estimated Useful Lives	5

XML

Adoption of Accounting Pronouncements(Other Information) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Other assets	$ 78,339	$ 66,607
Total Assets	6,904,433	6,574,942
Notes payable	388,192	372,689
Liabilities	5,506,392	5,299,356
Total Liabilities and Stockholders' Equity	6,904,433	6,574,942
Interest expense	22,428	23,063	$ 26,361
Other expenses	$ 38,371	32,696	31,863
Restatement Adjustment [Member]
Other assets		66,607
Total Assets		6,574,942
Notes payable		372,689
Liabilities		5,299,356
Total Liabilities and Stockholders' Equity		6,574,942
Interest expense		23,063	26,361
Other expenses		32,696	31,863
Scenario, Previously Reported [Member]
Other assets		73,215
Total Assets		6,581,550
Notes payable		379,297
Liabilities		5,305,964
Total Liabilities and Stockholders' Equity		6,581,550
Interest expense		22,086	22,538
Other expenses		$ 33,673	$ 35,686

XML

Statements of Cash Flow (Cash Flow Supplemental Disclosures) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Interest	$ 21,892	$ 22,221	$ 21,465
Federal income tax	39,500	22,699	20,000
Stock split related to equity securities, AFS	4,239	334	0
Assets acquired under capital lease arrangements	6,760	5,642	2,583
Non-cash purchase of property and equipment	0	338	20
AFS Fixed Income Securities [Member]
Tax- free exchange of fixed income securities	36,792	20,781	37,965
Held-to-maturity Securities [Member]
Tax- free exchange of fixed income securities	15,257	4,289	$ 15,820
National Flood Insurance Program [Member]
Restricted cash	$ 11,900	$ 6,000

XML

Investments (Unrealized Gains on Investments) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Net unrealized gains	$ 69,224	$ 123,683	$ 79,237
Deferred income tax expense	(24,228)	(43,289)	(27,733)
Net unrealized gains, net of deferred income tax	44,996	80,394	51,504
(Decrease) increase in net unrealized gains in OCI, net of deferred income tax	(35,398)	28,890	(70,824)
AFS Fixed Income Securities [Member]
Net unrealized gains	55,689	90,336	39,559
Equity Securities [Member]
Net unrealized gains	13,235	32,389	37,421
Available-for-sale Securities [Member]
Net unrealized gains	68,924	122,725	76,980
Total HTM Securities [Member]
Net unrealized gains	$ 300	$ 958	$ 2,257

XML

Investments (Held-To-Maturity Securities Disclosure) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Amortized Cost	$ 201,054	$ 317,179
Net Unrealized Gains (Losses)	300	958
Total HTM fixed income securities carrying value	201,354	318,137
Unrecognized Holding Gains	8,190	15,824
Unrecognized Holding Losses	0	0
Total HTM fixed income securities fair value	$ 209,544	333,961
Held To Maturity Securities Average Duration	1 year 6 months
Foreign Government [Member]
Amortized Cost		5,292
Net Unrealized Gains (Losses)		47
Total HTM fixed income securities carrying value		5,339
Unrecognized Holding Gains		55
Unrecognized Holding Losses		0
Total HTM fixed income securities fair value		5,394
Obligations of States and Political Subdivisions [Member]
Amortized Cost	$ 175,269	285,301
Net Unrealized Gains (Losses)	848	2,071
Total HTM fixed income securities carrying value	176,117	287,372
Unrecognized Holding Gains	5,763	11,760
Unrecognized Holding Losses	0	0
Total HTM fixed income securities fair value	181,880	299,132
Corporate Securities [Member]
Amortized Cost	20,228	18,899
Net Unrealized Gains (Losses)	(185)	(273)
Total HTM fixed income securities carrying value	20,043	18,626
Unrecognized Holding Gains	1,972	2,796
Unrecognized Holding Losses	0	0
Total HTM fixed income securities fair value	22,015	21,422
Asset-backed Securities [Member]
Amortized Cost	1,030	2,818
Net Unrealized Gains (Losses)	(120)	(455)
Total HTM fixed income securities carrying value	910	2,363
Unrecognized Holding Gains	118	460
Unrecognized Holding Losses	0	0
Total HTM fixed income securities fair value	1,028	2,823
Commercial Mortgage Backed Securities [Member]
Amortized Cost	4,527	4,869
Net Unrealized Gains (Losses)	(243)	(432)
Total HTM fixed income securities carrying value	4,284	4,437
Unrecognized Holding Gains	337	753
Unrecognized Holding Losses	0	0
Total HTM fixed income securities fair value	$ 4,621	$ 5,190

XML

Investments (Available-For-Sale Securities Disclosure) (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	$ 4,546,330	$ 4,134,797
Unrealized Gains	93,777	133,299
Unrealized Losses	(24,853)	(10,574)
Total AFS securities	4,615,254	4,257,522
Afs Fixed Maturity Securities [Member] | Commercial Mortgage Backed Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Government guaranteed agency securities fair value	4,500	13,200
Afs Fixed Maturity Securities [Member] | Residential Mortgage Backed Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Government guaranteed agency securities fair value	19,700	32,400
AFS Fixed Income Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	4,352,514	3,975,786
Unrealized Gains	78,504	100,578
Unrealized Losses	(22,815)	(10,242)
Total AFS securities	4,408,203	4,066,122
AFS Fixed Income Securities [Member] | U.S. Government and Government Agencies [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	99,485	116,666
Unrealized Gains	4,721	7,592
Unrealized Losses	(91)	(128)
Total AFS securities	104,115	124,130
AFS Fixed Income Securities [Member] | Foreign Government [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	14,885	27,035
Unrealized Gains	298	796
Unrealized Losses	(2)	0
Total AFS securities	15,181	27,831
AFS Fixed Income Securities [Member] | Obligations of States and Political Subdivisions [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	1,314,779	1,208,776
Unrealized Gains	44,523	38,217
Unrealized Losses	(160)	(729)
Total AFS securities	1,359,142	1,246,264
AFS Fixed Income Securities [Member] | Corporate Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	1,892,296	1,763,427
Unrealized Gains	23,407	42,188
Unrealized Losses	(15,521)	(5,809)
Total AFS securities	1,900,182	1,799,806
AFS Fixed Income Securities [Member] | Asset-backed Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	244,541	176,837
Unrealized Gains	531	760
Unrealized Losses	(918)	(373)
Total AFS securities	244,154	177,224
AFS Fixed Income Securities [Member] | Commercial Mortgage Backed Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	245,252	177,932
Unrealized Gains	750	2,438
Unrealized Losses	(2,410)	(777)
Total AFS securities	243,592	179,593
AFS Fixed Income Securities [Member] | Residential Mortgage Backed Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	541,276	505,113
Unrealized Gains	4,274	8,587
Unrealized Losses	(3,713)	(2,426)
Total AFS securities	541,837	511,274
Equity Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	193,816	159,011
Unrealized Gains	15,273	32,721
Unrealized Losses	(2,038)	(332)
Total AFS securities	207,051	191,400
Equity Securities [Member] | Common Stock [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	181,991	159,011
Unrealized Gains	14,796	32,721
Unrealized Losses	(1,998)	(332)
Total AFS securities	194,789	$ 191,400
Equity Securities [Member] | Nonredeemable Preferred Stock [Member]
Schedule of Available-for-sale Securities [Line Items]
Cost/Amortized Cost	11,825
Unrealized Gains	477
Unrealized Losses	(40)
Total AFS securities	$ 12,262

XML

Investments (Number of Securities in an Unrealized Unrecognized Loss Position) (Details) $ in Thousands		Dec. 31, 2015 USD ($) Securities	Dec. 31, 2014 USD ($) Securities
Held To Maturity Securities Unrecognized Gains Losses Aggregate Continuous Unrealized Loss Position Twelve Months or Longer		$ 116	$ 439
Held-to-maturity Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		0	196
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		141,580	442,058
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss		(4,900)	(8,170)	[1]
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		1,449,183	466,387
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss		$ (19,953)	$ (2,408)	[1]
Number of securities in an unrealized/unrecognized loss position | Securities		609	350
Unrealized Unrecognized Loss		$ 24,859	$ 10,596
Percentage Decline in Fair Value Percentage		2.00%
Held-to-maturity Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	$ 0	(3)
Held To Maturity Securities Unrecognized Gains Losses Aggregate Continuous Unrealized Loss Position Less Than Twelve Months		0	1
Held-to-maturity Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		805	2,235
Held-to-maturity Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	(122)	(455)
Available For Sale and Held To Maturity Securities Continuous Unrealized Loss Position Less Than Twelve Months Fair Value		1,449,183	466,583
Available For Sale And Held To Maturity Securities Continuous Unrealized Loss Position Less Than Twelve Months Aggregate Losses	[1]	(19,953)	(2,411)
Held To Maturity And Available For Sale Securities Unrecognized Gains Losses Aggregate Continuous Unrealized Loss Position Less Than Twelve Months		0	1
Available For Sale and Held To Maturity Securities Continuous Unrealized Loss Position Twelve Months Or Longer Fair Value		142,385	444,293
Available For Sale And Held To Maturity Securities Continuous Unrealized Loss Position Twelve Months Or Longer Aggregate Losses	[1]	(5,022)	(8,625)
Held To Maturity And Available For Sale Securities Unrecognized Gains Losses Aggregate Continuous Unrealized Loss Position For Twelve Months Or Longer		$ 116	$ 439
Eighty Percent to Ninety-Nine Percent [Member]
Number of securities in an unrealized/unrecognized loss position | Securities		606	350
Unrealized Unrecognized Loss		$ 22,971	$ 10,596
Sixty Percent to Seventy-Nine Percent [Member]
Number of securities in an unrealized/unrecognized loss position | Securities		3	0
Unrealized Unrecognized Loss		$ 1,888	$ 0
Forty Percent to Fifty-Nine Percent [Member]
Number of securities in an unrealized/unrecognized loss position | Securities		0	0
Unrealized Unrecognized Loss		$ 0	$ 0
Twenty Percent to Thirty-Nine Percent [Member]
Number of securities in an unrealized/unrecognized loss position | Securities		0	0
Unrealized Unrecognized Loss		$ 0	$ 0
Zero Percent to Nineteen Percent [Member]
Number of securities in an unrealized/unrecognized loss position | Securities		0	0
Unrealized Unrecognized Loss		$ 0	$ 0
Afs Fixed Maturity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		141,580	442,058
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	(4,900)	(8,170)
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		1,416,504	461,125
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	(17,915)	(2,072)
Equity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		0	0
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss		0	0
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		32,679	5,262
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss		(2,038)	(336)
U.S. Government and Government Agencies [Member] | Afs Fixed Maturity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		396	10,866
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	(4)	(115)
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		16,006	7,567
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	(87)	(13)
Foreign Government [Member] | Afs Fixed Maturity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		0
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	0
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		1,067
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	(2)
Obligations of States and Political Subdivisions [Member]
Held To Maturity Securities Unrecognized Gains Losses Aggregate Continuous Unrealized Loss Position Twelve Months or Longer			0
Held-to-maturity Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value			196
Held-to-maturity Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]		(3)
Held To Maturity Securities Unrecognized Gains Losses Aggregate Continuous Unrealized Loss Position Less Than Twelve Months			1
Held-to-maturity Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value			0
Held-to-maturity Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]		0
Obligations of States and Political Subdivisions [Member] | Afs Fixed Maturity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		0	64,018
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	0	(624)
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		28,617	47,510
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	(160)	(105)
Corporate Securities [Member] | Afs Fixed Maturity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		50,382	153,613
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	(2,850)	(4,075)
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		761,479	276,648
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	(12,671)	(1,734)
Asset-backed Securities [Member]
Held To Maturity Securities Unrecognized Gains Losses Aggregate Continuous Unrealized Loss Position Twelve Months or Longer		116	439
Held-to-maturity Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		0	0
Held-to-maturity Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	0	0
Held To Maturity Securities Unrecognized Gains Losses Aggregate Continuous Unrealized Loss Position Less Than Twelve Months		0	0
Held-to-maturity Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		805	2,235
Held-to-maturity Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	(122)	(455)
Asset-backed Securities [Member] | Afs Fixed Maturity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		12,022	15,618
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	(111)	(195)
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		197,477	113,202
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	(807)	(178)
Commercial Mortgage Backed Securities [Member] | Afs Fixed Maturity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		15,385	59,219
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	(214)	(743)
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		146,944	12,799
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	(2,196)	(34)
Residential Mortgage Backed Securities [Member] | Afs Fixed Maturity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		63,395	138,724
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	[1]	(1,721)	(2,418)
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		264,914	3,399
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss	[1]	(1,992)	(8)
Common Stock [Member] | Equity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		0	0
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss		0	0
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		31,148	5,262
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss		(1,998)	$ (336)
Nonredeemable Preferred Stock [Member] | Equity Securities [Member]
Available-for-sale Securities, Continuous Unrealized Loss Position, Twelve Months or Longer, Fair Value		0
Available-for-sale Securities, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss		0
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value		1,531
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than 12 Months, Accumulated Loss		$ (40)

[1] Gross unrealized losses include non-OTTI unrealized amounts and OTTI losses recognized in AOCI. In addition, this column includes remaining unrealized gain or loss amounts on securities that were transferred to an HTM designation in the first quarter of 2009 for those securities that are in a net unrealized/unrecognized loss position.

XML

Investments (HTM Fixed Maturity Securities by Contractual Maturity) (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Due in one year or less carrying value	$ 98,601
Due after one year through five years carrying value	89,231
Due after five years through 10 years carrying value	13,522
Total HTM fixed income securities carrying value	201,354	$ 318,137
Due in one year or less fair value	99,872
Due after one year through five years fair value	94,358
Due after five years through 10 years fair value	15,314
Total HTM fixed income securities fair value	$ 209,544	$ 333,961

XML

Investments (AFS Fixed Maturity Securities by Contractual Maturity) (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Schedule of Available-for-sale Securities [Line Items]
Due in one year or less fair value	$ 472,331
Due after one year through five years fair value	2,135,301
Due after five years through 10 years fair value	1,733,858
Due after 10 years fair value	66,713
Total AFS fixed maturity securities	$ 4,408,203	$ 4,066,122

XML

Investments (Other Investment Portfolio by Strategy and the Remaining Commitment Amount Associated With Each Strategy) (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Carrying Value	$ 77,842	$ 99,203
Alternative Investments [Member]
Carrying Value	67,834	92,968
Remaining Commitment	71,153
Other Investment Portfolio [Member]
Carrying Value	77,842	99,203
Remaining Commitment	74,353
Secondary Private Equity [Member] | Alternative Investments [Member]
Carrying Value	35,088	48,538
Remaining Commitment	30,204
Private Equity [Member] | Alternative Investments [Member]
Carrying Value	13,246	18,533
Remaining Commitment	15,129
Energy Power Generation [Member] | Alternative Investments [Member]
Carrying Value	19,500	25,897
Remaining Commitment	25,820
Other Securities [Member]
Carrying Value	10,008	$ 6,235
Remaining Commitment	$ 3,200

XML

Investments (Aggregated Balance Sheet Summarized Financial Information for Partnerhips in our Alternative Investment Portfolio) (Details) - Investments Accounted For Under The Equity Method [Member] - USD ($) $ in Millions	Sep. 30, 2015	Sep. 30, 2014
Investments	$ 7,527	$ 10,096
Total assets	8,515	10,695
Total liabilities	316	545
Partners' capital	$ 8,199	$ 10,150

XML

Investments (Aggregated Income Statement Summarized Financial Information for Partnerhips in our Alternative Investment Portfolio) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Sep. 30, 2015	Dec. 31, 2014	Sep. 30, 2014	Dec. 31, 2013	Sep. 30, 2013
Schedule of Equity Method Investments [Line Items]
Net investment income earned	$ 30,108	$ 32,061	$ 32,230	$ 26,917	$ 32,108	$ 34,292	$ 36,774	$ 35,534	$ 121,316		$ 138,708		$ 134,643
Investments Accounted For Under The Equity Method [Member]
Schedule of Equity Method Investments [Line Items]
Net Investment Income										$ 129,000		$ 226,000		$ 406,000
Realized gains										1,187,000		581,000		913,000
Net change in unrealized (depreciation) appreciation										(1,364,000)		1,098,000		382,000
Net Income										$ (48,000)		$ 1,905,000		$ 1,701,000
Partnership Interest [Member]
Schedule of Equity Method Investments [Line Items]
Net investment income earned									$ (1,900)		$ 13,600		$ 15,200

XML

Investments (Investments Pledged as Collateral) (Details) $ in Millions	Dec. 31, 2015 USD ($)
Schedule of Available-for-sale Securities [Line Items]
Federal Home Loan Bank, Advances, General Debt Obligations, Disclosures, Collateral Pledged	$ 63.7
Securities Pledged As Collateral For Reinsurance Obligations	11.5
Assets Held by Insurance Regulators	24.0
Securities pledged as collateral for reinsurance obligations	99.2
Outstanding borrowing with the Federal Home Loan Bank of Indianapolis	60.0
U.S. Government and Government Agencies [Member]
Schedule of Available-for-sale Securities [Line Items]
Federal Home Loan Bank, Advances, General Debt Obligations, Disclosures, Collateral Pledged	7.5
Securities Pledged As Collateral For Reinsurance Obligations	0.0
Assets Held by Insurance Regulators	24.0
Securities pledged as collateral for reinsurance obligations	31.5
Obligations of States and Political Subdivisions [Member]
Schedule of Available-for-sale Securities [Line Items]
Federal Home Loan Bank, Advances, General Debt Obligations, Disclosures, Collateral Pledged	0.0
Securities Pledged As Collateral For Reinsurance Obligations	5.0
Assets Held by Insurance Regulators	0.0
Securities pledged as collateral for reinsurance obligations	5.0
Corporate Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Federal Home Loan Bank, Advances, General Debt Obligations, Disclosures, Collateral Pledged	0.0
Securities Pledged As Collateral For Reinsurance Obligations	4.7
Assets Held by Insurance Regulators	0.0
Securities pledged as collateral for reinsurance obligations	4.7
Commercial Mortgage Backed Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Federal Home Loan Bank, Advances, General Debt Obligations, Disclosures, Collateral Pledged	1.2
Securities Pledged As Collateral For Reinsurance Obligations	0.0
Assets Held by Insurance Regulators	0.0
Securities pledged as collateral for reinsurance obligations	1.2
Residential Mortgage Backed Securities [Member]
Schedule of Available-for-sale Securities [Line Items]
Federal Home Loan Bank, Advances, General Debt Obligations, Disclosures, Collateral Pledged	55.0
Securities Pledged As Collateral For Reinsurance Obligations	1.8
Assets Held by Insurance Regulators	0.0
Securities pledged as collateral for reinsurance obligations	$ 56.8

XML

Investments (Credit Concentration Risk) (Details)	Dec. 31, 2015	Dec. 31, 2014
Investments [Abstract]
Maximum exposure to credit concentration risk of the Company's stockholder's equity other than certain U.S. government agencies	10.00%	10.00%

XML

Investments (Net Investment Income) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Statement [Line Items]
Net investment income earned	$ 30,108	$ 32,061	$ 32,230	$ 26,917	$ 32,108	$ 34,292	$ 36,774	$ 35,534	$ 121,316	$ 138,708	$ 134,643
Fixed Income Securities [Member]
Statement [Line Items]
Net investment income earned									123,230	126,489	121,582
Equity Securities, Dividend Income [Member]
Statement [Line Items]
Net investment income earned									9,161	7,449	6,140
Short-term Investments [Member]
Statement [Line Items]
Net investment income earned									112	66	117
Other Investment Portfolio [Member]
Statement [Line Items]
Net investment income earned									(1,890)	13,580	15,208
Investment Expenses [Member]
Statement [Line Items]
Net investment income earned									$ (9,297)	$ (8,876)	$ (8,404)

XML

Investments (OTTI by Asset Type) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
OTTI Losses Gross	$ 18,366	$ 11,104	$ 5,566
OTTI included in OCI	0	0	(77)
Total OTTI charges recognized in earnings	18,366	11,104	5,643
AFS Fixed Income Securities [Member]
OTTI Losses Gross			16
OTTI included in OCI			(30)
Total OTTI charges recognized in earnings			46
Other Investments [Member]
OTTI Losses Gross		580	1,847
OTTI included in OCI		0	0
Total OTTI charges recognized in earnings		580	1,847
Held-to-maturity Securities [Member] | Asset-backed Securities [Member]
OTTI Losses Gross			(44)
OTTI included in OCI			(47)
Total OTTI charges recognized in earnings			3
AFS Fixed Income Securities [Member]
OTTI Losses Gross	2,189	7
OTTI included in OCI	0	0
Total OTTI charges recognized in earnings	2,189	7
AFS Fixed Income Securities [Member] | Corporate Securities [Member]
OTTI Losses Gross	2,188
OTTI included in OCI	0
Total OTTI charges recognized in earnings	2,188
AFS Fixed Income Securities [Member] | Residential Mortgage Backed Securities [Member]
OTTI Losses Gross	1	7	16
OTTI included in OCI	0	0	(30)
Total OTTI charges recognized in earnings	1	7	46
Available-for-sale Securities [Member] | Equity Securities [Member]
OTTI Losses Gross	16,177	10,517	3,747
OTTI included in OCI	0	0	0
Total OTTI charges recognized in earnings	16,177	10,517	3,747
Held To Maturity Fixed Maturity Securities [Member]
OTTI Losses Gross			(44)
OTTI included in OCI			(47)
Total OTTI charges recognized in earnings			3
Common Stock [Member] | Available-for-sale Securities [Member] | Equity Securities [Member]
OTTI Losses Gross	15,996	10,517	3,747
OTTI included in OCI	0	0	0
Total OTTI charges recognized in earnings	15,996	$ 10,517	$ 3,747
Nonredeemable Preferred Stock [Member] | Available-for-sale Securities [Member] | Equity Securities [Member]
OTTI Losses Gross	181
OTTI included in OCI	0
Total OTTI charges recognized in earnings	$ 181

XML

Investments (Components Of Net Realized Gains, Excluding OTTI Charges) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Schedule of Available-for-sale and Held-to-maturity Securities [Line Items]
HTM fixed income securities gains									$ 5	$ 2	$ 195
HTM fixed income securities losses									(1)	(20)	(95)
Other investment securities gains									162	1	0
Other investment securities losses									(653)	0	(1,060)
Net realized investment gains	$ (2,600)	$ 308	$ (3,420)	$ 18,883	$ (389)	$ 15,231	$ 4,539	$ 7,218	31,537	37,703	26,375
Proceeds from sale of available-for-sale securities									234,100	259,000	135,900
Fixed Income Securities [Member]
Schedule of Available-for-sale and Held-to-maturity Securities [Line Items]
AFS securities gains									4,515	1,945	3,340
AFS securities losses									(312)	(392)	(373)
Equity Securities [Member]
Schedule of Available-for-sale and Held-to-maturity Securities [Line Items]
AFS securities gains									29,168	36,871	24,776
AFS securities losses									$ (1,347)	$ (704)	$ (408)

XML

Comprehensive Income (Components of Comprehensive Income-Gross and Net of Tax) (Details) - USD ($)	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Net Income, Gross									$ 232,692,000	$ 197,131,000	$ 142,267,000
Net Income, Tax									66,831,000	55,304,000	35,849,000
Net income	$ 45,389,000	$ 46,996,000	$ 33,768,000	$ 39,708,000	$ 41,350,000	$ 53,162,000	$ 29,341,000	$ 17,974,000	165,861,000	141,827,000	106,418,000
Unrealized holding (losses) gains during the period, Gross									(40,221,000)	72,940,000	(83,934,000)
Unrealized holding (losses) gains during the period, Tax									(14,078,000)	25,529,000	(29,377,000)
Unrealized holding (losses) gains arising during period									(26,143,000)	47,411,000	(54,557,000)
Non-credit portion of other-than-temporary impairment losses recognized in other comprehensive income, Gross											77,000
Non-credit portion of other-than-temporary impairment losses recognized in other comprehensive income, Tax											27,000
Non-credit portion of other-than-temporary impairments recognized in other comprehensive income											50,000
Amount reclassified into net income: HTM securities, Gross									(580,000)	(1,299,000)	(1,577,000)
Amortization Of Net Unrealized Gains Losses On Held-to-Maturity Transferred From Available-for-Sale Tax									(203,000)	(455,000)	(552,000)
Amount reclassified from AOCI, HTM									(377,000)	(844,000)	(1,025,000)
Non-credit OTTI, Gross									357,000	1,669,000	14,000
Non-credit OTTI, Tax									125,000	584,000	5,000
Amounts reclassified into net income: Non-credit other-than-temporary impairment									232,000	1,085,000	9,000
Realized gains on AFS securities, Gross									(14,016,000)	(28,864,000)	(23,540,000)
Realized gains on AFS securities, Tax									(4,906,000)	(10,102,000)	(8,239,000)
Realized gains on available for sale securities									(9,110,000)	(18,762,000)	(15,301,000)
Net unrealized (losses) gains, Gross									(54,460,000)	44,446,000	(108,960,000)
Net unrealized (losses) gains, Tax									(19,062,000)	15,556,000	(38,136,000)
Total unrealized (losses) gains on investment securities									(35,398,000)	28,890,000	(70,824,000)
Net actuarial gain (loss), Gross									2,438,000	(54,136,000)	59,654,000
Net actuarial gain (loss), Tax									853,000	(18,947,000)	20,879,000
Net actuarial gain (loss)									1,585,000	(35,189,000)	38,775,000
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Gain (Loss), before Tax									7,077,000	1,902,000	4,374,000
Amount reclassified into Net Income: Net actuarial loss, Tax									2,477,000	666,000	1,531,000
Amount reclassified into net income: Net actuarial loss									4,600,000	1,236,000	2,843,000
Amount reclassified into Net Income: Prior service cost, Gross											10,000
Amount reclassified into Net Income: Prior service cost, Tax											4,000
Amount reclassified into net income: Prior service cost									0	0	6,000
Other Comprehensive Income Loss Amortization Pension And Other Postretirement Benefit Plans Curtailment Expense Recognized In Net Periodic Benefit Cost Before Tax											16,000
Other Comprehensive Income Loss Amortization Pension And Other Postretirement Benefit Plans Curtailment Expense Recognized In Net Periodic Benefit Cost Tax											5,000
Other Comprehensive Income Loss Amortization Pension And Other Post Retirement Benefit Plans Curtailment Expense Recognized In Net Periodic Benefit Cost Net of Tax									0	0	11,000
Defined pension and other post-retirement benefit plans, Gross									9,515,000	(52,234,000)	64,054,000
Defined pension and other post-retirement benefit plans, Tax									3,330,000	(18,281,000)	22,419,000
Total defined benefit pension and post-retirement plans									6,185,000	(33,953,000)	41,635,000
Other Comprehensive Loss, Gross									(44,945,000)	(7,788,000)	(44,906,000)
Comprehensive Income, Tax									51,099,000	52,579,000	20,132,000
Other Comprehensive Loss, Tax									(15,732,000)	(2,725,000)	(15,717,000)
Other comprehensive loss	(3,386,000)	6,290,000	(35,944,000)	3,827,000	(29,337,000)	(18,887,000)	26,483,000	16,678,000	(29,213,000)	(5,063,000)	(29,189,000)
Comprehensive Income, Before Tax									187,747,000	189,343,000	97,361,000
Comprehensive income	$ 42,003,000	$ 53,286,000	$ (2,176,000)	$ 43,535,000	$ 12,013,000	$ 34,275,000	$ 55,824,000	$ 34,652,000	136,648,000	136,764,000	77,229,000
Accumulated Other-than-Temporary Impairment [Member]
Other comprehensive loss									232,000	1,085,000
Accumulated Defined Benefit Plans Adjustment [Member]
Total defined benefit pension and post-retirement plans									4,600,000	1,236,000
Accumulated other comprehensive income (loss) [Member]
Other comprehensive loss									$ (29,213,000)	$ (5,063,000)	$ (29,189,000)

XML

Comprehensive Income (Components of Accumulated Other Comprehensive Income) (Details) - USD ($)	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance December,				$ 19,788,000					$ 19,788,000
Other Comprehensive Income Loss Reclassification Adjustment From AOCI For Non Credit Other Than Temporary Impaired Securities Net Of Tax									(232,000)	$ (1,085,000)	$ (9,000)
Amount reclassified from AOCI, HTM									377,000	844,000	1,025,000
OCI before reclassifications, Defined Benefit Pension and Post Retirement Plans									1,585,000	(35,189,000)	38,775,000
Amounts reclassified from AOCI,All other									(9,110,000)	(18,762,000)	(15,301,000)
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax									6,185,000	(33,953,000)	41,635,000
Other comprehensive loss	$ (3,386,000)	$ 6,290,000	$ (35,944,000)	3,827,000	$ (29,337,000)	$ (18,887,000)	$ 26,483,000	$ 16,678,000	(29,213,000)	(5,063,000)	(29,189,000)
Balance December,	(9,425,000)				19,788,000				(9,425,000)	19,788,000
Accumulated Other-than-Temporary Impairment [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance December,				(514,000)				(1,599,000)	(514,000)	(1,599,000)
OCI before reclassifications									0	0
Other comprehensive loss									232,000	1,085,000
Balance December,	(282,000)				(514,000)				(282,000)	(514,000)	(1,599,000)
Accumulated Defined Benefit Plans Adjustment [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance December,				(60,605,000)				(26,652,000)	(60,605,000)	(26,652,000)
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax									4,600,000	1,236,000
Balance December,	(54,420,000)				(60,605,000)				(54,420,000)	(60,605,000)	(26,652,000)
Accumulated other comprehensive income (loss) [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance December,				19,788,000				24,851,000	19,788,000	24,851,000
OCI before reclassifications									(24,558,000)	12,222,000
Amount reclassified from AOCI									(4,655,000)	(17,285,000)
Other comprehensive loss									(29,213,000)	(5,063,000)	(29,189,000)
Balance December,	(9,425,000)				19,788,000				(9,425,000)	19,788,000	24,851,000
Held-to-maturity Securities [Member] | Accumulated Net Unrealized Investment Gain (Loss) [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance December,				623,000				1,467,000	623,000	1,467,000
OCI before reclassifications									0	0
Other comprehensive loss									(377,000)	(844,000)
Balance December,	246,000				623,000				246,000	623,000	1,467,000
Available-for-sale Securities [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance December,				80,284,000				51,635,000	80,284,000	51,635,000
OCI before reclassifications									(26,143,000)	47,411,000
Other comprehensive loss									(35,253,000)	28,649,000
Balance December,	45,031,000				80,284,000				45,031,000	80,284,000	51,635,000
Investments [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance December,				$ 80,393,000				$ 51,503,000	80,393,000	51,503,000
OCI before reclassifications									(26,143,000)	47,411,000
Amount reclassified from AOCI									(9,255,000)	(18,521,000)
Other comprehensive loss									(35,398,000)	28,890,000
Balance December,	$ 44,995,000				$ 80,393,000				$ 44,995,000	$ 80,393,000	$ 51,503,000

XML

Comprehensive Income (Reclassification out of AOCI) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Other Comprehensive Income Loss Reclassification Adjustment From AOCI For Non Credit Other Than Temporary Impaired Securities, Before Tax	$ 357,000	$ 1,669,000	$ 14,000
Amortization of non-credit OTTI losses on HTM securities, tax	(125,000)	(584,000)	(5,000)
Amortization on net unrealized gains on HTM securities	(580,000)	(1,299,000)	(1,577,000)
Total HTM Related, Tax	203,000	455,000	552,000
Amount reclassified from AOCI, HTM	(377,000)	(844,000)	(1,025,000)
Total realized gains and losses on AFS disposals, gross	(14,016,000)	(28,864,000)	(23,540,000)
Realized gains and losses on AFS disposals, Tax	4,906,000	10,102,000	8,239,000
Realized gains on available for sale securities	(9,110,000)	(18,762,000)	(15,301,000)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Gain (Loss), before Tax	7,077,000	1,902,000	4,374,000
Total defined benefit pension and post-retirement life, Gross	9,515,000	(52,234,000)	64,054,000
Total defined benefit pension and post-retirement life,Tax	(3,330,000)	18,281,000	(22,419,000)
Total defined benefit pension and post-retirement plans	6,185,000	(33,953,000)	$ 41,635,000
Policy acquisition costs [Member]
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Gain (Loss), before Tax	5,539,000	1,571,000
Loss and loss expense incurred [Member]
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Gain (Loss), before Tax	1,538,000	331,000
Net Realized Investment Gains [Member]
Unrealized gains and losses on HTM disposals	308,000	157,000
Total realized gains and losses on AFS disposals, gross	(14,016,000)	(28,864,000)
Net Income Financial Statement Line Item [Member]
Amount reclassified from AOCI	(4,655,000)	(17,285,000)
Amount reclassified from AOCI, HTM	(377,000)	(844,000)
Realized gains on available for sale securities	(9,110,000)	(18,762,000)
Net Income Financial Statement Line Item [Member] | Accumulated Defined Benefit Plans Adjustment [Member]
Total defined benefit pension and post-retirement plans	4,600,000	1,236,000
Net Income Financial Statement Line Item [Member] | Other-than-Temporary Impairment [Member]
Amount reclassified from AOCI	232,000	1,085,000
Total Federal Income Tax Expense [Member]
Total HTM Related, Tax	(203,000)	(455,000)
Realized gains and losses on AFS disposals, Tax	4,906,000	10,102,000
Total defined benefit pension and post-retirement life,Tax	(2,477,000)	(666,000)
Total Federal Income Tax Expense [Member] | Other-than-Temporary Impairment [Member]
Amortization of non-credit OTTI losses on HTM securities, tax	125,000	584,000
Income From Continuing Operations Before Federal Income Tax [Member]
Other Comprehensive Income Loss Reclassification Adjustment From AOCI For Non Credit Other Than Temporary Impaired Securities, Before Tax	357,000	1,669,000
Amortization on net unrealized gains on HTM securities	(580,000)	(1,299,000)
Total realized gains and losses on AFS disposals, gross	(14,016,000)	(28,864,000)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Gain (Loss), before Tax	7,077,000	1,902,000
Total defined benefit pension and post-retirement life, Gross	7,077,000	1,902,000
Net Investment Income Earned [Member]
Amortization on net unrealized gains on HTM securities	(888,000)	(1,456,000)
Non Credit OTTI On Disposed Securities [Member] | Net Realized Investment Gains [Member]
Other Comprehensive Income Loss Reclassification Adjustment From AOCI For Non Credit Other Than Temporary Impaired Securities, Before Tax	$ 357,000	$ 1,669,000

XML

Fair Value Measurements (Carrying Value and Estimated Fair Value of Financial Instruments) (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Held-to-maturity Securities	$ 201,354	$ 318,137
Available-for-sale Securities, Debt Securities	4,408,203	4,066,122
Equity securities, AFS	207,051	191,400
Short-term investments	194,819	131,972
Notes payable	388,192	372,689
Carrying Amount [Member]
Held-to-maturity Securities	201,354	318,137
Available-for-sale Securities, Debt Securities	4,408,203	4,066,122
Equity securities, AFS	207,051	191,400
Short-term investments	194,819	131,972
Notes payable	388,192	372,689
Carrying Amount [Member] | Zero Point Sixty Three Percent Borrowing From Federal Home Loan Bank Due July 22, 2016 [Member]
Notes payable	15,000	0
Carrying Amount [Member] | One Point Twenty Five Percent Borrowing From Federal Home Loan Bank [Member]
Notes payable	45,000	45,000
Carrying Amount [Member] | Seven Point Twenty Five Percent Senior Notes [Member]
Notes payable	49,898	49,896
Carrying Amount [Member] | Six Point Seventy Percent Senior Notes [Member]
Notes payable	99,415	99,401
Carrying Amount [Member] | Five Point Eight Hundred Seventy Five [Member]
Notes payable	185,000	185,000
Carrying Amount [Member] | Long Term Debt Excluding Issuance Costs [Member]
Notes payable	394,313	379,297
Carrying Amount [Member] | Unamortized Debt Issuance Costs [Member]
Notes payable	(6,121)	(6,608)
Fair Value [Member]
Held-to-maturity Securities	209,544	333,961
Available-for-sale Securities, Debt Securities	4,408,203	4,066,122
Equity securities, AFS	207,051	191,400
Short-term investments	194,819	131,972
Notes payable	419,826	404,270
Fair Value [Member] | Zero Point Sixty Three Percent Borrowing From Federal Home Loan Bank Due July 22, 2016 [Member]
Notes payable	14,977	0
Fair Value [Member] | One Point Twenty Five Percent Borrowing From Federal Home Loan Bank [Member]
Notes payable	45,083	45,244
Fair Value [Member] | Seven Point Twenty Five Percent Senior Notes [Member]
Notes payable	56,929	59,181
Fair Value [Member] | Six Point Seventy Percent Senior Notes [Member]
Notes payable	110,363	114,845
Fair Value [Member] | Five Point Eight Hundred Seventy Five [Member]
Notes payable	$ 192,474	$ 185,000

XML

Fair Value Measurements (Quantitative Disclosures at Fair Value Assets) (Details) - USD ($) $ in Thousands		Dec. 31, 2015	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		$ 4,408,203	$ 4,066,122
Equity securities, AFS		207,051	191,400
Total AFS securities		4,615,254	4,257,522
Short-term investments		194,819	131,972
Fair Value [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		4,408,203	4,066,122
Equity securities, AFS		207,051	191,400
Total AFS securities		4,615,254	4,257,522
Short-term investments		194,819	131,972
Total Assets		4,810,073	4,389,494
Fair Value [Member] | U.S. Government and Government Agencies and Authorities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		104,115	124,130
Fair Value [Member] | Foreign Government [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		15,181	27,831
Fair Value [Member] | Obligations of States and Political Subdivisions [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		1,359,142	1,246,264
Fair Value [Member] | Corporate Securities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		1,900,182	1,799,806
Fair Value [Member] | Asset-backed Securities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		244,154	177,224
Fair Value [Member] | Commercial Mortgage-backed Securities (CMBS) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		243,592	179,593
Fair Value [Member] | Residential Mortgage Backed Securities (RMBS) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		541,837	511,274
Fair Value [Member] | Common Stock [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity securities, AFS		194,789	191,400
Fair Value [Member] | Nonredeemable Preferred Stock [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity securities, AFS		12,262
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	42,702	53,199
Equity securities, AFS		203,779	188,500
Total AFS securities	[1]	246,481	241,699
Short-term investments	[1]	194,819	131,972
Total Assets	[1]	441,300	373,671
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | U.S. Government and Government Agencies and Authorities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	42,702	53,199
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Foreign Government [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	0	0
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Obligations of States and Political Subdivisions [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	0	0
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Corporate Securities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	0	0
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Asset-backed Securities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	0	0
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Commercial Mortgage-backed Securities (CMBS) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	0	0
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Residential Mortgage Backed Securities (RMBS) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	0	0
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Common Stock [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity securities, AFS		191,517	188,500
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Nonredeemable Preferred Stock [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity securities, AFS		12,262
Significant Other Observable Inputs (Level 2) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	4,365,501	4,012,923
Equity securities, AFS		0	0
Total AFS securities	[1]	4,365,501	4,012,923
Short-term investments	[1]	0	0
Total Assets	[1]	4,365,501	4,012,923
Significant Other Observable Inputs (Level 2) [Member] | U.S. Government and Government Agencies and Authorities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	61,413	70,931
Significant Other Observable Inputs (Level 2) [Member] | Foreign Government [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	15,181	27,831
Significant Other Observable Inputs (Level 2) [Member] | Obligations of States and Political Subdivisions [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	1,359,142	1,246,264
Significant Other Observable Inputs (Level 2) [Member] | Corporate Securities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	1,900,182	1,799,806
Significant Other Observable Inputs (Level 2) [Member] | Asset-backed Securities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	244,154	177,224
Significant Other Observable Inputs (Level 2) [Member] | Commercial Mortgage-backed Securities (CMBS) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	243,592	179,593
Significant Other Observable Inputs (Level 2) [Member] | Residential Mortgage Backed Securities (RMBS) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities	[1]	541,837	511,274
Significant Other Observable Inputs (Level 2) [Member] | Common Stock [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity securities, AFS		0	0
Significant Other Observable Inputs (Level 2) [Member] | Nonredeemable Preferred Stock [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity securities, AFS		0
Significant Unobservable Inputs (Level 3) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		0	0
Equity securities, AFS		3,272	2,900
Total AFS securities		3,272	2,900
Short-term investments		0	0
Total Assets		3,272	2,900
Significant Unobservable Inputs (Level 3) [Member] | U.S. Government and Government Agencies and Authorities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		0	0
Significant Unobservable Inputs (Level 3) [Member] | Foreign Government [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		0	0
Significant Unobservable Inputs (Level 3) [Member] | Obligations of States and Political Subdivisions [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		0	0
Significant Unobservable Inputs (Level 3) [Member] | Corporate Securities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		0	0
Significant Unobservable Inputs (Level 3) [Member] | Asset-backed Securities [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		0	0
Significant Unobservable Inputs (Level 3) [Member] | Commercial Mortgage-backed Securities (CMBS) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		0	0
Significant Unobservable Inputs (Level 3) [Member] | Residential Mortgage Backed Securities (RMBS) [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Debt Securities		0	0
Significant Unobservable Inputs (Level 3) [Member] | Common Stock [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity securities, AFS		3,272	$ 2,900
Significant Unobservable Inputs (Level 3) [Member] | Nonredeemable Preferred Stock [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Equity securities, AFS		$ 0

[1] There were no transfers of securities between Level 1 and Level 2.

XML

Fair Value Measurements (Changes in Fair Value of Securities Using Level 3 Inputs) (Details) - Equity Securities [Member] $ in Thousands	12 Months Ended
	Dec. 31, 2015 USD ($)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair Value, Beginning Balance	$ 2,900
Total net (losses) gains for the period included in OCI	0
Total net (losses) gains for the period included in net income	0
Purchases	487
Sales	(115)
Issuances	0
Settlements	0
Transfers into Level 3	0
Transfers out of Level 3	0
Fair Value, Ending Balance	$ 3,272

XML

Fair Value Measurements (Quantitative Information of Our Financial Assets and Liabilities That Were Disclosed at Fair Value) (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	$ 201,354	$ 318,137
Notes payable	388,192	372,689
Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	209,544	333,961
Notes payable	419,826	404,270
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	0	0
Notes payable	192,474	185,000
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	206,208	333,961
Notes payable	227,352	219,270
Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	3,336	0
Notes payable	0	0
Foreign Government [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities		5,394
Foreign Government [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities		0
Foreign Government [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities		5,394
Foreign Government [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities		0
Obligations of States and Political Subdivisions [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	181,880	299,132
Obligations of States and Political Subdivisions [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	0	0
Obligations of States and Political Subdivisions [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	181,880	299,132
Obligations of States and Political Subdivisions [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	0	0
Corporate Securities [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	22,015	21,422
Corporate Securities [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	0	0
Corporate Securities [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	18,679	21,422
Corporate Securities [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	3,336	0
Asset-backed Securities [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	1,028	2,823
Asset-backed Securities [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	0	0
Asset-backed Securities [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	1,028	2,823
Asset-backed Securities [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	0	0
Commercial Mortgage-backed Securities (CMBS) [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	4,621	5,190
Commercial Mortgage-backed Securities (CMBS) [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	0	0
Commercial Mortgage-backed Securities (CMBS) [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	4,621	5,190
Commercial Mortgage-backed Securities (CMBS) [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Held-to-maturity Securities	0	0
Zero Point Sixty Three Percent Borrowing From Federal Home Loan Bank Due July 22, 2016 [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	14,977
Zero Point Sixty Three Percent Borrowing From Federal Home Loan Bank Due July 22, 2016 [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	0
Zero Point Sixty Three Percent Borrowing From Federal Home Loan Bank Due July 22, 2016 [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	14,977
Zero Point Sixty Three Percent Borrowing From Federal Home Loan Bank Due July 22, 2016 [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	0
One Point Twenty Five Percent Borrowing From Federal Home Loan Bank [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	45,083	45,244
One Point Twenty Five Percent Borrowing From Federal Home Loan Bank [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	0	0
One Point Twenty Five Percent Borrowing From Federal Home Loan Bank [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	45,083	45,244
One Point Twenty Five Percent Borrowing From Federal Home Loan Bank [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	0	0
Seven Point Twenty Five Percent Senior Notes [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	56,929	59,181
Seven Point Twenty Five Percent Senior Notes [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	0	0
Seven Point Twenty Five Percent Senior Notes [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	56,929	59,181
Seven Point Twenty Five Percent Senior Notes [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	0	0
Six Point Seventy Percent Senior Notes [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	110,363	114,845
Six Point Seventy Percent Senior Notes [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	0	0
Six Point Seventy Percent Senior Notes [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	110,363	114,845
Six Point Seventy Percent Senior Notes [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	0	0
Five Point Eight Hundred Seventy Five [Member] | Fair Value [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	192,474	185,000
Five Point Eight Hundred Seventy Five [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	192,474	185,000
Five Point Eight Hundred Seventy Five [Member] | Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	0	0
Five Point Eight Hundred Seventy Five [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes payable	$ 0	$ 0

XML

Reinsurance (Total Reinsurance Balances Segregated By Reinsurer) (Details) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Terrorism Risk Insurance Program Companys Estimated Deductible		$ 280,000
Terrorism Risk Insurance Program Reimbursed Percentage Maximum		84.00%
Terrorism Risk Insurance Program Annual Cap		$ 100,000,000
Terrorism Risk Insurance Program Insurer Retainer		16.00%
Annual Terrorism Risk Insurance Program Federal Share Reduction		1.00%
Terrorism Risk Insurance Program Reimbursed Percentage Minimum		80.00%
Allowance For Reinsurance Recoverable		$ 10,122	$ 11,037	$ 9,542	$ 8,706
Total reinsurance recoverables		561,968	581,548
Total prepaid reinsurance premiums		140,889	146,993
Net unsecured reinsurance balances		702,857	728,541
Less: collateral		(106,449)	(114,843)
National Flood Insurance Program [Member]
Net unsecured reinsurance balances	[1]	$ 164,130	$ 172,547
% of Net Unsecured Reinsurance	[1]	24.00%	24.00%
NJ Unsatisfied Claim Judgment Fund [Member]
Net unsecured reinsurance balances	[1]	$ 71,884	$ 76,342
% of Net Unsecured Reinsurance	[1]	10.00%	11.00%
Other Federal And State Pools [Member]
Net unsecured reinsurance balances	[1]	$ 3,136	$ 2,557
% of Net Unsecured Reinsurance	[1]	0.00%	0.00%
Total Federal And State Pools [Member]
Net unsecured reinsurance balances	[1]	$ 239,150	$ 251,446
% of Net Unsecured Reinsurance	[1]	34.00%	35.00%
Remaining Unsecured Reinsurance [Member]
Net unsecured reinsurance balances		$ 463,707	$ 477,095
% of Net Unsecured Reinsurance		66.00%	65.00%
Munich Re Group [Member]
Net unsecured reinsurance balances		$ 112,889	$ 110,270
% of Net Unsecured Reinsurance		16.00%	15.00%
Hanover Ruckversicherungs AG [Member]
Net unsecured reinsurance balances		$ 99,535	$ 100,959
% of Net Unsecured Reinsurance		14.00%	14.00%
AXIS Reinsurance Company [Member]
Net unsecured reinsurance balances		$ 53,374	$ 51,014
% of Net Unsecured Reinsurance		8.00%	7.00%
Swiss Re Group [Member]
Net unsecured reinsurance balances		$ 51,340	$ 55,026
% of Net Unsecured Reinsurance		7.00%	8.00%
Partner Reinsurance Company Of The US [Member]
Net unsecured reinsurance balances		$ 20,748	$ 25,424
% of Net Unsecured Reinsurance		3.00%	3.00%
All Other Reinsurers [Member]
Net unsecured reinsurance balances		$ 125,821	$ 134,402
% of Net Unsecured Reinsurance		18.00%	18.00%
Remaining Unsecured Reinsurance, Net of Collateral [Member]
Net unsecured reinsurance balances		$ 357,258	$ 362,252
Allowance for Reinsurance Recoverable [Member]
Allowance For Reinsurance Recoverable		$ 5,700	$ 6,900

[1] Considered to have minimal risk of default.

XML

Reinsurance (List of direct, assumed and ceded Reinsurance Amounts) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Premiums Written:
Direct									$ 2,403,519	$ 2,228,270	$ 2,133,793
Assumed									23,848	26,306	43,650
Ceded premiums written									(357,463)	(369,296)	(367,284)
Net									2,069,904	1,885,280	1,810,159
Premiums Earned:
Direct									2,330,267	2,183,258	2,048,530
Assumed									23,209	34,653	44,464
Ceded premiums earned									(363,567)	(365,302)	(356,922)
Total Net Premiums Earned	$ 516,087	$ 507,390	$ 490,309	$ 476,123	$ 469,850	$ 462,639	$ 463,625	$ 456,495	1,989,909	1,852,609	1,736,072
Losses and loss expenes incurred:
Direct									1,274,872	1,314,864	1,370,293
Assumed									16,996	26,187	32,678
Ceded losses and loss expenses incurred									(143,327)	(183,550)	(281,233)
Net									$ 1,148,541	$ 1,157,501	$ 1,121,738

XML

Reinsurance (Ceded Premiums and Losses Related to Flood Operations) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Percentage of unpaid NFIP claims ceded by federal government	100.00%
Ceded premiums written	$ (357,463)	$ (369,296)	$ (367,284)
Ceded premiums earned	(363,567)	(365,302)	(356,922)
Ceded losses and loss expenses incurred	(143,327)	(183,550)	(281,233)
National Flood Insurance Program [Member]
Ceded premiums written	(228,907)	(237,718)	(236,309)
Ceded premiums earned	(233,940)	(234,224)	(228,650)
Ceded losses and loss expenses incurred	$ (62,078)	$ (57,323)	$ (183,142)

XML

Reserve of Losses and Loss Expenses (Rollforward of Reserves for Losses and Loss Expenses) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Gross reserves for losses and loss expenses, at beginning of year	$ 3,477,870	$ 3,349,770	$ 4,068,941
Less: reinsurance recoverable on unpaid losses and loss expenses, at beginning of year	571,978	540,839	1,409,755
Net reserves for losses and loss expenses, at beginning of year	2,905,892	2,808,931	2,659,186
Incurred losses and loss expense for claims occurring in the current year	1,217,550	1,216,770	1,147,263
Incurred losses and loss expenses for claims occurring in the prior years	(69,009)	(59,269)	(25,525)
Total incurred losses and loss expenses	1,148,541	1,157,501	1,121,738
Paid losses and loss expenses for claims occurring in current year	446,550	468,478	399,559
Paid losses and loss expenses for claims occurring in prior years	641,174	592,062	572,434
Total paid losses and loss expenses	1,087,724	1,060,540	971,993
Net reserves for losses and loss expenses, at end of year	2,966,709	2,905,892	2,808,931
Add: reinsurance recoverable on unpaid losses and loss expenses, at end of year	551,019	571,978	540,839
Gross reserves for losses and loss expenses, at end of year	3,517,728	3,477,870	3,349,770
Increase of net loss and loss expense reserves	60,800	97,000	149,700
Anticipated recoveries for salvage and subrogation claims	$ 62,100	$ 65,100	$ 61,000

XML

Reserve for Losses and Loss Expenses (Reserve Loss Development) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid, Prior Years	$ 641,174	$ 592,062	$ 572,434
Favorable or adverse loss development	(69,009)	(59,269)	(25,525)
Property Development			11,000
Favorable or unfavorable loss development [Member]
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid, Prior Years	69,000	59,300	25,500
Favorable or adverse loss development	(69,000)	(59,300)	(25,500)
Property Development	2,000	11,100
Casualty Development	67,000	48,200	14,500
Favorable or unfavorable loss development [Member] | General Liability [Member]
Favorable or adverse loss development	(51,000)	(43,900)	(20,000)
Favorable or unfavorable loss development [Member] | Commercial Automobile [Member]
Favorable or adverse loss development	2,400	(4,100)	(4,500)
Favorable or unfavorable loss development [Member] | Workers' Compensation [Member]
Favorable or adverse loss development	(37,000)	0	23,500
Favorable or unfavorable loss development [Member] | Business Owners' Policies [Member]
Favorable or adverse loss development	2,200	1,900	(9,500)
Favorable or unfavorable loss development [Member] | Commercial Property [Member]
Favorable or adverse loss development	(3,000)	(2,100)	(7,500)
Favorable or unfavorable loss development [Member] | Homeowners [Member]
Favorable or adverse loss development	1,500	(4,000)	(2,500)
Favorable or unfavorable loss development [Member] | Personal Automobile [Member]
Favorable or adverse loss development	400	(10,800)	(3,000)
Favorable or unfavorable loss development [Member] | Excess And Surplus Operations [Member]
Favorable or adverse loss development	$ 15,500	$ 3,700	$ (2,000)

XML

Reserve for Losses and Loss Expenses (Exposure to Environmental Claims) (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Liability for Claims and Claims Adjustment Expense [Line Items]
Losses and Loss expense reserves, Gross	$ 30,411	$ 30,653	$ 32,764	$ 35,575
Liability for Asbestos and Environmental Claims, Net	23,161	22,994	25,167	27,769
Asbestos [Member]
Liability for Claims and Claims Adjustment Expense [Line Items]
Losses and Loss expense reserves, Gross	8,024	8,751	8,897	9,170
Liability for Asbestos and Environmental Claims, Net	6,793	$ 7,314	$ 7,518	$ 7,791
Landfill Sites Related Claims [Member]
Liability for Claims and Claims Adjustment Expense [Line Items]
Losses and Loss expense reserves, Gross	13,100
Liability for Asbestos and Environmental Claims, Net	8,300
Leaking Underground Storage Tanks Claims [Member]
Liability for Claims and Claims Adjustment Expense [Line Items]
Losses and Loss expense reserves, Gross	9,300
Liability for Asbestos and Environmental Claims, Net	$ 8,100

XML

Reserve for Losses and Loss Expenses (Roll Forward of Gross and Net Asbestos and Net Environmental Incurred Losses and Loss Expenses and Related Reserves) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Liability for Claims and Claims Adjustment Expense [Line Items]
Salvage and Subrogation Recoveries, Value	$ 62,100	$ 65,100	$ 61,000
Reserves for losses and loss expenses at beginning of year, gross	30,653	32,764	35,575
Incurred losses and loss expenses, gross	(2,968)	(167)	(347)
Less: losses and loss expenses paid, gross	(3,210)	(2,278)	(3,158)
Reserves for losses and loss expenses at the end of year, gross	30,411	30,653	32,764
Reserves for losses and loss expenses at beginning of year, net	22,994	25,167	27,769
Incurred losses and loss expenses, net	(3,320)	0	(68)
Less: losses and loss expenses paid, net	(3,153)	(2,173)	(2,670)
Reserves for losses and loss expenses at the end of year, net	23,161	22,994	25,167
Asbestos [Member]
Liability for Claims and Claims Adjustment Expense [Line Items]
Reserves for losses and loss expenses at beginning of year, gross	8,751	8,897	9,170
Incurred losses and loss expenses, gross	(428)	(60)	0
Less: losses and loss expenses paid, gross	(299)	(206)	(273)
Reserves for losses and loss expenses at the end of year, gross	8,024	8,751	8,897
Reserves for losses and loss expenses at beginning of year, net	7,314	7,518	7,791
Incurred losses and loss expenses, net	(77)	0	0
Less: losses and loss expenses paid, net	(444)	(204)	(273)
Reserves for losses and loss expenses at the end of year, net	6,793	7,314	7,518
Enviromental [Member]
Liability for Claims and Claims Adjustment Expense [Line Items]
Reserves for losses and loss expenses at beginning of year, gross	21,902	23,867	26,405
Incurred losses and loss expenses, gross	(3,396)	(107)	(347)
Less: losses and loss expenses paid, gross	(2,911)	(2,072)	(2,885)
Reserves for losses and loss expenses at the end of year, gross	22,387	21,902	23,867
Reserves for losses and loss expenses at beginning of year, net	15,680	17,649	19,978
Incurred losses and loss expenses, net	(3,397)	0	(68)
Less: losses and loss expenses paid, net	(2,709)	(1,969)	(2,397)
Reserves for losses and loss expenses at the end of year, net	$ 16,368	$ 15,680	$ 17,649

XML

Indebtedness (Narrative) (Details) $ in Millions	3 Months Ended
	Mar. 31, 2013 USD ($)	Dec. 31, 2005 USD ($)	Dec. 31, 2015 USD ($)	Jan. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)	Dec. 31, 2011 USD ($)	Dec. 31, 2004 USD ($)
Aggregate investment in FHLBI			$ 2.8		$ (2.9)
Borrowing threshold of FHLBI			20
FLHBI Borrowing			$ 60.0
Maximum FHLBI borrowing percentage permitted by line of credit			10.00%
Five Point Eight Hundred Seventy Five Percent Senior Notes Due 2043 [Member]
Aggregate principal amount of notes	$ 185.0
Bond proceeds to Insurance Subsidiaries as capital	57.1
Redemption Of Seven Point Fifty Percent Junior Notes [Member]
Aggregate principal amount of notes	100.0
Write off of Deferred Debt Issuance Cost	$ 3.3
One Point Twenty Five Percent Borrowing From Federal Home Loan Bank due Dec. 16, 2016 [Member]
FLHBI Borrowing						$ 45.0
Unpaid principal amount interest rate						1.25%
Zero Point Sixty Three Percent Borrowing From Federal Home Loan Bank Due July 22, 2016 [Member]
FLHBI Borrowing				$ 15.0
Unpaid principal amount interest rate				0.63%
Six Point Seventy Percent Senior Notes due 2035 [Member]
Aggregate principal amount of notes		$ 100.0
Discount for notes issued		$ 0.7
Effective yield		6.754%
Acceleration of principal			$ 10.0
Net proceeds from the issuance		$ 50.0
Seven Point Twenty Five Percent Senior Notes due 2034 [Member]
Aggregate principal amount of notes							$ 50.0
Discount for notes issued							$ 0.1
Effective yield							7.27%
Bond proceeds to Insurance Subsidiaries as capital							$ 25.0
Acceleration of principal			10.0
Line of Credit expires Dec.1, 2020 [Member]
Acceleration of principal			20.0
Line of credit borrowing capacity			30.0
Line of credit, maximum borrowing capacity			$ 50.0

XML

Indebtedness (Covenants in the Line of Credit) (Details) - USD ($)		Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Debt Disclosure [Abstract]
Consolidated net worth, required		$ 960,000,000
Statutory surplus, required		$ 750,000,000
Debt-to-capitalization ratio, required	[1]	35.00%
Consolidated net worth, actual		$ 1,398,041,000	$ 1,275,586,000	$ 1,153,928,000
Statutory surplus, actual		$ 1,426,300,000	$ 1,307,800,000
Debt-to-capitalization ratio, actual	[1]	22.10%

[1] Calculated in accordance with Line of Credit agreement.

XML

Segment Information (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Segment Reporting [Abstract]
Number of Operating Segments	4
Goodwill balance for our Standard Commercial Lines reporting unit	$ 7,849	$ 7,849
Percentage of net premiums written related to insurance policies written in New Jersey	21.00%

XML

Segment Information (Revenue From Continuing Operations by Segment) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Revenue from External Customer [Line Items]
Net premiums earned	$ 516,087	$ 507,390	$ 490,309	$ 476,123	$ 469,850	$ 462,639	$ 463,625	$ 456,495	$ 1,989,909	$ 1,852,609	$ 1,736,072
Other income									7,456	16,945	12,294
Net investment income	$ 30,108	$ 32,061	$ 32,230	$ 26,917	$ 32,108	$ 34,292	$ 36,774	$ 35,534	121,316	138,708	134,643
Net realized gains									13,171	26,599	20,732
Total investment revenues									134,487	165,307	155,375
Total all segments									2,131,852	2,034,514	1,903,648
Total revenues									2,131,852	2,034,861	1,903,741
Miscellaneous Income [Member]
Revenue from External Customer [Line Items]
Other income									7,456	16,598	12,201
Other Income [Member]
Revenue from External Customer [Line Items]
Other income									0	347	93
Standard Commercial Lines [Member] | Commercial Automobile [Member]
Revenue from External Customer [Line Items]
Net premiums earned									358,909	333,310	310,994
Standard Commercial Lines [Member] | Workers' Compensation [Member]
Revenue from External Customer [Line Items]
Net premiums earned									290,075	274,585	267,612
Standard Commercial Lines [Member] | General Liability [Member]
Revenue from External Customer [Line Items]
Net premiums earned									483,291	444,938	405,322
Standard Commercial Lines [Member] | Commercial Property [Member]
Revenue from External Customer [Line Items]
Net premiums earned									269,022	244,792	224,412
Standard Commercial Lines [Member] | Business Owners' Policies [Member]
Revenue from External Customer [Line Items]
Net premiums earned									93,428	85,788	77,097
Standard Commercial Lines [Member] | Bonds Segment [Member]
Revenue from External Customer [Line Items]
Net premiums earned									20,350	19,288	19,000
Standard Commercial Lines [Member] | Other Commercial [Member]
Revenue from External Customer [Line Items]
Net premiums earned									14,367	13,011	12,182
Standard Commercial Lines [Member] | Miscellaneous Income [Member]
Revenue from External Customer [Line Items]
Net premiums earned									6,343	14,747	10,253
Standard Commercial Lines [Member] | Total standard Commercial Lines [Member]
Revenue from External Customer [Line Items]
Net premiums earned									1,535,785	1,430,459	1,326,872
Property and Casualty, Personal Insurance Product Line [Member] | Miscellaneous Income [Member]
Revenue from External Customer [Line Items]
Net premiums earned									1,113	1,834	1,948
Property and Casualty, Personal Insurance Product Line [Member] | Personal Automobile [Member]
Revenue from External Customer [Line Items]
Net premiums earned									146,784	151,317	152,005
Property and Casualty, Personal Insurance Product Line [Member] | Homeowners [Member]
Revenue from External Customer [Line Items]
Net premiums earned									134,382	134,273	127,991
Property and Casualty, Personal Insurance Product Line [Member] | Other Personal [Member]
Revenue from External Customer [Line Items]
Net premiums earned									6,968	11,157	14,336
Property and Casualty, Personal Insurance Product Line [Member] | Property and Casualty, Personal Insurance Product Line [Member]
Revenue from External Customer [Line Items]
Net premiums earned									289,247	298,581	296,280
E&S Lines [Member] | Commercial Automobile [Member]
Revenue from External Customer [Line Items]
Net premiums earned									7,795	5,436	4,306
E&S Lines [Member] | General Liability [Member]
Revenue from External Customer [Line Items]
Net premiums earned									121,802	96,142	88,761
E&S Lines [Member] | Commercial Property [Member]
Revenue from External Customer [Line Items]
Net premiums earned									42,736	38,572	32,054
E&S Lines [Member] | Miscellaneous Income [Member]
Revenue from External Customer [Line Items]
Other income									0	17	0
E&S Lines [Member] | Total standard Commercial Lines [Member]
Revenue from External Customer [Line Items]
Net premiums earned									$ 172,333	$ 140,167	$ 125,121

XML

Segment Information (Income From Continuing Operations, Before Federal Income Tax) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Underwriting gain (loss), before federal income tax	$ 49,053	$ 44,831	$ 29,124	$ 26,021	$ 38,637	$ 34,437	$ 10,084	$ (5,015)
Net investment income	$ 30,108	$ 32,061	$ 32,230	$ 26,917	$ 32,108	$ 34,292	$ 36,774	$ 35,534	$ 121,316	$ 138,708	$ 134,643
Net realized investment gains									13,171	26,599	20,732
Total investment revenues									134,487	165,307	155,375
Tax on investment income									32,090	43,811	40,489
Total investment income, after federal income tax									102,397	121,496	114,886
Standard Commercial Lines [Member]
Underwriting gain (loss), before federal income tax									$ 164,496	$ 61,221	$ 33,856
GAAP Combined Ratio									89.20%	95.70%	97.40%
Statutory Combined Ratio									89.20%	95.50%	97.10%
Standard Personal Lines [Member]
Underwriting gain (loss), before federal income tax									$ 1,336	$ 16,536	$ 8,645
GAAP Combined Ratio									99.50%	94.40%	97.10%
Statutory Combined Ratio									99.90%	94.50%	96.90%
Excess And Surplus Operations [Member]
Underwriting gain (loss), before federal income tax									$ (16,803)	$ 386	$ (3,735)
GAAP Combined Ratio									109.80%	99.70%	103.00%
Statutory Combined Ratio									108.40%	99.20%	102.90%

XML

Segment Information (Reconciliation of Segment Results to Income from Continuing Operations, before Federal Income Tax (Details)) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Underwriting gain (loss), before federal income tax	$ 49,053	$ 44,831	$ 29,124	$ 26,021	$ 38,637	$ 34,437	$ 10,084	$ (5,015)
Total investment revenues									$ 134,487	$ 165,307	$ 155,375
Interest expense									(22,428)	(23,063)	(26,361)
General corporate and other expenses									(28,396)	(23,256)	(23,978)
Income from continuing operations, before federal income tax									232,692	197,131	143,802
Standard Commercial Lines [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Underwriting gain (loss), before federal income tax									164,496	61,221	33,856
Standard Personal Lines [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Underwriting gain (loss), before federal income tax									1,336	16,536	8,645
Excess And Surplus Operations [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Underwriting gain (loss), before federal income tax									(16,803)	386	(3,735)
Operating Segments [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Total all segments									$ 283,516	$ 243,450	$ 194,141

XML

Earnings Per Share (Reconciliation of EPS) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Basic EPS: [Abstract]
Net income from continuing operations									$ 165,861	$ 141,827	$ 107,415
Loss on disposal of discontinued operations									0	0	(997)
Net income	$ 45,389	$ 46,996	$ 33,768	$ 39,708	$ 41,350	$ 53,162	$ 29,341	$ 17,974	$ 165,861	$ 141,827	$ 106,418
Net income, basic shares									57,212	56,310	55,638
Basic net income from continuing operations									$ 2.90	$ 2.52	$ 1.93
Basic net loss from discontinued operations									0.00	0.00	(0.02)
Basic net income	$ 0.79	$ 0.82	$ 0.59	$ 0.70	$ 0.73	$ 0.94	$ 0.52	$ 0.32	$ 2.90	$ 2.52	$ 1.91
Effect of dilutive securities: [Abstract]
Stock compensation plans, shares									$ 944	$ 1,041	$ 1,172
Earnings Per Share, Diluted [Abstract]
Net income from continuing operations									165,861	141,827	107,415
Loss on disposal of discontinued operations									0	0	(997)
Net income	$ 45,389	$ 46,996	$ 33,768	$ 39,708	$ 41,350	$ 53,162	$ 29,341	$ 17,974	$ 165,861	$ 141,827	$ 106,418
Shares net income, Diluted									58,156	57,351	56,810
Diluted net income from continuing operations									$ 2.85	$ 2.47	$ 1.89
Diluted net loss from discontinued operations									0.00	0.00	(0.02)
Diluted net income	$ 0.78	$ 0.81	$ 0.58	$ 0.69	$ 0.72	$ 0.93	$ 0.51	$ 0.31	$ 2.85	$ 2.47	$ 1.87

XML

Federal Income Taxes (Reconciliation of Federal Income Tax on Income at the Corporate Rate to the Effective Tax Rate) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Tax at statutory rate of 35%	$ 81,442	$ 68,996	$ 50,331
Tax-advantaged interest	(13,164)	(12,926)	(12,718)
Dividends received deduction	(1,817)	(1,121)	(1,174)
Other	370	355	(52)
Total federal income tax expense	$ 66,831	$ 55,304	$ 36,387

XML

Federal Income Taxes (Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Net loss reserve discounting	$ 74,436	$ 84,502
Net unearned premiums	72,057	66,470
Employee benefits	30,432	33,721
Long-term incentive compensation plans	15,551	13,625
Temporary investment write-downs	5,419	3,939
Net operating loss	1,454	2,136
Alternative minimum tax credits	0	7,400
Other	8,132	9,237
Total deferred tax assets	207,481	221,030
Deferred policy acquisition costs	72,481	63,242
Unrealized gains on investment securities	24,228	43,289
Other investment-related items, net	5,566	5,088
Accelerated depreciation and amortization	12,510	10,962
Total deferred tax liabilities	114,785	122,581
Net deferred federal income tax asset	92,696	98,449
Tax benefits related to compensation expense deductions for share-based compensation awards	$ 22,000	$ 20,200	$ 19,200

XML

Federal Income Tax (Federal Tax Net Operating Loss Carryforwards) (Details) $ in Thousands	Dec. 31, 2015 USD ($)
Operating Loss Carryforwards [Line Items]
Annual Limitation Of Net Operating Loss Carryforwards	$ 1,900
Operating Loss Carryforwards	4,153
Operating Loss Carryforwards Tax Effect	1,454
Tax Year 2029 [Member]
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	75
Operating Loss Carryforwards Tax Effect	26
Tax Year 2030 [Member]
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	3,999
Operating Loss Carryforwards Tax Effect	1,400
Tax Year 2031 [Member]
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	79
Operating Loss Carryforwards Tax Effect	$ 28

XML

Retirement Plans (Retirement Savings Plan) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Deferred Compensation Arrangement With Individual, Employer Discretionary Contributions	$ 0.0	$ 0.0	$ 0.0
Retirement Savings Plan [Member]
Defined Benefit Plan, Contributions by Employer	$ 14.1	$ 13.4	$ 12.2

XML

Retirement Plans (Deferred Compensation Plan) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2013
Deferred Compensation Plan Contributions By Employer	$ 0.2	$ 0.2

XML

Retirement Plans (Funded Status of Retirement Income Plan and Retirement Life Plan) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Net actuarial gain (loss), Gross	$ (2,438)	$ 54,136	$ (59,654)
Retirement Income Plan [Member]
Net actuarial gain (loss), Gross	(1,425)	52,556	(58,001)
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
Benefit obligation, beginning of year	322,271	249,422
Service cost	7,215	5,763	7,346
Interest cost	13,668	12,776	12,139
Actuarial losses (gains)	(24,994)	61,534
Benefits Paid Benefit Obligation	(7,852)	(7,224)
Defined Benefit Plan, Curtailments	0	0
Benefit obligation, end of year	310,308	322,271	249,422
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of assets, beginning of year	253,452	225,817
Actual return on plan assets, net of expenses	(7,600)	24,649
Contributions by the employer to funded plans	11,700	10,210
Benefits paid fair value	(7,852)	(7,224)
Fair value of assets, end of year	249,700	253,452	$ 225,817
Funded status	(60,608)	(68,819)
Defined Benefit Plan, Amounts Recognized in Balance Sheet [Abstract]
Liabilities	(60,608)	(68,819)
Net pension liability, end of year	(60,608)	(68,819)
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax [Abstract]
Net actuarial loss	80,828	89,085
Total	$ 80,828	$ 89,085
Weighted-Average Liability Asumptions
Discount rate	4.69%	4.29%
Rate of compensation increase	4.00%	4.00%
Accumulated benefit obligation	$ 310,307	$ 318,018
Retirement Life Plan [Member]
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
Benefit obligation, beginning of year	6,400
Benefit obligation, end of year	$ 6,000	$ 6,400

XML

Retirement Plans (Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Curtailment expense	$ 0	$ 0	$ 16
Net actuarial (gain) loss	(2,438)	54,136	(59,654)
Reversal of amortization of net actuarial loss	(7,077)	(1,902)	(4,374)
Reversal of amortization of prior service cost			(10)
Retirement Income Plan [Member]
Defined Benefit Plan, Benefit Obligation	310,308	322,271	249,422
Service cost	7,215	5,763	7,346
Interest cost	13,668	12,776	12,139
Expected return on plan assets	(15,969)	(15,671)	(15,755)
Amortization of unrecognized prior service cost	0	0	21
Amortization of unrecognized actuarial loss	6,831	1,776	4,145
Curtailment expense	0	0	189
Total net periodic cost	11,745	4,644	8,085
Net actuarial (gain) loss	(1,425)	52,556	(58,001)
Reversal of amortization of net actuarial loss	(6,831)	(1,776)	(4,145)
Reversal of amortization of prior service cost	0	0	(21)
Defined Benefit Plan Recognized Net Gain Loss Reclassification From Other ComprhensiveIncome Due To Curtailments	0	0	(189)
Total recognized in other comprehensive income	(8,256)	50,780	(62,356)
Total recognized in net periodic benefit cost and OCI	3,489	55,424	(54,271)
Estimated net actuarial loss that will be amortized from AOCI into net periodic benefit cost	5,900
Retirement Life Plan [Member]
Defined Benefit Plan, Benefit Obligation	6,000	6,400
Total net periodic cost	300	400	400
Supplemental Employee Retirement Plan [Member]
Defined Benefit Plan, Benefit Obligation	8,500	8,800
Total net periodic cost	$ 800	$ 600	$ 500

XML

Retirement Plans (Weighted-Average Expense Assumptions) (Details)		12 Months Ended
		Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Expected return on plan assets		6.37%
Retirement Income Plan [Member]
Discount rate		4.29%	5.16%	4.66%
Expected return on plan assets		6.27%	6.92%	7.40%
Rate of compensation increase		4.00%	4.00%	4.00%
Discount rate used to value the liability		4.69%	4.29%
Pension Plan Service Cost [Member]
Discount rate	[1]	4.52%
Pension Plan Interest Cost [Member]
Discount rate	[1]	4.02%

[1] Our latest measurement date was December 31, 2015 and we increased our expected return on plan assets to 6.37%, reflecting the current interest rate environment. When determining the most appropriate discount rate to be used in the valuation, we consider, among other factors, our expected payout patterns of the plans' obligations as well as our investment strategy and we ultimately select the rate that we believe best represents our estimate of the inherent interest rate at which our pension and post-retirement life benefits can be effectively settled. Effective January 1, 2016, the approach used to calculate the service and interest components of net periodic benefit cost for benefit plans was changed to provide a more precise measurement of service and interest costs. Historically, we calculated these service and interest components utilizing a single weighted-average discount rate derived from the yield curve used to measure the benefit obligation at the beginning of the period. Going forward, we have elected to utilize an approach that discounts the individual expected cash flows using the applicable spot rates derived from the yield curve over the projected cash flow period. We will account for this change prospectively as a change in accounting estimate. The weighted average discount rates used to determine 2016 service and interest costs are 4.52% and 4.02%, respectively.

XML

Retirement Plans (Plan's Allocated Target and Ranges and Actual Weighted Average Asset Allocation by Investment Categories) (Details)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Actual percentage	100.00%	100.00%
Range minimum	0.00%
Range maximum		0.00%
Maximum percentage of equity security value of total plans portfolio value that is allowed	8.00%
Maximum percentage of any corporation outstanding shares that is allowed for retirement income plan equity portfolio	5.00%
Extended Duration Fixed Maturity [Member]
Actual percentage	60.00%	59.00%
Range minimum	55.00%
Range maximum	100.00%
Global Equity [Member]
Actual percentage	36.00%	25.00%
Range minimum	0.00%
Range maximum	45.00%
Global Asset Allocation [Member]
Actual percentage	0.00%	11.00%
Range minimum	0.00%
Range maximum	0.00%
Private Equity Funds [Member]
Actual percentage	3.00%	4.00%
Range minimum	0.00%
Range maximum	0.00%
Cash And Short Term Investments [Member]
Actual percentage	1.00%	1.00%
Range minimum	0.00%
Range maximum	0.00%

XML

Retirement Plans (Quantitative Disclosures of Retirement Income Plan's Invested Assets that are Measured at Fair Value on a Recurring Basis) (Details) - Retirement Income Plan [Member] - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Defined Benefit Plan Disclosure [Line Items]
Total Assets	$ 249,700	$ 253,452	$ 225,817
Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	249,781	253,521
Fair Value [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	6,458	10,392
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	152,462	230,535
Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	90,861	12,594
Significant Other Observable Inputs (Level 2) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	6,458	10,392
Significant Unobservable Inputs (Level 3) [Member] | Alternative Investments [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	6,458	10,392	$ 12,159
Significant Unobservable Inputs (Level 3) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	6,458	10,392
Global Asset Allocation Fund [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	33,565	27,782
Global Asset Allocation Fund [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	33,565	27,782
Global Asset Allocation Fund [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Global Asset Allocation Fund [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Extended Duration Fixed Income [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	117,297	120,532
Extended Duration Fixed Income [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	117,297	120,532
Extended Duration Fixed Income [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Extended Duration Fixed Income [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Total Long Duration Fixed Income [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	150,862	148,314
Total Long Duration Fixed Income [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	150,862	148,314
Total Long Duration Fixed Income [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Total Long Duration Fixed Income [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
International equity [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	42,603	16,852
International equity [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	5,438
International equity [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	42,603	11,414
International equity [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
US Global Equity [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	46,840	47,719
US Global Equity [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	47,719
US Global Equity [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	46,840	0
US Global Equity [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Global Equity [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	89,443	64,571
Global Equity [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	53,157
Global Equity [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	89,443	11,414
Global Equity [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Global Asset Allocation [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets		27,842
Global Asset Allocation [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets		27,842
Global Asset Allocation [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets		0
Global Asset Allocation [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets		0
Equity Long Short Hedge [Member] | Fair Value [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets		41
Equity Long Short Hedge [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets		0
Equity Long Short Hedge [Member] | Significant Other Observable Inputs (Level 2) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets		0
Equity Long Short Hedge [Member] | Significant Unobservable Inputs (Level 3) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets		41
Private Equity [Member] | Fair Value [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	4,852	8,136
Private Equity [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Private Equity [Member] | Significant Other Observable Inputs (Level 2) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Private Equity [Member] | Significant Unobservable Inputs (Level 3) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	4,852	8,136
Real Estate Strategy [Member] | Fair Value [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	1,606	2,215
Real Estate Strategy [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Real Estate Strategy [Member] | Significant Other Observable Inputs (Level 2) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Real Estate Strategy [Member] | Significant Unobservable Inputs (Level 3) [Member] | Alternative Investments [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	1,606	2,215
Short-term Investments [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	1,600	1,222
Short-term Investments [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	1,600	1,222
Short-term Investments [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Short-term Investments [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Deposit Administration Contracts [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	1,418	1,180
Deposit Administration Contracts [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Deposit Administration Contracts [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	1,418	1,180
Deposit Administration Contracts [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	0	0
Cash And Short Term Investments [Member] | Fair Value [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	3,018	2,402
Cash And Short Term Investments [Member] | Quoted Prices in Active Markets for Identical Assets/Liabilities (Level 1) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	1,600	1,222
Cash And Short Term Investments [Member] | Significant Other Observable Inputs (Level 2) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	1,418	1,180
Cash And Short Term Investments [Member] | Significant Unobservable Inputs (Level 3) [Member] | Fair value, recurring [Member]
Defined Benefit Plan Disclosure [Line Items]
Total Assets	$ 0	$ 0

XML

Retirement Plans (Changes in Fair Value of Securities Using Significant Unobservable Inputs) (Details) - Retirement Income Plan [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Fair value of assets, beginning of year	$ 253,452	$ 225,817
Total gains (realized and unrealized) included in changes in net assets	(7,600)	24,649
Fair value of assets, end of year	249,700	253,452
Significant Unobservable Inputs (Level 3) [Member] | Alternative Investments [Member]
Fair value of assets, beginning of year	10,392	12,159
Total gains (realized and unrealized) included in changes in net assets	(410)	1,586
Purchases	51	334
Sales	0	0
Issuances	0	0
Settlements	(3,575)	(3,687)
Transfers into Level 3	0	0
Transfers out of Level 3	0	0
Fair value of assets, end of year	6,458	10,392
Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member]
Fair value of assets, beginning of year	10,392
Fair value of assets, end of year	6,458	10,392
Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | Alternative Investments [Member]
Fair value of assets, beginning of year	10,392
Fair value of assets, end of year	$ 6,458	$ 10,392

XML

Retirement Plans (Schedule of Alternative Investment Portfolio by Strategy and Remaining Commitment) (Details) - USD ($) $ in Thousands	Dec. 31, 2015	Dec. 31, 2014
Carrying Value	$ 77,842	$ 99,203
Alternative Investments [Member]
Carrying Value	67,834	92,968
Remaining Commitment	71,153
Alternative Investments [Member] | Private Equity [Member]
Carrying Value	13,246	$ 18,533
Remaining Commitment	$ 15,129

XML

Retirement Plans (Benefit Payments) (Details) - Retirement Income Plan [Member] $ in Thousands	12 Months Ended
	Dec. 31, 2015 USD ($)
Estimated contribution from the employer	$ 11,700
2016	9,917
2017	10,958
2018	12,005
2019	13,045
2020	14,092
2021 - 2025	$ 84,400

XML

Share-Based Payments (Summary of Shares Available for Issuance) (Details)	12 Months Ended
	Dec. 31, 2015 shares
Omnibus Stock Plan 2014 [Member]
Schedule of Share-Based Compensation Shares Available for Issuance [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	3,500,000
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant	3,138,273
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number	344,105
Employee Stock [Member]
Schedule of Share-Based Compensation Shares Available for Issuance [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	1,500,000
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant	663,154
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number	0
Agent Stock Purchase Plan [Member]
Schedule of Share-Based Compensation Shares Available for Issuance [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	3,000,000
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant	1,937,154
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number	0
Employee Stock Option [Member]
Schedule of Share-Based Compensation Shares Available for Issuance [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Offering Date	85.00%
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Purchase Date	85.00%
Agent Stock Purchase Plan [Member]
Schedule of Share-Based Compensation Shares Available for Issuance [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Discount from Market Price, Purchase Date	10.00%

XML

Shared-Based Payments (Summary of Retired Plans) (Details)	Dec. 31, 2015 shares
Omnibus Stock Plan [Member]
Schedule of Share-Based Compensation Retired Plans [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant	3,182,006
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number	1,225,486
Stock Compensation Plan For Non Employee Directors [Member]
Schedule of Share-Based Compensation Retired Plans [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant	67,978
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number	67,978
Stock Option Share Based Compensation [Member] | Omnibus Stock Plan [Member]
Schedule of Share-Based Compensation Retired Plans [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number	493,428
Restricted Stock Units (RSUs) [Member] | Omnibus Stock Plan [Member]
Schedule of Share-Based Compensation Retired Plans [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number	732,058

XML

Share-Based Payments (Summary of the Restricted Stock Unit Transactions under Share-Based Payment Plans) (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Cash Incentive Plan [Member]
Weighted average remaining expense life	1 year 1 month 18 days
Cash incentive unit payments made	$ 10.2	$ 9.0	$ 4.7
Restricted Stock Units (RSUs) [Member]
Unvested RSU awards at December 31, 2014	1,077,010
Granted in 2015, number of shares	342,409
Vested in 2015, number of shares	371,930
Forfeited in 2015, number of shares	28,959
Unvested RSU awards at Decemeber 31, 2015, number of shares	1,018,530	1,077,010
Unvested RSU awards at December 31, 2014, weighted average grant date fair value	$ 20.18
Granted in 2015, weighted average grant date fair value	25.22	$ 21.58	$ 21.03
Vested in 2015, weighted average grant date value	18.24
Forfeited in 2015, weighted average grant date fair value	21.41
Unvested RSU awards at December 31, 2015, weighted average grant date fair value	$ 22.55	$ 20.18
Total unrecognized compensation cost related to unvested RSU awards	$ 5.0
Weighted average remaining expense life	1 year 8 months 18 days
Total intrinsic value of shares vested	$ 10.3	$ 8.5	$ 9.1
Dividend Equivalent Units [Member]
Total intrinsic value of shares vested	$ 0.7	$ 0.7	$ 0.9

XML

Share-Based Payments (Summary of Stock Option Transactions under Share-Based Payment Plans) (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Outstanding at December 31, 2014, number of shares	734,539
Granted in 2015, numbers of shares	0
Exercised in 2015, number of shares	241,111
Forfeited or expired 2015, number of shares	0
Outstanding at December 31, 2015, number of shares	493,428	734,539
Exercisable at December 31, 2015, number of shares	493,428
Outstanding at December 31, 2014, weighted average exercise price	$ 19.52
Granted in 2015, weighted average exercise price	0.00
Exercised in 2015, weighted average exercise price	22.97
Forfeited or expired 2015, weighted average exercise price	0.00
Outstanding at December 31, 2015, weighted average exercise price	17.84	$ 19.52
Exercisable as December 31, 2015, weighted average exercise price	$ 17.84
Outstanding at December 31, 2015, weighted average remaining contractual life in years	2 years 10 months 25 days
Exercisable at December 31, 2015, weighted average remaining contractual life in years	2 years 10 months 25 days
Outstanding at December 31, 2015, aggregate intrinsic value	$ 7,767
Exerciseable at December 31, 2015, aggregate intrinsic value	7,767
Total intrinsic value of options exercised	2,200	$ 800	$ 1,300
Cash Incentive Plan [Member]
Share Based Compensation Liability Awards Amount Of Liability	$ 26,500	$ 21,900

XML

Shared-Based Payments (Summary of ESPP and ASPP Shares Issued) (Details) - shares	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Schedule of Share-Based Compensation ESPP and ASPP Shares Granted [Line Items]
Stock Issued During Period Shares	863,426	769,389	862,662
Employee Stock [Member]
Schedule of Share-Based Compensation ESPP and ASPP Shares Granted [Line Items]
Stock Issued During Period Shares	100,944	106,832	122,951
Agent Stock Purchase Plan [Member]
Schedule of Share-Based Compensation ESPP and ASPP Shares Granted [Line Items]
Stock Issued During Period Shares	82,142	78,724	86,388

XML

Share-Based Payments (Weighted Average Assumptions for Employee Stock Purchase Plan and Other Options) (Details) - Employee Stock Purchase Plan [Member]	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Risk-free interest rate	0.10%	0.07%	0.11%
Expected term	6 months	6 months	6 months
Dividend yield	2.00%	2.00%	2.40%
Expected volatility	20.00%	21.00%	19.00%

XML

Share-Based Payments (Weighted-Average Fair Value of Options and Stock Per Share) (Details) - $ / shares	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Restricted Stock Units (RSUs) [Member]
Stock, weighted average grant date fair value	$ 25.22	$ 21.58	$ 21.03
Employee Stock Purchase Plan [Member]
Options, weighted average grant date fair value	1.26	1.24	0.97
15% of grant date market value	4.16	3.87	3.24
Total ESPP	5.42	5.11	4.21
Agent Stock Purchase Plan [Member]
Stock, weighted average grant date fair value	$ 2.94	$ 2.42	$ 2.40

XML

Shared-Based Payments (Summary of Share-Based Compensation Expense) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Disclosure of Share-Based Compensation Expenses [Abstract]
Share-based compensation expense charged against net income, Before Tax	$ 23.8	$ 18.6	$ 19.9
Share-based compensation expense income tax benefit	(8.0)	(6.2)	(6.8)
Allocated Share-based Compensation Expense, Net of Tax	$ 15.8	$ 12.4	$ 13.1

XML

Related Party Transactions (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Equity ownership percentage of director of parent of general independent retail insurance agency	10.00%
Direct premiums written	$ 2,403,519	$ 2,228,270	$ 2,133,793
Contributions to the Selective Insurance Group Foundation	1,000	800	400
Related Party Insurance Agency [Member]
Direct premiums written	9,600	9,000	8,200
Commissions paid to Rue Insurance	$ 1,700	$ 1,600	$ 1,300

XML

Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Purchase amount of annuities	$ 15,800
Rental expense for operating leases for office space and equipment	$ 17,400	$ 15,600	$ 13,200
Capital Lease Agreements Expiration Period	2018
Other Investments [Member]
Remaining Commitment	$ 74,353

XML

Commitments and Contingencies (Future Minimum Rental Commitments) (Details) $ in Millions	Dec. 31, 2015 USD ($)
2016- Capital Leases	$ 3.9
2017- Capital Leases	2.8
2018- Capital Leases	1.2
2019- Capital Leases	0.0
2020- Capital Leases	0.0
After 2020- Capital Leases	0.0
Total minimum payment required- Capital Leases	7.9
2016- Operating Leases	6.7
2017- Operating Leases	5.5
2018- Operating Leases	4.9
2019- Operating Leases	4.1
2020- Operating Leases	3.1
After 2020- Operating Leases	5.8
Total minimum payment required- Operating Leases	30.1
2016- Total Leases	10.6
2017- Total Leases	8.3
2018- Total Leases	6.1
2019- Total Leases	4.1
2020- Total Leases	3.1
After 2020- Total Leases	5.8
Total minimum payment required	$ 38.0

XML

Statutory Financial Information, Capital Requirements and Restrictions on Dividends and Transfers of Funds (Statutory Financial Information) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Statutory unassigned surplus	$ 890.7	$ 772.2
Statutory surplus	1,426.3	1,307.8
Statutory net income	195.8	190.3	$ 122.2
Selective Insurace Company of America (SICA) [Member]
Statutory unassigned surplus	366.6	338.8
Statutory surplus	520.8	493.0
Statutory net income	69.6	83.9	53.1
Selective Way Insurance Company (SWIC) [Member]
Statutory unassigned surplus	223.6	201.3
Statutory surplus	272.6	250.3
Statutory net income	42.3	37.0	27.5
Selective Insurance Company of South Carolina (SICSC) [Member]
Statutory unassigned surplus	96.6	83.9
Statutory surplus	127.9	115.1
Statutory net income	15.9	14.0	8.2
Selective Insurance Company of the Southeast (SICSE) [Member]
Statutory unassigned surplus	70.7	59.3
Statutory surplus	96.2	84.9
Statutory net income	12.1	10.5	6.0
Selective Insurance Company of New York (SICNY) [Member]
Statutory unassigned surplus	65.3	54.9
Statutory surplus	93.0	82.6
Statutory net income	12.7	10.3	6.9
Selective Insurance Company of New England (SICNE) [Member]
Statutory unassigned surplus	9.2	5.3
Statutory surplus	39.4	35.4
Statutory net income	5.5	4.4	3.1
Selective Auto Insurance Company of New Jersey (SAICNJ) [Member]
Statutory unassigned surplus	26.4	18.4
Statutory surplus	69.2	61.3
Statutory net income	10.8	9.1	2.5
Mesa Underwriting Specialty Insurance Company (MUSIC) [Member]
Statutory unassigned surplus	7.0	(1.7)
Statutory surplus	75.5	66.8
Statutory net income	9.5	7.3	5.2
Selective Casualty Insurance Company (SCIC) [Member]
Statutory unassigned surplus	17.8	8.2
Statutory surplus	92.3	82.7
Statutory net income	12.1	9.6	6.6
Selective Fire and Casualty Insurance Company (SFCIC) [Member]
Statutory unassigned surplus	7.5	3.8
Statutory surplus	39.4	35.7
Statutory net income	$ 5.3	$ 4.2	$ 3.1

XML

Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds (Dividends) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Total stockholders’ equity	$ 1,398,041,000	$ 1,275,586,000	$ 1,153,928,000
Ordinary dividends paid	57,800,000
Maximum ordinary dividends	$ 178,300,000
Maximum borrowing percentage	10.00%
New Jersey Dividend Restriction	10.00%
New York Dividend Restriction	10.00%
Dividend Restriction New York	100.00%
Selective Insurace Company of America (SICA) [Member]
Ordinary dividends paid	$ 26,000,000
Maximum ordinary dividends	61,200,000
Selective Way Insurance Company (SWIC) [Member]
Ordinary dividends paid	16,000,000
Maximum ordinary dividends	37,000,000
Selective Insurance Company of South Carolina (SICSC) [Member]
Ordinary dividends paid	3,300,000
Maximum ordinary dividends	15,900,000
Selective Insurance Company of the Southeast (SICSE) [Member]
Ordinary dividends paid	2,000,000
Maximum ordinary dividends	12,100,000
Selective Insurance Company of New York (SICNY) [Member]
Ordinary dividends paid	2,500,000
Maximum ordinary dividends	9,300,000
Selective Insurance Company of New England (SICNE) [Member]
Ordinary dividends paid	1,500,000
Maximum ordinary dividends	5,500,000
Selective Auto Insurance Company of New Jersey (SAICNJ) [Member]
Ordinary dividends paid	2,500,000
Maximum ordinary dividends	10,600,000
Mesa Underwriting Specialty Insurance Company (MUSIC) [Member]
Maximum ordinary dividends	9,400,000
Selective Casualty Insurance Company (SCIC) [Member]
Ordinary dividends paid	2,500,000
Maximum ordinary dividends	12,100,000
Selective Fire and Casualty Insurance Company (SFCIC) [Member]
Ordinary dividends paid	1,500,000
Maximum ordinary dividends	5,200,000
Parent Company [Member]
Total stockholders’ equity	1,400,000,000
Maximum ordinary dividends	91,600,000
Additional Borrowing Capacity for Parent	$ 54,600,000

XML

Quarterly Financial Information (Details) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended																12 Months Ended
	Feb. 12, 2016	Dec. 31, 2015 USD ($) $ / shares		Sep. 30, 2015 USD ($) $ / shares		Jun. 30, 2015 USD ($) $ / shares		Mar. 31, 2015 USD ($) $ / shares		Dec. 31, 2014 USD ($) $ / shares		Sep. 30, 2014 USD ($) $ / shares		Jun. 30, 2014 USD ($) $ / shares		Mar. 31, 2014 USD ($) $ / shares		Dec. 31, 2015 USD ($) $ / shares	Dec. 31, 2014 USD ($) $ / shares	Dec. 31, 2013 USD ($) $ / shares
Net premiums earned		$ 516,087		$ 507,390		$ 490,309		$ 476,123		$ 469,850		$ 462,639		$ 463,625		$ 456,495		$ 1,989,909	$ 1,852,609	$ 1,736,072
Net investment income earned		30,108		32,061		32,230		26,917		32,108		34,292		36,774		35,534		121,316	138,708	134,643
Net realized gains (losses)		(2,600)		308		(3,420)		18,883		(389)		15,231		4,539		7,218		31,537	37,703	26,375
Underwriting income (loss), before federal income tax		49,053		44,831		29,124		26,021		38,637		34,437		10,084		(5,015)
Net income from continuing operations																		165,861	141,827	107,415
Net income		45,389		46,996		33,768		39,708		41,350		53,162		29,341		17,974		165,861	141,827	106,418
Other comprehensive income (loss)		(3,386)		6,290		(35,944)		3,827		(29,337)		(18,887)		26,483		16,678		(29,213)	(5,063)	(29,189)
Comprehensive income		$ 42,003		$ 53,286		$ (2,176)		$ 43,535		$ 12,013		$ 34,275		$ 55,824		$ 34,652		$ 136,648	$ 136,764	$ 77,229
Basic net income per share | $ / shares		$ 0.79		$ 0.82		$ 0.59		$ 0.70		$ 0.73		$ 0.94		$ 0.52		$ 0.32		$ 2.90	$ 2.52	$ 1.91
Diluted net income per share | $ / shares		0.78		0.81		0.58		0.69		0.72		0.93		0.51		0.31		2.85	2.47	1.87
Dividends to stockholders | $ / shares		$ 0.15	[1]	$ 0.14	[1]	$ 0.14	[1]	$ 0.14	[1]	$ 0.14	[1]	$ 0.13	[1]	$ 0.13	[1]	$ 0.13	[1]	$ 0.57	$ 0.53	$ 0.52
Price range common stock, high	34.00	37.91	[2]	32.50	[2]	29.60	[2]	30.10	[2]	27.65	[2]	25.46	[2]	25.42	[2]	26.99	[2]
Price range of common stock, low	29.27	30.36	[2]	28.10	[2]	26.28	[2]	25.49	[2]	22.01	[2]	21.97	[2]	22.14	[2]	21.38	[2]
Accumulated other comprehensive income (loss) [Member]
Other comprehensive income (loss)																		$ (29,213)	$ (5,063)	$ (29,189)

[1] 1 See Note 19. “Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds” for a discussion of dividend restrictions.

[2] 2 These ranges of high and low prices of the Parent’s common stock, as reported by the NASDAQ Global Select Market, represent actual transactions. Price quotations do not include retail markups, markdowns, and commissions. The range of high and low prices for common stock for the period beginning January 4, 2016 and ending February 12, 2016 was $29.27 to $34.00.

XML

Schedule I - Summay of Investments - Other Than Investments in Related Parties (Details) $ in Thousands	Dec. 31, 2015 USD ($)
Amortized Cost or Cost	$ 5,020,045
Carrying Amount	5,089,269
Held-to-maturity Securities [Member]
Amortized Cost or Cost	201,054
Fair Value	209,544
Carrying Amount	201,354
Held-to-maturity Securities [Member] | Obligations of States and Political Subdivisions [Member]
Amortized Cost or Cost	175,269
Fair Value	181,880
Carrying Amount	176,117
Held-to-maturity Securities [Member] | Public utilities [Member]
Amortized Cost or Cost	9,637
Fair Value	10,662
Carrying Amount	9,647
Held-to-maturity Securities [Member] | All Other Corporate Securities [Member]
Amortized Cost or Cost	10,591
Fair Value	11,353
Carrying Amount	10,396
Held-to-maturity Securities [Member] | Asset-backed Securities [Member]
Amortized Cost or Cost	1,030
Fair Value	1,028
Carrying Amount	910
Held-to-maturity Securities [Member] | Commercial Mortgage-backed Securities (CMBS) [Member]
Amortized Cost or Cost	4,527
Fair Value	4,621
Carrying Amount	4,284
AFS Fixed Income Securities [Member]
Amortized Cost or Cost	4,352,514
Fair Value	4,408,203
Carrying Amount	4,408,203
AFS Fixed Income Securities [Member] | U.S. Government and Government Agencies [Member]
Amortized Cost or Cost	99,485
Fair Value	104,115
Carrying Amount	104,115
AFS Fixed Income Securities [Member] | Foreign Government Obligations [Member]
Amortized Cost or Cost	14,885
Fair Value	15,181
Carrying Amount	15,181
AFS Fixed Income Securities [Member] | Obligations of States and Political Subdivisions [Member]
Amortized Cost or Cost	1,314,779
Fair Value	1,359,142
Carrying Amount	1,359,142
AFS Fixed Income Securities [Member] | Public utilities [Member]
Amortized Cost or Cost	156,786
Fair Value	157,270
Carrying Amount	157,270
AFS Fixed Income Securities [Member] | All Other Corporate Securities [Member]
Amortized Cost or Cost	1,735,510
Fair Value	1,742,912
Carrying Amount	1,742,912
AFS Fixed Income Securities [Member] | Asset-backed Securities [Member]
Amortized Cost or Cost	244,541
Fair Value	244,154
Carrying Amount	244,154
AFS Fixed Income Securities [Member] | Commercial Mortgage-backed Securities (CMBS) [Member]
Amortized Cost or Cost	245,252
Fair Value	243,592
Carrying Amount	243,592
AFS Fixed Income Securities [Member] | Residential Mortgage Backed Securities (RMBS) [Member]
Amortized Cost or Cost	541,276
Fair Value	541,837
Carrying Amount	541,837
Common Stock [Member]
Amortized Cost or Cost	181,991
Fair Value	194,789
Carrying Amount	194,789
Common Stock [Member] | Public Utility, Equities [Member]
Amortized Cost or Cost	9,106
Fair Value	10,080
Carrying Amount	10,080
Common Stock [Member] | Banks, Trust and Insurance Companies [Member]
Amortized Cost or Cost	23,622
Fair Value	23,696
Carrying Amount	23,696
Common Stock [Member] | Industrial, Miscellaneous, and All Other [Member]
Amortized Cost or Cost	149,263
Fair Value	161,013
Carrying Amount	161,013
Preferred Stock [Member]
Amortized Cost or Cost	11,825
Fair Value	12,262
Carrying Amount	12,262
Preferred Stock [Member] | Banks, Trust and Insurance Companies [Member]
Amortized Cost or Cost	11,825
Fair Value	12,262
Carrying Amount	12,262
Equity Securities [Member]
Amortized Cost or Cost	193,816
Fair Value	207,051
Carrying Amount	207,051
Short-term Investments [Member]
Amortized Cost or Cost	194,819
Fair Value	194,819
Carrying Amount	194,819
Other Investments [Member]
Amortized Cost or Cost	77,842
Carrying Amount	$ 77,842

XML

Parent Corporation Balance Sheet (Details) - USD ($)	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
ASSETS
Fixed income securities, available-for-sale – at fair value (amortized cost: $61,794 - 2015; $49,890 – 2014)	$ 4,408,203,000	$ 4,066,122,000
Short-term investments	194,819,000	131,972,000
Cash	898,000	23,959,000	$ 193,000	$ 210,000
Deferred federal income tax	92,696,000	98,449,000
Other assets	78,339,000	66,607,000
Total assets	6,904,433,000	6,574,942,000
Liabilities:
Notes payable	388,192,000	372,689,000
Other liabilities	255,984,000	190,675,000
Total liabilities	5,506,392,000	5,299,356,000
Stockholders’ Equity:
Preferred stock of $0 par value per share: Authorized shares: 5,000,000; no shares issued or outstanding	0	0
Common stock of $2 par value per share Authorized shares: 360,000,000 Issued: 100,861,372 - 2015; 99,947,933 - 2014	201,723,000	199,896,000
Additional paid-in capital	326,656,000	305,385,000
Retained earnings	1,446,192,000	1,313,440,000
Accumulated other comprehensive income (loss)	(9,425,000)	19,788,000
Treasury stock - at cost (shares: 43,500,642 - 2015; 43,353,181 - 2014)	(567,105,000)	(562,923,000)
Total stockholders’ equity	1,398,041,000	1,275,586,000	1,153,928,000
Total liabilities and stockholders’ equity	6,904,433,000	6,574,942,000
Parent Company [Member]
ASSETS
Fixed income securities, available-for-sale – at fair value (amortized cost: $61,794 - 2015; $49,890 – 2014)	61,567,000	50,028,000
Short-term investments	29,116,000	16,605,000
Cash	898,000	16,367,000	$ 193,000	$ 210,000
Investment in subsidiaries	1,716,681,000	1,604,162,000
Current federal income tax	18,297,000	16,848,000
Deferred federal income tax	17,513,000	15,781,000
Other assets	670,000	660,000
Total assets	1,844,742,000	1,720,451,000
Liabilities:
Notes payable	328,192,000	327,689,000
Intercompany notes payable	86,163,000	88,961,000
Accrued long-term stock compensation	26,465,000	21,890,000
Other liabilities	5,881,000	6,325,000
Total liabilities	446,701,000	444,865,000
Stockholders’ Equity:
Preferred stock of $0 par value per share: Authorized shares: 5,000,000; no shares issued or outstanding	0	0
Common stock of $2 par value per share Authorized shares: 360,000,000 Issued: 100,861,372 - 2015; 99,947,933 - 2014	201,723,000	199,896,000
Additional paid-in capital	326,656,000	305,385,000
Retained earnings	1,446,192,000	1,313,440,000
Accumulated other comprehensive income (loss)	(9,425,000)	19,788,000
Treasury stock - at cost (shares: 43,500,642 - 2015; 43,353,181 - 2014)	(567,105,000)	(562,923,000)
Total stockholders’ equity	1,398,041,000	1,275,586,000
Total liabilities and stockholders’ equity	$ 1,844,742,000	$ 1,720,451,000

XML

Parent Corporation Balance Sheets (Parenthetical) (Details) - USD ($) $ / shares in Units, $ in Thousands	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Fixed income securities, available-for-sale, amortized cost	$ 4,352,514	$ 3,975,786
Preferred stock, par value per share	$ 0	$ 0	$ 0
Preferred stock, shares authorized	5,000,000	5,000,000	5,000,000
Preferred stock, shares issued	0	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value per share	$ 2	$ 2
Common stock, shares authorized	360,000,000	360,000,000
Common stock, shares issued	100,861,372	99,947,933
Treasury stock, shares	43,500,642	43,353,181
Parent Company [Member]
Fixed income securities, available-for-sale, amortized cost	$ 61,794	$ 49,890
Preferred stock, par value per share	$ 0	$ 0
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value per share	$ 2	$ 2
Common stock, shares authorized	360,000,000	360,000,000
Common stock, shares issued	100,861,372	99,947,933
Treasury stock, shares	43,500,642	43,353,181

XML

Parent Corporation Statements of Income (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Revenues:
Dividends Paid to Parent Company									$ (57,800)
Net investment income earned	$ 30,108	$ 32,061	$ 32,230	$ 26,917	$ 32,108	$ 34,292	$ 36,774	$ 35,534	121,316	$ 138,708	$ 134,643
Other income									7,456	16,945	12,294
Total revenues									2,131,852	2,034,861	1,903,741
Expenses:
Interest expense									22,428	23,063	26,361
Other expenses									38,371	32,696	31,863
Total expenses									1,899,160	1,837,730	1,759,939
Federal income tax benefit:
Current									45,347	28,415	24,147
Deferred									21,484	26,889	12,240
Total federal income tax expense									66,831	55,304	36,387
Net income from continuing operations									165,861	141,827	107,415
Loss on disposal of discontinued operations									0	0	(997)
Net income	$ 45,389	$ 46,996	$ 33,768	$ 39,708	$ 41,350	$ 53,162	$ 29,341	$ 17,974	165,861	141,827	106,418
Parent Company [Member]
Revenues:
Dividends Paid to Parent Company									57,752	57,511	32,129
Net investment income earned									852	620	585
Other income									0	342	55
Total revenues									58,604	58,473	32,769
Expenses:
Interest expense									24,057	24,817	28,132
Other expenses									28,393	23,598	24,065
Total expenses									52,450	48,415	52,197
Income (loss) from continuing operations, before federal income tax									6,154	10,058	(19,428)
Federal income tax benefit:
Current									(16,609)	(15,920)	(22,779)
Deferred									(1,603)	(646)	4,835
Total federal income tax expense									(18,212)	(16,566)	(17,944)
Net income (loss) from continuing operations before equity in undistributed income of subsidiaries									24,366	26,624	(1,484)
Equity In Undistributed Income Of Continuing Subsidiaries, Net Of Tax									141,495	115,203	108,899
Net income from continuing operations									165,861	141,827	107,415
Loss on disposal of discontinued operations									0	0	(997)
Net income									$ 165,861	$ 141,827	$ 106,418

XML

Parent Company Income Statement (Parenthetical) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Loss on disposal of discontinued operations, tax	$ 0	$ 0	$ (538,000)
Parent Company [Member]
Loss on disposal of discontinued operations, tax	$ 0	$ 0	$ (538,000)

XML

Parent Corporation Statements of Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Operating Activities
Net income	$ 45,389	$ 46,996	$ 33,768	$ 39,708	$ 41,350	$ 53,162	$ 29,341	$ 17,974	$ 165,861	$ 141,827	$ 106,418
Adjustments to reconcile net income to net cash provided by operating activities:
Stock-based compensation expense									8,973	8,702	8,630
Loss on disposal of discontinued operations									0	0	997
Net realized gains									(13,171)	(26,599)	(20,732)
Amortization - other									59,688	45,346	43,461
Changes in assets and liabilities:
(Increase) decrease in net federal income taxes									25,004	31,323	14,834
(Decrease) increase in other assets and other liabilities									42,699	(33,490)	(16,642)
Net adjustments									215,719	90,936	229,706
Net cash provided by operating activities									381,580	232,763	336,124
Investing Activities
Purchase of fixed income securities, available-for-sale									(1,041,916)	(843,616)	(1,069,387)
Redemption and maturities of fixed income securities, available-for-sale									567,445	482,816	513,804
Sale of fixed income securities, available for sale									106,621	73,415	116,584
Purchase of short-term investments									(1,602,327)	(1,410,123)	(2,056,576)
Sale of short-term investments									1,539,480	1,452,402	2,096,805
Sale of subsidiary									0	0	1,225
Net cash 9used in) provided by investing activities									(391,543)	(169,468)	(391,025)
Financing Activities
Dividends to stockholders									(31,052)	(28,428)	(27,416)
Acquisition of treasury stock									(4,182)	(3,563)	(3,716)
Proceeds from notes payable, net of debt issuance costs									0	0	178,435
Net proceeds from stock purchase and compensation plans									10,089	7,283	7,119
Excess tax benefits from share-based payment arrangements									1,736	1,020	1,545
Repayment of notes payable									0	0	(100,000)
Net cash (used in) provided by financing activities									(13,098)	(39,529)	54,884
Cash, beginning of year				23,959				193	23,959	193	210
Cash, end of year	898				23,959				898	23,959	193
Parent Company [Member]
Operating Activities
Net income									165,861	141,827	106,418
Adjustments to reconcile net income to net cash provided by operating activities:
Equity In Undistributed Income Of Continuing Subsidiaries, Net Of Tax									(141,495)	(115,203)	(108,899)
Stock-based compensation expense									8,973	8,702	8,630
Loss on disposal of discontinued operations									0	0	997
Net realized gains									0	(2)	0
Amortization - other									740	1,421	4,353
Changes in assets and liabilities:
Increase in accrued long-term stock compensation									4,575	1,062	6,791
(Increase) decrease in net federal income taxes									(3,052)	10,977	(14,968)
(Decrease) increase in other assets and other liabilities									(214)	1,045	1,204
Net adjustments									(130,473)	(91,998)	(101,892)
Net cash provided by operating activities									35,388	49,829	4,526
Investing Activities
Purchase of fixed income securities, available-for-sale									(33,717)	(18,511)	(21,708)
Redemption and maturities of fixed income securities, available-for-sale									21,578	23,210	6,432
Sale of fixed income securities, available for sale									0	300	0
Purchase of short-term investments									(106,933)	(102,717)	(241,748)
Sale of short-term investments									94,422	101,510	253,136
Capital contribution to subsidiaries									0	0	(57,125)
Sale of subsidiary									0	0	1,225
Net cash 9used in) provided by investing activities									(24,650)	3,792	(59,788)
Financing Activities
Dividends to stockholders									(31,052)	(28,428)	(27,416)
Acquisition of treasury stock									(4,182)	(3,563)	(3,716)
Proceeds from notes payable, net of debt issuance costs									0	0	178,435
Net proceeds from stock purchase and compensation plans									10,089	7,283	7,119
Excess tax benefits from share-based payment arrangements									1,736	1,020	1,545
Repayment of notes payable									0	0	(100,000)
Principal payments of borrowings from subsidiaries									(2,798)	(13,759)	(722)
Net cash (used in) provided by financing activities									(26,207)	(37,447)	55,245
Net (decrease) increase in cash									(15,469)	16,174	(17)
Cash, beginning of year				$ 16,367				$ 193	16,367	193	210
Cash, end of year	$ 898				$ 16,367				$ 898	$ 16,367	$ 193

XML

Schedule III - Supplementary Insurance Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Deferred policy acquisition costs	$ 213,159	$ 185,608	$ 172,981
Reserve for loss and loss expenses	3,517,728	3,477,870	3,349,770
Unearned premiums	1,169,710	1,095,819	1,059,155
Net premiums earned	1,989,909	1,852,609	1,736,072
Net investment income	134,487	165,307	155,375
Losses and loss expenses incurred	1,148,541	1,157,501	1,121,738
Amortization of deferred policy acquisition costs	399,435	364,295	331,828
Other operating expenses	292,904	252,670	243,740
Net premiums written	2,069,904	1,885,280	1,810,159
Policy acquisition costs	689,820	624,470	579,977
Other income	(7,456)	(16,945)	(12,294)
Other expenses	38,371	32,696	31,863
Total	692,339	616,965	575,568
Standard Commercial Lines [Member]
Deferred policy acquisition costs	171,476	147,285	138,397
Reserve for loss and loss expenses	2,998,749	3,000,796	2,877,087
Unearned premiums	803,648	734,697	708,861
Net premiums earned	1,529,442	1,415,712	1,316,619
Net investment income	0	0	0
Losses and loss expenses incurred	819,573	870,018	831,261
Amortization of deferred policy acquisition costs	323,753	295,774	270,443
Other operating expenses	221,620	188,699	181,059
Net premiums written	1,596,965	1,441,047	1,380,740
Standard Personal Lines [Member]
Deferred policy acquisition costs	17,258	17,495	18,149
Reserve for loss and loss expenses	265,054	279,761	312,411
Unearned premiums	276,533	285,777	286,969
Net premiums earned	288,134	296,747	294,332
Net investment income	0	0	0
Losses and loss expenses incurred	200,237	197,182	206,450
Amortization of deferred policy acquisition costs	33,638	34,851	33,097
Other operating expenses	52,923	48,178	46,140
Net premiums written	283,926	292,061	297,757
Excess And Surplus Operations [Member]
Deferred policy acquisition costs	24,425	20,828	16,435
Reserve for loss and loss expenses	253,925	197,313	160,272
Unearned premiums	89,529	75,345	63,325
Net premiums earned	172,333	140,150	125,121
Net investment income	0	0	0
Losses and loss expenses incurred	128,731	90,301	84,027
Amortization of deferred policy acquisition costs	42,044	33,670	28,288
Other operating expenses	18,361	15,793	16,541
Net premiums written	189,013	152,172	131,662
Investments Segment [Member]
Deferred policy acquisition costs	0	0	0
Reserve for loss and loss expenses	0	0	0
Unearned premiums	0	0	0
Net premiums earned	0	0	0
Net investment income	134,487	165,307	155,375
Losses and loss expenses incurred	0	0	0
Amortization of deferred policy acquisition costs	0	0	0
Other operating expenses	0	0	0
Net premiums written	0	0	0
Miscellaneous Income [Member]
Other income	(7,456)	(16,598)	(12,201)
Other Income [Member]
Other income	0	(347)	(93)
Miscellaneous Expense [Member]
Other expenses	9,975	9,093	7,792
Other Expense [Member]
Other expenses	$ 28,396	$ 23,603	$ 24,071

XML

Schedule IV - Reinsurance (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Direct Amount									$ 2,330,267	$ 2,183,258	$ 2,048,530
Assumed From Other Companies									23,209	34,653	44,464
Ceded to Other Companies									363,567	365,302	356,922
Total Net Premiums Earned	$ 516,087	$ 507,390	$ 490,309	$ 476,123	$ 469,850	$ 462,639	$ 463,625	$ 456,495	$ 1,989,909	$ 1,852,609	$ 1,736,072
Percentage of Amount Assumed to Net									1.00%	2.00%	3.00%
Accident and Health Insurance Segment [Member]
Direct Amount									$ 37	$ 44	$ 55
Assumed From Other Companies									0	0	0
Ceded to Other Companies									37	44	55
Total Net Premiums Earned									$ 0	$ 0	$ 0
Percentage of Amount Assumed to Net									0.00%	0.00%	0.00%
Property and liability insurance [Member]
Direct Amount									$ 2,330,230	$ 2,183,214	$ 2,048,475
Assumed From Other Companies									23,209	34,653	44,464
Ceded to Other Companies									363,530	365,258	356,867
Total Net Premiums Earned									$ 1,989,909	$ 1,852,609	$ 1,736,072
Percentage of Amount Assumed to Net									1.00%	2.00%	3.00%

XML

Schedule V - Allowance for Uncollectible Premiums and Other Receivables (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Balance, January 1	$ 11,037	$ 9,542	$ 8,706
Additions	3,604	4,617	3,733
Deductions	(4,519)	(3,122)	(2,897)
Balance, December 31	$ 10,122	$ 11,037	$ 9,542