8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): May 22, 2019

EMC INSURANCE GROUP INC.

(Exact name of registrant as specified in its charter)

Iowa	0-10956	42-6234555
(State or other jurisdiction of incorporation)	(Commission file number)	(I.R.S. employer identification no.)

717 Mulberry Street, Des Moines, Iowa	50309
(Address of principal executive offices)	(Zip code)

(515) 345-2902

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Common Stock, Par Value $1.00	EMCI	The Nasdaq Global Select Market
(Title of class)	(Trading symbol)	(Name of each exchange on which registered)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth companyo

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o

Item 7.01 Regulation FD Disclosure

On May 23, 2019, EMC Insurance Group Inc. issued a press release announcing that its Board of Directors declared a quarterly dividend of $0.23 per share of common stock payable June 11, 2019 to shareholders of record as of June 4, 2019. The press release is furnished as Exhibit 99.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number Description

99 Press Release

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized, on May 23, 2019.

EMC INSURANCE GROUP INC.

Registrant

/s/ Mark E. Reese

Mark E. Reese

Senior Vice President and

Chief Financial Officer

EX-99

EXHIBIT 99

NEWS RELEASE

EMC Insurance Group Inc. Declares Quarterly Cash Dividend

DES MOINES, Iowa (May 23, 2019) - On May 22, 2019, the board of directors of EMC Insurance Group Inc. (Nasdaq:EMCI) (the “Company”) declared a quarterly cash dividend of $0.23 per share of common stock payable June 11, 2019, to stockholders of record as of June 4, 2019. The Company has declared a quarterly dividend since becoming a publicly held company in February 1982, and has never reduced its dividend.

About EMCI

EMC Insurance Group Inc. is a publicly held insurance holding company with operations in property and casualty insurance and reinsurance, which was formed in 1974 and became publicly held in 1982. The Company’s common stock trades on the Global Select Market tier of the Nasdaq Stock Market under the symbol EMCI. EMCI’s parent company is Employers Mutual Casualty Company (Employers Mutual). EMCI and Employers Mutual, together with their subsidiary and affiliated companies, conduct operations under the trade name EMC Insurance Companies.

On May 9, 2019, Employers Mutual and the Company announced the execution of the definitive merger agreement, pursuant to which Employers Mutual will acquire all of the remaining shares of the Company for $36.00 per share in cash, subject to shareholder approval. Additional information regarding the Company may be found at investors.emcins.com and additional information regarding the proposed merger transaction can be found through the website maintained by the Securities and Exchange Commission at www.sec.gov or by contacting the individuals listed below.

Contacts

Investors:Media:

Steve Walsh, 515-345-2515Lisa Hamilton, 515-345-7589

steve.t.walsh@emcins.comlisa.l.hamilton@emcins.com