-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GdViapYtG1waBfHA0oBulhnYA2Z8Iozk5QXWPWS39EFYsDJCGtoURUoba8KPC1S0 FUyM8bTAikqmgw/1aAvn4w== 0000814181-08-000014.txt : 20080502 0000814181-08-000014.hdr.sgml : 20080502 20080502164134 ACCESSION NUMBER: 0000814181-08-000014 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080430 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080502 DATE AS OF CHANGE: 20080502 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PENN TREATY AMERICAN CORP CENTRAL INDEX KEY: 0000814181 STANDARD INDUSTRIAL CLASSIFICATION: ACCIDENT & HEALTH INSURANCE [6321] IRS NUMBER: 231664166 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14681 FILM NUMBER: 08799601 BUSINESS ADDRESS: STREET 1: 3440 LEHIGH ST CITY: ALLENTOWN STATE: PA ZIP: 18103 BUSINESS PHONE: 6109652222 MAIL ADDRESS: STREET 1: 3440 LEHIGH ST CITY: ALLENTOWN STATE: PA ZIP: 18103 8-K 1 form8-k_dir.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 30, 2008

 

Penn Treaty American Corporation

(Exact name of registrant as specified in its charter)

 

Pennsylvania

001-14681

23-1664166

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

3440 Lehigh Street, Allentown, Pennsylvania 18103

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (610) 965-2222

 

Not Applicable

(Former name or former address, if changed since last report)

 

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

 

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))

 

Item 5.02        Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Effective April 30, 2008, Frank Grebe and, effective May 1, 2008, Domenic Stangherlin retired from their positions as members of the Board of Directors (the “Board”) of Penn Treaty American Corporation (the “Company”). Mr. Grebe and Mr. Stangherlin have served on the Board since 1999 and 1971, respectively.

 

On May 1, 2008, the Company appointed Alan S. Parsow, Robert J. Beutel and Sean T. Mullen to the Board in order to fill the vacancies created by the retirements of Mr. Grebe and Mr. Stangherlin and a previously unfilled seat. Mr. Parsow is expected to be appointed to the Executive Committee and Investment Committee, Mr. Beutel is expected to be appointed to the Nominating and Corporate Governance Committee and Mr. Mullen is expected to be appointed to the Audit Committee.

 

A copy of the press release announcing Mr. Grebe’s and Mr. Stangherlin’s retirements and the appointments of Messrs. Parsow, Beutel and Mullen to the Board is attached as Exhibit 99.1 hereto and incorporated by reference herein.

 

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits.

 

Exhibit

Description

99.1

Press Release issued May 1, 2008

 

 

 

2

 

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.

 

PENN TREATY AMERICAN CORPORATION

 

May 2, 2008

By: /s/ Mark Cloutier

 

Name:

Mark Cloutier

 

Title:

Executive Vice President, Chief Financial Officer and Treasurer

 

 

 

3

 

EXHIBIT INDEX

 

Exhibit

Description

 

99.1

Press Release issued May 1, 2008

 

 

 

 

4

 

 

 EX-99 2 ex991_pr.htm

EXHIBIT 99.1

 

PENN TREATY APPOINTS NEW DIRECTORS

 

Allentown, PA: May 1, 2008: Penn Treaty American Corporation (NYSE: PTA) today announced the appointment of Alan S. Parsow, Robert J. Beutel and Sean T. Mullen to the Company’s Board of Directors. The appointments fill vacancies created by the recent retirement of directors Domenic Stangherlin and Frank Grebe, and a previously unfilled seat.

 

Domenic Stangherlin served as a director of Penn Treaty and its subsidiaries since 1971 and Frank Grebe served since 1999.

 

Gene Woznicki, Penn Treaty’s Chairman, stated “Mr. Stangherlin and Mr. Grebe have contributed significantly over the years to Penn Treaty. Their support for the shareholders has been unwavering throughout the years. As we move forward, I believe our shareholders will be greatly served by these new members.”

 

William Hunt, Penn Treaty’s President and C.E.O., added, “I am pleased to welcome Messrs. Parsow, Beutel and Mullen to our Board of Directors. This change signifies another step in the process of enhancing value for Penn Treaty stakeholders. Their backgrounds, expertise and skills will be very valuable as we continue to execute our plans of profitable growth.”

 

About the new members:

 

Alan S. Parsow manages Elkhorn Partners, Elkhorn, Nebraska, a conservatively managed growth and income investment partnership. Elkhorn Partners owns approximately 9.9% of Penn Treaty’s outstanding common stock. Mr. Parsow currently serves as a Trustee for HSBC Investor Funds Group and is a former director of several publicly traded companies.

 

Robert J. Beutel is President of Oakwest Corporation Ltd, Toronto, Ontario, an investment management and holding company. Mr. Beutel is a director of several public and private companies, including Chairman of Strongco Income Fund and Hanfeng Evergreen, Inc. He also serves as director of Accord Financial Group and Tricon Forfaiting Fund Limited.

 

Sean T. Mullen is a Shareholder of Hancock & Dana, PC, Omaha, Nebraska, an accounting professional firm providing tax, legal and management consulting services. His principle areas of practice include transaction structuring, valuation issues and litigation support, family wealth planning and financial and tax planning. He is a member of the Nebraska and Iowa Bar Associations and is admitted to the U.S. Tax Court.

 

The Company, through its wholly owned direct and indirect subsidiaries, Penn Treaty Network America Insurance Company, American Network Insurance Company, American Independent Network Insurance Company of New York, United Insurance Group Agency, Inc., Network Insurance Senior Health Division and Senior Financial Consultants Company, is primarily engaged in the underwriting, marketing and sale of individual and group accident and health insurance products, principally covering long-term nursing home and home health care.

 

 

Source: Penn Treaty American Corporation

Contact: Cameron Waite, Executive VP, Strategic Operations

800.222.3469

cwaite@penntreaty.com

 

 

 

 

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