10-K/A: Conifer Holdings Files Amendment to 10-K to Correct Beneficial Ownership Calculation

Sentiment:

10-K/A Amendment


Conifer Holdings files an amendment to its annual report on Form 10-K to correct a clerical error in the calculation of beneficial ownership percentages.

Summary

  • Conifer Holdings, Inc. filed Amendment No. 2 to its Annual Report on Form 10-K/A for the fiscal year ended December 31, 2024.
  • The amendment corrects a clerical error in the beneficial ownership table contained in Part III, Item 12 of the original Form 10-K.
  • The correction pertains to the calculation of the beneficial ownership percentage of all named executive officers and directors as a group.
  • The amendment also includes new certifications by the principal executive officer and the principal financial officer as required by Section 302 of the Sarbanes-Oxley Act of 2002.
  • The number of outstanding shares of the registrant's common stock as of April 28, 2025, was 12,222,881.
  • As of April 7, 2025, Jeffrey Hakala and Gerald Hakala, through Clarkston Ventures, LLC, beneficially own 42.1% of the company's shares, including Series B Preferred Stock.
  • All named executive officers and directors as a group beneficially own 50.9% of the company's shares as of April 7, 2025, including Series B Preferred Stock.
  • James Petcoff beneficially owns 23.5% of the company's shares as of April 7, 2025.

Sentiment

Score: 7

Explanation: The document is a routine amendment to correct a clerical error, indicating standard corporate governance practices. The sentiment is neutral to slightly positive as it shows the company is taking steps to ensure accuracy in its reporting.

Positives

  • The company is transparently correcting an error in its filings.
  • The filing includes updated certifications from the CEO and CFO, ensuring compliance with regulatory requirements.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
EmployeeNicholas Petcoff2024-08-30Employment terminated

Stakeholder Impact

  • Shareholders are provided with corrected information regarding beneficial ownership.
  • The filing ensures compliance with SEC regulations, maintaining investor confidence.

Key Dates

DateDescription
2024-08-30Nicholas Petcoff's employment terminated
2024-12-31Fiscal year ended
2025-03-28Original Form 10-K filed
2025-04-07Date for beneficial ownership calculation
2025-04-28Number of outstanding shares of common stock
2025-04-30Amendment No. 1 to the Annual Report on Form 10-K filed
2025-05-09Date of CEO and CFO certifications

Keywords

beneficial ownership, amendment, Form 10-K, Conifer Holdings, executive officers, directors, shares, stock, Clarkston Ventures, Jeffrey Hakala, Gerald Hakala, James Petcoff

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