Form 4: Donegal Group CFO Acquires Shares via Employee Stock Plan, Power of Attorney Filed for SEC Reporting

Jeffrey D. Miller, EVP & Chief Financial Officer of Donegal Group Inc., acquired 735 shares of Class A Common Stock through an Employee Stock Purchase Plan, coinciding with the filing of a Limited Power of Attorney for Section 16 reporting obligations.

Summary

• Jeffrey D. Miller, EVP & Chief Financial Officer of Donegal Group Inc. (DGICA), acquired 735 shares of Class A Common Stock on July 1, 2025.
• The shares were acquired at a price of $14.144 per share.
• This transaction was conducted under an Employee Stock Purchase Plan.
• Following the acquisition, Miller directly owns 24,715 shares of Class A Common Stock and 106 shares of Class B Common Stock.
• Indirect holdings include 40,100 shares of Class A Common Stock and 478 shares of Class B Common Stock through a 401(k) Plan.
• A Limited Power of Attorney was executed on June 2, 2025, appointing David B. Bawel and Natasha C. Romero as attorneys-in-fact for Miller's Section 16 reporting obligations related to Donegal Group Inc. securities.

Sentiment

Score: 7

Explanation: The acquisition of shares by a key executive generally indicates confidence in the company, which is a positive signal. The Power of Attorney is a standard administrative filing.

Positives

• The acquisition of shares by a key executive like the CFO can signal confidence in the company's future prospects.
• Participation in an Employee Stock Purchase Plan indicates alignment of employee interests with shareholder interests.

Risks

• The Power of Attorney explicitly states that neither the Company nor the attorneys-in-fact assume liability for the undersigned's responsibility to comply with Exchange Act requirements, any failure to comply, or profit disgorgement under Section 16(b) of the Exchange Act.
• The Power of Attorney does not relieve the undersigned from responsibility for compliance with their obligations under the Exchange Act, including Section 16 reporting requirements.

Future Outlook

The document does not contain specific forward-looking statements or guidance regarding the company's future performance, focusing instead on a past insider transaction and a power of attorney for compliance.

Management Comments

• This Power of Attorney authorizes, but does not require, such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information.
• Neither the Company nor such attorney-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act.
• This Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act.

Industry Context

This Form 4 filing is a routine disclosure of an insider stock transaction, common across all publicly traded companies. The acquisition through an Employee Stock Purchase Plan is a standard mechanism for executive compensation and alignment, reflecting common practices in the financial services or insurance industry where Donegal Group operates.

Comparison to Industry Standards

• The transaction itself, an acquisition via an Employee Stock Purchase Plan, aligns with common industry practices for executive compensation and share ownership.
• The price of $14.144 per share is specific to Donegal Group Inc.'s Class A Common Stock at the time of the transaction and cannot be directly compared to other companies' stock prices without broader market context.
• The filing of a Limited Power of Attorney for Section 16 reporting is also a standard corporate governance practice for executives to delegate administrative aspects of their compliance.

Corporate Governance

Related Party Transactions

• The acquisition of shares by Jeffrey D. Miller, an executive officer, is an insider transaction, which is a type of related party transaction. It was conducted through an Employee Stock Purchase Plan.

Stakeholder Impact

• Shareholders: The CFO's acquisition of shares may be viewed positively as a sign of management confidence, potentially influencing investor sentiment.
• Employees: The transaction, being part of an Employee Stock Purchase Plan, highlights a mechanism for employee ownership and alignment with company performance.

Next Steps

• The Power of Attorney remains in effect until Jeffrey D. Miller is no longer required to file Forms 3, 4, and 5, unless earlier revoked.

Key Dates

Keywords

Donegal Group Inc., DGICA, Jeffrey D. Miller, EVP & Chief Financial Officer, Insider Trading, SEC Form 4, Stock Acquisition, Employee Stock Purchase Plan, Section 16, Power of Attorney, Corporate Governance, Executive Compensation