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Material Agreement

Filed Dec 12, 2024 · 1y ago · Accession 0001021771-24-000213

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

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): December 11, 2024 KINGSTONE COMPANIES, INC. (Exact name of registrant as specified in its charter) Delaware   000-01665   36-2476480 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.) 15 Joys Lane Kingston , New York   12401 (Address of principal executive offices)   (Zip code) Registrant's telephone number, including area code ( 845 ) 802-7900 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value per share KINS NASDAQ Capital Market 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 (see General Instruction A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 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 company ☐ 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. ☐ Item 1.01 Entry into a Material Definitive Agreement . On December 11, 2024, Kingstone Companies, Inc. (the “Company”) entered into an amendment (the “Amendment”) to its agreement, dated as of March 3, 2023 (the “Agreement”), with Gregory Fortunoff (“G. Fortunoff”) and Scott Fortunoff, shareholders of the Company (the “Fortunoffs”). The Agreement had provided for, among other things, the grant to G. Fortunoff of Board observer status.  Pursuant to the Amendment, the Fortunoffs indicated that, based upon the recent performance of the Company, they believe that there is no need for the continuation of G. Fortunoff’s Board observer status. Accordingly, pursuant to the Amendment, G. Fortunoff relinquished his right to serve as an observer to the Company’s Board of Directors or be nominated for a Board position. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment filed as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated by reference herein. Item 9.01 Financial Statements and Exhibits . (d) Exhibits .           10.1 Amendment No. 1, dated as of December 9, 2024, to Agreement, dated as of March 3, 2023, by and among Kingstone Companies, Inc., Gregory Fortunoff and Scott Fortunoff 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.   KINGSTONE COMPANIES, INC.           Dated: December 11, 2024 By: /s/ Meryl Golden       Meryl Golden       Chief Executive Officer
Filing details
Ticker
KINS
CIK
33992
Form type
8-K
Filing date
Dec 12, 2024
Report date
Dec 11, 2024
Document
kins8k.htm
Size
187 KB