Form 8-K

8-K — AMERISAFE INC

Accession: 0001193125-26-269381

Filed: 2026-06-12

Period: 2026-06-10

CIK: 0001018979

SIC: 6331 (FIRE, MARINE & CASUALTY INSURANCE)

Item: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item: Submission of Matters to a Vote of Security Holders

Item: Financial Statements and Exhibits

Documents

8-K — d135171d8k.htm (Primary)

EX-3.1 (d135171dex31.htm)

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8-K

8-K (Primary)

Filename: d135171d8k.htm · Sequence: 1

8-K

AMERISAFE INC false 0001018979 --12-31 0001018979 2026-06-10 2026-06-10

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): June 10, 2026

AMERISAFE, INC.

(Exact Name of Registrant as Specified in its Charter)

Texas

001-12251

75-2069407

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

2301 Highway 190 West

DeRidder, Louisiana 70634

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (337) 463-9052

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))

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, par value $0.01 per share

AMSF

Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 5.03.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On June 10, 2026, AMERISAFE, Inc. (the “Company”) held its 2026 annual meeting of shareholders (the “2026 Annual Meeting”). At the 2026 Annual Meeting, as further described below under Item 5.07 of this Current Report on Form 8-K (this “Report”), the Company’s shareholders approved an amendment to the Company’s Certificate of Formation (as amended from time to time, the “Certificate of Formation”) to make certain technical amendments to the Certificate of Formation to conform to the requirements of the TBOC and make other clarifying and technical changes (the “Technical Amendments”). As disclosed below under Item 5.07 of this Current Report, the Company’s shareholders did not approve the amendment to the Certificate of Formation to provide for officer exculpation (the “Officer Exculpation Amendment”). Accordingly, on June 10, 2026, the Company filed an amended and restated certificate of formation of the Company (the “Amended and Restated Certificate of Formation”) with the Texas Secretary of State, which did not include the Officer Exculpation Amendment and which is expected to become effective once accepted for filing by the Texas Secretary of State. The foregoing description of the Amended and Restated Certificate of Formation is not intended to be complete and is qualified in its entirety by reference to the Amended and Restated Certificate of Formation, a copy of which is attached hereto as Exhibit 3.1 and is incorporated herein by reference.

Item 5.07.

Submission of Matters to a Vote of Security Holders.

The Company held the 2026 Annual Meeting on June 10, 2026 at the Company’s corporate headquarters in DeRidder, Louisiana. The voting results for each matter submitted to the Company’s shareholders for approval, as described in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 24, 2026 (the “2026 Proxy Statement”), is provided below.

Of the 18,703,771 shares of the Company’s common stock outstanding as of April 16, 2026, the record date for the 2026 Annual Meeting, 17,128,230 shares were represented in person or by proxy at the 2026 Annual Meeting. The inspector of election reported the final vote of the Company’s shareholders as follows:

Election of directors. The following director nominees were elected for terms expiring at the Company’s 2029 annual meeting of shareholders:

Name

Votes For

Votes Withheld

Broker Non-Votes

Michael J. Brown

15,120,165

859,290

1,148,775

G. Janelle Frost

15,651,044

328,411

1,148,775

Sean M. Traynor

15,660,680

318,775

1,148,775

Advisory vote to approve the Company’s compensation of its named executive officers. The compensation of the Company’s named executive officers, as disclosed in the 2026 Proxy Statement under “Executive Compensation” and discussed under “Compensation Discussion and Analysis,” was approved on an advisory basis.

Votes For

Votes Against

Abstentions

Broker Non-Votes

15,834,256

138,678

6,521

1,148,775

Ratification of appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026. The appointment of Ernst & Young was ratified.

Votes For

Votes Against

Abstentions

16,694,687

430,980

2,563

Approval of the Officer Exculpation Amendment. The amendment to the Company’s Certificate of Formation to provide for officer exculpation was not approved, as the votes in favor did not exceed the required two-thirds of the Company’s outstanding shares of common stock.

Votes For

Votes Against

Abstentions

Broker Non-Votes

8,963,682

7,013,076

2,697

1,148,775

Approval of the Technical Amendments. The amendment to the Company’s Certificate of Formation to make the Technical Amendments was approved.

Votes For

Votes Against

Abstentions

Broker Non-Votes

15,937,796

39,198

2,461

1,148,775

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Description

3.1

Amended and Restated Certificate of Formation of AMERISAFE, Inc.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

AMERISAFE, INC.

By:

/s/ Kathryn H. Shirley

Kathryn H. Shirley

Executive Vice President, Chief Administrative Officer and Secretary

Date: June 12, 2026

EX-3.1

Filename: d135171dex31.htm · Sequence: 2

EX-3.1

Exhibit 3.1

CERTIFICATE OF FORMATION

AMERISAFE, INC.

As Amended and Restated on

June 10, 2026

ARTICLE I

NAME

The name of the Corporation is AMERISAFE, Inc.

ARTICLE II

ENTITY TYPE

The Corporation is a for-profit corporation.

ARTICLE III

PURPOSE

The purpose for which the Corporation is organized is to conduct any and all lawful business for which a corporation may be organized

under the Texas Business Organizations Code (the “TBOC”).

ARTICLE IV

CAPITALIZATION

Section 4.1. Authorized Capital Stock.

The total number of shares of all classes of stock which the Corporation shall have the authority to issue is 60,000,000 shares, consisting of

(1) 10,000,000 shares of Preferred Stock, $.01 par value (the “Preferred Stock”) and (2) 50,000,000 shares of Common Stock, $.01 par value (the “Common Stock”). All cross-references in each subdivision of this

Article IV refer to other paragraphs in such subdivision unless otherwise indicated.

Section 4.2. Preferred Stock.

The Board of Directors of the Corporation is authorized, subject to any limitations prescribed by the TBOC, to provide for the issuance of

shares of Preferred Stock in one or more series, and, by filing a statement pursuant to the applicable law of the State of Texas (a “Statement of Designation”), to establish from time to time the number of shares to be included in

each such series, to fix and determine the designations, preferences, limitations and relative rights, including voting rights, and to increase (but not above the total number of authorized shares of the class) or decrease the number of shares of

any such series (but not below the number of shares of such series then issued), each of the foregoing as established pursuant to a resolution adopted by the Board of Directors of the Corporation and as provided in the TBOC.

In the case the number of shares of any series shall be decreased in accordance with the

foregoing sentence, then the shares constituting such decrease shall resume the status that they had prior to the adoption of the resolution originally fixing the number of shares in such series.

Any new series of Preferred Stock may be fixed and determined as provided herein by the Board of Directors of the Corporation without approval

of the holders of any class of the capital stock of the Corporation or any series thereof, and any such new series of Preferred Stock shall have such designations, preferences, limitations and relative rights, including voting rights.

Section 4.3. Common Stock.

Except as otherwise provided herein or as otherwise required by law, all shares of Common Stock shall be identical in all respects and shall

entitle the holders thereof to the same powers, rights and privileges, subject to the same qualifications, limitations and restrictions. The powers, rights and privileges, and the qualifications, limitations and restrictions thereof in respect of

the Common Stock are as set forth below:

(a) Voting Rights. Except as otherwise provided herein or as otherwise required by law,

each holder of outstanding shares of Common Stock shall be entitled to vote on all matters on which the shareholders of the Corporation shall be entitled to vote, and each such holder of Common Stock shall be entitled to one vote on such matters for

each share of such stock held by such holder.

(b) Dividends. Subject to the prior rights of the holders of Preferred Stock, the

Board of Directors of the Corporation may cause dividends to be paid to holders of shares of Common Stock out of funds legally available for the payment of dividends. Any dividend or distribution shall be payable ratably on all shares of Common

Stock; provided, however, that in the case of dividends payable in shares of common stock of the Corporation, or options, warrants or rights to acquire shares of such common stock, or securities convertible into or exchangeable for shares of such

common stock, the shares, options, warrants, rights or securities so payable shall be payable in shares of, or options, warrants or rights to acquire or securities convertible into or exchangeable for, Common Stock.

(c) Liquidation. In the event of any Liquidation Event, after payment shall have been made to holders of the Preferred Stock of the

full amounts to which they shall be entitled as stated and expressed herein or as may be stated and expressed pursuant hereto, the holders of Common Stock shall be entitled, to the exclusion of such holders of Preferred Stock, to share ratably based

upon the number of shares of Common Stock held by them in all remaining assets of the Corporation available for distribution to its shareholders.

ARTICLE V

REGISTERED

OFFICE

The street address of the Corporation’s registered office is as follows:

211 E. 7th St., Suite 620

Austin,

Texas 78701

ARTICLE VI

REGISTERED AGENT

The name

of the Corporation’s registered agent at the Corporation’s registered office is Corporation Service Company.

ARTICLE VII

DENIAL OF PRE-EMPTIVE RIGHTS

The statutory right of any shareholder of the Corporation to exercise preemptive rights to acquire additional, unissued or treasury shares of

the Corporation or securities of the Corporation convertible into or carrying a right to subscribe to or acquire shares of the Corporation is hereby denied.

ARTICLE VIII

NON-CUMULATIVE VOTING

Cumulative voting is expressly prohibited.

ARTICLE IX

BYLAWS

The power to amend or repeal the Bylaws or to adopt new Bylaws shall be vested in either the shareholders or the Board of Directors

of the Corporation, subject to the shareholders providing in amending, repealing or adopting a particular Bylaw that it may not be amended or repealed by the Board of Directors of the Corporation.

ARTICLE X

ELECTION OF

DIRECTORS

Section 10.1. Number of Directors. The number of the Directors of the Corporation shall be fixed from time to time

by or pursuant to the Bylaws of the Corporation.

Section 10.2. Classified Board of Directors. The Directors shall be

classified, with respect to the time for which they severally hold office, into three classes, each class to be as nearly equal in number as possible, as determined by the Board of Directors. At each annual meeting of the shareholders of the

Corporation, the successors of the class of Directors whose term expires at that meeting shall be elected by a plurality of the votes cast by holders of shares entitled to vote in the election of directors at a meeting of shareholders at which a

quorum is present to hold office for a term expiring at the annual meeting of shareholders held in the third year following the year of their election.

Section 10.3. Shareholder Nomination of Director Candidates and Introduction of Business. Advance notice of shareholder

nominations for the election of Directors and advance notice of business to be brought by shareholders before an annual meeting shall be given in the manner provided in the Bylaws of the Corporation.

Section 10.4. Decrease in Number of Directors. No decrease in the number of

Directors constituting the Board of Directors shall shorten the term of an incumbent Director.

Section 10.5. No

Requirement of Written Ballot. The election of the Directors may be conducted in any form adopted by the Board of Directors and need not be by written ballot. In the event, however, that a majority of the shareholders vote to require written

ballots, written ballots shall be used.

ARTICLE XI

SPECIAL MEETINGS OF SHAREHOLDERS

Special meetings of the shareholders, unless otherwise prescribed by statute, may be called by the Chairman of the Board of Directors of the

Corporation or the President and shall be called by the Secretary upon written request, stating the purpose or purposes therefor, by a majority of the whole Board of Directors or by the holders of at least 25% of the Corporation’s

then-outstanding shares of capital stock entitled to vote at such special meeting.

ARTICLE XII

INDEMNIFICATION

Each

person who is or was a Director or officer of the Corporation, or while a Director or officer of the Corporation is or was serving at the request of the Corporation as a director, officer, partner, venturer, proprietor, trustee, employee, agent or

similar functionary of another corporation, employee benefit plan, other enterprise or other entity, shall be indemnified by the Corporation to the fullest extent that a corporation is required or permitted to grant indemnification to such person

under the TBOC, as the same exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Corporation to provide broader indemnification rights than said law permitted the Corporation

to provide prior to such amendment) or any other applicable laws as presently or hereafter in effect. The right to indemnification under this Article XII shall extend to the heirs, executors, administrators and estate of any such Director or

officer. The right to indemnification provided in this Article XII (a) will not be exclusive of any other rights to which any person seeking indemnification may otherwise be entitled, including without limitation, pursuant to any bylaw,

agreement, vote of shareholders or disinterested Directors, or otherwise, both as to action in their official capacities and as to action in another capacity while holding such office; and (b) will be applicable to matters otherwise within its

scope whether or not such matters arose or arise before or after the adoption of this Article XII. Without limiting the generality or the effect of the foregoing, the Corporation may adopt bylaws or enter into one or more agreements with any person

which provide for indemnification greater or different than that provided in this Article XII to the extent provided by applicable laws. Any amendment or repeal of this Article XII shall not adversely affect any right or protection existing

hereunder immediately prior to such amendment or repeal.

ARTICLE XIII

NO MONETARY LIABILITY OF DIRECTORS TO SHAREHOLDERS

To the fullest extent permitted by the TBOC, as the same may be amended from time to time, or any other applicable laws presently or hereafter

in effect, no Director of the Corporation shall be personally liable to the Corporation or its shareholders for or with respect to any acts or omissions in the performance of his or her duties as a Director of the Corporation. If the TBOC is

hereafter amended to authorize, with the approval of a corporation’s shareholders, further elimination of the liability of a corporation’s directors for or with respect to any acts or omissions in the performance of their duties as

directors of a corporation, then a Director of the Corporation shall not be liable for any such acts or omissions to the fullest extent permitted by the TBOC, as so amended. Any repeal or modification of this Article XIII shall not adversely affect

any right or protection of a Director of the Corporation existing immediately prior to such repeal or modification.

ARTICLE XIV

AMENDMENT

The

Corporation reserves the right at any time and from time to time to amend, alter, change or repeal any provision contained in this Certificate of Formation, and any other provisions authorized by the laws of the State of Texas at the time in force

may be added or inserted, in the manner now or hereafter prescribed herein or by applicable law, and all rights, preferences and privileges of whatsoever nature conferred upon shareholders, Directors or any other persons whomsoever by and pursuant

to this Certificate of Formation in its present form or as hereafter amended are granted subject to the right reserved in this Article XIV; provided, however, that any amendment or repeal of Article XII or Article XIII of this Certificate of

Formation shall not adversely affect any right or protection existing hereunder immediately prior to such amendment or repeal.

ARTICLE

SHAREHOLDER ACTION BY WRITTEN CONSENT

Any action required by the TBOC, as the same may be amended from time to time, to be taken at any annual or special meeting of shareholders,

or any action that may be taken at any annual or special meeting of shareholders, may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing, setting forth the action so taken, shall be signed by the

holder or holders of all the shares entitled to vote with respect to the action that is the subject of the consent.

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