08/30/2024 | Press release | Distributed by Public on 08/30/2024 10:09
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Delaware
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1195 River Road
Marietta, Pennsylvania 17547
(800) 877-0600
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23-2424711
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(State or other jurisdiction of
incorporation or organization)
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(Address, including zip code, and
telephone number, including area code,
of registrant's principal executive offices)
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(I.R.S. Employer
Identification Number)
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Large accelerated filer
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☐
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Accelerated filer
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☒
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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Page
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Summary
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1
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The Company
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1
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Offering Under Our Plan
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1
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Risk Factors
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2
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This Prospectus
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2
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Where You Can Find More Information
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2
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Incorporation of Certain Documents by Reference
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2
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Special Note on Forward-Looking Information
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4
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Description of Our 2024 Agency Stock Purchase Plan
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5
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Purpose and Advantages of Our Plan
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5
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Administration
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5
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Participation
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6
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Costs and Expenses
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7
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Purchases
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7
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Shares; Certificates for Shares
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8
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Withdrawals from Our Plan
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8
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Other Information
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9
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Plan of Distribution
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10
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Use of Proceeds
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10
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Experts
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10
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Legal Opinion
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10
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Donegal Group Inc.
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1195 River Road, P.O. Box 302
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Marietta, Pennsylvania 17547
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Attention:
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Jeffrey D. Miller,
Executive Vice President and Chief Financial Officer
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Telephone: (800) 877-0600
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Email: [email protected]
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•
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Our Annual Report on Form 10-K for the year ended December 31, 2023.
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•
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Our Quarterly Report on Form 10-Q for the quarters ended March 31, 2024 and June 30, 2024.
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•
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Our Proxy Statement dated March 15, 2024.
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Our Current Report on Form 8-K that we filed on April 22, 2024, other than the portions of that document that the SEC rules do not consider as filed.
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•
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The description of our Class A common stock under our registration statement on Form 8-A we filed pursuant to Section 12 of the Securities Exchange Act of 1934, or the Exchange Act, including any amendment or report we filed with the SEC, for the purpose of updating this description.
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1.
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What is the purpose of our plan?
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2.
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What are the advantages of our plan?
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3.
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Who administers our plan for participants?
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4.
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Where may I obtain additional information about our plan and its administrators?
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5.
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What is the term of our plan?
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6.
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Which agencies may participate in our plan?
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7.
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How may an eligible agency participate in our plan?
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8.
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What does a subscription agreement provide?
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9.
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When may an eligible agency enroll in our plan?
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10.
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May an eligible agency transfer its subscription rights to another person or agency?
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11.
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Are participants responsible for any expenses in connection with purchases under our plan?
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12.
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How many shares are available for purchase under our plan?
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13.
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What is the purchase price of shares of our Class A common stock under our plan?
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14.
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How may an eligible agency pay for shares it purchases under our plan?
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15.
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What is the direct bill commission payment method?
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16.
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May an eligible agency that chooses the direct bill commission payment method change the method or amount of contribution under our plan?
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17.
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What is the lump-sum payment method?
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18.
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What is the contingent commission payment method?
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19.
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Are there limitations on the amount of contributions or purchases that an eligible agency can make?
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20.
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How does an eligible agency make purchases under our plan?
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21.
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May an eligible agency transfer, pledge, hypothecate or assign shares credited to the agency's plan account?
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22.
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Will we issue stock certificates for shares of our Class A common stock an eligible agency purchases?
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23.
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In whose name are accounts maintained and shares registered when issued?
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24.
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How and when may an eligible agency withdraw from our plan?
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25.
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What happens to any shares and cash we have credited to an eligible agency's plan account at the time of withdrawal?
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26.
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What happens if we declare a stock split or stock dividend or change or exchange our Class A common stock for shares of stock or other securities of our own or another corporation?
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27.
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What are the federal income tax consequences of an eligible agency's participation in our plan?
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28.
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May we change or discontinue our plan?
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29.
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How may eligible agencies sell shares of our Class A common stock they purchase under our plan?
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Item 14.
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Other Expenses of Issuance and Distribution.
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SEC registration fee
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$1,098.14
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Printing expenses
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1,000.00
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Legal and accounting expenses
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20,000.00
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Miscellaneous
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500.00
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TOTAL
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$22,598.14
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Item 15.
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Indemnification of Directors and Officers.
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Item 16.
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Exhibits.
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No.
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Description
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4.1
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Donegal Group Inc. Agency Stock Purchase Plan (filed herewith)
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5.1
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Opinion of Duane Morris LLP (filed herewith)
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23.1
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Consent of Duane Morris LLP (included in Exhibit 5.1)
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23.2
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Consent of Independent Registered Public Accounting Firm (filed herewith).
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24.1
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Powers of Attorney (included in signature pages)
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107
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Filing Fee Table
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Item 17.
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Undertakings.
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DONEGAL GROUP INC.
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By:
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/s/ Kevin G. Burke
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Kevin G. Burke,
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President and Chief Executive Officer
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Signature
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Title
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Date
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/s/ Kevin G. Burke
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President and Chief Executive Officer (principal executive officer)
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August 30, 2024
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Kevin G. Burke
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/s/ Jeffrey D. Miller
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Executive Vice President and Chief Financial Officer (principal financial and accounting officer)
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August 30, 2024
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Jeffrey D. Miller
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/s/ Scott A. Berlucchi
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Director
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August 30, 2024
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Scott A. Berlucchi
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/s/ Dennis J. Bixenman
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Director
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August 30, 2024
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Dennis J. Bixenman
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/s/ Jack L. Hess
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Director
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August 30, 2024
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Jack L. Hess
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/s/ Barry C. Huber
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Director
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August 30, 2024
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Barry C. Huber
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/s/ David C. King
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Director
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August 30, 2024
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David C. King
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/s/ Kevin M. Kraft, Sr.
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Director
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August 30, 2024
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Kevin M. Kraft, Sr.
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Signature
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Title
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Date
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/s/ Jon M. Mahan
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Director
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August 30, 2024
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Jon M. Mahan
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/s/ S. Trezevant Moore, Jr.
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Director
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August 30, 2024
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S. Trezevant Moore, Jr.
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/s/ Britta H. Schatz
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Director
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August 30, 2024
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Britta H. Schatz
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/s/ Annette B. Szady
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Director
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August 30, 2024
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Annette B. Szady
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