MAXICARE HEALTH PLANS INC
8-K, 1995-03-15
HOSPITAL & MEDICAL SERVICE PLANS
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                                   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) March 14, 1995.




                           MAXICARE HEALTH PLANS, INC.                     
        -------------------------------------------------------------------
               (Exact name of registrant as specified in its charter)




                 Delaware                0-12024           95-3615709      
        -------------------------------------------------------------------


        (Name or other jurisdiction    (Commission      (IRS Employer
            of incorporation)          File Number)     Identification No.)




          1149 South Broadway Street, Los Angeles, California    90015     
        -------------------------------------------------------------------
          (Address of principal executive offices)             (Zip Code)




        Registrant's telephone number, including area code  (213) 765-2000 
                                                           ----------------




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        <PAGE>
        Item 5.  Other Events

                 Maxicare Health Plans, Inc.  (the "Company") concluded the
                 redemption  of   its   Series   A  Cumulative  Convertible
                 Preferred Stock ("Series A Stock")  on March 14, 1995 (the
                 "Redemption Date").  Holders of approximately 2.27 million
                 shares of  Series  A  Stock  converted  their  shares into
                 approximately 6.25 million shares  of the Company's Common
                 Stock.  After  the  Redemption  Date, the remaining 21,000
                 shares of  Series  A  Stock  are  no  longer  deemed to be
                 outstanding and holders of Series A Stock certificates are
                 entitled  to  receive  only   $25.4625  per  share,  which
                 represents the redemption price  of  $25.00 per share plus
                 accrued and unpaid dividends  of $.4625 per share, without
                 additional interest thereon when they surrender the Series
                 A Stock Share  certificates  properly endorsed to American
                 Stock Transfer & Trust Company, the Redemption Agent. 

                 As of March 14, 1995,  the Company had approximately 17.30
                 million shares of Common Stock outstanding.














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        <PAGE>
                                    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 thereunto duly authorized.




                                      Maxicare Health Plans, Inc.
                                      ---------------------------------
                                            (Registrant)


        March 14, 1995                By  /s/ EUGENE L. FROELICH       
                                      ---------------------------------
                                              Eugene L. Froelich
                                           Chief Financial Officer
                                         and Executive Vice President -
                                         Finance and Administration






























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