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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) February 17, 2000
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Commission File Number 0-5544
OHIO CASUALTY CORPORATION
(Exact name of registrant as specified in its charter)
OHIO 31-0783294
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
136 North Third Street, Hamilton, Ohio 45025
(Address of principal executive offices) (Zip Code)
(513) 867-3000
(Registrant's telephone number)
Not Applicable
(Former name or former address, if changed since last report)
Exhibit Index - Page 3
Page 1 of 3 Pages
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ITEM 5. Other Events
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On February 17, 2000, Ohio Casualty Corporation (the "Corporation") announced
that Lauren N. Patch resigned as President and Chief Executive Officer of the
Corporation, effective February 17, 2000. He also resigned as President and
Chief Executive Officer of all the subsidiary companies of the Corporation
effective on the same day.
William L. Woodall was named President and Chief Executive Officer of the
Corporation, effectively February 17, 2000. He will also succeed Joseph L.
Marcum as Chairman of the Board, effective April 26, 2000.
A copy of the press release issued by Ohio Casualty Corporation on February 17,
2000, concerning this change in its executive leadership is attached hereto as
Exhibit 99 and is incorporated herein by reference.
ITEM 7. Financial Statements and Exhibits
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Exhibit No. Description
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99 Press release dated February 17, 2000, announcing
the resignation of Lauren N. Patch and appointment
of William L. Woodall as President and Chief
Executive Officer.
SIGNATURE
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.
OHIO CASUALTY CORPORATION
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(Registrant)
February 24, 2000 /s/ Barry S. Porter
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Barry S. Porter, CFO/Treasurer
(on behalf of Registrant and
as Principal Accounting Officer)
Page 2 of 3 Pages
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EXHIBIT INDEX
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Current Report on Form 8-K
Dated February 17, 2000
OHIO CASUALTY CORPORATION
Exhibit No. Description
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99 Press release dated February 17, 2000, announcing the
resignation of Lauren N. Patch and appointment of
William L. Woodall as President and Chief Executive Officer.
Page 3 of 3 Pages
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EXHIBIT 99
Contact: Analyst contact: Dale A. Thatcher
Chief Accounting Officer
513-603-2244
[email protected]
Media contact: Cindy L. Denney
Assistant Vice President, Corporation Communications
513-603-2074 (ofc.), 513-703-7372 (cell)
[email protected]
FOR IMMEDIATE RELEASE
Ohio Casualty Corporation Announces Changes
in Top Management
FAIRFIELD, OHIO -- FEBRUARY, 17, 2000 - Ohio Casualty Corporation (NASDAQ:
OCAS) has announced the following changes in its senior management:
Lauren N. Patch has resigned as president and chief executive officer and
from the Corporation's Board of Directors, effective immediately. Mr. Patch
is leaving the company to pursue other business opportunities.
William L. Woodall, CPCU, current vice chairman of the board and former
president of the Corporation, has been named president and chief executive
officer, effective immediately. He also has been appointed by the Board of
Directors as chairman of the board. The appointment will take effect during
the Board's organizational meeting, which follows the Corporation's Annual
Shareholders Meeting on April 26, 2000.
Mr. Woodall succeeds current Chairman of the Board Joseph L. Marcum, CPCU,
who is not standing for re-election to the Board due to the Board's mandatory
retirement policy.
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Mr. Marcum's term expires after his last official duty in chairing the
Shareholders Meeting.
Mr. Woodall and Mr. Marcum praised Mr. Patch for his contributions to the
Corporation. "Lauren has led the Company during an extremely challenging
period for the property and casualty insurance industry. We appreciate his
many years of dedicated service and wish him well in his future endeavors."
A graduate of Miami University (Ohio), Mr. Woodall has been associated with
the Corporation since 1947, when he joined The Ohio Casualty Insurance Co.
as an auto underwriter in its Home Office in Hamilton. Bringing with him
several years of agency experience, he advanced in the underwriting career
path, holding positions as underwriter in the fire and casualty area and as
field representative for the Des Moines and Indianapolis offices. In 1965,
he was named branch manager of the Indianapolis Branch Office.
Mr. Woodall joined the Executive Department of the Corporation in 1968 as an
assistant vice president, subsequently holding the positions of vice
president, secretary and senior vice president. He was named executive vice
president and secretary in 1986 and was appointed to the Board of Directors
that same year. Mr. Woodall was appointed president and chief operating
officer in 1988, maintaining that role until his retirement from active
employment in 1991. Since 1991, he has maintained his active role on the
Board of Directors.
A former board member of the Insurance Services Office (ISO), Mr. Woodall
holds the Chartered Property Casualty Underwriter (CPCU) designation. He
brings to the position a strong background in achieving excellent
underwriting results.
Corporate profile
Ohio Casualty Corporation is the holding company of The Ohio Casualty
Insurance Company, which is one of six property-casualty companies that make
up Ohio Casualty Group. Ohio Casualty Group is among the top 40 property and
casualty insurance groups in the country, offering businesses and individuals
a range of property-casualty products. The Group is active in more than 40
states, operates primarily through the independent agency system, and has
written premiums of $1.6 billion. Ohio Casualty Corporation trades on the
NASDAQ Stock Market under the symbol OCAS. Ohio Casualty Corporation has
assets of more than $5 billion.
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Ohio Casualty Corporation publishes forward-looking statements relating to
such matters as anticipated financial performance, business prospects and
plans, regulatory developments and similar matters. The statements contained
in this news release that are
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not historical information, are forward-looking
statements. The Private Securities Litigation Reform Act of 1995 provides a
safe harbor under The Securities Act of 1933 and The Securities Exchange Act
of 1934 for forward-looking statements. The risks and uncertainties that may
affect the operations, performance, development and results of the
Corporation's business and the results of the acquisition described herein,
include the following: changes in property and casualty reserves; catastrophe
losses; premium and investment growth; product pricing environment;
availability of credit; changes in government regulation; performance of
financial markets; fluctuations in interest rates; availability and pricing
of reinsurance; litigation and administrative proceedings; Year 2000 issues;
ability of Ohio Casualty to integrate the acquired business and to retain the
acquired insurance business; and general economic and market conditions.
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