Item 5. Other Information
Item 5. Other Information
In accordance with Rule 14a-8 under the Securities Exchange Act of 1934, as amended (“Rule 14a-8”) and the Amended and Restated Bylaws (the “Bylaws”) of the Company, the deadlines for the receipt of any stockholder proposals and director nominations to be considered at the 2022 Annual Meeting of Stockholders (the “2022 Annual Meeting”) are set forth below.
Any stockholder proposal submitted pursuant to Rule 14a-8 for inclusion in the Company's proxy materials for the 2022 Annual Meeting must be received by our corporate secretary at our principal executive offices no later than the close of business on December 24, 2021. Any such proposal also
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needs to comply with the Securities and Exchange Commission stockholder proposal rules, including the eligibility requirements set forth in Rule 14a-8.
In addition, any stockholder seeking to nominate a director or to bring other business before the 2022 Annual Meeting outside of Rule 14a-8 under the advance notice provisions included in the Company's Bylaws must provide timely notice, as set forth in the Bylaws. Specifically, written notice of any such proposed business or nomination must be received by our corporate secretary at our principal executive offices no earlier than the close of business on January 13, 2022, and no later than the close of business on February 12, 2022. Any notice of proposed business or nomination also must comply with the notice and other requirements set forth in our Bylaws and with any applicable law.
For purposes of stockholder proposals, the "close of business" shall mean 5:00 p.m. local time at the principal executive offices of the Company on any calendar day, whether or not the day is a business day.
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Item 6. Exhibits and Financial Statement Schedules
Exhibit
Number Description of Exhibit
3.1 Amended and Restated Certificate of Incorporation of Enact Holdings, Inc.
3.2 Amended and Restated Bylaws of Enact Holdings, Inc.
10.1 Master Agreement, dated September 15, 2021, between Genworth Financial, Inc. and Enact Holdings, Inc.
10.2 Registration Rights Agreement, dated as of September 15 , 2021, between Enact Holdings, Inc. and Genworth Financial, Inc.
10.3 Shared Services Agreement, dated August 4, 2021, between Enact Holdings, Inc. and Genworth Financial, Inc.(incorporated by reference to Exhibit 10.4 to the Company’s Registration Statement on Form S-1/A (File No. 333-255345) filed with the Securities and Exchange Commission on September 13, 2021)
10.4+ Enact Holdings, Inc. 2021 Omnibus Incentive Plan
10.5 Form of Indemnification Agreement between Enact Holdings, Inc. and its directors and officers (incorporated by reference to Exhibit 10.20 to the Company’s Registration Statement on Form S-1/A (File No. 333-255345) filed with the Securities and Exchange Commission on September 13, 2021)
31.1 Certification of Principal Executive Officer (filed herewith)
31.2 Certification of Principal Financial Officer (filed herewith)
32.1 Certification Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code — Principal Executive Officer (filed herewith)
32.2 Certification Pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code — Principal Financial Officer (filed herewith)
101.INS Inline XBRL Instance Document
101.SCH Inline XBRL Taxonomy Extension Schema Document
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
______________
+ Indicates management contract and compensatory plan
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned duly authorized.
ENACT HOLDINGS, INC.
(Registrant)
Dated: November 4, 2021
By: /s/ Hardin Dean Mitchell
Hardin Dean Mitchell
Executive Vice President, Chief Financial Officer and Treasurer
(Principal Financial Officer)
By: /s/ James McMullen
James McMullen
Vice President, Controller and Principal Accounting Officer
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