Item 5.03 Amendments to Articles of Incorporation or Bylaws? Change in Fiscal
Year.
On
Article I, Section 3 of the Code of Regulations was amended to expressly provide for virtual meetings of the Company's shareholders by means of remote communications equipment in accordance with Ohio Revised Code Section 1701.40(C).
The foregoing description of the amendments to the Code of Regulations is qualified in its entirety by the full text of the Amended and Restated Code of Regulations, which is attached hereto as Exhibit 3.1 and incorporated herein by this reference.
Item 8.01. Other Events.
On
For a description of the Senior Notes, see the materials set forth in the
section captioned "Description of
The Indenture, as supplemented by the Ninth Supplemental Indenture, together with specimen copy of each of the Senior Notes are incorporated by reference in this Current Report on Form 8-K. The foregoing description of the Senior Notes and the other documents relating to this transaction does not purport to be complete and is qualified in its entirety by reference to the full text of these securities and documents, forms or copies of which are incorporated in this Current Report on Form 8-K by reference.
The Notes are being offered and sold by the Registrant pursuant to a Registration Statement on Form S-3 (File No. 333-223216).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. 1 Purchase Agreement dated as ofMarch 26, 2020 among the Registrant andJ.P. Morgan Securities LLC ,BofA Securities, Inc. , andWells Fargo Securities, LLC , as representatives of the several underwriters. 3.1 Amended and Restated Code of Regulations ofAmerican Financial Group, Inc. , effective as ofMarch 27, 2020 . 4.1 Senior Debt Securities Indenture dated as ofNovember 12, 1997 , between the Registrant, as Issuer,U.S. Bank National Association (formerly known asStar Bank, N.A. ), as Trustee (incorporated by reference to Exhibit 4.1 of the Registrant's Form 8-A datedApril 19, 1999 ). 4.2 Form of Ninth Supplemental Indenture to be dated as ofApril 2, 2020 between the Registrant, asIssuer andU.S. Bank National Association , as Trustee. 4.3 Form of 5.250% Senior Notes due 2030 (included in Exhibit 4.2). 5 Opinion ofKeating Muething & Klekamp PLL. 23 Consent ofKeating Muething & Klekamp PLL (included in Exhibit 5). 104 Cover page Interactive Date File (embedded within Inline XBRL document). 3
--------------------------------------------------------------------------------
© Edgar Online, source