MCY 10-K Annual Report Dec. 31, 2021 | Alphaminr

MCY 10-K Fiscal year ended Dec. 31, 2021

MERCURY GENERAL CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. ReservedItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RisksItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers, and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.2 Amended and Restated Bylaws of the Company. This document was filed as an exhibit to Registrants Form 10-Q for the quarterly period ended September30, 2007, and is incorporated herein by this reference. 3.3 First Amendment to Amended and Restated Bylaws of the Company. This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on August4, 2008, and is incorporated herein by this reference. 3.4 Second Amendment to Amended and Restated Bylaws of the Company. This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on February25, 2009, and is incorporated herein by this reference. 3.5 Third Amendment to Amended and Restated Bylaws of the Company. This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on May11, 2018, and is incorporated herein by this reference. 4.2 Indenture, dated as of March 8, 2017, between Mercury General Corporation and Wilmington Trust, National Association. This document was filed as an exhibit to Registrants Form 8-K, filed with the Securities and Exchange Commission on March 8, 2017, and is incorporated herein by this reference. 4.3 First Supplemental Indenture, dated as of March 8, 2017, between Mercury General Corporation and Wilmington Trust, National Association. This document was filed as an exhibit to Registrants Form 8-K, filed with the Securities and Exchange Commission on March 8, 2017, and is incorporated herein by this reference. 4.4 Description of Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2019, and is incorporated herein by this reference. 10.10* Amendment 2002-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2002, and is incorporated herein by this reference. 10.11* Amendment 2002-2 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2002, and is incorporated herein by this reference. 10.12* Amendment 2003-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2004, and is incorporated herein by this reference. 10.13* Amendment 2004-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2004, and is incorporated herein by this reference. 10.14* Amendment 2006-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2007, and is incorporated herein by this reference. 10.15* Amendment 2006-2 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2006, and is incorporated herein by this reference. 10.16* Amendment 2007-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2007, and is incorporated herein by this reference. 10.17* Amendment 2008-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2008, and is incorporated herein by this reference. 10.18* Amendment 2008-2 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2008, and is incorporated herein by this reference. 10.19* Amendment 2009-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2009, and is incorporated herein by this reference. 10.20* Amendment 2009-2 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2009, and is incorporated herein by this reference. 10.21* Amendment 2011-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2011, and is incorporated herein by this reference. 10.22* Amendment 2013-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2013, and is incorporated herein by this reference. 10.23* Amendment 2014-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2014, and is incorporated herein by this reference. 10.24* Amendment 2014-2 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2014, and is incorporated herein by this reference. 10.25* Amendment 2015-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2015, and is incorporated herein by this reference. 10.26* Amendment 2015-2 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2015, and is incorporated herein by this reference. 10.27* Amendment 2017-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2017, and is incorporated herein by this reference. 10.28* Amendment 2019-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2018, and is incorporated herein by this reference. 10.29* Amendment 2020-1 to the Mercury General Corporation Profit Sharing Plan. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2020, and is incorporated herein by this reference. 10.30* Amendment 2021-1 to the Mercury General Corporation Profit Sharing Plan. Filed herewith. 10.31* Amendment 2021-2 to the Mercury General Corporation Profit Sharing Plan. Filed herewith. 10.32* Amendment 2022-1to the Mercury General Corporation Profit Sharing Plan. Filed herewith. 10.40 Management Agreement dated January 22, 1997 between Mercury County Mutual Insurance Company and Mercury Insurance Services, LLC. This document was filed as an exhibit to Registrants Form 10-K for the fiscal year ended December31, 2006, and is incorporated herein by this reference. 10.41* Mercury General Corporation Senior Executive Incentive Bonus Plan. This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on May10, 2013, and is incorporated herein by this reference. 10.42* Amended and Restated Mercury General Corporation 2005 Equity Incentive Award Plan. This document was filed as an exhibit to the Registrants Form 8-K filed with the Securities and Exchange Commission on November1, 2010, and is incorporated herein by this reference. 10.43* Form of Incentive Stock Option Agreement under the Mercury General Corporation 2005 Equity Incentive Award Plan. This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on May16, 2005, and is incorporated herein by this reference. 10.44* Form of Restricted Stock Unit Award Agreement under the Mercury General Corporation 2005 Equity Incentive Award Plan. This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on October5, 2010, and is incorporated herein by this reference. 10.45* Mercury General Corporation Annual Incentive Plan. This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on May 2, 2011, and is incorporated herein by this reference. 10.46* Mercury General Corporation 2015 Incentive Award Plan This document was filed as an exhibit to Registrants Form S-8 filed with the Securities and Exchange Commission on February 20, 2015 (File No. 333-202204), and is incorporated herein by this reference. 10.47* Form of Restricted Stock Unit Agreement under the Mercury General Corporation 2015 Incentive Award Plan This document was filed as an exhibit to Registrants Form S-8 filed with the Securities and Exchange Commission on February 20, 2015 (File No. 333-202204), and is incorporated herein by this reference. 10.48* Form of Stock Option Agreement under the Mercury General Corporation 2015 Incentive Award Plan This document was filed as an exhibit to Registrants Form S-8 filed with the Securities and Exchange Commission on February 20, 2015 (File No. 333-202204), and is incorporated herein by this reference. 10.49* Form of Restricted Stock Unit Agreement under the Mercury General Corporation 2015 Incentive Award Plan (2016 and later version). This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on March 23, 2016, and is incorporated herein by this reference. 10.50 Credit Agreement, dated as of March 29, 2017, by and among Mercury General Corporation, Bank of America, as Administrative Agent, and the Lenders party thereto. This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on April 3, 2017, and is incorporated herein by this reference. 10.51 First Amendment Agreement to Credit Agreement, dated as of March 22, 2019, by and among Mercury General Corporation, Bank of America, as Administrative Agent, and the Lenders party thereto. This document was filed as an exhibit to Registrants Form 10-Q for the quarterly period ended March 31, 2020, and is incorporated herein by this reference. 10.52 Second Amendment Agreement to Credit Agreement, dated as of April 21, 2020, by and among Mercury General Corporation, Bank of America, as Administrative Agent, and the Lenders party thereto. This document was filed as an exhibit to Registrants Form 10-Q for the quarterly period ended March 31, 2020, and is incorporated herein by this reference. 10.53 Third Amendment Agreement to Credit Agreement, dated as of October 28, 2020, by and among Mercury General Corporation, Bank of America, as Administrative Agent, and the Lenders party thereto. This document was filed as an exhibit to Registrants Form 10-Q for the quarterly period ended September 30, 2020, and is incorporated herein by this reference. 10.54 Amended and Restated Credit Agreement, dated as of March 31, 2021, by and among Mercury General Corporation, Bank of America, as Administrative Agent, and the Lenders party thereto. This document was filed as an exhibit to Registrants Form 8-K filed with the Securities and Exchange Commission on April 1, 2021, and is incorporated herein by this reference. 10.55 * Separation Agreement and General Release, effective May 24, 2018, by and between Allan Lubitz and Mercury Insurance Services, LLC. This document was filed as an exhibit to Registrant's Form 10-Q for the quarterly period ended June 30, 2018, and is incorporated herein by this reference. 21.1 Subsidiaries of the Company. Filed herewith. 23.1 Consent of Independent Registered Public Accounting Firm. Filed herewith. 31.1 Certification of Registrants Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith. 31.2 Certification of Registrants Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith. 32.1 Certification of Registrants Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002. This certification is being furnished solely to accompany this Annual Report on Form 10-K and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company. Filed herewith. 32.2 Certification of Registrants Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002. This certification is being furnished solely to accompany this Annual Report on Form 10-K and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company. Filed herewith.