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): July 18, 2006
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Alleghany Corporation
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(Exact name of registrant as specified in charter)
Delaware
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(State or other jurisdiction of incorporation)
1-9371 51-0283071
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(Commission File Number) (IRS Employer Identification No.)
7 Times Square Tower, 17th Floor
New York, New York 10036
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 752-1356
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On July 18, 2006, the Compensation Committee (the "Committee") of the
Board of Directors of Alleghany Corporation (the "Company") authorized a cash
payout of $90,000 under the 2005 Management Incentive Plan to Weston M. Hicks,
President and chief executive officer of the Company. The payout represents the
portion of Mr. Hicks' 2005 bonus opportunity that was deferred by the Committee
at its February 27, 2006 meeting pending completion of the strategic
reorganization of the Company's subsidiary Darwin Professional Underwriters,
Inc. ("Darwin"). Such strategic reorganization was one of Mr. Hicks' personal
goals established by the Committee in respect of his 2005 bonus opportunity. The
Committee determined that such personal goal was met upon the closing of the
initial public offering of Darwin's common stock on May 24, 2006.
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 hereunto duly authorized.
ALLEGHANY CORPORATION
Date: July 19, 2006 By: /s/ Jerry G. Borrelli
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Name: Jerry G. Borrelli
Title: Vice President