--- schema_version: "secwatch.filing_event.v1" accession: "0001140361-23-019510" form_type: "8-K" ticker: null cik: "0001801754" company_name: "Trean Insurance Group, Inc." filed_at: "2023-04-21T23:59:59+00:00" generated_at: "2026-06-16T21:34:39.972328+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.95 calibrated_materiality_score: 0.95 confidence: "high" source: SEC EDGAR --- # Altaris completes acquisition of Trean Insurance Group for $6.15 per share in cash ## Summary - Merger closed April 21, 2023; each share of common stock converted to $6.15 cash. - Total cash consideration approximately $148.8 million, funded by Altaris equity and company cash. - Trean's common stock ceased trading and will be delisted from Nasdaq. - Board changes: Mary Chaput, Philip Smith, Randall Jones, Terry Mayotte resigned; Nicholas Fulco appointed. - Julie Baron remains President and CEO; Andrew O'Brien remains Executive Chairman. ## SEC filing metadata - accession: 0001140361-23-019510 - form_type: 8-K - cik: 0001801754 - company_name: Trean Insurance Group, Inc. - filed_at: 2023-04-21T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.95 - calibrated_materiality_score: 0.95 - confidence: high - sec_items: 2.01, 3.01, 3.03, 5.01, 5.03, 5.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/0001140361-23-019510-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/brhc20051724_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001140361-23-019510 - JSON: https://secwatch.observer/filing/0001140361-23-019510.json - Plain text: https://secwatch.observer/filing/0001140361-23-019510.txt ## Key facts - Executive change Randall D. Jones departed as Director at Trean Insurance Group, Inc.. - Action: ceased serving - Role: Director source text: Mary A. Chaput, Philip I. Smith, Randall D. Jones and Terry P. Mayotte ceased serving as members of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/0001140361-23-019510-index.htm - Executive change Mary A. Chaput departed as Director at Trean Insurance Group, Inc.. - Action: ceased serving - Role: Director source text: Mary A. Chaput, Philip I. Smith, Randall D. Jones and Terry P. Mayotte ceased serving as members of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/0001140361-23-019510-index.htm - Executive change Terry P. Mayotte departed as Director at Trean Insurance Group, Inc.. - Action: ceased serving - Role: Director source text: Mary A. Chaput, Philip I. Smith, Randall D. Jones and Terry P. Mayotte ceased serving as members of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/0001140361-23-019510-index.htm - Executive change Nicholas Fulco was appointed as Director at Trean Insurance Group, Inc.. - Action: appointed - Role: Director source text: Nicholas Fulco was appointed as a member of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/0001140361-23-019510-index.htm - Executive change Philip I. Smith departed as Director at Trean Insurance Group, Inc.. - Action: ceased serving - Role: Director source text: Mary A. Chaput, Philip I. Smith, Randall D. Jones and Terry P. Mayotte ceased serving as members of the Company’s board of directors evidence_url: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/0001140361-23-019510-index.htm - Governance Changes Trean Insurance Group, Inc.: Amended and restated the certificate of incorporation in its entirety. - Change: charter amendment source text: At the effective time of the Merger on April 21 , 2023, the Amended and Restated Certificate of Incorporation of the Company, was amended and restated in its entirety. evidence_url: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/0001140361-23-019510-index.htm - Governance Changes Trean Insurance Group, Inc.: Amended and restated the bylaws in their entirety. - Change: bylaw amendment source text: In addition, in connection with the Merger, the Amended and Restated By-laws of the Company, were amended and restated in their entirety. evidence_url: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/0001140361-23-019510-index.htm - M&A Transactions Trean Insurance Group, Inc. underwent a change of control involving Altaris, LLC for $6.15 per share in cash (closed 2023-04-21). - Action: change of control - Counterparty: Altaris, LLC - Consideration: $6.15 per share in cash - Closing: 2023-04-21 source text: common stock, par value $0.01 per share (the “Common Stock”), subject to certain exceptions, was automatically converted into the right to receive an amount in cash equal to $6.15 per share, without interest, pursuant to the Merger Agreement. A description of the consideration payable to holders of the Company’s options, restricted stock units, performance evidence_url: https://www.sec.gov/Archives/edgar/data/1801754/000114036123019510/0001140361-23-019510-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.