Safety Insurance Group, Inc. filed a Form 8-K on September 15, 2026, reporting that the required Hart-Scott-Rodino Antitrust Improvements Act waiting period for its proposed merger with MAPFRE U.S.A. Corp. expired at 11:59 p.m. Eastern Time on September 14, 2026.

Key Highlights

  • HSR waiting period satisfied: The waiting period under the Hart-Scott-Rodino Antitrust Improvements Act expired at 11:59 p.m. Eastern Time on September 14, 2026, satisfying one condition to closing.
  • Merger structure: Splash Merger Sub, Inc., a wholly owned direct subsidiary of MAPFRE U.S.A. Corp., will be merged with and into Safety Insurance Group, with Safety surviving as a wholly owned direct subsidiary of MAPFRE.
  • Original agreement date: Safety Insurance Group entered into the Agreement and Plan of Merger with MAPFRE U.S.A. Corp. and Merger Subsidiary on July 23, 2026.
  • Closing conditions remain: The closing remains subject to other customary conditions, including the receipt of certain other regulatory approvals.
  • Proxy statement mailed: A definitive proxy statement was first mailed to Safety's stockholders on or about September 14, 2026.

Safety Insurance Group Reports HSR Clearance in MAPFRE Acquisition Process

According to the filing, Safety Insurance Group, Inc. (NASDAQ:SAFT), a Delaware corporation headquartered at 20 Custom House Street, Boston, Massachusetts, disclosed that the antitrust review period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired without action, clearing one of the conditions required before the proposed merger with MAPFRE U.S.A. Corp. can close. The company reported the event date as September 14, 2026.

The filing describes the proposed transaction as one in which Splash Merger Sub, Inc., a Delaware corporation and wholly owned direct subsidiary of MAPFRE U.S.A. Corp., a Massachusetts corporation, will be merged with and into Safety Insurance Group. Upon completion, Safety Insurance Group would survive the merger as a wholly owned direct subsidiary of MAPFRE. The merger agreement was entered into on July 23, 2026, as the filing notes it was "previously announced."

The company disclosed that the closing remains conditioned on additional requirements, stating that it "remains subject to other customary conditions, including the receipt of certain other regulatory approvals." The filing also noted that a definitive proxy statement was filed with the SEC and first mailed to stockholders on or about September 14, 2026. The filing contains forward-looking statements, which the company describes as subject to risks including the possibility that the transaction may not be consummated within the anticipated time period, or at all, and that required governmental and regulatory approvals may not be obtained, including from the Massachusetts Commissioner of Insurance.

What Was Disclosed

Safety Insurance Group reported via an 8-K that the HSR Act waiting period for its merger with MAPFRE U.S.A. Corp. expired on September 14, 2026, satisfying one closing condition, while other regulatory approvals remain outstanding.