Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 23, 2009, NYMAGIC, INC. (the "Company") entered into a Restated Employment Agreement (the "Yanoff Employment Agreement") with Glenn R. Yanoff, pursuant to which Mr. Yanoff will continue to serve as an executive officer of the Company and as President of MMO Agencies, an operating division of the Company. The Yanoff Employment Agreement supersedes and replaces in its entirety the prior employment agreement, dated May 1, 2008, between Mr. Yanoff and the Company.
The Yanoff Employment Agreement provides for a term ending on April 30, 2013. Under the Yanoff Employment Agreement, Mr. Yanoff is entitled to a base salary of $400,000. In addition, Mr. Yanoff will participate in the Company's annual incentive compensation plan with a bonus range of $0 to $300,000 and a target annual incentive award of $200,000. In addition, Mr. Yanoff will be guaranteed an annual incentive award of $100,000 for 2009 and annual incentive awards of $75,000 for each of 2010, 2011 and 2012. The Yanoff Employment Agreement also provides for reimbursement of reasonable expenses incurred in the performance of Mr. Yanoff's duties, and includes provisions governing termination for death, disability, cause and without cause. The Yanoff Employment Agreement is filed as Exhibit 10.1 hereto and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits.
(d) Exhibits The following exhibit is furnished or filed, as applicable, with this Current Report on Form 8-K:

Exhibit No. Description 10.1 Restated Employment Agreement, dated as of September 23, 2009, by and between Glenn R. Yanoff and NYMAGIC, INC.

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