✓ Superior risk-adjusted underwriting results Pages 3, 6, 55 ✓ Above average risk-adjusted investment returns Pages 3, 8, 55 ✓ Prudent capital management Pages 3, 55 ✓ Disciplined cycle management is key to long-term success Pages 3, 5 ✓ Grow when pricing is strong and reduce volume when prices are inadequate Pages 3, 5 ✓ Effectively manage volatility, including from catastrophic events Pages 6, 7, 55 ✓ Pursue strategies to build value for the future Pages 7-8 ✓ Our long-term return on equity (“ROE”) and total value creation have consistently outperformed the industry and our peers Pages 7, 9, 51, 55 ✓ Our total value creation over the last 20 years has been achieved with significantly less volatility than our peers Page 7 ✓ Our three-and five-year average Total Shareholder Return ranked in the 96th and 100th percentile, respectively, of our peers Page 51 ✓ Our average annual gain in book value per share (with dividends included) since 1974 was 16.3% Page 9 |
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✓ 80% independent directors Pages 10, 22 ✓ Board members bring diverse backgrounds, skills, experience and perspectives Pages 12-15, 26-27 ✓ Diversified tenure of directors balances Board refreshment with benefit of overseeing the full insurance cycle Pages 30-31 ✓ 25% of independent Board members refreshed in the last 5 years Page 31 ✓ Separate Executive Chairman and Chief Executive Officer Pages 21, 29 ✓ Independent lead director who presides at executive sessions of the Board rotates among the Chair of the Audit Committee, the Chair of the Compensation Committee and any non-management members of the Executive Committee Pages 29-30 ✓ Significant required stock ownership by NEOs and directors. Shares held until separation from service. Prohibition on pledging shares used to satisfy ownership requirements. Pages 60, 73 ✓ Directors and executive officers as a group own 22.9% of the Company’s stock as of April 18, 2023 Page 83 ✓ Board oversight of Enterprise Risk Management with ERM management committee that regularly reports to the Board Page 32 ✓ Board oversight of Environmental, Social and Governance with ESG management committee that regularly reports to the Board Page 34 ✓ Board oversight of human capital management and corporate culture Pages 35-36 |
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✓ CEO and other NEOs’ compensation are 93% and 86%, respectively, performance-based and at-risk Page 39 ✓ 52% of CEO and 48% of NEO compensation are long-term and subject to clawback Page 39 ✓ NEOs do not receive shares from vested Restricted Stock Unit awards until separation from service Pages 39, 42, 47 ✓ Annual cash incentive awards are performance-based and non-formulaic to discourage short-term oriented behavior that can hurt long-term performance in our industry Pages 42, 44-46 ✓ Determination of the NEOs’ annual cash incentive awards are based on financial performance for the current year, financial performance compared to peers, and contributions to long-term value creation Pages 44-46, 54 ✓ 100% of long-term compensation, and 56% of CEO’s incentive compensation, are formulaic Page 39 ✓ Executive Chairman’s compensation reflects his active role in strategy and investments and his instrumental role in the strategy and investment opportunities that have generated significant realized gains Page 53 ✓ CEO compensation is well-aligned with performance, as the Company’s performance ranks in the top quartile of our peers Page 51 ✓ Compensation peer group comprised of relevant industry peers Page 50 |