AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 4/6 · 18/10/2026
Moat31
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 1/4 · Top-ten reinsurance scale supports franchise relevance, but pricing and capacity competition offer weak evidence of barriers protecting Everest-specific returns.
durability · 1/4 · Pronounced pricing cycles and competing capital make the franchise's economic protection fragile. Profitable reinsurance in 2025 does not demonstrate durability across cycles.
customer dependency · 1/4 · Historical strong renewal retention supports repeat demand, but no Everest-specific switching friction or customer dependence is established. Relationships are described as general industry differentiators.
erosion resilience · 2/4 · Reinsurance remained profitable, but insurance's 114.6% combined ratio demonstrates uneven resilience. Alternative capacity is a prospective erosion risk, not proof of realized share loss.
Pricing power—
Insufficient evidence for every rubric criterion; no category score is inferred.
realized pricing · 2/4 · The 2023 disclosure attributes insurance growth partly to positive rates, alongside exposure growth and new business. Softer pricing in some casualty lines and missing current rate data limit evidence of sustained pricing power.
retention · 2/4 · Reported strong renewal retention in 2023 directly supports historical repeat demand. Continued substantial premium activity provides indirect demand evidence, but no current customer renewal rate is supplied.
margin resilience · 2/4 · Profitable reinsurance offsets insurance underwriting losses. This is mixed underwriting resilience rather than proof that pricing offsets claims inflation and catastrophe costs throughout the group.
contractual freedom · — · Competition includes price and coverage terms, but the passages do not establish Everest's contractual repricing rights, renewal restrictions or policy-rate regulatory constraints.
Predictability95
Financial-sector stability over five consecutive reported annual periods: equal weights for nondeclining revenue frequency, revenue-growth volatility (5–40pp), positive consolidated earnings frequency, and net-income/revenue margin volatility (3–20pp). Uses reported accounting scope; not industrial FCF or a growth forecast.
- Nondeclining revenue years (%)
- 100.00
- Revenue growth volatility (pp)
- 9.18
- positiveEarningsShare
- 100.00
- netMarginStdDev
- 4.14
Financial strength—
Insufficient current sector evidence for every criterion; no category score is inferred.
capital adequacy · — · Everest Re reports $8.9 billion of statutory surplus, but actual regulatory capital comparisons are absent. Bermuda's target is 120% of enhanced capital requirement; the US threshold is total adjusted capital of 200% of authorized control level capital. These denominators are distinct, and anticipated Bermuda compliance cannot establish actual headroom.
liquidity funding · 2/4 · Positive first-half 2026 operating cash flow and disclosed cash, short-term investments and near-term maturities support claims funding. Cash generation declined materially, distributions absorbed most operating inflows, and subsidiary transfer constraints limit holding-company flexibility.
asset liability risk · 2/4 · Maturity diversification and collateralized catastrophe protection provide mitigants, but industry-loss triggers introduce basis risk. Insurance underwriting losses, $2.8 billion of fixed maturities valued with unobservable inputs and securities valuation losses show mixed risk exposure. Reserve adequacy and duration matching remain incompletely disclosed.
earnings resilience · 2/4 · Consolidated net income remained positive in 2024 and 2025 and rose to $1.213 billion in first-half 2026 from $890 million. Profitable reinsurance supports resilience, but insurance losses and declining operating cash generation constrain the assessment.
Capital allocation56
Qualitative insurance assessment: equal-weight average of four current evidence-backed grades (0–4), scaled to 100. Policy financial-industry-1; not an industrial ratio score or credit rating.
capital efficiency · 2/4 · The disclosed consolidated net-income ROE rose from 9.6% to 10.5%, using average adjusted shareholders' equity; non-GAAP operating ROE rose from 9.0% to 12.4% on that denominator. These are positive but mixed returns given insurance underwriting losses and the adjusted accounting scope.
distributions and buffers · 2/4 · First-half 2026 buybacks of $725 million and dividends of $158 million were below $1.213 billion of earnings and $939 million of operating cash flow. Equity remained substantial, but absent regulatory headroom prevents concluding that buffers are strong after distributions.
dilution and cost · 3/4 · Reported shares fell from 40.7 million to 38.7 million during first-half 2026 despite 0.1 million net shares issued. Disclosed non-cash compensation expense was $40 million versus $26 million a year earlier. Net share reduction is demonstrated; buyback value creation and all-in financing efficiency are not.
investment discipline · 2/4 · The completed renewal-rights sale and positive investment-related earnings support active portfolio management, but insurance losses indicate past allocation weakness. The Canadian disposal remains pending and retains certain liabilities through affiliated reinsurance, so its price and announced structure do not establish a successful exit.
Management56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Actual earnings, cash generation and share reduction support discipline. First-half 2026 operating cash flow fell to $939 million while buybacks and dividends consumed $883 million; missing solvency headroom limits confidence in the distribution pace.
incentive alignment · 2/4 · Actual PSUs link rewards to operating ROE and relative book-value-based TSR, with performance-dependent earn-outs and demonstrated forfeitures. Catastrophe adjustments and time-based awards weaken a purely outcome-based interpretation; these are adopted arrangements, not the proposed amendment.
execution · 2/4 · Assessed indirectly from operating results and completed actions: profitable reinsurance, higher first-half 2026 consolidated earnings and a completed renewal-rights sale are offset by insurance underwriting losses. Pending Canadian-sale benefits remain unproven.
governance · 3/4 · Disclosed independent key committees, an independent chair, annual director elections, majority voting and mandatory compensation recovery provide strong governance structures. They do not prove exceptional oversight effectiveness.
Evidence
Reinsurance and insurance companies differentiate themselves based on financial strength, range of products, brand recognition, duration of the relationship with the cedents, agent and broker relationships, distribution channels, claims management and customer service.
Business: industry differentiation · Filed 26/02/2026
Competition for clients might be based on pricing, capacity, coverage terms, conditions or other factors.
Business: competition on pricing, capacity and terms · Filed 26/02/2026
According to S&P, Everest ranks among the top ten global property and casualty reinsurance groups.
Risk factors: reinsurance market ranking attributed to S&P · Filed 26/02/2026
In addition to existing competitors, the entry of alternative capital market products and new company formations, such as Insurtech companies, provide additional sources of reinsurance and insurance capacity, which could reduce our market share and adversely affect our business, results of operations and financial condition.
Risk factors: alternative capital and new capacity · Filed 26/02/2026
Our industry is highly competitive and subject to pricing cycles that can be pronounced.
Risk factors: competition and pricing cycles · Filed 26/02/2026
The Company’s Reinsurance business had total gross written premiums of approximately $12.8 billion, underwriting income of $972 million and a 91.7% total combined ratio.
2025 results: reinsurance underwriting income and combined ratio · Filed 10/04/2026
In the Insurance business, total gross written premium was $4.8 billion and total combined ratio was 114.6%.
2025 results: insurance combined ratio · Filed 10/04/2026
Our competitors include independent reinsurance and insurance companies, subsidiaries or affiliates of established worldwide insurance companies, reinsurance departments of certain insurance companies and domestic and international underwriting operations, including underwriting syndicates at Lloyd’s of London.
Risk factors: competitor categories and named marketplace · Filed 26/02/2026
The increase in insurance premiums reflects growth across multiple lines of business, particularly specialty casualty, property/short tail business and other specialty business, driven by positive rate and exposure increases, new business and strong renewal retention.
2023 insurance results: rate increases, new business and renewal retention · Filed 28/02/2024
Other casualty lines have been experiencing modest rate increases, while some lines such as workers’ compensation and directors and officers liability have been experiencing softer market conditions.
Market conditions: mixed casualty pricing · Filed 28/02/2024
S-6 SCHEDULE III — SUPPLEMENTARY INSURANCE INFORMATION Column A Column B Column C Column D Column E Column F Column G Column H Column I Column J Deferred Acquisition Costs Reserve for Losses and Loss Adjustment Expenses Unearned Premium Reserves Premiums Earned Net Investment Income Incurred Loss and Loss Adjustment Expenses Amortization of Deferred Acquisition Costs Other Operating Expenses Net Written Premium Segment (Dollars in millions) As of and Year Ended December 31, 2025 Reinsurance $ 1,258 $ 22,730 $ 4,747 $ 11,732 $ 1,376 $ 7,517 $ 2,952 $ 291 $ 11,791 Insurance 280 10,203 2,495 3,718 658 3,050 488 721 3,638 Other 8 1,379 32 111 90 292 21 17 84 Total $ 1,546 $ 34,312 $ 7,275 $ 15,560 $ 2,124 $ 10,859 $ 3,461 $ 1,029 $ 15,513 As of and Year Ended December 31, 2024 Reinsurance $ 1,185 $ 19,708 $ 4,621 $ 11,412 $ 1,255 $ 7,103 $ 2,837 $ 290 $ 11,969 Insurance 270 8,841 2,635 3,579 605 3,622 439 615 3,678 Other 6 1,340 68 197 94 580 24 33 167 Total $ 1,461 $ 29,889 $ 7,324 $ 15,187 $ 1,954 $ 11,305 $ 3,300 $ 938 $ 15,814 As of and Year Ended December 31, 2023 Reinsurance $ 967 $ 17,327 $ 4,009 $ 9,799 $ 984 $ 5,690 $ 2,520 $ 254 $ 10,802 Insurance 271 6,338 2,504 3,420 391 2,471 410 556 3,704 Other 9 939 109 225 59 266 22 35 225 Total $ 1,247 $ 24,604 $ 6,622 $ 13,443 $ 1,434 $ 8,427 $ 2,952 $ 846 $ 14,730 (Some amounts may not reconcile due to rounding.) S-7 SCHEDULE IV — REINSURANCE Column A Column B Column C Column D Column E Column F (Dollars in millions) Gross Amount Ceded to Other Companies Assumed from Other Companies Net Amount Assumed to Net December 31, 2025 Total property and liability insurance premiums earned $ 4,921 $ 2,429 $ 13,067 $ 15,560 84.0 % December 31, 2024 Total property and liability insurance premiums earned $ 4,977 $ 2,248 $ 12,458 $ 15,187 82.0 % December 31, 2023 Total property and liability insurance premiums earned $ 4,733 $ 1,807 $ 10,518 $ 13,443 78.2 % S-8
Schedule III: segment premiums, claims, expenses and reserves · Filed 26/02/2026
dollars, except dividends per share amounts) 2026 2025 2026 2025 (unaudited) (unaudited) COMMON SHARES (shares outstanding): Balance beginning of period 39.8 42.5 40.7 43.0 Issued (redeemed) during the period, net — — 0.1 0.1 Treasury shares acquired (1.2) (0.6) (2.2) (1.2) Balance end of period 38.7 41.9 38.7 41.9 COMMON SHARES (par value): Balance beginning of period $ 1 $ 1 $ 1 $ 1 Issued during the period, net — — — — Balance end of period 1 1 1 1 ADDITIONAL PAID-IN CAPITAL: Balance beginning of period 3,849 3,799 3,852 3,812 Share-based compensation plans 22 19 20 6 Balance end of period 3,871 3,818 3,871 3,818 ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS), NET OF DEFERRED INCOME TAXES: Balance beginning of period (462) (786) (52) (1,138) Net increase (decrease) during the period 30 465 (380) 817 Balance end of period (432) (321) (432) (321) RETAINED EARNINGS: Balance beginning of period 17,139 15,434 16,565 15,309 Net income (loss) 559 680 1,213 890 Dividends declared ($2.00 per share in 2Q 2026 and $4.00 per share YTD in 2026; $2.00 per share in 2Q 2025 and $4.00 per share YTD in 2025) (78) (84) (158) (169) Balance, end of period 17,620 16,030 17,620 16,030 TREASURY SHARES AT COST: Balance beginning of period (5,236) (4,308) (4,906) (4,108) Purchase of treasury shares (395) (200) (725) (400) Share-based compensation plans — — 1 — Balance end of period (5,630) (4,508) (5,630) (4,508) TOTAL SHAREHOLDERS' EQUITY, END OF PERIOD $ 15,430 $ 15,019 $ 15,430 $ 15,019 The accompanying notes are an integral part of the consolidated financial statements.
Consolidated changes in shareholders' equity: earnings, shares and distributions · Filed 03/08/2026
dollars) 2026 2025 (unaudited) CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 1,213 $ 890 Adjustments to reconcile net income to net cash provided by operating activities: Decrease (increase) in premiums receivable 78 (662) Decrease (increase) in funds held by reinsureds, net (85) (79) Decrease (increase) in reinsurance recoverables (149) 199 Decrease (increase) in income taxes 59 152 Decrease (increase) in prepaid reinsurance premiums (90) 85 Increase (decrease) in reserve for losses and loss adjustment expenses 669 1,688 Increase (decrease) in unearned premiums (788) 63 Increase (decrease) in amounts due to reinsurers 212 12 Increase (decrease) in losses in course of payment (27) 12 Change in equity adjustments in limited partnerships (240) (140) Distribution of limited partnership income 90 74 Change in other assets and liabilities, net — (249) Non-cash compensation expense 40 26 Amortization of bond premium (accrual of bond discount) (60) (78) Net (gains) losses on investments 17 12 Net cash provided by (used in) operating activities 939 2,007 CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from fixed maturities matured/called/repaid - available for sale 2,174 2,129 Proceeds from fixed maturities sold - available for sale 1,083 280 Proceeds from fixed maturities matured/called/repaid - held to maturity 69 105 Proceeds from fixed maturities sold - held to maturity — 10 Proceeds from equity securities sold — 54 Distributions from other invested assets 119 223 Cost of fixed maturities acquired - available for sale (3,820) (5,767) Cost of fixed maturities acquired - held to maturity (69) (4) Cost of equity securities acquired (3) (2) Cost of other invested assets acquired (224) (303) Net change in short-term investments 470 2,299 Net change in unsettled securities transactions 1 (38) Net cash provided by (used in) investing activities (199) (1,014) CASH FLOWS FROM FINANCING ACTIVITIES: Common shares issued (redeemed) during the period for share-based compensation, net of expense (21) (19) Purchase of treasury shares (725) (400) Dividends paid to shareholders (158) (169) Cost of shares withheld on settlements of share-based compensation awards (24) (20) Net cash provided by (used in) financing activities (927) (608) EFFECT OF EXCHANGE RATE CHANGES ON CASH 26 (32) Net change in cash including balances classified as held-for-sale (161) 352 Net change in cash balances classified as held-for-sale (1) (40) — Cash, beginning of period 1,318 1,549 Cash, end of period $ 1,117 $ 1,902 SUPPLEMENTAL CASH FLOW INFORMATION: Income taxes paid (recovered) $ 143 $ 16 Interest paid 71 75 NON-CASH TRANSACTIONS: Non-cash restructure of fixed maturity securities - available for sale and other invested assets — 39 Non-cash restructure of fixed maturity securities - available for sale and equity securities 6 — The accompanying notes are an integral part of the consolidated financial statements.
Consolidated cash flows for the six months ended June 30, 2026 · Filed 03/08/2026
Year-to-Date (Dollars in millions, except per share amounts) December 31, December 31, 2025 2024 Beginning of period shareholders’ equity $13,875 $13,202 Add: Net unrealized depreciation (appreciation) of fixed maturity, available for sale securities 849 723 Adjusted beginning of period shareholders' equity $14,724 $13,925 End of period shareholders’ equity $15,461 $13,875 Add: Net unrealized depreciation (appreciation) of fixed maturity, available for sale securities (5) 849 Adjusted end of period shareholders’ equity $15,455 $14,724 Average adjusted shareholders’equity $15,090 $14,325 After-tax net operating income (loss) $1,875 $1,289 After-tax net gains (losses) on investments (115) 12 After-tax foreign exchange income (expense) (169) 72 Net income (loss) $1,591 $1,373 Return on equity (annualized) After-tax net operating income (loss) 12.4% 9.0% After-tax net gains (losses) on investments (0.8)% 0.1% After-tax foreign exchange income (expense) (1.1)% 0.5% Net income (loss) 10.5% 9.6% Common shares outstanding 40.7 43.0 Book value per common share outstanding (1) 379.83 322.97 Book value per common share outstanding (excluding URA(D)) (2) 379.70 342.74 Total Shareholder Return (TSR) (3) 13.1% 9.2% (Some amounts may not reconcile due to rounding.) (1) Book value per common share is calculated as reported end of period shareholders’ equity divided by common shares outstanding.
Appendix A: equity, earnings and return reconciliation · Filed 10/04/2026
At December 31, 2025 and December 31, 2024, we held cash and short-term investments of $4.3 billion and $6.3 billion, respectively.
Liquidity: cash and short-term investments · Filed 26/02/2026
In addition to these cash and short-term investments, we had $1.4 billion of fixed maturity securities - available for sale maturing within one year or less, $10.8 billion maturing within one to five years and $8.6 billion maturing after five years at December 31, 2025.
Liquidity: available-for-sale fixed maturity schedule · Filed 26/02/2026
The capital and statutory surplus of Everest Re was $8.9 billion and $8.1 billion at December 31, 2025 and 2024, respectively.
Note 18: Everest Re capital and statutory surplus · Filed 26/02/2026
In addition, the BMA has established a target capital level for each insurer, which is 120% of the enhanced capital requirement.
Note 18: Bermuda target as percentage of enhanced capital requirement · Filed 26/02/2026
As long as the total adjusted capital is 200% or more of the authorized control level capital, no action is required by the Company.
Note 18: US total adjusted capital threshold relative to authorized control level · Filed 26/02/2026
(3) The 2025 BSCR calculation is not yet due to be completed; however, the Company anticipates that Bermuda Re's December 31, 2025 actual capital will exceed the targeted capital level.
Note 18: incomplete 2025 BSCR calculation and management expectation · Filed 26/02/2026
At June 30, 2026 and December 31, 2025, $2.8 billion and $2.5 billion, respectively, of fixed maturities were fair valued using unobservable inputs.
Investment valuations: fixed maturities using unobservable inputs · Filed 03/08/2026
(Dollars in millions) Class Description Effective Date Expiration Date Limit Coverage Basis Series 2024-1 Class A US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/27/2024 6/30/2028 75 Occurrence Series 2024-1 Class B US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/27/2024 6/30/2028 125 Occurrence Series 2025-1 Class A-1 US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/26/2025 7/9/2029 105 Aggregate Series 2025-2 Class A-2 US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/26/2025 7/8/2030 105 Aggregate Series 2025-1 Class B-1 US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/26/2025 7/9/2029 120 Aggregate Series 2025-2 Class B-2 US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/26/2025 7/8/2030 120 Aggregate Series 2025-1 Class C-1 US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/26/2025 7/9/2029 170 Occurrence Series 2025-2 Class C-2 US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/26/2025 7/8/2030 170 Occurrence Series 2025-1 Class D-1 US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/26/2025 7/9/2029 105 Occurrence Series 2025-2 Class D-2 US, Canada, Puerto Rico – Named Storm and Earthquake Events 6/26/2025 7/8/2030 105 Occurrence Series 2026-1 Class B-1 US, Canada, Puerto Rico – Named Storm and Earthquake Events 7/1/2026 6/30/2029 70 Aggregate Series 2026-1 Class C-1 US, Canada, Puerto Rico – Named Storm and Earthquake Events 7/1/2026 6/30/2029 60 Occurrence Series 2026-1 Class D-1 US, Canada, Puerto Rico – Named Storm and Earthquake Events 7/1/2026 6/30/2029 220 Occurrence Series 2026-2 Class A-2 US, Canada, Puerto Rico – Named Storm and Earthquake Events 7/1/2026 6/30/2030 50 Aggregate Series 2026-2 Class B-2 US, Canada, Puerto Rico – Named Storm and Earthquake Events 7/1/2026 6/30/2030 60 Aggregate Series 2026-2 Class D-2 US, Canada, Puerto Rico – Named Storm and Earthquake Events 7/1/2026 6/30/2030 170 Occurrence Total available limit $ 1,830 Recoveries under these collateralized reinsurance agreements with Kilimanjaro are primarily dependent on estimated industry-level insured losses from covered events, as well as the geographic location of the events.
Collateralized reinsurance: available limits and industry-loss recovery triggers · Filed 03/08/2026
33 Table of Contents The following table presents the components of AOCI, net of tax, in the consolidated balance sheets for the periods indicated: Three Months Ended June 30, Six Months Ended June 30, (Dollars in millions) 2026 2025 2026 2025 Beginning balance of URA(D) of securities (1) $ (351) $ (543) $ 23 $ (831) Current period change in URA(D) of securities 27 308 (347) 597 Ending balance of URA(D) of securities (324) (235) (324) (235) Beginning balance of foreign currency translation and other adjustments (116) (259) (81) (323) Current period change in foreign currency translation and other adjustments 3 164 (32) 228 Ending balance of foreign currency translation and other adjustments (113) (95) (113) (95) Beginning balance of benefit plan net gain (loss) 6 16 6 16 Current period change in benefit plan net gain (loss) — (8) (1) (8) Ending balance of benefit plan net gain (loss) 5 8 5 8 Ending balance of accumulated other comprehensive income (loss) $ (432) $ (321) $ (432) $ (321) (Some amounts may not reconcile due to rounding.) (1) URA(D) of securities includes URA(D) of fixed maturity, available for sale securities and equity method investments.
Other comprehensive income: securities valuation and currency movements · Filed 03/08/2026
Accordingly, as of December 31, 2025, the maximum amount that will be available for the payment of dividends by Everest Re without triggering the requirement for prior approval of regulatory authorities in connection with a dividend is $886 million.
Note 18: Everest Re dividend threshold without prior regulatory approval · Filed 26/02/2026
Sale of Canadian Commercial Retail Insurance Operations On March 22, 2026, Everest Underwriting Group (Ireland) Limited (“EUGIL”), an Irish direct subsidiary of the Company, entered into a Purchase and Sale Agreement (the “Purchase Agreement”) with the Wawanesa Mutual Insurance Company, a mutual insurance company existing under the Insurance Companies Act (Canada) (“Buyer”), pursuant to which EUGIL agreed to sell to Buyer, or a Canadian affiliate thereof, all of the outstanding shares of capital of Everest Canada, a Canadian insurance company and a wholly owned subsidiary of EUGIL, representing the Company’s Canadian Commercial Retail Insurance operations for C$410 million, subject to adjustment.
Pending Canadian commercial retail insurance sale agreement · Filed 03/08/2026
In connection with the Purchase Agreement, (i) Everest Canada will enter into a loss portfolio transfer reinsurance agreement with Everest Reinsurance Company (Canadian Branch), a Delaware reinsurance company and affiliate of EUGIL (“ERC - Canadian Branch”), pursuant to which ERC - Canadian Branch will reinsure certain liabilities of Everest Canada with respect to insurance business written prior to the closing of the transaction, (ii) EUGIL or an affiliate thereof and Buyer or an affiliate thereof will enter into a transition services agreement for specified transition services to be provided to Buyer and its affiliates and (iii) EUGIL and its affiliates, on the one hand, and Buyer and its affiliates, on the other hand, will enter into such other ancillary agreements as contemplated in the Purchase Agreement.
Canadian sale: retained liabilities through affiliated reinsurance · Filed 03/08/2026
Effective October 26, 2025, the Company sold its renewals rights to certain lines of commercial property and casualty insurance business written through retail brokers.
Insurance business: completed renewal-rights sale · Filed 26/02/2026
To better align with market practice, the performance-based equity awards granted to the applicable NEOs in 2025 differed from the PSUs granted in prior years in the following ways: •dividend equivalents are accrued and paid in proportion to the number of PSUs that actually vest; •PSU vesting will be based on the level of achievement of two equally weighted financial performance measures: Adjusted Net Operating Income ROE (adjusted for the impact of catastrophe losses, if applicable) and relative change in TSR as compared to a peer group (as further described below); and •the maximum payout multiplier percentage for PSUs increased from 175% to 200%.
Compensation: actual 2025 PSU terms and performance adjustments · Filed 10/04/2026
The number of shares actually earned is calculated by applying the target award multiplier based upon the Company’s full year performance: 2023 PSU ROE Grant Net Operating Income ROE Jim Williamson Mark Kociancic Jill Beggs Target Award 1,100 1,335 665 Target Goal Actual Weight % Target Multiplier (% of Target) Earned PSUs 2023 Period 13.5%-14.5 % 18.7% 16.7% 157.3% 289 350 175 2024 Period 17.0% 9.0% 16.7% 33.3% 62 75 37 2025 Period 15.0% 12.4% 16.7% 67.5% 124 151 75 All earned shares resulting from achievement of the metrics herein are delivered to the participant upon the Compensation Committee’s confirmation of the final earned amounts at the end of the 2023 PSUs respective three-year performance periods.
Compensation: performance-dependent 2023 PSU earn-out calculations · Filed 10/04/2026
He did not receive a bonus under the Executive Incentive Plan or any equity grants for fiscal year 2025, and previously granted unvested equity was forfeited upon his departure from the Company.
Compensation: former CEO bonus absence and forfeited unvested equity · Filed 10/04/2026
Director Independence on Key Committees The Board’s Audit, Compensation and Nominating and Governance Committees are composed entirely of independent directors.
Governance: independent key committees · Filed 10/04/2026
4 2026 Proxy Statement Proxy Statement Summary Shareholder Protections •Majority Vote Standard for Director Election •Annual Election of All Directors •Independent Board Chair •Regular Executive Sessions of Non-Management Directors •Shareholder Access.
Governance: annual elections, majority voting and independent chair · Filed 10/04/2026
The Clawback Policy provides for the mandatory recovery of erroneously awarded incentive-based compensation from current and former executive officers (as defined in the Clawback Policy) of the Company (“Section 16 Officers”) in the event that the Company is required to prepare an accounting restatement.
Governance: mandatory compensation recovery policy · Filed 26/02/2026
Under the Act, the Company will be subject to group-level solvency and capital requirements, consolidated financial reporting and auditing obligations, recovery planning requirements and prior notification or approval requirements for certain material changes within the group.
Regulation: group-level solvency and capital requirements · Filed 03/08/2026
