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B. Bradford Martz

B. Bradford Martz

President and Chief Executive Officer at AMERICAN COASTAL INSURANCE
CEO
Executive

About B. Bradford Martz

B. Bradford Martz (age 53) is President & CEO of American Coastal Insurance Corporation (ACIC); he has served as President since July 2020, was CFO from October 2012 to January 2024, and became CEO in February 2025. He holds a B.S. in Finance (University of Colorado, Boulder) and an MBA (Northeastern University), is a Florida-licensed CPA, and has a Global CMA designation; prior roles include CFO positions in insurance companies dating back to 1996 . Under his leadership, ACIC reported a 2024 combined ratio of ~67.5% and strong Core Income After-Tax ROE used in pay metrics; in 2024 the Company TSR benchmark in the pay-versus-performance disclosure was 322.99, and Core ROBE was 57.4% . As CEO in 2025, Martz emphasized delivering combined ratios below the 65% target and year-over-year revenue and earnings growth, with Q2 and Q3 2025 releases citing improved net premiums earned and book value per share increases .

Past Roles

OrganizationRoleYearsStrategic Impact
American Coastal Insurance CorporationCFOOct 2012 – Jan 2024Led finance through restructuring and exit of personal lines; established incentive plans and equity programs referenced in proxies .
American Coastal Insurance CorporationPresidentJul 2020 – Feb 2025Drove specialty commercial lines growth; focused on underwriting discipline and ROE targets reflected in AIP metrics .
American Coastal Insurance CorporationCEOFeb 2025 – presentAdvanced market position, disciplined underwriting and value creation; maintained combined ratio below 65% target in 2025 quarters .

External Roles

OrganizationRoleYearsStrategic Impact
Bankers Financial CorporationCFO (after progressive finance roles since 2001)2007 – 2012Oversight of insurance, warranty, agency and BPO operations; foundation for ACIC CFO tenure .
Bonded Builders Service CorporationCFO1996 – 2001Led finance at a specialty insurer focused on new home warranties nationwide .

Fixed Compensation

Component202220232024
Base Salary ($)$494,792 $519,532 $525,000
AIP Target ($)$495,000 $414,537 $360,000
Actual AIP Paid ($)$495,000 $414,537 $469,971
2025 Approved Changes (effective Feb 11, 2025 unless noted)Amount
Base Salary$700,000
AIP Target$700,000
LTIP Target$1,050,000 (from $725,000 prior)

Performance Compensation

Annual Incentive Plan (AIP) Structure (Fiscal 2024)

MetricWeightingThresholdTargetMaximumActual (2024)Payout Factor
Combined Ratio35%85% 75% 65% ~67.5% (7.5 pts better than target) Included in 100.5% weighted financial result
Core Income After-Tax ROE35%10% 20% 30% 37.4% above target Included in 100.5% weighted financial result
Individual Qualitative30%100%100% for NEOs 30.0%
AIP Outcome (2024)Target ($)AIP Payout % of TargetAIP Paid ($)
B. Bradford Martz$360,000 130.5% $469,971

Long-Term Incentive Plan (LTIP) Design (Fiscal 2024 grants)

Vehicle% of Target AwardVestingPerformance MetricNotes
Options25% Ratably over 3 years Fair value via Black-Scholes; strike at grant date market price .
RSUs25% Ratably over 3 years Time-based vesting .
PSUs50% 3 annual tranches GAAP ROAE vs peer group median; 50–150% vesting bandThreshold is 750 bps below peer median; cap at 150% if 750 bps above; 2024 results drove maximum vesting of eligible tranches .

PSU Vesting Outcomes (Earned in 2025 for prior grants)

Grant YearPSUs Eligible to Vest in 2025Tranche(s) Earned in 2025Earned Units
202411,652 First tranche (max) 17,478
202325,404 First and Second tranches (max) 38,106; 38,106
202239,215 Second and Third tranches (max) 58,824; 58,823

Equity Ownership & Alignment

Beneficial Ownership (as of March 20, 2025)

HolderShares Beneficially Owned% of OutstandingAs-of Date
B. Bradford Martz284,141 <1% Mar 20, 2025
  • Stock ownership guidelines: CEO 5× base salary; CFO 3×; other Section 16 officers 2×; pledged securities do not count; anti-hedging policy prohibits hedging by employees, officers, directors .

Outstanding Equity Awards (as of Dec 31, 2024; market value at $13.46/share)

Grant DateOptions Exercisable (#)Options Unexercisable (#)Exercise Price ($)ExpirationRSUs Not Vested (#)RSUs Market Value ($)PSUs Unearned (#)PSUs Market Value ($)
May 27, 202291,632 58,315 1.70 5/27/2032 30,654 412,603 40,870 825,165
May 4, 202317,884 35,768 4.33 5/4/2033 26,476 356,367 52,952 1,069,101
Apr 3, 202423,327 10.37 4/3/2034 18,212 245,134 36,432 735,562

Insider Activity and Potential Selling Pressure (2024)

ActivitySharesValue Realized ($)Notes
Options Exercised25,000 247,984 Exercised into common shares.
Shares Vested (RSU/PSU)162,510 1,936,415 Gross vesting value at vest dates.
Shares Withheld for Taxes48,239 575,409 Indicates net shares delivered lower than gross.
Section 16 TimingOne late Form 4 filing for Martz (May 14, 2024, four transactions) .

Employment Terms

  • Agreement: Employment agreement dated Oct 31, 2012, amended & restated Oct 1, 2020; auto-renewing one-year terms; terminable on 60 days’ notice; eligible for base salary and performance-based bonuses at Committee discretion .
  • Severance: If terminated without cause or resigns for good reason, salary continuation for 12 months, prior year unpaid bonus, pro-rata current year bonus, COBRA per law; restrictive covenants include confidentiality, non-disclosure, non-solicit, and non-compete .
  • Equity Treatment: RSUs/options accelerate only upon termination without cause or for good reason within 24 months post-change-of-control; PSUs vest at actual or target levels depending on timing relative to change-of-control .

Potential Payments (as of Dec 31, 2024; illustrative)

ScenarioSalary Continuation ($)Benefits ($)Most Recent Annual Incentive Bonus ($)Acceleration of Equity ($)
Termination without cause525,000 469,971
Termination due to death15,186 469,971 2,767,322
Termination due to disability469,971 2,767,322
Retirement2,767,322
Qualifying termination post change-of-control2,767,322

Performance & Track Record

MetricFY 2024Q1 2025Q2 2025Q3 2025
Combined Ratio67.5% 65% target achieved 60.6% 56.9% (Underlying 57.8%)
Net Premiums Earned ($mm)68.3 (+9.0% y/y) 78.4 (+23.8% y/y) 80.8 (+8.5% y/y)
Total Revenues ($mm)296.7 72.2 86.5 90.4
Net Income from Continuing Ops ($mm)76.3 19.7 28.0 32.5
Core Income ($mm)20.7 26.8 30.5
Book Value per Share ($)4.89 5.40 6.00 6.71

Management commentary: Martz highlighted achieving the 65% combined ratio target and ROE >30% in Q1 2025; emphasized market share gains and credit rating upgrades in Q2; and strong underwriting with below-target combined ratios in Q3 .

Compensation Committee Analysis

  • Committee composition: Kent G. Whittemore (Chair), Sherrill W. Hudson, Alec L. Poitevint; all independent under Nasdaq rules .
  • Consultant: Pay Governance LLC; independence assessed, no conflicts; supports benchmarking and plan design .
  • Philosophy and pay mix: Explicit “pay-for-performance”; ~61.6% of target compensation for NEOs (ex-CEO) tied to annual and long-term incentives; metrics include combined ratio, ROE, and GAAP ROAE vs peers for PSUs .
  • Peer group (2024): GBLI, HIPO, HCI, UFCS, PLMR, UVE, KINS, DGICA, HRTG .
  • Governance features: No option repricing without shareholder approval; clawback policy updated Nov 20, 2024; anti-hedging policy; no heightened CIC severance multiples .

Say-on-Pay & Shareholder Feedback

  • 2022 say-on-pay approval ~98%; no changes to program in response .
  • 2025 Annual Meeting outcomes (Proposal 3 - advisory approval of NEO compensation): For 32,203,753; Against 175,186; Abstained 28,825; Broker non-votes 8,991,388 .
  • 2025 frequency vote: One-year 11,635,783; Two-years 79,080; Three-years 20,653,310; Abstained 39,591; Broker non-votes 8,991,388 .

Compensation Structure Analysis

  • Year-over-year shifts: 2024 LTIP mix emphasized PSUs (50%) and added options/RSUs (25% each) with three-year vesting, increasing at-risk, performance-linked pay .
  • Metric rigor: PSU threshold/maximum set relative to peer median ROAE with 750 bps bands; 2024 performance triggered maximum vesting of eligible PSU tranches, evidencing strong relative returns .
  • Discretion: AIP qualitative at 30% paid at 100% of target for NEOs; financial components produced 100.5% weighted result, yielding 130.5% total payout for Martz .
  • No repricing or tax gross-ups; clawback applicable for restatements/performance revisions .

Risk Indicators & Red Flags

  • Hedging/Pledging: Anti-hedging policy in place; pledged securities not eligible for ownership guideline compliance .
  • Option activity and vesting: Significant 2024 vesting and option exercises by Martz with tax-share withholding (potential near-term selling pressure around vesting windows) .
  • Section 16 timeliness: One late Form 4 noted for Martz (May 14, 2024) .
  • Related party transactions: None involving Martz since Jan 1, 2024 reported; broader historical transactions primarily relate to other insiders (e.g., AmCo merger) .

Expertise & Qualifications

  • Credentials: CPA (Florida), Global CMA; B.S. Finance; MBA; extensive insurance finance and operating experience .
  • Board-qualifying experience: Financial expert-level background and risk management oversight from CFO and President roles; now CEO .

Employment Terms (Detailed)

  • Contract term: Auto-renewing one-year with 60-day notice; severance for termination without cause/good reason includes 12 months salary continuation, prior year bonus, pro-rata current year bonus; restrictive covenants (confidentiality, non-solicit, non-compete) .
  • Change-of-control: Double-trigger acceleration for RSUs/options/PSUs within 24 months as specified; PSUs vest at actual or target depending on timing .

Investment Implications

  • Alignment: High, via substantial performance-based equity (PSUs) with peer-relative ROAE targets, three-year vesting, and ownership guidelines; robust clawback and anti-hedging reduce misalignment risk .
  • Retention risk: Moderate; 12-month salary severance and equity acceleration only upon qualifying terminations post-CIC (double-trigger) suggest balanced retention incentives without excessive guarantees .
  • Trading signals: Concentrated vesting and prior option exercises indicate potential episodic selling pressure around vest dates; monitor Section 16 filings and vesting calendars (e.g., May and April grant anniversaries) .
  • Performance linkage: AIP tied to combined ratio and ROE, with demonstrated below-target combined ratios and rising book value per share in 2025 under Martz, supporting pay-for-performance narratives and potential positive equity sentiment .