James Gray
About James Gray
James Gray, 62, is Chief Compliance and Risk Officer (CCRO) at American Coastal Insurance Corporation (ACIC), appointed in January 2024, after serving in finance, internal audit, and enterprise risk roles at the Company since 2017 . A CPA licensed in Florida, he holds a B.S. in Finance from the University of Tennessee Chattanooga and previously served as CFO of AmCoastal (2015–2017) and as a shareholder/partner at Thomas Howell Ferguson PA, with earlier roles at Ernst & Whinney/Arthur Young/Ernst & Young in the southeast insurance tax practice . During 2024, ACIC increased net revenues from continuing operations by $32.3M year over year to $296.7M and reported a 67.5% combined ratio; company TSR (value of a $100 investment) reached $322.99 for 2024, indicating strong performance tailwinds for a risk/governance leader’s mandate .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| American Coastal Insurance Corporation | Chief Compliance and Risk Officer | 2024–present | Leads enterprise risk and compliance post-personal lines exit; supports risk oversight in a stronger profitability/ROE environment . |
| ACIC (“the Company”) | Finance, Internal Audit, Enterprise Risk roles | 2017–2023 | Built internal controls and ERM capabilities during business repositioning . |
| AmCoastal | Chief Financial Officer | 2015–2017 | Financial leadership at core underwriting subsidiary . |
| Thomas Howell Ferguson PA (THF) | Shareholder; Audit/Tax/Compliance leadership | 1993–2015 | Led technology and process modernization in audit/tax; deep insurance industry expertise . |
| Ernst & Whinney; Arthur Young; Ernst & Young | Insurance tax practice (Southeast) | 1987–1993 | Insurance-focused tax advisory foundation . |
External Roles
- CPA, State of Florida (current credential) .
Fixed Compensation
- Not disclosed for James Gray in the 2025 DEF 14A; he is not a named executive officer (NEO) in 2024, and detailed base salary/bonus data are not provided for him in the filing .
Performance Compensation
Plan design (companywide executive framework; NEO specifics shown where disclosed). Gray’s individual awards/payouts are not disclosed; metrics and outcomes below inform potential alignment and pressure.
- Annual Incentive Plan (AIP): Metrics and 2024 outcomes used for NEOs and certain other management employees .
| Metric | Weight | Threshold | Target | Maximum | 2024 Actual/Outcome | Notes |
|---|---|---|---|---|---|---|
| Combined Ratio | 35% | 85% (50% payout) | 75% (100%) | 65% (150%) | 67.5% (better than target) | Target/payout schedule disclosed; achieved level supported higher payouts for NEOs . |
| Core income after-tax ROE | 35% | 10% (50%) | 20% (100%) | 30% (150%) | Above target; Committee notes 37.4% above target; drove strong AIP outcomes | Non-GAAP measure per plan definition . |
| Qualitative (individual) | 30% | — | Discretionary (100% at target) | — | NEOs assessed at 100% of target | Committee confirmed 100% for NEOs . |
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2024 AIP payout for NEOs (reference): 130.5% of target (Gray’s payout not disclosed) .
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Long-Term Incentive Plan (LTIP) design for senior management (NEOs disclosed):
- Mix: PSUs 50%; RSUs 25%; Stock Options 25%; all vest ratably over three years .
- PSU performance metric: GAAP ROAE vs peer median; annual tranches vest 50%–150% based on performance; 2024 results led to maximum 150% vesting for eligible 2022/2023/2024 PSU tranches for NEOs .
- Stock options: FMV strike at grant, three-year ratable vesting (10-year life typical from tables) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Shares beneficially owned (3/20/2025) | 174,512 shares; <1% of outstanding (48,308,466 shares outstanding) . |
| Vested vs unvested; options | Not itemized for Gray in proxy tables (beneficial ownership reported on an aggregate basis) . |
| Ownership guidelines | Other Section 16 officers: 2x base salary; five years to comply from appointment/hire . |
| Gray’s guideline timeline | Appointed Jan 2024; guideline compliance window extends to Jan 2029 . |
| Hedging/pledging | Hedging prohibited; pledged securities not eligible for ownership guideline credit (no individual pledging disclosure for Gray) . |
| Clawback | Updated Nov 20, 2024; applies to Section 16 officers (covers incentive-based comp in restatement/similar events) . |
| Section 16 reporting | One late Form 3 for Gray filed Jan 29, 2024 (initial holdings) . |
Employment Terms
- Appointment and role: ACIC appointed James A. Gray, CPA, as CCRO in January 2024, as disclosed in the 2023 10-K and subsequent filings .
- Employment agreement/severance: No individual employment agreement, severance, or change-of-control terms are disclosed for Gray in the 2025 proxy; severance/CIC specifics in the proxy are provided for NEOs (not including Gray) .
- Governance policies applicable: Anti-hedging, stock ownership guidelines, and clawback policies apply to covered officers including Section 16 officers .
Performance & Track Record (Context)
| Measure | 2023 | 2024 | Notes |
|---|---|---|---|
| Net revenues from continuing ops ($000s) | 264,400 | 296,657 | +$32.3M YoY . |
| Combined ratio (%) | 60.9 | 67.5 | Still below target threshold for AIP; supports performance-based pay . |
| Book value per share ($) | 3.61 | 4.89 | +35.5% YoY . |
| TSR – value of $100 investment | 227.00 | 322.99 | Company-reported Pay vs Performance table . |
- UPC receivership context: “All of our executive officers, except James Gray and Svetlana Castle were officers of UPC,” underscoring Gray’s separation from an entity placed into receivership in 2023 .
Compensation Structure Analysis (Signals)
- Pay-for-performance architecture emphasizes operating discipline: AIP metrics tied to combined ratio and core ROE; LTIP PSUs tied to ROAE vs peers with 50–150% vesting range; 2024 results drove maximum PSU tranche vesting for NEOs .
- Risk alignment safeguards: Anti-hedging policy; clawback updated to align with current standards; ownership guidelines for Section 16 officers (2x salary; five-year compliance window) .
- Insider pressure indicators: Gray’s beneficial ownership is meaningful but <1% of outstanding; no pledging disclosures; one late Form 3 noted (administrative) .
Investment Implications
- Alignment: As CCRO and a Florida-licensed CPA with deep insurance audit/tax/compliance experience, Gray’s role is well-suited to ACIC’s underwriting and capital-discipline pivot; governance policies (clawback, anti-hedging, ownership guidelines) enhance alignment and reduce hedging/pledging risk .
- Retention risk: Individual contract terms and severance/CIC protections for Gray are not disclosed, which can elevate retention uncertainty versus NEOs with defined protections; however, ownership guidelines and participation in enterprise incentive frameworks likely provide retention incentives (specific awards for Gray not disclosed) .
- Trading signals: No disclosed pledging; one late Form 3 is immaterial in isolation. Without Form 4 detail, incremental selling pressure cannot be assessed from proxy alone; beneficial ownership stands at 174,512 shares (<1%) .
- Execution risk: 2024 operating results (lower combined ratio, higher core ROE, improved book value per share) support a constructive backdrop for risk/compliance oversight; continued delivery against AIP/LTIP metrics will be key to sustaining incentive value and alignment .
Sources
- 2025 DEF 14A (executive officers, compensation design, ownership, policies): .
- 2023 10-K (subsequent events; appointment): .
- 8-K disclosures referencing appointment and management changes: .