Harriet Edelman
ASSURANTAbout Harriet Edelman
Independent director of Assurant, Inc. since August 2017; age 69; tenure ~8 years. She chairs the Information Technology Committee and serves on the Audit and Compensation & Talent Committees, bringing deep operating, technology, and finance experience from Emigrant Bank (Vice Chairman) and Avon Products, with credentials in cybersecurity and AI governance and a Diligent Institute certification in Human Capital, Compensation & Culture .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Emigrant Bank | Vice Chairman | 2010–2021 | Oversight of finance, treasury, loan administration; technology and finance risk/regulatory compliance |
| Emigrant Bank | Special Advisor to the Chair | 2008–2010 | Strategic advisory |
| Avon Products, Inc. | Chief Information Officer; SVP Global Supply Chain & Business Transformation; Exec Committee Member; other executive roles | 1979–2008 | Led global technology functions, manufacturing/distribution, sales, marketing |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Brinker International, Inc. | Director | Since 2008 | Compensation Committee Chair; Audit Committee Member |
| Bed Bath & Beyond Inc. | Director | 2019–2023 | — |
| UCB, Inc. | Director | 2012–2017 | European biopharma board experience |
| Ariba, Inc. | Director | 2008–2012 | — |
| The Hershey Company | Director | 2003–2007 | — |
Board Governance
- Committee assignments: Information Technology (Chair); Audit; Compensation & Talent .
- Independence: Board affirmed Ms. Edelman is independent; all Board committees are 100% independent .
- Attendance: All directors attended at least 75% of combined Board/committee meetings in 2024 and attended the 2024 Annual Meeting .
- Meeting load in 2024 (context for engagement/oversight): Board 8; Audit 11; Compensation & Talent 6; Finance & Risk 5; Information Technology 4; Nominating & Corporate Governance 5 .
- Executive sessions: Independent directors meet in executive session generally at each Board and committee meeting .
- Technology/AI oversight: IT Committee charter includes oversight of cybersecurity and AI planning/strategy; as Chair, Edelman leads this governance area .
- Compensation & Talent Committee: Independent consultant Pearl Meyer engaged; 2024 committee members included Chair Lawrence V. Jackson, Harriet Edelman, Sari Granat, Paul J. Reilly, Kevin M. Warren .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual retainer (cash) | $110,000 | Standard non-management director retainer |
| Committee Chair fee – Information Technology | $20,000 | IT Committee chair premium |
| Fees earned or paid in cash (FY2024) | $130,000 | Edelman’s cash fees |
| All Other Compensation (FY2024) | $2,000 | Matching gifts program amounts as applicable |
Performance Compensation
| Metric | FY2024 Detail | Vesting/Terms |
|---|---|---|
| Stock Awards (RSUs) – grant date fair value | $160,034 | RSUs vest in 3 equal annual installments; settlement of shares deferred until separation from the Board; dividend equivalents accrue during vesting and are paid in cash upon separation |
| Unvested RSUs outstanding (12/31/2024) | 2,065 units (per director, except noted differences) | 1/3 vesting annually over 3 years |
| Option Awards | $0 | No stock options granted to directors |
| Performance metrics tied to director equity | N/A | Director RSUs are time-based; no performance metrics disclosed |
Other Directorships & Interlocks
- Independence review found ordinary-course, arm’s-length transactions with companies affiliated with certain directors (including Ms. Edelman) were immaterial and with no material direct or indirect interest; Board reiterated independence .
- No Compensation & Talent Committee interlocks; no insider participation .
Expertise & Qualifications
- Corporate governance leadership (25+ years public boards; multiple chair roles); oversight of sustainability, talent, culture; Diligent Institute certification in Human Capital, Compensation & Culture .
- Finance/Capital: Oversaw finance/treasury/loan admin at Emigrant Bank; extensive audit committee experience; finance executive committee experience at a Fortune 500 company .
- Technology: Former CIO; leads IT oversight at AIZ; credentialed in cybersecurity and AI governance .
- Global operations and consumer-facing expertise from Avon and other roles .
Equity Ownership
| Item | Amount/Status | Notes |
|---|---|---|
| Beneficial ownership (as of 2/14/2025) | 7,500 shares | Less than 1% of outstanding shares; includes vested/near-vesting RSUs counted as beneficial ownership; settlement deferred until separation from the Board |
| Unvested RSUs (12/31/2024) | 2,065 units | Standard director grant vesting cadence |
| Hedging/Pledging | Prohibited | Company insider trading policy prohibits hedging, pledging, and speculative transactions by directors |
| Director ownership guidelines | Robust guidelines in place | Specific multiples not disclosed; guidelines apply to directors |
Governance Assessment
- Strengths: Independent status; multi-committee engagement and IT Committee chairship with explicit AI/cyber oversight; strong attendance culture; no related-party transactions of materiality; prohibition on hedging/pledging; robust director ownership and clawback policies; 2024 say‑on‑pay support ~96% indicates investor alignment with compensation governance .
- Watch items: Specific director ownership guideline multiples and individual compliance status not disclosed; ongoing multiple external commitments are governed by Board limits (≤4 public boards; ≤3 audit committees) and annual review, mitigating over-boarding risk . No red flags disclosed regarding related-party transactions, tax gross-ups, option repricing, or pledging .
Overall, Edelman’s chair role over technology risk (including AI) and broad operating/finance background enhance Board effectiveness in AIZ’s data-driven businesses, with compensation and independence structures aligned to investor expectations .