Robert Eisman
About Robert Eisman
Robert B. Eisman (age 57) is Senior Managing Director, Chief Accounting Officer and Controller at Ambac. He has served in this role since January 2010 and is responsible for establishing U.S. GAAP and statutory accounting policies, SEC and insurance regulatory reporting, enterprise-wide budgeting, and accounting services across subsidiaries; he joined Ambac in 1995 from KPMG LLP where he was an Audit Manager focused on insurance companies . Ambac ties executive pay to multi-year performance through PSUs with a relative TSR modifier; for the 2021 LTIP, Ambac’s three-year TSR was -5.2% and ranked 10/12 peers, reducing the payout by 10% . Ambac’s 2024 STIP emphasized financial metrics (70%) and strategic goals (30%), and for 2025 the STIP was redesigned to focus solely on core P&C metrics: Adjusted EBITDA margin (40%), Everspan combined ratio (20%), and revenue growth (40%) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ambac Financial Group | Senior Managing Director, Chief Accounting Officer & Controller | 2010–present | Leads GAAP/statutory accounting policies, SEC and regulatory reporting, enterprise budgeting, and subsidiary accounting services . |
| Ambac Financial Group | Various finance roles | 1995–2010 | Progressed within Ambac after joining in 1995, culminating in senior leadership in accounting/control . |
| KPMG LLP | Audit Manager (Financial Services) | Prior to 1995 | Specialized in insurance audits; foundation for insurance accounting leadership at Ambac . |
External Roles
No external directorships or board roles disclosed for Mr. Eisman in the proxy biography .
Fixed Compensation
| Compensation Element | Purpose |
|---|---|
| Base Salary | Minimum fixed cash compensation competitive for executive talent . |
| Bonuses | Occasionally used for extraordinary outcomes or promotions . |
| Short-Term Incentive (STIP) | Annual cash awards tied to pre-set financial targets and strategic goals . |
| Long-Term Incentives (LTIP) | Equity-based PSUs and RSUs aligned to long-term value drivers and stock performance . |
| Post-Employment Benefits | Severance and other benefits per company plans/agreements (specific named agreements disclosed for certain NEOs) . |
| Perquisites | Limited executive perquisites . |
Policies and practices: Executive stock ownership policy, clawback (recoupment) policy, and prohibitions on hedging and pledging company stock. Ambac does not provide tax gross-ups; trades by executives require pre-clearance and Rule 10b5-1 plans need pre-approval .
Performance Compensation
2024 STIP Framework and Reported Company Outcomes
| Metric (Financial portion = 70% of STIP) | Weighting | Target (if disclosed) | Actual (Company outcomes cited) | Payout treatment |
|---|---|---|---|---|
| Everspan earned premium & program fees | Within 70% financial weighting | Not disclosed | Did not achieve threshold on earned premiums/program fees (due to non-renewal of a personal auto assumed reinsurance program) | Incorporated into overall financial multiplier . |
| Everspan new programs underwritten | Within 70% financial weighting | 8 programs | Achieved 8 programs (target met) | Included in overall multiplier . |
| Cirrata new MGAs & non-program business added | Within 70% financial weighting | Not disclosed | 13 new MGAs/programs (exceeded maximum) | Included in overall multiplier . |
| Cirrata EBITDA margin | Within 70% financial weighting | Not disclosed | 51.5% (exceeded maximum) | Included in overall multiplier . |
| Reductions in Net Par Outstanding (legacy FG insured portfolio) | Within 70% financial weighting | Not disclosed | Credited at maximum, given sale of AAC pending regulatory approvals | Included in overall multiplier . |
| Gross Operating Run Rate Expenses (Q4) | Within 70% financial weighting | Budgeted goals | $13.9 million; achieved maximum target via expense management and Q3 RIF | Included in overall multiplier . |
| Strategic performance goals (30% of STIP) | 30% | Weighted scorecard | Evaluated via scorecard across capital/liability structure rationalization, AAC strategic plan progress, and shared services infrastructure | Committee discretion within scorecard framework . |
Notes: Ambac set 70% of NEO STIP to financial metrics related to Everspan, Cirrata, legacy de-risking, and expense reduction; 30% to strategic goals, reflecting transformation to specialty P&C and insurance distribution .
2025 STIP Metrics and Weighting (company-level design)
| Metric | Weighting | Design change |
|---|---|---|
| Adjusted EBITDA margin | 40% | Shift to core P&C profitability metrics; strategic goals eliminated . |
| Everspan combined ratio | 20% | Underwriting quality focus . |
| Revenue growth | 40% | Emphasis on scaled growth in new platform . |
2024 LTIP PSU Metrics and Targets (three-year performance period)
| Metric | Weighting | 0% Threshold | 100% Target | 200% Maximum |
|---|---|---|---|---|
| AAC WLACC Outstanding ($ billions) | ~22% | $3.8 | $3.4 | $3.0 |
| Cirrata Cumulative GWP ($ millions) | ~39% | $983.0 | $1,092.0 | $1,256.0 |
| Cirrata Cumulative EBITDA ($ millions) | ~39% | $44.0 | $49.0 | $56.0 |
| Everspan Cumulative GWP ($ millions) | ~39% | $1,374.0 | $1,566.0 | $1,723.0 |
| Everspan Cumulative EBITDA ($ millions) | ~39% | $31.5 | $40.0 | $46.5 |
rTSR modifier: Final PSU payout is increased or decreased by 20% if Ambac’s TSR ranks at or above the 75th percentile or at/below the 25th percentile versus the peer group; RSUs vest in three equal annual tranches in March 2025, March 2026, and March 2027, encouraging retention .
RSU Vesting Schedule (2024 grants)
| Tranche | Vest Date |
|---|---|
| 1 of 3 | March 13, 2025 |
| 2 of 3 | March 3, 2026 |
| 3 of 3 | March 3, 2027 |
Historical context: For the 2021 LTIP, WLACC reduction achieved maximum, Xchange EBITDA below target; Ambac’s rTSR was -5.2% over the three-year period leading to a 10% downward modifier on PSU payouts .
Equity Ownership & Alignment
- Stock ownership policy: CEO 6x base salary; CFO 3x; all other executive officers (including Eisman) 2x base salary; 100% of net profit shares must be retained until policy compliance; no required timeframe to attain, and not required via open market purchases .
- Hedging/pledging: Executives and directors are prohibited from pledging Ambac shares, short-selling, buying/selling puts/calls, or hedging transactions; Rule 10b5-1 plans require pre-approval; trades only during open windows with pre-clearance .
- Beneficial ownership snapshot: Executive officers and directors as a group (13 persons) beneficially owned 3,158,312 shares, or 6.2% of outstanding common stock; shares outstanding were 51,091,190 at the 2025 record date .
Employment Terms
- Individual employment agreements disclosed for certain NEOs (CEO LeBlanc; CFO Trick; GC Ksenak; EVP Smith), including severance multiples (1.5x, rising to 2.0x on CIC for those executives) and 12-month non-compete/non-solicit; Barranco is covered by Severance Pay Plan; no individual employment agreement or severance terms are disclosed for Mr. Eisman in the proxy .
- Clawback/recoupment: Ambac’s revised Recoupment Policy (effective Oct 2, 2023) requires reimbursement of recoverable compensation following an accounting restatement or material financial penalty; policy was filed as Exhibit 97.1 to the 2023 10-K .
- Insider trading compliance: Pre-clearance required; hedging/pledging prohibited; 10b5-1 plans require pre-approval; trading only in open windows .
Investment Implications
- Compensation alignment: PSUs tied to de-risking legacy WLACC and building EBITDA/GWP at Everspan and Cirrata, with rTSR as an overlay, plus time-based RSUs that vest through 2027; combined with strict ownership, hedging/pledging prohibitions, and a strong clawback, incentives appear well-aligned to long-term value creation and retention for senior executives including Eisman .
- Retention and selling pressure: RSU tranches through 2027 and the requirement to retain 100% of net profit shares until compliance reduce near-term selling pressure from executives not yet at guideline levels; pledging bans further limit forced selling scenarios .
- Execution focus: STIP’s 2025 redesign to objective P&C metrics (Adjusted EBITDA margin, combined ratio, revenue growth) narrows discretion and reinforces operational accountability across the leadership team, which should include the accounting and reporting infrastructure under Eisman’s remit .
- Risk factors: Eisman-specific severance/CIC terms are not disclosed, creating uncertainty on his change-of-control economics relative to peers; however, company-wide recoupment and insider trading controls mitigate governance risk .
References:
Executive biography and responsibilities .
Compensation elements and policies .
2024 STIP framework and outcomes .
2025 STIP redesign .
LTIP metrics and rTSR modifier .
Pay-versus-performance and rTSR results .
Ownership policy and group holdings .
Employment agreements for other NEOs .
Insider trading and clawback policies .