Raymond Wise
About Raymond Wise
Executive Vice President and Chief Sales Officer at AMERISAFE (joined July 2023). Age and education are not disclosed in the proxy. Tenure: ~2 years as of mid-2025 . Company performance during his tenure: 2024 net income $55.4M, combined ratio 88.7%, EPS $2.89, ROAE 20.2%, TSR 8.1%; 2023 net income $62.1M, combined ratio 85.9%, EPS $3.23, ROAE 20.4% .
Past Roles
No biography detail on prior employers or roles was disclosed for Mr. Wise in the proxy; skip if not disclosed.
External Roles
No external directorships or outside roles were disclosed for Mr. Wise; skip if not disclosed.
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 164,904 | 378,333 |
| Target Bonus (% of Salary) | 45% (prorated for 2023) | 45% |
| AIP Paid ($) | 88,973 (120% of target; prorated) | 178,452 (105% of target) |
| All Other Compensation ($) | 110,373 (incl. $100,000 sign-on) | 30,117 |
2024 “All Other Compensation” detail: car allowance $10,348; company 401(k) $10,350; medical exams $9,365; life insurance premium $54 . 2023 “All Other Compensation” included a $100,000 cash sign-on award .
Performance Compensation
Annual Incentive Plan (AIP)
- Company metrics used: Combined Ratio and Growth in Premiums Written; threshold/target/maximum scales set annually; payout range 0–150% of target. In 2024, Combined Ratio exceeded target and Growth in Direct Premiums Written achieved target; individual qualitative goals met/exceeded target .
- 2024 AIP payout for Wise: $178,452, 105% of target .
Long-Term Incentive Plan (LTIP)
Design since 2023: 70% performance-based award (paid in shares after 3-year period) on absolute average ROE; 30% time-based RSUs with 3-year vest; maximum payout 150% of target .
| LTIP Element | Grant Year | Target Value ($) | RSU (30%) ($) | Performance Award (70%) ($) | Vesting / Performance Period |
|---|---|---|---|---|---|
| LTIP Award | 2023 | 182,250 | 54,675 | 127,575 | RSUs vest after 3 years; PA measured 2023–2025 |
| LTIP Award | 2024 | 227,400 | 68,220 | 159,180 | RSUs vest after 3 years; PA measured 2024–2026 |
| Special RSU (Retention) | 2023 | 750,000 | 750,000 | — | Vests 15%/20%/30%/35% on each of first four anniversaries of Aug 1, 2023 |
Performance award payout mechanics: earned value (0–150% of target) converted to shares at VWAP of the 10 trading days before approval date after performance period ends . The Company does not grant stock options; none outstanding for the NEOs .
AIP Metric Table (2024)
| Metric | Weighting | Targeting Framework |
|---|---|---|
| Combined Ratio | Company metric; majority weighting for NEOs; threshold/target/max set annually | Achieved above target in 2024 |
| Growth in Premiums Written | Company metric; threshold/target/max set annually | Achieved target in 2024 |
Equity Ownership & Alignment
| Item | Status |
|---|---|
| Beneficial Ownership (Apr 17, 2025) | 1,194 shares/units; <1% of outstanding |
| Executive Stock Ownership Guideline | 2x average base salary over 3 years (value basis) |
| Wise Ownership vs Guideline (Dec 31, 2024) | Ownership $804,282 vs guideline $754,000; compliant |
| RSUs Outstanding (Dec 31, 2024) | 12,060 RSUs ($621,572 market value at $51.54) |
| Performance Awards Outstanding (Target value) | 2023–2025: $127,575; 2024–2026: $159,180 |
| Options | None outstanding |
| Hedging/Pledging | Prohibited by company policy |
Vesting schedule (unvested equity as of Dec 31, 2024):
| Award | Vest Date | Units |
|---|---|---|
| Special RSU grant (2013 retention) | Aug 1, 2025 | 2,837 |
| Special RSU grant | Aug 1, 2026 | 4,257 |
| Special RSU grant | Aug 1, 2027 | 4,966 |
| LTIP RSU (2023 grant) | Mar 1, 2026 | 1,044 |
| LTIP RSU (2024 grant) | Mar 1, 2027 | 1,307 |
Policy on 10b5-1 plans: Board oversight; plans must be reviewed and cleared prior to entry .
Employment Terms
- Agreement term auto-renews annually unless notice given at least 30 days prior to expiration .
- Severance if terminated without cause or for good reason: 12 months of monthly cash equal to current annual base salary plus average AIP bonuses over prior three years; 12 months of COBRA premiums (CEO receives 18 months and 1.5x cash multiple; Wise is subject to the standard non-CEO terms) .
- Change-in-control: double trigger for cash severance and equity vesting; awards do not vest solely on change-in-control .
- Equity acceleration schedule on qualifying termination (death/disability/change-in-control + termination or retirement where applicable): 0% if termination <6 months post-grant; 33.3% if 6–18 months; 66.6% if 18–30 months; 100% if >30 months, with performance awards paid after period end .
- Non-compete/non-solicit: 12-month restriction post-termination (18 months for CEO) with option to extend for cause/non-renew with severance payments; good reason triggers include material reductions in authority, salary, bonus opportunity, benefits (unless broadly applied), relocation >35 miles, or company breach .
Potential payments (hypothetical, as of Dec 31, 2024):
| Scenario | Cash Severance ($) | Healthcare Premiums ($) | Equity Acceleration ($) | Total ($) |
|---|---|---|---|---|
| Termination without cause or for good reason (pre/post CIC) | 408,658 | 27,204 | 196,530 | 632,392 |
| Death/Disability | — | — | 196,530 | 196,530 |
| Retirement | — | — | 196,530 | 196,530 |
Clawback: Nasdaq-compliant policy adopted in 2023; requires recoupment of excess incentive-based compensation upon a required accounting restatement; no indemnification or tax gross-ups .
Performance & Track Record
| Metric | 2023 | 2024 |
|---|---|---|
| Net Income ($M) | 62.1 | 55.4 |
| Combined Ratio (%) | 85.9 | 88.7 |
| EPS (Diluted) ($) | 3.23 | 2.89 |
| ROAE (%) | 20.4 | 20.2 |
| Total Shareholder Return (%) | (0.9) | 8.1 |
Pay-versus-performance designation: Combined Ratio is the “Company-Selected Measure” linking 2023/2024 NEO pay to performance .
Governance, Policies, and Shareholder Feedback
- Say-on-pay approvals: 2023 >99% support; 2024 >99% support .
- Compensation peer group (McLagan survey for 2023/2024 decisions): Atlantic American, Donegal Group, Employers Holdings, Global Indemnity, Hallmark Financial, Heritage Insurance, James River Group, Kinsale Capital, Kingstone Companies, NI Holdings, Palomar Holdings, ProAssurance, Safety Insurance Group, Skyward Specialty Insurance Group, United Fire Group .
- Anti-hedging/anti-pledging policy applicable to executives; 10b5-1 plan oversight; stock ownership and holding requirements (retain 20% of shares after meeting guideline) .
Risk Indicators & Red Flags
- No related party transactions reportable since January 1, 2024; none proposed .
- No stock option repricing; Company does not grant options .
- Anti-pledging and anti-hedging policy reduces misalignment risk .
- High say-on-pay support indicates low compensation controversy risk .
- Vesting calendar implies episodic supply from RSU releases (e.g., Aug 1 each year); potential selling to cover taxes at vest dates, subject to 10b5-1 and insider trading windows .
Compensation Committee Analysis
- Independent committee and consultant (McLagan); annual risk review to balance premium growth vs underwriting discipline; double-trigger cash and equity upon CIC; no tax gross-ups; clawback aligned with SEC/Nasdaq rules .
Equity Ownership & Alignment Table (detail)
| Category | Value |
|---|---|
| Beneficial shares/units (Apr 17, 2025) | 1,194; <1% of outstanding |
| Unvested RSUs (Dec 31, 2024) | 12,060; market value $621,572 at $51.54 |
| Performance awards (target) outstanding | $127,575 (2023–2025); $159,180 (2024–2026) |
| Ownership guideline | $754,000 (value basis); met with $804,282 |
| Hedging/Pledging | Prohibited |
Investment Implications
- Alignment: Mix of AIP tied to underwriting profitability (Combined Ratio) and LTIP performance awards tied to ROE aligns with value creation in a mono-line workers’ comp insurer; stock ownership guidelines met, anti-pledging/hedging in place; clawback adds discipline .
- Retention: Large 4-year special RSU grant with staggered vesting (through Aug 2027) and ongoing LTIP RSUs reduce near-term departure risk; severance economics are standard and double-triggered on CIC .
- Trading signals: RSU vest dates (Aug 1 annually, plus Mar 1 for LTIP RSUs) can create predictable sell-to-cover activity; monitor Form 4 filings and 10b5-1 plans around those dates for potential short-term supply effects .
- Pay-for-performance: 2024 AIP paid near target (105%), reflecting mixed but acceptable execution in a declining rate environment; continued emphasis on ROE for LTIP is accretive to capital discipline; high say-on-pay (>99%) suggests shareholder support for design and outcomes .