Troy Van Beek
About Troy Van Beek
Troy Van Beek, 42, has served as a Class I director of Bowhead Specialty Holdings Inc. since May 2024; he was re‑elected at the May 1, 2025 annual meeting for a term expiring at the 2028 annual meeting . He is the Chief Financial Officer and Treasurer of American Family Mutual Insurance Company, S.I. (AFMIC) and holds a B.A. and M.S. in Accounting from the University of Wisconsin–Madison . He was nominated to Bowhead’s board under the AFMIC Investor Matters Agreement and is not identified among directors the board has affirmatively determined to be independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Family Mutual Insurance Company, S.I. (AmFam) | Chief Financial Officer & Treasurer | Jan 2022–present | Finance leadership of major insurer |
| Homesite Insurance Inc. | President | Jul 2021–Dec 2021 | Led business operations |
| Homesite Insurance Inc. & American Family Direct | Chief Financial Officer | Mar 2020–Dec 2021 | Financial oversight |
| American Family (AmFam) | Finance Vice President | Mar 2015–Mar 2020 | Corporate finance leadership |
| BGP (Bowhead Group predecessor) | Board of Managers | Mar 2024–Dec 2024 | Governance oversight pre‑IPO |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| American Family Mutual Insurance Company, S.I. | CFO & Treasurer | Jan 2022–present | AFMIC is a significant Bowhead shareholder and counterparty |
Board Governance
- Board class and term: Class I; term through 2028; re‑elected May 1, 2025 with 27,725,008 votes for, 745,453 withheld; 1,814,128 broker non‑votes .
- Committee service:
- As of Mar 19, 2025, member of the Compensation, Nominating and Corporate Governance (CNCG) Committee (chaired by Matthew Botein) .
- Committee composition changed Oct 2, 2025; CNCG comprised Ava Schnidman, David Holman, and Price Lowenstein (Van Beek not listed) .
- Independence: Not identified among independent directors; nominated by AFMIC per Investor Matters Agreement .
- Attendance: Each incumbent director in FY 2024 attended at least 75% of board/committee meetings; board held two meetings in FY 2024 .
Fixed Compensation
| Item | Structure | Troy Van Beek – 2024 | Notes |
|---|---|---|---|
| Annual director retainer | Choice of $80,000 cash + $80,000 RSUs OR $160,000 RSUs | $0 | AFMIC and GPC Fund nominees are not eligible for any cash fees or other form of compensation . Troy Van Beek shown with $— for fees and stock awards in 2024 . |
| Audit Chair retainer | $50,000 cash | N/A | Not applicable; role held by David Foy in 2024 . |
| Meeting fees | Not disclosed | N/A | No per‑meeting fees disclosed . |
Performance Compensation
| Performance-linked element | Metrics | Troy Van Beek – 2024 | Vesting/Terms |
|---|---|---|---|
| Director RSU grant (annual) | None (time‑based only) | None | Annual RSUs vest on earlier of one‑year anniversary or next annual meeting; must be held during board service . AFMIC nominees (including Van Beek) ineligible for director compensation . |
| PSUs / options | Not part of director pay | None | Company does not grant options to directors under NED policy; PSUs are for CEO only . |
As of Dec 31, 2024, Troy Van Beek had no director RSUs outstanding (—) .
Other Directorships & Interlocks
| Entity | Relationship to Bowhead | Details / Potential Interlock |
|---|---|---|
| AFMIC (AmFam) | Significant shareholder; contractual counterparty | AFMIC beneficially owned ~14.4% of Bowhead common stock as of Mar 7, 2025 and ~14.3% as of Sep 30, 2025 . AFMIC has rights to nominate directors (including Van Beek) under the Investor Matters Agreement . Bowhead has MGA and 100% quota share agreements with AmFam; pays ceding fees; AmFam participates in Bowhead’s reinsurance programs . Bowhead issued AmFam warrants to purchase 1,670,721 shares; vesting over five years; none exercised as of Sep 30, 2025 . |
| Bold Penguin (AmFam owned) | Vendor | Bowhead entered usage‑based service agreement Aug 6, 2025; incurred ~$0.1m operating expense in Q3 and YTD . |
Expertise & Qualifications
- Insurance finance executive: CFO/Treasurer of AFMIC; prior CFO roles at Homesite and American Family Direct; VP Finance at AmFam .
- Governance exposure: Served on BGP board of managers pre‑IPO .
- Education: B.A. and M.S. in Accounting, University of Wisconsin–Madison .
Equity Ownership
| Holder | Shares | % Outstanding | As‑Of Date | Notes |
|---|---|---|---|---|
| Troy Van Beek | — | * (<1%) | Mar 7, 2025 | Listed with no beneficial ownership; “*” denotes under 1% . |
| Director RSUs (year‑end) | — | — | Dec 31, 2024 | No RSUs outstanding for Van Beek . |
Governance Assessment
-
Key positives
- Strong shareholder support: Re‑elected May 1, 2025 with 97.4% of votes cast for his election (27.7m for vs. 0.75m withheld) .
- Attendance threshold met in FY 2024; board and committees met expectations (≥75%) .
- Deep insurance finance expertise relevant to Bowhead’s specialty P&C strategy .
-
Conflicts and risk indicators
- Independence and interlocks: Not identified as independent; nominated by AFMIC, which is both a significant shareholder and a material counterparty via MGA, quota share, reinsurance participation, and vendor agreements—elevated conflict risk .
- Related‑party exposure: Ceding fees to AmFam ($3.9m in Q3 2025; $9.3m YTD), ceded premiums to AmFam ($9.3m in Q3 2025; $25.6m YTD); Bold Penguin contract adds vendor exposure .
- Influence signals: AmFam warrants (1,670,721 total; 334,144 vested; $17.00 exercise) align AmFam economically and may influence governance dynamics; none exercised as of Sep 30, 2025 .
-
Compensation alignment
- Director pay neutrality: AFMIC nominees (including Van Beek) ineligible for cash/equity director compensation under NED policy; eliminates direct pay‑for‑performance alignment but reduces cash conflict risk .
- No director equity holdings: Van Beek reported no beneficial ownership and no director RSUs at year‑end, limiting “skin‑in‑the‑game” alignment .
-
Overall view
- Board effectiveness benefits from Van Beek’s insurance finance expertise; however, investor confidence may be sensitive to AFMIC’s multifaceted role (shareholder, counterparty, nominator) and Van Beek’s non‑independent status. Ongoing monitoring of committee composition (post‑Oct 2025 changes), related‑party terms, and any future equity holdings or disclosure updates is warranted .