Kathleen A. Savio
BROWN & BROWNAbout Kathleen A. Savio
Independent director of Brown & Brown, Inc. (BRO), age 59, serving since 2024; currently a member of the Audit Committee. Former Chief Transformation Officer at Zurich Insurance Group (2021–2023), CEO of Zurich North America (2018–2020), and prior leadership in underwriting and alternative markets; named 2021 Association of Professional Insurance Women (APIW) Woman of the Year. The Board has affirmatively determined Ms. Savio is independent under NYSE standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Zurich Insurance Group | Chief Transformation Officer | Jan 2021 – Dec 31, 2023 | Led enterprise transformation |
| Zurich North America | Chief Executive Officer; Chairwoman of the Boards of Zurich American Insurance Co. and Zurich Holding Co. of America | Jan 2018 – Dec 2020 | Oversaw NA operations and chaired key subsidiary boards |
| Zurich North America | Head of Alternative Markets | 2012 – 2017 | Product/segment leadership and growth initiatives |
| Zurich Insurance Group | Technical writer; CAO for North America Commercial; corporate marketing roles | 1991 onward (various) | Progressive operating and administrative leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Zurich American Insurance Company | Chairwoman of the Board | 2018 – 2020 | Subsidiary board chair during Zurich NA CEO tenure |
| Zurich Holding Company of America | Chairwoman of the Board | 2018 – 2020 | Subsidiary board chair during Zurich NA CEO tenure |
| APIW | Woman of the Year (recognition) | 2021 | Industry recognition |
No other public company directorships are disclosed in BRO’s proxy or related filings for Ms. Savio .
Board Governance
- Committee assignments: Audit Committee; committee held six meetings in 2024; audit committee members are independent and include two audit committee financial experts; Ms. Savio is listed as a member .
- Independence: Board determined Ms. Savio is independent under NYSE rules .
- Attendance: The Board held seven meetings in 2024; each incumbent director attended at least 75% of Board and relevant committee meetings .
- Executive sessions: Non-management directors meet in executive session at each regularly scheduled Board meeting; Lead Independent Director presides .
- Election outcomes: At the May 8, 2024 annual meeting, Ms. Savio received 242,187,066 votes for and 395,519 withheld; broker non-votes 20,411,378 .
- Lead Independent Director: H. Palmer Proctor, Jr.; strong role with executive sessions at every in-person Board meeting .
Fixed Compensation
| Component | Amount | Details |
|---|---|---|
| Annual cash retainer | $100,000 | Paid quarterly to non-employee directors |
| Committee chair fees | N/A | Audit/Compensation chair $20,000; Nominating chair $15,000; LID $15,000; Ms. Savio is not chair |
| Equity grant (fully vested shares) | $119,933 | Annual grant valued at $120,000 under 2019 SIP; 2024 value shown as $119,933 |
| 2024 director total | $219,933 | Fees + stock awards; Ms. Savio appointed Jan 12, 2024 |
Performance Compensation
| Performance-linked pay | Metrics/Structure | Notes |
|---|---|---|
| None for non-employee directors | Annual director equity grants are fully vested; no performance metrics | Director compensation consists of cash retainer and fully vested stock; no options granted under 2019 SIP . |
Other Directorships & Interlocks
| Company | Role | Committees | Interlocks / Conflicts |
|---|---|---|---|
| None disclosed (public companies) | — | — | None disclosed in BRO filings |
The proxy details related-party transactions for other directors/executives; none involve Ms. Savio, and her appointment 8-K states no Item 404(a) transactions .
Expertise & Qualifications
- Deep insurance industry operating experience (CEO Zurich North America; Head of Alternative Markets; transformation) .
- Growth via organic initiatives and acquisition experience; leadership across underwriting and corporate functions .
- Audit oversight exposure via membership on BRO’s Audit Committee .
- Industry recognition (APIW Woman of the Year 2021) .
Equity Ownership
| Item | Value |
|---|---|
| Beneficial ownership (BRO common) | 1,407 shares; less than 1% of outstanding |
| Pledged shares | None disclosed for Ms. Savio (contrast: pledge disclosed for P. Barrett Brown) |
| Hedging/Pledging policy | Hedging prohibited for directors; pledging prohibited for directors; robust clawback policy for Section 16 officers |
| Director stock ownership guideline | Required to accumulate BRO stock valued at least 5× annual cash retainer within five years of joining Board |
| Average director ownership | 47× current annual cash retainer as of Dec 31, 2024 (context) |
Governance Assessment
- Board effectiveness: Ms. Savio adds senior carrier leadership and transformation expertise to BRO’s Audit Committee, supporting risk oversight and financial control discussions; independence affirmed per NYSE standards .
- Alignment: Director pay design mixes cash + fully vested equity ($100,000 cash; ~$120,000 equity) fostering ownership while avoiding performance gaming; annual grants under 2019 SIP, no options .
- Engagement signals: Strong shareholder support in 2024 director elections (242.2M votes for) indicates investor confidence; Board maintains regular executive sessions and broad attendance standards .
- Conflicts: No related-party transactions disclosed for Ms. Savio; BRO’s proxy outlines several relationships for other insiders, but none tie to Savio. Related-party oversight sits with Nominating/Corporate Governance Committee under a formal policy .
- Shareholder feedback: Say-on-pay approval historically strong; 2024 program supported by 94% of votes cast, reflecting investor endorsement of governance and pay philosophy (context for overall board confidence) .
Red flags: None specifically identified for Ms. Savio (no pledging/hedging; independence confirmed; attendance at least 75%; no Item 404 transactions). Board-level related-party arrangements exist (e.g., aircraft lease, banking relationships) but are assessed as not material and do not involve Savio .