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Douglas Skidmore

Director at CINCINNATI FINANCIALCINCINNATI FINANCIAL
Board

About Douglas S. Skidmore

Douglas S. Skidmore (age 62) is an independent director of Cincinnati Financial Corporation since 2004 and serves on the Executive and Nominating Committees; he is chief executive officer of Skidmore Sales & Distributing Company Inc. with prior roles in strategic planning, marketing and human resources, bringing a policyholder perspective aligned with CINF’s agent-centered model . In 2024 he attended 100% of board and assigned committee meetings, and the board reports regular executive sessions and strong governance practices including stock ownership guidelines and director independence .

Past Roles

OrganizationRoleTenureCommittees/Impact
Skidmore Sales & Distributing Company Inc.Chief Executive Officer2003–present Leads strategic planning, marketing, HR; contributes policyholder perspective to CINF board
Skidmore Sales & Distributing Company Inc.President1994–2013 Oversaw growth and performance of second-generation family business
Skidmore Sales & Distributing Company Inc.Marketing Manager1990–1994 Built commercial insights relevant to insurance customer base

External Roles

OrganizationRoleTenureNotes
Institute of Food TechnologistsMember1990–present Industry membership supporting technical perspective
Athletes in ActionBoard Member2013–present Nonprofit governance
Cincinnati OperaBoard Member2018–present Nonprofit governance
Food Ingredient Distributors AssociationTrustee2005–2015; 2021–present Industry association leadership

Board Governance

AttributeDetail
Independence statusIndependent director as of January 31, 2025
Committee assignments (2024)Executive; Nominating (not a chair)
Board/committee meeting counts (2024)Board 4; Executive 5; Nominating 6
Attendance (2024)100% of board and committee meetings for all directors (includes Skidmore)
Director stock ownership guidelinesFive times annual cash meeting fees; all directors in compliance as of March 5, 2025
Lead Independent DirectorRole held by Dirk J. Debbink (Skidmore not in this role)
Nominating Committee independenceAll members meet Nasdaq independence criteria

Fixed Compensation

Component2024 Amount ($)Notes
Fees Earned or Paid in Cash135,000 Includes annual cash retainer and meeting fees per policy
Stock Awards135,086 971 shares granted Jan 30, 2025 at $139.12 per share (fair value)
All Other Compensation (Perquisites)17,423 Includes $13,859 spouse/guest travel & meals; $3,447 umbrella insurance; life insurance premiums
Total287,509 Sum of above

Director compensation schedule (effective 2024):

ElementAmount
Annual Cash Retainer$75,000
Annual Stock Retainer$75,000
Lead Director Cash Retainer$50,000
Independent Committee Chair Cash Retainer$25,000
Meeting Fees (cash)$4,500 per board; $1,500 per committee (except investment); $6,000 per investment committee; $7,500 max/day; $60,000 min/calendar year
Meeting Fees (stock)Matches cash meeting fees up to $60,000/year

Performance Compensation

Pay ComponentPerformance-linked?Details
Non-employee director payNoCompensation comprises cash/stock retainers and meeting fees; no PSUs/options for directors

Other Directorships & Interlocks

CategoryDetail
Other public company boardsNone (0)
Private/nonprofit boardsAthletes in Action; Cincinnati Opera; industry associations (see External Roles)
Potential interlocksSkidmore is CEO of a CINF-insured company; audit committee approved transactions and deemed no conflict

Expertise & Qualifications

  • Executive leadership of a mid-market, family-owned industrial distributor; skills in strategic planning, marketing, HR, and operations that resemble CINF’s typical commercial policyholder base .
  • Provides policyholder/customer lens on products/services and contributes to oversight of business processes and technology initiatives .

Equity Ownership

HolderSharesPercent of ClassNotes
Douglas S. Skidmore (beneficial ownership)50,802 0.03% Includes 7,600 shares owned of record by Skidmore Sales Profit Sharing Plan (administrator with shared investment authority)
Pledged sharesNot disclosed for Skidmore; pledging permitted under policy (directors/officers <0.1% of outstanding shares pledged in aggregate)
Section 16 compliance (2024)All filings timely for directors and officers
Ownership guidelines complianceAll directors in compliance as of March 5, 2025

Governance Assessment

  • Board effectiveness and engagement: Skidmore contributes practical small/mid-market business expertise and policyholder perspective; 100% attendance and membership on Nominating and Executive Committees supports board refreshment and governance oversight .
  • Independence and conflicts: Determined independent under Nasdaq standards; related-party insurance purchases (personal $31,706; company $1,435,313) approved under the audit committee’s policy and deemed no conflict of interest, consistent with preapproved categories for director-affiliated policyholders .
  • Compensation and alignment: Director pay is balanced between cash and stock; 2024 mix ~50/50 ($135,000 cash vs $135,086 stock), with robust ownership guidelines and company-wide prohibition on hedging; pledging is permitted but Skidmore is not listed among pledgers in 2024 holdings footnotes .
  • Signals for investors: Absence of public-company interlocks, strong attendance, compliance with ownership guidelines, and committee service on Nominating (fully independent) reduce governance risk; related-party insurance transactions are routine and monitored/approved, mitigating conflict concerns .

RED FLAGS

  • Related-party transactions: Purchases of insurance by Skidmore personally ($31,706) and by his company ($1,435,313) create potential optics risk; however, these were reviewed and approved as posing no conflict under the audit committee policy .
  • Pledging policy: Company permits pledging of shares; while aggregate pledging is <0.1% of outstanding and Skidmore is not indicated as a pledgor, permissive policy may concern some investors from an alignment standpoint .