Jill Meyer
CINCINNATI FINANCIALAbout Jill P. Meyer
Independent director since 2019, age 53, with a legal and civic leadership background; currently Chief Operating and Relationships Officer and founding managing director – Cincinnati for The O.H.I.O. Fund (launched 2024) . Former President & CEO of the Cincinnati USA Regional Chamber (2015–2023) and previously partner-in-charge of Frost Brown Todd LLC’s Cincinnati office (2009–2015) . Selected external governance roles include Chair, Cincinnati Branch of the Federal Reserve Bank of Cleveland (elected 2025), and board memberships at Queen City Club and United Way of Greater Cincinnati . The board classifies Meyer as independent under Nasdaq standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The O.H.I.O. Fund | Chief Operating & Relationships Officer; Founding Managing Director – Cincinnati | 2024–present | Focus on growth investments across multi-asset classes in Ohio |
| Cincinnati USA Regional Chamber | President & CEO | 2015–2023 | Led strategic plan execution, annual goals, financial performance, team development |
| Frost Brown Todd LLC | Partner-in-Charge, Cincinnati office; Attorney (advertising/media law) | 2009–2015 | Broad business legal counsel; litigation on advertising and media issues |
External Roles
| Organization | Role | Tenure |
|---|---|---|
| Federal Reserve Bank of Cleveland – Cincinnati Branch | Chair | Elected 2025 |
| Queen City Club | Board Member | 2016–present |
| United Way of Greater Cincinnati | Board Member | 2021–present |
Board Governance
- Committee assignments: Nominating Committee member; U.S. Property Casualty Insurance Subsidiary Director .
- Attendance and engagement: 100% attendance at board and committee meetings in 2024; all directors attended the Annual Meeting .
- Independence: Determined independent as of January 31, 2025; 9 of 13 directors are independent .
- Stock ownership guidelines: Directors must hold five times annual cash meeting fees; all directors and officers were in compliance as of March 5, 2025 .
- Executive sessions: Regular executive sessions of non-employee directors at board and committee level .
- Lead Independent Director: Dirk J. Debbink (not Meyer) .
Fixed Compensation
CINF Board Fee Schedule (2024)
| Component | Amount |
|---|---|
| Annual Cash Retainer | $75,000 |
| Annual Stock Retainer | $75,000 |
| Lead Independent 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; $7,500 max/day; $60,000 minimum/year |
| Meeting Fees – Stock | Matches cash meeting fees up to $60,000/year |
Meyer – 2024 Director Compensation
| Year | Fees Earned/Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2024 | $135,000 | $135,086 | $1,567 (insurance/perquisites aggregate; < $10k categories) | $271,653 |
Notes:
- Stock awards for nonemployee directors were granted January 30, 2025 for 2024 service under the Directors’ Stock Plan of 2018; per-share fair value $139.12 on grant date and standard shares awarded for full-year service = 971 shares .
- Company provides outside directors life insurance, personal umbrella liability insurance, and spouse travel/meals for certain business events; no retirement or health benefits beyond described; deferral opportunity via Nonemployee Director Deferred Compensation Plan .
Performance Compensation
While nonemployee director compensation is not performance-based (no PSUs/options for directors), equity grants provide alignment via stock retainer and stock meeting fee match.
Stock Award Detail (2024 Service; granted 1/30/2025)
| Item | Details |
|---|---|
| Plan | Directors’ Stock Plan of 2018 |
| Grant Date | January 30, 2025 |
| Shares Awarded (full-year service) | 971 shares |
| Fair Value per Share | $139.12 |
| Total Grant Fair Value (subset of stock awards) | $135,086 |
| Stock Meeting Fee Match Policy | Matches cash meeting fees up to $60,000/year |
Other Directorships & Interlocks
| Category | Entity | Role | Start | Notes |
|---|---|---|---|---|
| Public company boards | None | — | — | No other public boards disclosed |
| Financial/government | Federal Reserve Bank of Cleveland – Cincinnati Branch | Chair | 2025 | Governance oversight; regional economic stakeholder |
| Civic/nonprofit | Queen City Club | Board Member | 2016 | Civic leadership |
| Civic/nonprofit | United Way of Greater Cincinnati | Board Member | 2021 | Community engagement |
Interlocks and potential conflicts:
- No related-party transactions disclosed involving Meyer in 2024; audit committee pre-approves standard insurance-related transactions and reviews others; specific related transactions disclosed involve other directors (e.g., Schiff, Debbink, Skidmore, Steele, Webb), not Meyer .
Expertise & Qualifications
- Strengths: Business acumen, legal experience, and community perspective; enhances board focus on long-term strategies benefiting shareholders and key constituents .
- Subsidiary governance: U.S. Property Casualty Insurance Subsidiary Director .
Equity Ownership
| Holder | Beneficial Ownership (Shares) | Percent of Class | Notes |
|---|---|---|---|
| Jill P. Meyer, Esq. | 5,581 | — (below rounding threshold) | No pledged shares disclosed for Meyer; pledge footnotes list others only |
Ownership alignment and policies:
- Prohibition on hedging company stock for all directors/officers/associates .
- Pledging permitted under policy; directors expected to exercise judgment; total pledged by directors/executives <0.1% of outstanding shares at year-end 2024; 25 of 28 have no pledges; Meyer not listed among pledgors .
- Stock ownership guidelines: Directors at 5x annual cash meeting fees; all directors/officers compliant as of March 5, 2025 .
Governance Assessment
-
Positives:
- Independent status; focused committee role (Nominating) aligned to governance and board composition oversight .
- 100% attendance signals high engagement; attends Annual Meeting .
- Equity-based director pay and ownership guidelines reinforce alignment; company-wide anti-hedging policy; robust governance practices (separate Chair/CEO, regular executive sessions) .
- No related-party transactions disclosed for Meyer; related-party review policy active; audit committee oversight .
- Shareholder support for compensation program (95% “say-on-pay” approval in 2024) indicates broad confidence in board oversight of pay design .
-
Watch items:
- External leadership at The O.H.I.O. Fund could introduce potential future interlocks if the fund transacts with company counterparties; no conflicts disclosed, but monitor disclosures for related-party exposure annually .
- Pledging allowed under policy (albeit small overall and declining); ensure continued monitoring of any pledges by directors; Meyer not identified as pledging .
-
Director compensation structure analysis:
- 2024 adjustments raised cash/stock retainers to market-competitive levels; cash plus stock meeting fee match increases fixed/equity mix but remains aligned with peer practices for companies of similar size .
- Perquisites for Meyer minimal and within policy (insurance, minor travel/meals); no tax gross-ups for executives; directors’ perquisites aggregated less than $10,000 for applicable categories .