Nancy Benacci
CINCINNATI FINANCIALAbout Nancy C. Benacci
Independent director of Cincinnati Financial Corporation since 2020; age 69; CFA and NACD.DC credentials. Former Head of Equity Research at KeyBanc Capital Markets (2004–2019), overseeing ~100 analysts covering ~600 companies; earlier in her career provided research coverage in property-casualty and life insurance sectors. Certified in Cybersecurity Oversight by Carnegie Mellon University’s Software Engineering Institute; identified by CINF as a financial expert for audit committee purposes. Attendance in 2024 was 100% for board and committees of which she is a member .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| KeyBanc Capital Markets (KeyCorp) | Head of Equity Research | 2004–2019 | Directed >100-person sell-side research group covering ~600 companies; deep insurance sector coverage earlier in career |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Regis Corporation | Director | 2023–present | Public company board service |
| Payden & Rygel Investment Group | Trustee | 2023–present | Investment oversight experience |
| John Carroll University | Board Member | 2006–2017; 2019–present | Nonprofit governance |
Board Governance
| Item | Detail |
|---|---|
| Independence status | Independent under Nasdaq/SEC standards; part of 9 independent directors out of 13 as of Jan 31, 2025 |
| Committees | Audit; Investment |
| Financial expert | Qualifies as audit committee financial expert per SEC; meets Nasdaq financial expertise standards |
| Cyber oversight | Certified in Cybersecurity Oversight (SEI) |
| 2024 meetings held | Board: 4; Audit: 4; Investment: 6 |
| Attendance | 100% of board and committee meetings for all directors in 2024 (applies to Benacci’s committees) |
| Lead director/Chair roles | Not a chair; not Lead Independent Director |
| Subsidiary board | U.S. Insurance Subsidiary Director |
| Stock ownership guidelines | Directors: 5x annual cash meeting fees; all directors/officers in compliance as of Mar 5, 2025 |
Fixed Compensation
| Component (2024) | Amount/Terms |
|---|---|
| Annual cash retainer | $75,000 |
| Annual stock retainer | $75,000 |
| Meeting fees (cash) | $4,500 per board; $1,500 per committee (except Investment); $6,000 per Investment; $7,500 max per day; $60,000 minimum per calendar year |
| Meeting fees (stock) | Matches cash meeting fees up to $60,000 per year |
| 2024 fees earned (cash) | $144,000 |
| 2024 stock awards (value) | $135,086 |
| 2024 all other compensation | $15,423 (life insurance, umbrella liability, spouse travel/meals, etc., per plan) |
| 2024 total | $294,509 |
| 2025 grant detail for 2024 service | 971 shares at $139.12 grant-date fair value (Jan 30, 2025) |
Performance Compensation
Directors do not receive performance-tied pay; the company’s pay-for-performance framework applies to executives. Key metrics governing executive annual incentives and PSUs that the board oversees:
| Metric | Target/Hurdle | 2024 Actual | Outcome |
|---|---|---|---|
| Value Creation Ratio (VCR) vs peers | Threshold: exceed 3 of 9; Target: ≥5; Max: ≥7 (placements can be improved by growth/profit goals) | VCR 19.8%; baseline exceeded 6 of 9 peers | With growth + combined ratio adjustments (+2 placements), final award placement exceeded 8 of 9 → max payout (200% of target) |
| Net written premium growth | Goal ≥3% | 15% growth | Goal achieved; enabled placement improvement |
| Combined ratio | Improvement scale: ≤97.0% (+1); ≤95.0% (+2); ≤93.0% (+3); ≤91.0% (+4) | 93.4% | Met ≤95.0% tier → +2 placements |
| PSU 3-year TSR vs peers | Threshold: exceed 3 of 9; Target: ≥5; Max: ≥7 | 3-year TSR 36.5%; exceeded 3 of 9 peers | Threshold vesting (30% of target) for PSU awards ending 2024 |
Other Directorships & Interlocks
| Company/Entity | Relationship to CINF | Potential Interlock/Conflict Consideration |
|---|---|---|
| Regis Corporation (public) | Benacci director | No disclosed transactions with CINF; unrelated industry (salon retail) |
| Payden & Rygel Investment Group (trustee) | Investment oversight | No disclosed related-party transactions with CINF |
| John Carroll University (nonprofit) | Board member | No disclosed related-party transactions |
No related-party transactions disclosed involving Ms. Benacci; audit committee reviews and pre-approves standard classes of transactions; specific 2024 related-party transactions involved other directors (Schiff, Debbink, Skidmore, Steele, Webb) and were approved as non-conflicting .
Expertise & Qualifications
- Capital markets and sell-side research leadership; strategy, revenue and market share growth; governance and compliance experience .
- Audit financial expert designation; cybersecurity oversight certification; technology and information security competence per board skills matrix .
- Investment and insurance sector familiarity; contributes perspective from analyst community and capital markets .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership | 7,590 shares; no percent provided |
| Shares pledged | None disclosed for Benacci (pledging noted for certain other insiders; directors/officers permitted to pledge under policy) |
| Director stock grant for 2024 service | 971 shares at $139.12 (Jan 30, 2025 grant) |
| Ownership guidelines compliance | All directors compliant with guidelines as of Mar 5, 2025 |
Governance Assessment
- Board effectiveness: Independent director with audit financial expert status and cybersecurity oversight certification; serves on Audit and Investment—key risk and capital allocation committees. Attendance was perfect in 2024; strong alignment with governance best practices (separate chair/CEO, independent committees, executive sessions) .
- Incentives and alignment: Director pay is modest and mixed cash/stock; 2024 total $294,509 with standard retainers and meeting fees; annual stock awards support ownership alignment; directors subject to stock ownership guidelines (5x meeting fees), with universal compliance as of the record date .
- Conflicts: No related-party transactions disclosed for Benacci; independence affirmed; policy permits pledging, but pledging was minimal overall (<0.1% outstanding) and none disclosed for Benacci; hedging prohibited .
- Signals to investors: Executive pay-for-performance strongly tied to relative VCR and underwriting/investment results; 2024 achievements drove max annual incentive payouts and threshold PSU vesting—board oversight of these metrics is robust; say-on-pay support >95% in 2024 indicates investor alignment with compensation governance .
RED FLAGS
- Pledging policy permits directors/officers to pledge shares (though minimal overall and none disclosed for Benacci); continued monitoring warranted for alignment risk .
- Director perquisites (e.g., spouse travel/meals, insurance) included for the board; Benacci’s all other compensation was $15,423 in 2024; while standard under policy, elevated perqs at some directors merit scrutiny of necessity and optics .
Overall, Nancy Benacci’s profile supports investor confidence: independent, financially and technologically proficient, fully attending, with no disclosed conflicts and clear ownership alignment; committee placement (Audit/Investment) and capital markets expertise are well-matched to CINF’s risk and portfolio oversight needs .