Steven Soloria
CINCINNATI FINANCIALAbout Steven Soloria
Steven A. Soloria, CFA, CPCU, is Chief Investment Officer (CIO) and Executive Vice President of Cincinnati Financial Corporation, responsible for all investment operations; he has been an executive officer since 2023 and is 58 years old as of February 24, 2025 . He joined Cincinnati Financial in 1990, holds a BBA from the University of Cincinnati and an MBA from Xavier University, and was promoted to CIO in January 2023 following the retirement of the prior CIO . Company performance metrics relevant to incentive pay include a 2024 Value Creation Ratio (VCR) of 19.8% and a three‑year TSR of 36.5% through 12/31/2024; 2023 results included VCR of 19.5% and a 94.9% combined ratio, supporting target or above-target bonus outcomes .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Cincinnati Financial Corporation | Chief Investment Officer, Executive Vice President | 2023–present | Leads all investment operations across the group . |
| The Cincinnati Insurance Company (subsidiary) | Senior Vice President (Investments) | Until 2023 | Leadership role prior to promotion to CIO . |
| Cincinnati Financial Corporation | Vice President, Investments | Until 2022 | Investment management leadership; progressed to SVP/CIO roles . |
| Cincinnati Financial Corporation | Joined the company | 1990 | Long-tenured insider with nearly three decades in investments prior to CIO role . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CINF Property Casualty and Life Subsidiaries | Director (subsidiary boards); Investment Committee member | 2023–present | Added to subsidiary boards and investment committees concurrent with CIO promotion . |
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Base salary (paid) | $561,231 | 2024 SCT reported salary . |
| Base salary (rate set Feb 2024) | $576,000 | 20% increase effective Feb 2024 . |
| Pension/SERP change in value | $146,700 | 2024 change in pension value; comprised of +$57,142 Retirement Plan and +$89,559 SERP . |
| All other compensation | $49,491 | Perquisites and other items (aggregate) . |
Performance Compensation
| Metric/Plan | Target / Structure | 2024 Actual / Achievement | Payout/Grant Mechanics |
|---|---|---|---|
| Annual Incentive (cash) | Tier I target: 125% of base salary; performance factor 0–200% based on relative VCR, with enhancements from premium growth and combined ratio; threshold/target/maximum at 30th/50th/75th percentile vs peers . | 2024 VCR plus operating goals yielded final placement exceeding eight of nine peers; performance factor 200% (maximum). Premium growth ≥3% and combined ratio ≤95% achieved enhancements . | Award = Base Salary × Target % × Performance Factor. For Soloria: $576,000 × 125% × 200% = $1,440,000 . |
| PSUs (2024 grant) | Relative 3‑year TSR vs 9‑company peer set; threshold/target/max at 30th/50th/75th percentile; performance period 2024–2026; vests/payable Mar 1, 2027 . | In-cycle; not yet vested. | Target 4,806 PSUs granted in 2024; max payout 200% of target per plan . |
| Stock Options (2024 grant) | Nonqualified options; intrinsic-value-based sizing; 50% of performance-based stock comp allocated to options in 2024 grants . | In-cycle; vesting over time; exercise price $112.36; expiration 2/19/2034 . | 16,305 options granted in 2024 . |
| RSUs (2024 grant) | RSUs sized at 25% of base salary using grant date fair value . | In-cycle; unvested RSUs outstanding . | 1,282 RSUs granted in 2024 . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 30,026 shares; 0.02% of outstanding . |
| Options exercisable within 60 days | 15,444 shares (included in beneficial ownership footnote) . |
| Shares pledged (collateral) | 13,100 shares pledged as of 12/31/2024 (RED FLAG) . |
| Unvested RSUs at 12/31/2024 | 240 ($34,488), 637 ($91,537), and 1,282 ($184,223) by grant lot . |
| Unearned PSUs at 12/31/2024 | 3,584 ($515,021) and 4,806 ($690,622) by grant lot . |
| Ownership guidelines | CEO: 5x salary; other NEOs: 3.5x salary; all directors and officers in compliance . |
| Hedging/pledging policy | Hedging prohibited by policy; pledging not prohibited (some shares are pledged) . |
Option and RSU Detail (Outstanding at 12/31/2024)
| Grant/Strike | Exercisable (#) | Unexercisable (#) | Expiration |
|---|---|---|---|
| $85.67 | 774 | — | 2/21/2029 . |
| $111.53 | 522 | — | 2/21/2030 . |
| $96.32 | 486 | — | 2/22/2031 . |
| $123.94 | 252 | 126 | 2/21/2032 . |
| $125.57 | 3,925 | 7,849 | 2/20/2033 . |
| $112.36 | — | 16,305 | 2/19/2034 . |
Historical vesting convention: one‑third of each option award vests on the first, second, and third anniversaries; RSUs similarly vest ratably in historic grants; PSUs vest at performance period end (e.g., March 1 following the 3‑year period) .
Employment Terms
- Employment status: At-will; no individual employment contracts .
- Change-in-control: Double‑trigger required; if terminated within 12 months after a change in control, stock options and SARs become fully vested and RSUs/other stock awards vest; treatment governed by plan/award agreements .
- Clawback: Compensation subject to recovery under the company’s Policy for the Recovery of Erroneously Awarded Compensation and plan provisions .
- Hedging: Prohibited for directors and officers .
- Severance economics (illustrative potential payments upon termination/change in control):
- Retirement Plan: $855,000 (change in control); SERP: $150,621 (change in control) .
- Accelerated stock-based awards: $2,448,581 (change in control) .
- Annual incentive (at specified levels): $1,440,000 (change in control) .
- Note: Messrs. Spray and Soloria participate in the Retirement Plan and SERP; for other termination types (not age 65/35 years’ service), equity does not accelerate .
Compensation Structure Analysis
- Mix and leverage: For 2024, other NEOs’ total direct compensation was ~71% performance-based/at-risk, consistent with pay-for-performance design . Target long-term equity for Tier I NEOs was 187.5% of salary in 2024, split 50/50 between options and PSUs; RSUs sized at 25% of salary, increasing equity-linked exposure .
- Annual incentive rigor: Primary metric is relative VCR with enhancements tied to premium growth (≥3%) and combined ratio (≤97% to ≤91% tiers), with threshold/target/max at 30th/50th/75th percentiles and payout 0%–200% of target; committee retains negative discretion and caps apply .
- 2024 outcomes: Maximum annual incentive (200%) after exceeding eight of nine peers; PSUs for the 2022–2024 cycle paid at threshold for NEOs; Soloria was not eligible for 2022 PSUs as he was not an executive officer then .
Performance & Track Record
- Company performance underpinning pay: 2024 VCR 19.8% and 3‑year TSR 36.5% drove strong incentive outcomes; the 2023 combined ratio of 94.9% and premium growth ≥3% supported the bonus formula enhancements .
- Investment organization background: Prior CIO grew the investment portfolio to >$23B by March 31, 2022; Soloria, a 1990 hire with long tenure in investments, assumed CIO responsibilities in 2023 .
Equity Award Grants (2024)
| Award Type | Shares/Units | Pricing/Value | Notes |
|---|---|---|---|
| Stock Options | 16,305 | $112.36 exercise price | Granted 2/19/2024; grant-date value $540,022 . |
| PSUs (Target) | 4,806 | — | 3-year TSR (2024–2026); payout 30%–200%; vests/payable 3/1/2027 . |
| RSUs | 1,282 | — | Sized at 25% of base salary; service-based . |
| Annual Incentive Target | $720,000 | — | 125% of $576,000 base salary . |
Director/Committee Governance (context)
- Compensation governance: No employment contracts; hedging prohibited; double‑trigger CIC; clawback policy; no option repricing .
- Ownership guidelines: CEO 5× salary; other NEOs 3.5×; all directors and officers in compliance .
Risk Indicators & Red Flags
- Pledging: 13,100 shares pledged as collateral by Soloria (monitor for potential margin‑related selling pressure) .
- Hedging prohibition: Reduces misalignment risk; clawbacks further mitigate risk .
- No tax gross‑ups; at‑will employment: Limits shareholder‑unfriendly severance constructs .
Say‑on‑Pay & Shareholder Feedback
- Program alignment: Company emphasizes relative performance metrics (VCR, TSR) and caps/negative discretion; recent disclosures highlight risk assessments and investor-aligned features .
Investment Implications
- Incentive alignment: Soloria’s annual bonus and PSU design are tied to relative VCR/TSR plus underwriting/pricing discipline, aligning investment decision‑making with book value growth and shareholder returns; 2024 maximum bonus outcome reflects strong relative performance .
- Selling pressure/overhang: Near‑term liquidity pressure from vested options appears limited given earliest sizable expirations are 2029+; however, pledged 13,100 shares introduce headline and forced‑sale risk in adverse markets (monitor Form 4s) .
- Retention: Multi‑year PSU cycles (through 2026) and staged option/RSU vesting support retention; double‑trigger CIC protection provides downside in a transaction without guaranteeing single‑trigger windfalls .
- Ownership: Beneficial ownership (0.02%) is modest for an NEO; compliance with 3.5× salary guideline and broad-based equity culture partly offset low outright ownership; continued accumulation and PSU outcomes will influence alignment .