Jim Williamson
About Jim Williamson
Jim Williamson is President and Chief Executive Officer of Everest Group, Ltd. (EG), appointed Acting CEO on January 5, 2025 and permanent CEO on January 22, 2025; he joined Everest in 2020 as EVP & Group COO and is age 51 with an MBA from Wharton and a BS from Bryant College . In 2024, Everest delivered Gross Written Premium of $18.2B (+9.1% YoY), Net Operating Income ROE of 9.0%, and TSR of 9.2%—the Company-level performance metrics that drive executive pay outcomes; Williamson’s 2024 bonus and PSUs were tied to Adjusted Operating ROE and TSR constructs .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Everest Group, Ltd. | EVP & Group COO; Head of Reinsurance (from May 2021); expanded to lead global reinsurance and insurance (Mar 2024) | 2020–2024 | Led both reinsurance and insurance divisions; reinsurance GWP grew and attritional loss ratios improved; insurance global expansion with constant-dollar GWP growth in 2024 |
| Chubb Limited | Division President, North America Small Business | Jan 2016–Sep 2020 | Ran a large small business insurance franchise across commercial/consumer lines |
| The Hartford Financial Services Group | Various roles including leading underwriting and service operations for small business | ~8+ years | Led underwriting/service ops; broad functional responsibilities across actuarial, technology, claims |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Reinsurance Association of America | Chair | Apr 2024–present | Industry leadership in reinsurance policy and standards |
| Everest Reinsurance Holdings, Inc. (subsidiary) | Director | Current | Governance oversight of subsidiary operations |
| International Re, Bermuda Re, Everest Re (subsidiaries) | Former Director | Past | Subsidiary governance experience |
Board Governance
- Board service: Director since January 2025; non-independent director given CEO role .
- Committee memberships: Investment Policy, Risk Management, Executive, and Technology & Cyber Committees .
- Dual-role implications: CEO also serves on the Board; independence is mitigated by an independent Chairman (John A. Graf post-AGM) and an Independent Lead Director (Roger M. Singer), with regular executive sessions of non-management directors and independence standards on core committees (Audit/Compensation/NGC) .
- AGM 2025 director election: Williamson received 41,352,446 votes “FOR,” 656,316 “AGAINST,” 28,549 “ABSTAIN” .
Fixed Compensation
| Component | Amount | Period | Notes |
|---|---|---|---|
| Base Salary | $900,000 | FY 2024 | As Group COO; increased 7.1% YoY from $840,000 |
| Acting CEO Stipend | $25,000/month | Jan 13, 2025 onward while Acting CEO | Per stipend letter; no other comp changes at that time |
| Base Salary | $1,250,000 | Effective Jan 22, 2025 | In new CEO employment agreement; bonus target and equity target reset |
| One-time Restricted Stock Award | $2,500,000 (FMV) | Feb 26, 2025 grant | Approved by Compensation Committee |
Performance Compensation
2024 Annual Bonus Structure and Outcome
| Metric | Weighting | Target | Actual | Payout Component |
|---|---|---|---|---|
| Adjusted Operating ROE | 60% | 17.0% | 8.7% | $183,300 for Williamson |
| Individual Performance | 40% | Qualitative goals | Awarded max for strong individual performance | $720,000 for Williamson |
| Total 2024 Bonus | — | — | — | $903,300 for Williamson |
Notes: Maximum bonus potential for Williamson as COO was capped at 200% of base salary subject to a $3.5M plan cap; in 2025 his max payout formula changes to 140% of target incentive bonus under plan rules .
Long-term Incentives and PSU Mechanics
| Element | Weighting | Vesting / Period | Metric Targets |
|---|---|---|---|
| RSUs | Time-vested | 33-1/3% annually for grants in 2024+; 20% annually for pre-2024 grants | Retention and alignment; no options currently granted |
| PSUs | Performance-based | Three 1-year tranches over 3-year performance period; final settlement after Committee certification | Metrics: Net Operating Income ROE (50%), annual TSR vs targets (25%), 3-year relative TSR vs peer group (25%); max multiplier historically 175% (raised to 200% for 2025 awards) |
2022 PSU outcomes for Williamson:
| PSU Metric | Earned PSUs | Source |
|---|---|---|
| Net Operating Income ROE (2022–2024 tranches combined) | 639 | |
| Annual TSR vs targets (2022–2024 tranches combined) | 248 | |
| 3-year Relative TSR vs peers (2022–2024) | 416 | |
| Total PSUs Earned (2022 grant) | 1,303 |
2024 stock targets as COO (granted Feb 2024):
| Grant Type | Target Value |
|---|---|
| RSUs | $1,340,240 |
| PSUs | $660,328 |
2025 CEO targets:
- Annual non-equity bonus target: 200% of base salary .
- Target equity compensation: 420% of base salary .
- Beginning 2025, LTI mix is 50% PSUs and 50% RSUs; PSU max payout multiplier increased to 200% .
Equity Ownership & Alignment
| Ownership Item | Amount | Notes |
|---|---|---|
| Beneficial Ownership (Common Shares) | 24,021 | Includes 17,802 restricted shares |
| Percent of Class | <1% | Based on 47,784,880 shares entitled to vote |
| Stock Ownership Guidelines | 6x base salary for CEO | Company policy; also 3x for other NEOs |
| Hedging/Pledging | Prohibited | Governance best practice; no hedging or pledging allowed |
| Options | None | Company does not currently grant stock options |
Employment Terms
| Provision | Key Terms | Quantitative Illustration (as of 12/31/2024) |
|---|---|---|
| Employment Agreement | Amended & Restated as COO effective Apr 26, 2024; new CEO employment agreement dated Mar 27, 2025 | CEO comp terms disclosed (salary $1.25M; 200% bonus target; 420% equity target) |
| Severance (without cause / good reason) | 2x base salary paid over 12 months; continued vesting for 12 months of RSUs; PSUs earned for completed performance goals; benefits continuation | Cash: $2,703,300; RSU value: $1,427,730; PSU value: $724,125; Benefits: $30,530; Total: $4,885,685 |
| Change-in-Control Plan | Double-trigger; no excise tax gross-ups; PSUs and RSUs subject to accelerated vesting per plan terms | Cash: $4,215,565; RSU value: $3,459,318; PSU value: $1,409,175; Benefits: $43,000; Pension Enhancement: $612,000; Total: $9,739,058 |
| Non-compete / Non-solicit | Employment agreements include non-disclosure, non-compete, and non-solicit covenants | Duration/scope not quantified in proxy |
| Death/Disability | Bonus for prior completed fiscal year; RSU restrictions lapse; PSUs settle per terms | Williamson: PSUs $1,409,175; RSUs $3,459,318; Total $4,868,493 (valued at $362.46 year-end) |
Say-on-Pay & Shareholder Feedback
| Year | Outcome |
|---|---|
| 2024 | Say-on-pay approval 93.35% |
| 2025 AGM | Votes on NEO compensation: For 39,476,537; Against 2,492,405; Abstain 68,369; Non-votes 1,726,275 |
Compensation Peer Group
| Peer Companies |
|---|
| AIG; Arch Capital; Axis Capital; Chubb; Cincinnati Financial; CNA Financial; Hanover Insurance; The Hartford; Markel; Renaissance Re; W.R. Berkley |
Compensation Structure Analysis
- Mix and risk: As COO in 2024, Williamson’s pay emphasized at-risk compensation—annual cash tied 60% to Adjusted Operating ROE and 40% to individual goals, plus PSUs with ROE/TSR metrics; in 2025 as CEO, targets increased (200% bonus; 420% equity), and PSU max raised to 200% indicating stronger performance alignment and upside .
- No gross-ups / clawbacks: Company prohibits change-in-control excise tax gross-ups and maintains a broad clawback covering restatements and willful misconduct, improving pay-for-performance discipline .
- Equity emphasis and retention: RSUs vest over three years for 2024+ grants, and PSUs settle after three-year periods, creating ongoing retention incentives and periodic share deliveries upon vesting and certification .
Investment Implications
- Alignment: Double-trigger CoC protections, no gross-ups, ownership guidelines (6x salary for CEO), and prohibitions on hedging/pledging signal shareholder-friendly alignment; Williamson’s beneficial ownership is modest (<1%), but ongoing RSU/PSU grants and higher 2025 targets increase exposure to shareholder value creation .
- Retention risk and incentives: The one-time $2.5M restricted stock award in February 2025 and elevated CEO targets indicate strong retention focus during leadership transition; severance economics are meaningful but structured with performance-contingent vesting and double-trigger protections .
- Trading signals: Watch quarterly vesting of RSUs and three-year PSU settlements for potential Form 4 activity and supply; 2022 PSU earn-outs for Williamson totaled 1,303 shares, with additional PSU cycles underway for 2023–2025 and 2024–2026 .
- Governance quality: Independent Chair and Lead Independent Director with independent core committees mitigate dual-role concerns; high say-on-pay support (93%+ in 2024; strong approval at 2025 AGM) suggests investor acceptance of compensation design amid CEO transition .