John Howard
About John Howard
John Howard, age 58, was appointed an independent, non‑executive director of Everest Group, Ltd. (NYSE: EG) effective March 6, 2025. He serves on the Audit, Compensation, and Nominating & Governance Committees. He holds a B.A. in Economics from Columbia University and an MBA from Duke University’s Fuqua School of Business. He retired as CEO of Truist Insurance Holdings (TIH) in 2025 and now serves as TIH Vice Chair and Board of Managers member .
Past Roles
| Organization | Role | Tenure/Timing | Committees/Impact |
|---|---|---|---|
| Truist Insurance Holdings (TIH) | Chief Executive Officer; currently Vice Chair and Board of Managers | CEO through Jan 1, 2025; Vice Chair from 2025 | Led the successful $16B leveraged buyout of TIH from Truist Financial; built infrastructure and operating strategy . |
| Truist Financial Corporation | Senior Executive Vice President | Prior to 2025 | Senior leadership roles in parent organization . |
| Crump Group, Inc. | President & CEO | Prior period within TIH/predecessors | Senior operating leadership . |
| BISYS Group, Inc. | President, Insurance Services | Prior period | Senior operating leadership . |
| Prudential Financial, Inc.; Conseco, Inc.; General Electric Company | Executive leadership roles | Earlier career | Broad financial services/insurance operating experience . |
| U.S. Navy | Active duty (early career) | Early career | Leadership foundation . |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| TIH (private) | Vice Chair; Board of Managers | Current | Post‑CEO governance role . |
| Compre Group (private) | Director | Current | Privately held global specialty reinsurer . |
| Federal Reserve Board (Insurance Policy Committee) | Member | Current | Policy engagement . |
| Council of Insurance Agents & Brokers | Member | Current | Industry association . |
| The Institutes | Member | Current | Professional education organization . |
| Maurice R. Greenberg School of Risk Management (St. John’s Univ.) | Member | Current | Industry‑academic governance . |
Board Governance
- Independence: The Board has affirmatively determined Mr. Howard is independent under NYSE standards; Audit and Compensation Committees are fully independent .
- Committee assignments:
- Initial appointment (effective Mar 6, 2025): Audit, Compensation, Nominating & Governance .
- Committee roster reaffirmed and expanded after June 23, 2025 Board reorganization: remains on Audit, Compensation, and Nominating & Governance; broader committee memberships listed by the company .
- 2025 AGM election support (May 14, 2025): For 41,891,562; Against 89,972; Abstain 55,777 (non‑votes 1,726,275) .
- Board/committee operations and attendance baseline: In 2024 the Board held 4 meetings and each then‑serving director attended at least 75% of Board and committee meetings; directors are expected to attend the AGM .
| Committee | Role | Source |
|---|---|---|
| Audit Committee | Member | Appointment 3/6/25; 2025 Proxy; 6/23/25 committee slate |
| Compensation Committee | Member | Appointment 3/6/25; 2025 Proxy; 6/23/25 committee slate |
| Nominating & Governance Committee | Member | Appointment 3/6/25; 2025 Proxy; 6/23/25 committee slate |
Fixed Compensation
| Component | Structure/Amount | Vesting/Notes |
|---|---|---|
| Annual cash retainer (Non‑Employee Directors) | $125,000 (payable in cash or common shares at director’s election) | Paid annually; no meeting fees; no committee chair fees (except Board Chair) . |
| Additional retainer for Board Chair (from 2025) | $300,000 | Applies to Board Chair only . |
| Annual equity grant (Non‑Employee Directors) | Restricted shares valued at $325,000 grant‑date fair value | Vests in equal installments over 3 years . |
| Mr. Howard initial grant and pro‑rated retainer | Pro‑rated annual retainer and annual restricted share grant per Director Plan; appointed March 6, 2025 | Company reported a 906‑share grant on March 6, 2025 at $359.28 per share (fair value), consistent with director equity issuance . |
Performance Compensation
- Directors do not receive annual bonuses, performance share units, or option awards for board service; compensation is limited to retainer and time‑vested restricted shares (no meeting fees; Board Chair receives additional retainer) .
Other Directorships & Interlocks
| Topic | Detail |
|---|---|
| Current public company directorships | None disclosed for Mr. Howard in EG’s proxy; external roles include private company boards and industry bodies . |
| Over‑boarding policy | No EG director sits on more than two other public company boards . |
| Compensation Committee interlocks | None existed during 2024 . |
Expertise & Qualifications
- Executive leadership; Insurance/Reinsurance industry; Finance & Accounting; Corporate Governance; Business Operations; Mergers & Acquisitions; Risk Management; Claims; Investments .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (as of Mar 17, 2025) | 906 shares; less than 1% of class . |
| Nature of holding | Includes 906 restricted shares issued under the 2003 Non‑Employee Director Equity Compensation Plan; not transferable until vesting . |
| Vested vs. unvested | The 906 shares are restricted/unvested at grant; director equity vests over three years in equal annual installments . |
| Options | Company reported no options outstanding as of Sept 30, 2025 . |
| Hedging/pledging | Company policy prohibits hedging or pledging of company stock by directors and officers . |
| Director stock ownership guideline | Non‑Management Directors must hold stock equal to 5x the annual retainer . |
Related‑Party Transactions and Conflicts
- Policy and controls: Directors must disclose potential conflicts and refrain from voting where a material interest exists; the company oversees related‑party matters via annual questionnaires and Compliance/GC oversight with Audit Committee reporting as appropriate .
- Disclosures: No related‑party transactions involving Mr. Howard were disclosed in the 2025 proxy .
- Note: Mr. Howard’s external roles at TIH (insurance brokerage) and Compre (specialty reinsurance) are disclosed; the company’s conflicts policy governs any situations that may arise; none were disclosed .
Say‑on‑Pay & Shareholder Feedback (Context)
- 2025 AGM Say‑on‑Pay vote: For 39,476,537; Against 2,492,405; Abstain 68,369 (non‑votes 1,726,275) .
- 2024 Say‑on‑Pay advisory vote approval was 93% per the prior proxy .
Risk Indicators & Red Flags
- Positive indicators: Independent status; service on key independent committees; prohibition on hedging/pledging; no gross‑ups; double‑trigger CIC plan practices for executives; robust shareholder support for pay program .
- Monitoring items: Any dealings between EG and TIH or Compre (none disclosed); ongoing compliance with director stock ownership guideline over time .
Governance Assessment
- Board effectiveness: Mr. Howard brings deep operating and M&A expertise in insurance distribution and specialty risk, complementing EG’s underwriting and risk profile; his multi‑committee placement (Audit, Compensation, N&G) increases oversight breadth .
- Independence and alignment: Affirmed independent; director pay is straightforward (cash retainer plus time‑vested equity with 3‑year vest), and the company prohibits hedging/pledging and imposes 5x‑retainer stock ownership guidelines on non‑management directors .
- Investor confidence signals: Strong shareholder support in 2025 director elections (raw vote tallies) and Say‑on‑Pay outcomes provide a favorable governance backdrop .
- Conflicts: No related‑party transactions disclosed; robust conflicts policy applies. Given Mr. Howard’s external insurance affiliations, we recommend monitoring for any EG transactions with TIH or Compre and ensuring recusal where appropriate .