William F. Galtney Jr.
About William F. Galtney Jr.
William F. Galtney Jr., age 72, has served on the EG (Everest Group, Ltd.) Board since March 1996 and is classified as an independent director. He is President and CEO of Galtney Group, Inc. (since April 1, 2005), and previously led Gallagher Healthcare Insurance Services, Inc. (President from June 2001–Dec 31, 2004; Chairman until Mar 31, 2005) and earlier was Chairman & CEO of Healthcare Insurance Services, Inc.; he also served as a director of Everest Reinsurance Holdings, Inc. from March 1996 to February 2000 . His committee roles include Audit, Compensation, Executive, Nominating & Governance, and he chairs the Risk Management Committee .
Past Roles
| Organization | Role | Tenure | Notes/Impact |
|---|---|---|---|
| Everest Reinsurance Holdings, Inc. | Director | Mar 1996–Feb 2000 | Became EG director upon restructuring of Everest Holdings . |
| Galtney Group, Inc. | President & CEO | Apr 1, 2005–Present | Property & casualty healthcare insurance and reinsurance broker . |
| Gallagher Healthcare Insurance Services, Inc. | President; Chairman | President: Jun 2001–Dec 31, 2004; Chairman until Mar 31, 2005 | GHIS was a wholly-owned subsidiary of Arthur J. Gallagher & Co. . |
| Healthcare Insurance Services, Inc. | Chairman & CEO | 1983–Jun 2001 | Managing general and surplus lines agency (predecessor to GHIS) . |
External Roles
- No current public company directorships disclosed for Mr. Galtney in EG’s proxy statements .
Board Governance
- Independence: EG applies NYSE independence standards; Audit, Compensation, and Nominating & Governance committees consist entirely of independent directors .
- Committee assignments (2025): Audit; Compensation; Executive; Nominating & Governance; Risk Management Committee Chair .
- Board/Committee activity and attendance: In FY2024, Board held 4 regular meetings; each director attended at least 75% of Board and committee meetings, and all attended the 2024 AGM .
- Election support: In 2025, shareholders voted 39,150,466 FOR, 2,862,159 AGAINST for Galtney’s re-election (24,686 abstain; 1,726,275 non-votes) .
| Committee | Role | FY2024 Meetings (count) |
|---|---|---|
| Audit | Member | 4 |
| Compensation | Member | 4 |
| Executive | Member | 0 |
| Nominating & Governance | Member | 4 |
| Risk Management | Chair | 4 |
| Technology & Cyber | Not listed for Galtney | 1 (committee total) |
Fixed Compensation
| Year | Annual Retainer (Cash or Shares) | Share Awards (Grant-Date Fair Value) | All Other Compensation (Dividends/Other) | Total |
|---|---|---|---|---|
| 2024 | $125,000 | $325,932 | $14,206 | $465,138 |
| 2023 | $125,000 | $325,792 | $13,940 | $464,732 |
- Structure: Each non-employee director receives a $125,000 annual retainer (cash or shares at director’s election) and restricted shares equal to $325,000; no additional fees for committee chairs or meeting attendance; beginning in 2025, only the Board Chair receives an additional $300,000 retainer (not applicable to Galtney) .
Performance Compensation
Directors receive time-based restricted shares; no performance-based PSUs or options are disclosed for non-employee directors.
| Metric | 2023 | 2024 |
|---|---|---|
| Grant date | Feb 23, 2023 | Feb 29, 2024 |
| Restricted shares granted (#) | 852 | 888 |
| FMV per share at grant | $382.385 | $367.04 |
| Aggregate grant-date fair value | $325,792 | $325,932 |
| Vesting schedule | 3-year, equal installments (restricted shares) | 3-year, equal installments (restricted shares) |
| Dividends on restricted shares (annual) | $13,940 (Galtney) | $14,206 (Galtney) |
EG’s director equity grants are time-based and intended to align directors with shareholders; there are no disclosed director-specific performance metrics or option awards .
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Other public company boards (current) | None disclosed for Galtney . |
| Compensation Committee interlocks | None existed during 2023; all committee members were non-employee directors . |
| Over-boarding policy | No EG director sits on more than two other public company boards . |
Expertise & Qualifications
- Skills: Executive leadership; insurance/reinsurance; finance and accounting; investments; mergers & acquisitions; corporate governance; business operations; risk management; regulatory; international; claims; marketing & branding .
Equity Ownership
| Date (As of) | Beneficial Ownership (Shares) | Percent of Class | Restricted Shares Outstanding | Notes |
|---|---|---|---|---|
| Mar 17, 2025 | 67,864 | —% | 1,812 | Includes 34,106 shares via various family related investments where Galtney is GP . |
| Mar 18, 2024 | 64,058 | *Less than 1% | 1,833 | Includes 34,106 shares via various family related investments where Galtney is GP . |
- Director stock ownership guidelines: Non-management directors are expected to hold shares equal to five times the annual retainer; EG prohibits hedging or pledging of company stock .
- Anti-hedging: EG’s Ethics Guidelines prohibit officers, directors, and employees from shorting, trading puts/calls, straddles, equity swaps, or other derivatives linked to EG common shares .
Say-on-Pay & Shareholder Feedback
| AGM Year | Say-on-Pay FOR | AGAINST | ABSTAIN | NON-VOTES |
|---|---|---|---|---|
| 2025 | 39,476,537 | 2,492,405 | 68,369 | 1,726,275 |
| 2024 | 40,192,415 | 2,862,441 | 33,319 | 1,510,421 |
- EG notes the 2024 say-on-pay received 93% support of votes cast .
- Regular executive sessions of non-management directors and shareholder access are part of EG’s governance framework .
Governance Assessment
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Strengths:
- Tenured independent director with deep insurance/reinsurance operating experience; chairs Risk Committee responsible for ERM, risk appetite, and oversight of emerging risks .
- Consistent meeting attendance (≥75%) and strong re-election support in 2025 .
- Director pay emphasizes equity alignment via time-based restricted shares and no extra chair/meeting fees; hedging/pledging prohibited; ownership guideline at 5× annual retainer .
-
Potential risks and monitoring points:
- Very long tenure (since 1996) may raise board refreshment concerns despite independence under NYSE standards .
- Family-related investment holdings (34,106 shares) indicate indirect ownership; no related-party transactions with EG are disclosed, but continued monitoring is prudent for conflicts .
- No disclosure of other current public company boards reduces interlock risk; compensation committee reported no interlocks for 2023 .
-
Compensation signals:
- Year-over-year director compensation is stable; equity grants sized at ~$325k in restricted shares; no option awards or performance metrics for directors, consistent with governance best practices .