Ann Marie Smith
Employers HoldingsAbout Ann Marie Smith
Ann Marie Smith is Senior Vice President, Chief Actuarial and Underwriting Officer at Employers Holdings (EIG), a role she has held since March 2024 after previously serving as Chief Underwriting Officer and VP of Actuarial Pricing; she is 54 and holds a B.A. in Mathematics and an M.S. in Teaching Mathematics from Florida Atlantic University, is a Fellow of the Casualty Actuarial Society, and a Member of the American Academy of Actuaries . EIG’s pay-versus-performance and stock performance disclosures show cumulative TSR of $147.79 on a $100 base through 12/31/2024, 2024 net income of $118.6 million, and a 2024 Adjusted GAAP Calendar Year Combined Ratio of 98.0%, the primary STI metric that cleared the 102.0% hurdle for bonuses .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| EIG Services (Employers Holdings) | SVP, Chief Actuarial and Underwriting Officer | Mar 2024–present | Combined leadership of underwriting and actuarial pricing/reserving functions . |
| EIG Services | SVP, Chief Underwriting Officer | Apr 2021–Mar 2024 | Led underwriting; helped drive combined ratio performance used in STI metric . |
| EIG Services | VP, Actuarial Pricing | Jul 2020–Apr 2021 | Built pricing analytics supporting profitable growth . |
| Allstate Dealer Services | Actuarial Loss Modeling Manager | Mar 2019–Jul 2020 | Advanced loss modeling capabilities . |
| Independent | Actuarial consultant | Jun 2018–Jun 2020 | Advisory roles across actuarial topics . |
| NCCI | Various actuarial roles (15+ years) | Earlier career | Deep workers’ comp expertise foundational to EIG role . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| EGI, EICN, ECIC, EPIC, EAC, CIC, EIG Services (EIG subsidiaries) | Director | Since Dec 2023 | Internal subsidiary directorships supporting governance across operating carriers . |
Fixed Compensation
| Year | Base salary rate ($) | Salary paid ($) | Bonus (Non-Equity Incentive) ($) | All other comp ($) | Notes |
|---|---|---|---|---|---|
| 2024 | 340,000 | 338,645 | 162,000 | 46,227 (car allowance 12,000; 401(k) match 12,431; cash dividends 18,311; life insurance 850; personal benefits 1,435; HSA 1,200) | 2024 base rate increased 6.3% y/y upon promotion to include Chief Actuarial duties . |
Performance Compensation
| Incentive | Metric | Target/structure | 2024 outcomes | Vesting |
|---|---|---|---|---|
| Short-Term Incentive (cash) | Adjusted GAAP Calendar Year Combined Ratio | Bonus hurdle ≤102.0%; individual awards 0–250% of target; Ms. Smith target 50% of base salary . | Company achieved 98.0% combined ratio; Ms. Smith awarded $162,000 (committee evaluation of underwriting and actuarial leadership) . | Paid in Q1 following year; subject to plan terms . |
| PSUs (2024 grant) | Change in Adjusted Book Value Per Share (ABVPS) vs 10-year U.S. Treasury over 3-year period | Target 4,180 PSUs; max 10,450 (250% of target); payout 0–250% based on performance . | In performance; distributable in 2027 based on Dec 31, 2026 results and continued employment thru 12/31/2026 . | Settles after performance period; dividend equivalents paid only if earned . |
| RSUs (2024 grant) | Time-based | 2,260 RSUs; vest 25% each Mar 15, 2025–2028 . | In vesting; dividend equivalents paid at distribution if vested . | 25% per year Mar 15, 2025–2028; accelerated vesting in limited cases (death, disability, retirement, or certain CIC events) . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 3,247 shares as of Mar 24, 2025; <1% of outstanding (24,260,602 shares outstanding) . |
| Unvested RSUs (12/31/2024) | 2,260 RSUs; market value $115,780 (at $51.23 close 12/31/2024) . |
| Unearned PSUs (at max, 12/31/2024) | 10,450 PSUs (max scenario); payout value $535,354 (at $51.23) . |
| 2024 stock vested | 3,240 shares vested; value realized $154,266 . |
| Options | No stock options outstanding; no options granted in 2024 . |
| Ownership guidelines | Senior Vice President required to hold 2x base salary; all NEOs exceed requirement or are within 10-year transition period . |
| Hedging/pledging | Hedging prohibited; pledging of company equity generally prohibited for VP+; robust clawback and compensation recovery policies in place . |
Employment Terms
| Topic | Key terms |
|---|---|
| Employment agreements | No NEO (including Ms. Smith) had an employment agreement in 2024 . |
| Severance Plan (non-CIC) | For SVP: 50% of (base salary + target bonus) paid over 6 months, plus lump-sum COBRA premiums for 6 months; requires release and adherence to restrictive covenants . |
| Severance Plan (within CIC period) | For SVP: 100% of (base salary + target bonus) lump sum, plus 12 months COBRA premiums; 6 months pre- to 24 months post-CIC window; best-net excise tax cutback applies; no tax gross-ups . |
| Good Reason / Cause | Good Reason and Cause definitions govern eligibility; Good Reason includes material reduction of salary or duties subject to cure and timing requirements . |
| Disability and life insurance | Long-term disability up to $15,000/month until normal retirement age; life insurance equal to 3x base salary (cap $1.5m for NEOs other than CEO) . |
| Equity treatment (termination) | If terminated other than for cause/retirement/death/disability and not in CIC, PSUs are prorated based on time and actual performance at period end; unvested RSUs and remaining PSUs forfeited . |
| Equity treatment (CIC not assumed) | RSUs vest fully; PSUs deemed earned at target and paid shortly after CIC (or based on actual if CIC after performance period) . |
| Equity treatment (CIC assumed) | Upon termination without cause during 24 months post-CIC, RSUs vest; Good Reason trigger for RSU vesting applies to other NEOs but not to Ms. Smith for 2023/2024 RSUs; PSUs as above . |
Potential payments as of 12/31/2024 (Ms. Smith)
| Scenario | Salary ($) | COBRA ($) | Bonus ($) | Accrued vacation ($) | Death benefit ($) | Disability benefits ($) | Accelerated equity ($) | Total ($) |
|---|---|---|---|---|---|---|---|---|
| Termination not in CIC (w/o cause or for Good Reason) | 255,000 | 6,412 | 162,000 | 10,703 | — | — | 220,562 | 654,677 |
| Termination in CIC (w/o cause or for Good Reason) | 510,000 | 12,824 | 425,000 | 10,703 | — | — | 422,135 | 1,380,662 |
| Change in control (equity not assumed) | — | — | 425,000 | — | — | — | 172,133 | 597,133 |
| Death | — | — | 162,000 | 10,703 | 1,020,000 | — | 422,135 | 1,614,838 |
| Disability | — | — | 162,000 | 10,703 | — | 2,475,000 | 422,135 | 3,069,838 |
Compensation Structure Analysis
- Emphasis on at-risk pay: STI is fully performance-based on combined ratio; LTI comprises PSUs (65% of LTI value) tied to multi-year ABVPS vs 10-year UST and RSUs with 4-year vesting, aligning incentives to underwriting profitability and book value growth .
- 2024 adjustments: Base salary increased to reflect expanded scope (added Chief Actuarial responsibilities), and target bonus raised from 40% to 50% to align with peers and responsibilities, signaling retention focus amid expanded remit .
- Governance safeguards: Robust clawback and compensation recovery policies, anti-hedging/anti-pledging, no change-in-control tax gross-ups, and no SERPs/DB pensions reduce shareholder-alignment risk concerns .
Say‑on‑Pay & Shareholder Feedback
- EIG reports >95% approval on say-on-pay in each of the last five years; Compensation Committee treated results as an endorsement and maintained 2024 program design .
Equity Vesting & Potential Selling Pressure
- RSU cadence: 2024 RSUs vest 25% annually on March 15 in 2025–2028; 2023/2022/2021 RSUs follow similar annual 25% vesting on March 15th, creating predictable yearly supply events .
- PSU maturities: 2023 PSUs measure performance through 12/31/2025; 2024 PSUs through 12/31/2026, with settlement thereafter—potentially meaningful share delivery depending on ABVPS performance vs the 10-year UST .
- 2024 vesting realized: 3,240 shares vested for Ms. Smith in 2024, with $154,266 realized value, indicating ongoing equity conversion consistent with program design .
Expertise & Qualifications
- Credentials: Fellow of the Casualty Actuarial Society; Member of the American Academy of Actuaries; academic grounding in mathematics; extensive NCCI experience, underscoring deep workers’ compensation technical expertise .
- Role expansion: Elevated to combined actuarial + underwriting leadership in 2024, highlighting trust in cross-functional execution .
Performance & Track Record (Company context during tenure)
- TSR: $147.79 cumulative value of $100 investment through 12/31/2024, outpacing 2023 level of $110.83 .
- Profitability: 2024 net income $118.6m; combined ratio 98.0% (STI cleared hurdle), reflecting disciplined underwriting .
Compensation Committee & Advisors
- CAP (Compensation Advisory Partners) supported peer analysis and target setting; target bonus for Ms. Smith lifted to 50% in 2024 after CAP consultation; risk assessment deemed incentive risks low .
Investment Implications
- Alignment: High at-risk mix (STI tied to combined ratio; PSUs tied to multi-year ABVPS vs rate backdrop) plus ownership guidelines (2x salary for SVP) and anti-hedging/pledging policies support shareholder alignment and reduce misaligned risk-taking .
- Retention and supply: Expanded scope (Chief Actuarial + Underwriting) with increased base and target bonus, steady RSU vesting through 2028, and PSU settlements in 2026–2027 provide retention hooks but also create periodic equity supply as tranches vest/settle—watch March 15 annually and post-performance settlement windows .
- Change-in-control economics: SVP severance of 100% of salary+target bonus plus 12 months COBRA in CIC-related separation (and target-level PSU treatment if awards not assumed) is moderate and shareholder-friendly (no gross-up), but note Ms. Smith’s RSUs in 2023/2024 do not accelerate on Good Reason (only without cause) when awards are assumed—reducing CIC-related acceleration risk .
- Execution risk: Success of PSUs depends on ABVPS outperformance vs the 10-year Treasury; rate-driven investment income and underwriting discipline will drive realized PSU outcomes; 2024 combined ratio of 98.0% and stable net income provide a constructive base .