Barbara A. Higgins
Employers HoldingsAbout Barbara A. Higgins
Independent director at Employers Holdings (EIG) since 2018; age 58. She currently serves as Chair of the Human Capital Management and Compensation Committee, and sits on the Board Governance and Nominating Committee and the Executive Committee. Her background centers on customer experience and multi-channel operations across energy, insurance, airlines, and hospitality; she holds a BS from Cornell University’s School of Hotel Administration and an MBA from University of Florida. The Board affirms her independence under NYSE rules and its Corporate Governance Guidelines.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Duke Energy Corporation | Chief Customer Officer; Customer Experience Advisor | Aug 2017–Dec 2021 | Designed end-to-end strategies to measure, value, and improve customer experience. |
| Independent Consultant | Consultant | May 2015–Aug 2017 | — |
| Allstate Insurance Company | Chief Customer Officer | May 2011–Apr 2015 | Led enterprise customer strategy and operations. |
| United Airlines, Inc. | Led Customer Experience | Not disclosed | Oversaw customer experience programs. |
| The Walt Disney Company | Various operations/leadership posts across global parks | ~19 years | Managed multi-channel operations globally (Americas, Asia, Europe). |
| DeVry University | Director | 2013–2018 | Governance committee; oversaw transition from public to private board structure including charters and compensation framework. |
| DeVry University | Advisory Board Member | Nov 2011–2013 | Advisory input on governance and transition. |
External Roles
| Organization/Capacity | Role | Status |
|---|---|---|
| Customer Experience Advisory | Advisor on customer experience management | Current |
| Multiple non-profit institutions | Board service | Current (institutions not named) |
Board Governance
- Committee assignments (2024 structure): Chair, Human Capital Management and Compensation; Member, Board Governance and Nominating; Member, Executive. The Compensation Committee met 9 times, Governance 6, Executive 0 in 2024.
- Independence: The Governance Committee determined all non-employee directors are independent under NYSE and SEC rules.
- Attendance: Board held 7 meetings in 2024; each director then serving attended at least 75% of Board and applicable committee meetings; continuing directors attended the 2024 annual meeting.
- Leadership: The Board is chaired by an independent director (Jeanne L. Mockard); lead independent director policy is satisfied by having an independent Chair.
- Committee rotation: The Board periodically rotates committee assignments/chairs to broaden director experience; changes generally occur following the annual meeting.
Fixed Compensation
| Component (Non-Employee Director) | Amount/Structure | Notes |
|---|---|---|
| Board Member – annual cash retainer | $65,000 | Paid quarterly in arrears. |
| Annual RSU award | $85,000 | Grant made following annual meeting; 2024 grant FMV per share $41.12. |
| Chair of the Board fee | $75,000 | Additional cash fee. |
| Committee Chair fees | Audit $20,000; Compensation $15,000; Other $10,000 | Paid quarterly in arrears. |
| Committee membership fees | Audit $14,000; Compensation $12,000; Other $9,000 | Paid quarterly in arrears. |
| Committee meeting fees (over 8 per year) | Audit $1,750; Compensation $1,500; Other $1,500 | Only paid for meetings >8 per year. |
2024 Director Compensation – Barbara A. Higgins:
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| Barbara A. Higgins | 102,500 | 84,995 | 2,198 | 189,693 |
RSU detail (Barbara, 2024 grant):
- Unvested RSUs outstanding as of 12/31/2024: 2,067; scheduled to vest May 23, 2025 (subject to continued service). Grant-date FMV per share: $41.12.
Performance Compensation
As Compensation Committee Chair, Higgins oversees EIG’s executive incentive architecture; director equity is time-based RSUs (no options), while executive STI and LTI are performance-based.
Short-Term Incentive (Executives, 2024):
| Metric | 2024 Target/Threshold | Actual 2024 Outcome | Payout Determination |
|---|---|---|---|
| Adjusted GAAP Calendar Year Combined Ratio | Bonus Hurdle: 102.0% | 98.0% | NEO STI awards ranged from 51% to 95% of target; paid Q1 2025. |
Long-Term Incentive (Executives, 2024–2026 PSUs):
| Metric | Performance Period | Threshold/Target/Max | Payout Scale |
|---|---|---|---|
| Annualized 3-year Change in Adjusted Book Value Per Share (ABVPS) vs. 10-Year U.S. Treasury | Jan 1, 2024–Dec 31, 2026 | Threshold: < 10-Yr Treasury + 0.0%; Target: +4.0%; Max: +9.0% | 0% / 100% / 250% of target PSUs; payouts by Mar 15, 2027. |
Key governance features under her committee:
- Robust clawback policies (Section 10D compliant) and recovery of erroneously awarded incentive comp for Section 16 officers.
- Annual grant timing policies; prohibition on hedging and pledging for directors and senior executives.
- Independent consultant (CAP) engaged; independence assessed Jan 2024 with no conflicts.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company directorships | None. |
| Public company boards in last five years | None. |
| Committee interlocks (Compensation) | None of Compensation Committee members were officers/employees; no reciprocal interlocks with other entities. |
Expertise & Qualifications
- 35+ years in multi-channel operations, market research, brand management and leadership, with global experience across Americas, Asia, Europe; deep customer experience expertise across energy, insurance, airlines, hospitality.
- Prior governance work includes leading governance committee and transitioning a public company board to private ownership, including charter and compensation framework development.
- Education: BS, Cornell University (Hotel Administration); MBA, University of Florida (Warrington).
Equity Ownership
| Holder | Beneficial Ownership (Shares) | % of Class | Notes |
|---|---|---|---|
| Barbara A. Higgins | 13,913 | <1% | Computed under SEC rules; RSUs vesting within 60 days counted as beneficial where applicable. |
| Unvested RSUs (director grant) | 2,067 | — | Vests May 23, 2025, subject to service. |
Ownership alignment:
- Director stock ownership guideline: minimum shares equal to 3x annual cash Board retainer; directors may accumulate over first three years. As of the record date, each non-employee director with ≥3 years of service holds the requisite number of shares (Higgins joined in 2018).
- Anti-hedging policy prohibits hedging and generally prohibits pledging of Company equity by directors.
Governance Assessment
- Positive signals: Independent director with relevant human capital and customer-experience expertise; chairs Compensation Committee and serves on Governance and Executive committees; independence affirmed for all non-employee directors.
- Compensation oversight quality: Uses independent consultant (CAP) with no conflicts; robust clawbacks; performance-based STI and PSUs linked to core financial drivers (Combined Ratio, ABVPS vs 10-Yr Treasury).
- Shareholder support: Say-on-pay has exceeded 95% approval in each of the last five years, supporting confidence in compensation governance.
- Conflicts/related-party exposure: Related Person Transactions Policy in place; no loans to directors/officers; no Higgins-specific related-party transactions disclosed.
RED FLAGS: None disclosed regarding attendance (≥75% compliance for all directors), hedging/pledging (prohibited), interlocks (none), or related-party transactions. Continued monitoring of multi-committee workload and evolving pay metrics remains prudent.