Steven P. Sorenson
Employers HoldingsAbout Steven P. Sorenson
Steven P. Sorenson (age 60) is an independent director of Employers Holdings, Inc. (EIG) since 2024, serving on the Human Capital Management and Compensation Committee and the Risk Management, Technology and Innovation Committee . He retired from Allstate Corporation in April 2023 after executive roles in operations and business transformation, with prior leadership at Progressive and consulting at McKinsey; he holds an MBA (finance and strategy) from the University of Chicago and a BA in economics from Harvard University . The Board affirms that all non‑employee directors, including Mr. Sorenson, are independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Allstate Corporation | EVP, Corporate Business Transformation | 2020–Apr 2023 | Led enterprise transformation initiatives |
| Allstate Corporation | EVP, Operations | 2017–2020 | Oversaw insurance operations |
| Progressive Insurance Company | General Manager | 1997–2000 | Product development and distribution |
| McKinsey & Company | Engagement Manager | 1992–1997 | Strategy and operations consulting |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| YMCA of Metropolitan Chicago | Director; Chair | Current | Non‑profit governance leadership |
| One Hope United | Director | Current | Multi‑state non‑profit board |
Board Governance
- Committee assignments: Human Capital Management & Compensation (member) and Risk Management, Technology & Innovation (member); not a chair .
- Committee activity: Compensation Committee held 9 meetings in 2024; Risk Committee held 5 meetings in 2024. Policy provides per‑meeting fees beyond eight meetings for committee members ($1,500 for Compensation; $1,500 for Risk), illustrating structured workload recognition .
- Independence: All non‑employee directors deemed independent following annual review; Sorenson listed as “Independent” in biography .
- Attendance: In 2024, there were seven Board meetings; each director attended at least 75% of Board and committee meetings; continuing directors attended the 2024 Annual Meeting .
- Shareholder support: 2025 director election votes for Sorenson showed strong support (see table below) .
- Board leadership: Board chaired by independent director Jeanne L. Mockard; Lead Independent Director policy in place and satisfied via independent Chair .
| 2025 Annual Meeting Vote – Director Election | Votes For | Votes Against | Abstentions | Broker Non‑Votes |
|---|---|---|---|---|
| Steven P. Sorenson | 18,322,687 | 43,971 | 612 | 1,115,517 |
Fixed Compensation (Director)
| Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 71,667 | 106,213 | 2,285 | 180,165 |
- Program structure: Annual cash retainer ($65,000), annual RSU grant ($85,000 grant value baseline), plus incremental cash for Chair and committee roles; meeting fees for >8 committee meetings; no separate Board meeting fees .
- 2024 director pay review: Compensation Advisory Partners (CAP) advised; Compensation Committee determined 2024‑2025 director pay remained competitive; no changes to value or structure for the term .
- Consultant independence: CAP assessed and confirmed independent; engaged solely for executive and director compensation .
Performance Compensation (Director Equity)
Directors receive time‑vested RSUs (no performance metrics); settlement may be deferred and accrues dividend equivalents converted to additional RSUs .
| Grant Detail | Value |
|---|---|
| Grant dates | Appointment‑related grant in Mar 2024; annual grant following May 23, 2024 Annual Meeting |
| Grant‑date FMV per share | $41.12 (May 23, 2024) |
| Unvested RSUs (12/31/2024) | 2,583 RSUs (Sorenson) vs. 2,067 for other non‑employee directors |
| Vesting | Annual grant scheduled to vest May 23, 2025, subject to continued service; deferred settlement earns dividend equivalents |
Other Directorships & Interlocks
- Other public boards: None; prior five years: None .
- Compensation committee interlocks: None; no EIG executive served on another company’s board/comp committee where that company’s executive served on EIG’s boards/comp committee .
Expertise & Qualifications
- Transformational leadership, insurance operations, product development and distribution; prior consulting experience at McKinsey .
- Education: MBA (University of Chicago, finance/strategy) and BA economics (Harvard) .
Equity Ownership
| Holder | Common Stock Beneficially Owned | Percent of Class | Notes |
|---|---|---|---|
| Steven P. Sorenson | 2,583 shares | <1% | RSUs vesting within 60 days of record date count toward beneficial ownership; record date March 24, 2025; shares outstanding 24,260,602 |
- Director stock ownership guidelines: Minimum ownership equal to 3x annual Board cash retainer; non‑employee directors have three years to reach compliance; as of the record date, directors with ≥3 years of service meet guidelines (Sorenson is within accumulation period) .
- Hedging/pledging: Anti‑hedging policy applies to directors; pledging generally prohibited for equity granted under the plan .
Governance Assessment
- Strengths:
- Independent status and clear committee roles; service on Compensation and Risk committees supports oversight of pay, culture, cybersecurity, and enterprise risk .
- Structured director pay with meaningful equity, ownership guidelines, anti‑hedging, and clawbacks (via broader company policies), aligning director interests with shareholders .
- Robust shareholder support in 2025 director election; positive say‑on‑pay history with >95% approval in each of the last five years, indicating strong investor confidence in compensation governance .
- No related‑party transactions tied to Sorenson and no compensation committee interlocks; related‑party policy overseen by Governance Committee .
- Watchpoints:
- As a relatively new director (since 2024), Sorenson is still within the three‑year window to meet stock ownership guideline; monitor ownership accumulation pace for alignment .
- Committee workload is significant (Compensation Committee met 9 times in 2024); sustained engagement is essential to maintain governance quality as committee responsibilities rotate annually .
Say‑on‑Pay & Shareholder Feedback (Context)
- 2025 say‑on‑pay vote: 18,141,521 for; 207,421 against; 18,328 abstentions; 1,115,517 broker non‑votes .
- Historical context: In each of the last five years, more than 95% of votes cast supported the executive compensation program; Compensation Committee maintained design philosophy consistent with shareholder endorsements .
Compensation Committee Analysis (Context)
- 2024 membership: Higgins (Chair), Dhoré (retired May 2024), McColgan, McSally (retired Mar 2025), Perez‑Tenessa, Sorenson; all independent .
- Use of independent consultant: CAP advised on executive and director compensation; independence confirmed; no other services provided to management .
- Peer group methodology: CAP recommended peer updates; Compensation Committee used property & casualty and comparable insurers to benchmark NEO compensation; director compensation deemed competitive relative to same peer set .
Related‑Party Transactions (Conflict Controls)
- Policy requires Governance Committee review of any related‑person transactions ≥$120,000; approval only if in, or not inconsistent with, the best interests of the company and shareholders .
- No loans or other debt to directors/executives; disclosed third‑party investment management (BlackRock) with fees reviewed by Audit Committee; no Sorenson‑specific related party exposure disclosed .
Risk Indicators & RED FLAGS
- Anti‑hedging and clawback policies in place; no tax gross‑ups for change‑in‑control benefits; director equity is time‑vested RSUs without repricing mechanisms, which lowers misalignment risk .
- Attendance threshold met; strong election support; no disclosed legal proceedings or pledging by directors; no red flags identified for Sorenson in filings reviewed .
Overall implication: Sorenson’s operational and transformation expertise from large insurers, combined with independent status and active committee participation, supports board effectiveness at EIG. Absence of conflicts, structured ownership alignment, and strong shareholder support underpin governance quality and investor confidence .