Scott Romine
About Scott Romine
Scott E. Romine (age 59) served as Executive Vice President of Jackson National Life Insurance Company and President & CEO of Jackson National Life Distributors LLC (JNLD); he was appointed JNLD President in December 2021 and added JNL EVP in September 2022 . A 24-year Jackson veteran, he previously led Advisory Solutions and earlier was President & CEO of National Planning Holdings (NPH), Jackson’s former broker-dealer network . Company performance during his tenure included RBC ratio of 572% at year-end 2024, annuity sales of $17.8B (+39% YoY), and 2024 TSR at the 94th percentile versus the S&P Insurance Select Industry Index peers . Romine separated from JNLD in August 2025 under Jackson’s Severance Plan, receiving $2,474,061 cash severance, a pro‑rated 2025 bonus, and future treatment of LTI awards per award terms with restrictive covenants (non‑compete/non‑solicit) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Jackson National Life Distributors (JNLD) | President & CEO | Dec 2021 – Aug 2025 | Led distribution expansion; member of Executive Committee |
| Jackson National Life Insurance Company (JNL) | Executive Vice President | Sep 2022 – 2025 | Senior leadership across operations; concurrent JNLD leadership |
| JNLD | President, Advisory Solutions | Feb 2018 – Dec 2021 | Drove strategic initiatives and distribution expansion |
| National Planning Holdings (NPH) | President & CEO; leadership roles | Aug 2016 – Feb 2018 | Led affiliated BD network before wind-down; enhanced distribution reach |
External Roles
None disclosed in company filings for Romine. (No external public directorships or committee roles referenced.)
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 650,000 | 650,000 | 650,000 |
| Target Bonus (% of Salary) | 135% ($877,500) | 150% ($975,000) | 150% ($975,000) |
| Approved Payout (% of Target) | — | — | 134.1% |
| Actual Annual Bonus ($) | 877,500 | 1,392,300 | 1,307,500 |
Notes:
- Jackson Annual Bonus Program metrics and payout decision applied uniformly to NEOs for 2024 (134.1%) .
Performance Compensation
Annual Incentive Plan Design and 2024 Results
| Goal | Weight | Threshold | Target | Maximum | Outcome | Payout % | Weighted Payout |
|---|---|---|---|---|---|---|---|
| Pretax Adjusted Operating Earnings | 60% | $1,357m | $1,696m | $2,035m | $1,815m | 135.1% | 81.0% |
| Controllable Costs | 20% | $847m | $770m | $693m | $735m | 145.5% | 29.1% |
| Key Strategic Objectives | 20% | Qualitative | Qualitative | Qualitative | Target achieved | 120.0% | 24.0% |
| Cumulative Payout | — | — | — | — | — | — | 134.1% |
Program features: pay-for-performance philosophy, multi-metric design to deter excessive risk-taking, clawback policy beyond SEC minimums, and prohibitions on hedging/pledging .
Long-Term Incentives (LTI) Granted in 2024
| Award | Grant Date | Mix/Weighting | Units Granted | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|---|---|
| PSUs | Mar 10, 2024 | Net Cash Flow to JFI 50%; Adjusted Operating ROE 50% + rTSR modifier | 19,323 | 1,231,068 | Cliff on Mar 10, 2027; earned 0–200% based on 2024–2026 performance |
| RSUs | Mar 10, 2024 | 40% of LTI (RSUs) | 12,882 | 770,730 | 1/3 annually on Mar 10, 2025/2026/2027 |
PSU metrics and goal ranges:
- Net Cash Flow to JFI: Threshold $1,225m; Target $2,449m; Max $3,674m (50%)
- Adjusted Operating ROE: Threshold 11.1%; Target 13.9%; Max 16.7% (50%)
- rTSR modifier vs S&P Insurance Select Industry Index: Top quartile 120%, 2nd/3rd 100%, bottom quartile 80% cap; overall cap 200% .
Historical PSU vesting: 2022 PSU cycle certified at 99.8% vesting; metrics achieved: Net Cash Flow Available to JFI $4,238m and Adjusted Operating ROE (3-year) 22.2% (post adjustments); vested on Mar 10, 2025 .
Equity Ownership & Alignment
| Ownership Metric (as of Apr 8, 2025 unless noted) | Amount |
|---|---|
| Common shares beneficially owned | 53,339.99 |
| Shares acquirable within 60 days | 0 |
| Ownership % of common shares outstanding | <1% (asterisk per table) |
| RSUs unvested (Dec 31, 2024): 2024/2023/2022 | 12,947 ($1,127,425); 11,204 ($975,644); 6,343 ($552,348) |
| PSUs unearned (Dec 31, 2024): 2024/2023/2022 | 40,055 ($3,487,989); 51,930 ($4,522,064); 29,362 ($2,556,843) |
| 2024 stock awards vested (value realized) | 47,193 shares; $3,159,876 |
| Stock ownership guidelines | Executive Committee: 4x base salary; all NEOs in compliance |
| Hedging/pledging | Prohibited for directors/executives; none hedged/pledged |
Notes: Market values computed at $87.08 close on Dec 31, 2024 (as reported in table) .
Employment Terms
- Severance Plan: On involuntary termination without cause or resignation for good reason, NEOs (other than CEO) receive 1.5x “severance compensation basis” (base + target bonus + 12 months COBRA), plus pro‑rated current year bonus and prior year earned bonus if unpaid; treatment of LTI per plans; requires a release .
- Change-in-control: No single-trigger acceleration; awards accelerate only if not assumed/substituted; otherwise double-trigger (qualifying termination within 24 months) .
- Clawback: Mandatory recoupment for accounting restatement and discretionary recoupment for misconduct causing material harm; effective Dec 1, 2023 for incentive compensation on/after Oct 2, 2023 .
- Perquisites: Limited; no tax gross-ups; aircraft personal use taxable; 401(k) match; Romine’s 2024 “All Other Compensation” was $41,400 (401k) .
- Deferred compensation: MDIP balance $275,423 with 2024 earnings $16,421; no 2024 deferrals by Romine .
- Separation: On Aug 14, 2025, Romine’s separation agreement provided $2,474,061 cash under the Severance Plan, a pro‑rated 2025 bonus, and equity per LTI terms; included non‑compete, non‑solicit, confidentiality, and release .
Compensation Structure Analysis
- Mix: Majority variable pay (annual incentive + LTI), aligned to profitability, cost discipline, ROE and cash generation .
- Metric refinements: 2024 LTI replaced “Generation of Net Cash Flow Available to JFI” with “Net Cash Flow to JFI,” reducing weighting to 50% and increasing Adjusted Operating ROE to 50% to reduce volatility and strengthen shareholder alignment .
- Governance: No hedging/pledging; no option repricing; no golden parachute excise tax gross‑ups; strong say‑on‑pay support (~98% in 2024) .
Investment Implications
- Alignment: High at‑risk pay with multi‑year PSU metrics linked to cash generation and ROE, plus rTSR modifier, suggests strong linkage to shareholder value drivers; hedging/pledging prohibitions and ownership guidelines reinforce alignment .
- Vesting and potential selling pressure: Significant RSU tranches vest annually through 2027 and PSUs cliff‑vest in 2027; as of Dec 31, 2024 Romine’s unvested RSUs/PSUs carried notable reported market values, though his August 2025 separation shifts award treatment to plan provisions (no automatic acceleration unless CIC without award assumption) .
- Retention risk materialized: His 2025 departure may indicate distribution leadership transition risk; severance terms and restrictive covenants mitigate near‑term competitive risk to Jackson’s distribution but warrant monitoring of advisor/channel continuity .
- Performance backdrop: Jackson’s 2024 execution (RBC 572%, $17.8B annuity sales, 94th percentile TSR) supports pay-for-performance credibility of NEO plans; future PSU outcomes depend on sustaining ROE and cash flow targets through 2026 .