Thomas Newgarden
About Thomas Newgarden
Thomas Newgarden (age 57) is Non-Executive Chairman of the Board at Kingstone Companies (KINS), serving as a director since June 2024 and Chairman since September 2024 . He chairs the Board’s Risk Committee (since June 2025), is an ex-officio member of all standing committees by virtue of his Chair role, and serves on the Audit and Compensation Committees; the Board has determined he is independent under Nasdaq and federal securities rules . He is an analytics-driven insurance executive with 30+ years in P&C personal lines; roles include EVP and senior underwriting/product leadership at National General (2010–2022), culminating in the sale to Allstate, plus leadership at Plymouth Rock, Safeco, and AIG Private Client Group; he holds a B.A. in Economics from Binghamton University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National General Insurance (formerly GMAC) | EVP; Chief Underwriting Officer; Chief Product & Analytics Officer; Chief Business Development Officer; President, National General Preferred | 2010–2022 | Instrumental in acquisition/rehabilitation; culminated in successful sale to Allstate |
| Plymouth Rock Insurance | Vice President & Chief Underwriting Officer | 2009–2011 | Underwriting leadership |
| Safeco Insurance | Senior Vice President, Personal Lines | 2008–2009 | Personal lines leadership |
| AIG Private Client Group | Senior Vice President & Chief Underwriting Officer | 2006–2008 | Key partner in development of Private Client Group |
| Advisor/Consultant to carriers/insurance entities | Consultant/Advisor | Since 2022 | Strategic advisory post Allstate transaction |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Not disclosed in KINS proxy | — | — | No other public company directorships disclosed for Newgarden |
Board Governance
- Roles: Non-Executive Chairman since September 2024; general supervision and leadership of Board; presides at Board and stockholder meetings; ex-officio member of all standing committees .
- Committees: Risk Committee Chair (since June 2025); Audit Committee member; Compensation Committee member .
- Independence: Board determined Newgarden is independent under Nasdaq/federal rules .
- Attendance and engagement: In FY2024, Board met 7 times; all directors attended at least 75% of aggregate Board+committee meetings; six directors attended last year’s annual meeting of stockholders . In FY2023 (for context), none of the directors attended the prior year’s annual meeting, indicating improvement in 2024 .
| Governance Attribute | Status/Detail |
|---|---|
| Non-Executive Chairman | Since Sep 2024; ex-officio member of all standing committees |
| Risk Committee | Chair since Jun 2025 |
| Audit Committee | Member |
| Compensation Committee | Member |
| Independence | Independent under Nasdaq/federal rules |
| FY2024 Board Meetings | 7; ≥75% attendance for all directors |
| Annual Meeting Attendance | Six directors attended last year’s annual meeting (FY2024 proxy) |
Fixed Compensation
| Fiscal Year | Fees Earned or Paid in Cash | Stock Awards (FASB ASC 718 fair value) | Total |
|---|---|---|---|
| 2024 | $65,000 | $29,042 | $94,042 |
| Director Compensation Policy Component | Amount/Terms |
|---|---|
| Annual cash retainer (non-employee directors) | $50,000 |
| Non-Executive Chairman stipend | Additional $125,000 |
| Audit Committee chair stipend | Additional $25,000 |
| Other committee chair stipend | Additional $15,000 |
| Equity grant | $53,000 in common stock; granted first business day of each year; vests on first anniversary |
Performance Compensation
| Equity Grant Detail | Disclosure |
|---|---|
| Newgarden FY2024 stock awards (grant-date fair value) | $29,042 |
| Annual director equity policy | $53,000 stock; grant on first business day; time-based vesting after 1 year |
| Performance Metric | Disclosed? | Notes |
|---|---|---|
| TSR percentile | Not disclosed; director equity is time-based RSU/stock that vests after 1 year | |
| Revenue/EBITDA growth | Not disclosed; no director performance metrics cited | |
| ESG goals | Not disclosed |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock/Notes |
|---|---|---|---|
| Not disclosed | — | — | No other public-company board service disclosed for Newgarden in KINS proxy |
Expertise & Qualifications
- 30+ years P&C personal lines insurance leadership; underwriting, analytics, product, and business development expertise .
- Led National General’s rehabilitation and ultimate sale to Allstate; direct experience in M&A outcomes and integration readiness .
- Risk oversight suitability evidenced by appointment as Risk Committee Chair (insurance underwriting, claims, reinsurance, catastrophe risk, climate impacts, cybersecurity) .
- Education: B.A. in Economics, Binghamton University .
Equity Ownership
| Holder | Shares Beneficially Owned | Approximate Percent of Class | Unvested Restricted Stock Awards (#) |
|---|---|---|---|
| Thomas Newgarden | 48,226 | <1% | 6,114 |
Insider Trades (Section 16 Compliance Snapshot)
| Person | Compliance Status | Note |
|---|---|---|
| Thomas Newgarden | Compliant | FY2024 proxy notes Section 16 compliance for officers/directors; late filings disclosed for certain other individuals, not Newgarden |
Governance Assessment
- Strengths: Independent Non-Executive Chairman with deep underwriting/analytics background; chairs Risk Committee, aligning expertise with oversight of underwriting, reinsurance, catastrophe, and cybersecurity risks—positive for board effectiveness and investor confidence . Audit and Compensation Committee participation supports cross-functional oversight .
- Alignment: Director equity grants in stock vesting after one year, with beneficial ownership of 48,226 shares and 6,114 unvested restricted shares, indicating tangible “skin in the game” albeit under 1% ownership as expected for a director .
- Engagement: FY2024 attendance thresholds met company-wide; annual meeting participation improved (six directors attended) versus FY2023 when none attended, signaling enhanced engagement trajectory .
- Potential Red Flags: Company has not formally adopted related-party transaction (RPT) procedures, relying on case-by-case review by the Board/committees—this is a governance weakness that can increase perceived conflict risk despite disclosure of infrequency .
- Compensation signals: Policy provides significant additional stipend for Non-Executive Chairman ($125,000) and committee chairs; FY2024 actuals for Newgarden show lower stock grant fair value vs standard $53,000, consistent with partial-year service, but no evidence of discretionary or performance-based director pay that could misalign incentives .