William Yankus
About William L. Yankus
Independent director of Kingstone Companies, Inc. (KINS) with 30+ years in the insurance sector spanning equity research, investment banking, and consulting; age 65; director since March 2016; prior Compensation Committee Chair (multiple terms) and Investment Committee Chair; CFA charterholder and passed the Uniform CPA exam. Education: B.A. in Economics & Accounting (College of the Holy Cross). He is currently deemed independent under Nasdaq rules and served on key board committees during 2024–2025 .
Past Roles
| Organization | Role | Tenure | Committees / Impact |
|---|---|---|---|
| Pheasant Hill Advisors, LLC | Insurance-related consultant | Sep 2015–Present | Advisory services to insurance companies |
| Stern Agee | Managing Director – Investment Banking (focus on small/mid insurers) | 2011–2015 | Insurance sector transaction advisory |
| Fox-Pitt, Kelton | Managing Director – Insurance Research | 1993–2009 | Led insurance research coverage |
| Macquerie (successor to Fox-Pitt, Kelton) | Head of Insurance Research | 2009–2010 | Led insurance research post-acquisition |
| Conning & Company | Vice President – Insurance Research | 1985–1993 | Sell-side/industry research |
External Roles
| Organization | Role | Exchange/Ticker | Tenure | Notes |
|---|---|---|---|---|
| Jet.AI, Inc. | Director (Board member) | Nasdaq: JTAI | Not specified | Private aviation and AI company |
Board Governance
- Independence: The board determined Mr. Yankus is independent under Nasdaq standards (Listing Rule 5605) and applicable SEC rules .
- Tenure: Director since March 2016 (≈9 years as of mid-2025) .
- Attendance: In 2024, all directors (including Mr. Yankus) attended ≥75% of aggregate Board and committee meetings on which they served .
- Committee assignments and chair roles:
- Compensation Committee – Chair: Apr 2017–Mar 2023; Chair again since Jun 2025
- Compensation & Finance Committee – Chair: Mar 2023–Jun 2025
- Investment Committee – Chair: Feb 2020–Aug 2021
- Audit Committee – Member (current as of 2025): Tupper (Chair), Newgarden, Yankus, McFadden
- Nominating & Corporate Governance – Not listed as a member (current members: D’Andre (Chair), McFadden, Tupper, Singh)
- Risk Committee – Chair is Newgarden since Jun 2025 (no indication that Yankus serves)
- Board leadership context: Non-Executive Chair (Newgarden) since Sep 2024; Lead Independent Director (McFadden) since Mar 2023 .
Fixed Compensation
| Component (FY2024) | Amount |
|---|---|
| Fees Earned or Paid in Cash | $80,000 |
| Standard Director Cash Framework | $50,000 annual retainer; +$125,000 for Non-Executive Chair; +$25,000 for Audit Chair; +$15,000 for chairing other committees |
Notes:
- The proxy discloses the standard fee schedule; the company reports Mr. Yankus received $80,000 in cash fees for 2024 (no line-by-line breakdown by retainer vs. chair fee provided) .
Performance Compensation
| Equity Component (FY2024) | Grant Value | Grant/ Vesting Terms | Unvested RSAs Outstanding (12/31/2024) |
|---|---|---|---|
| Annual stock grant | $53,000 | Granted first business day of each year; vests on first anniversary of grant date | 24,883 shares |
Other Directorships & Interlocks
| Company | Relationship to KINS | Potential Interlock/Conflict Indicator |
|---|---|---|
| Jet.AI, Inc. (JTAI) | Different industry (private aviation/AI) | No supplier/customer/competitor relationship disclosed in KINS proxy; no related-party transaction disclosed |
Expertise & Qualifications
- Insurance sector depth: 30+ years across research, investment banking, and advisory focused on insurers .
- Financial credentials: Completed the CFA program in 1989; passed the CT Uniform CPA exam in 1984 .
- Education: B.A. in Economics & Accounting, College of the Holy Cross .
- Governance experience: Multiple committee chair roles (Compensation; prior Compensation & Finance; prior Investment), current Audit Committee member .
Equity Ownership
| Item | Detail |
|---|---|
| Total beneficial ownership | 91,834 shares (≤1% of outstanding) |
| Shares outstanding reference (for % calc) | 14,007,716 shares as of 6/13/2025 |
| Implied ownership % | ≈0.66% (calculated from 91,834 / 14,007,716) |
| Unvested restricted stock (director) | 24,883 shares at 12/31/2024 |
| Options (director) | None disclosed for directors in proxy tables |
| Pledged shares | Not disclosed in proxy |
Governance Assessment
-
Strengths
- Deep insurance and capital markets expertise; prior leadership across research and investment banking enhances board oversight on strategy, capital, and M&A .
- Significant committee responsibility and continuity: multiple terms as Compensation Committee Chair; prior Investment Committee Chair; Audit Committee member—demonstrates engagement and governance influence .
- Independence affirmed under Nasdaq standards; 2024 attendance threshold met alongside peers .
- Director pay structure includes a meaningful equity component with one-year vesting, aligning with shareholder interests; personal beneficial ownership of 91,834 shares adds skin-in-the-game .
-
Watch items
- Related party transaction oversight: Company states it has not formally adopted procedures/standards due to infrequency; board reviews on a case-by-case basis—this can be viewed as a governance process gap relative to best practice formal RPT policies (no issues involving Mr. Yankus disclosed) .
- Concentration of committee responsibilities: Longstanding leadership on Compensation-related committees centralizes influence; continued monitoring of committee refreshment advisable (though all current committee members are independent) .
-
RED FLAGS
- None disclosed specific to Mr. Yankus: no related-party transactions, pledging, hedging policy violations, or Section 16 compliance issues cited for him (the proxy cites certain late Form 4s for others, not for Mr. Yankus) .
Director Compensation (FY2024)
| Name | Cash Fees | Stock Awards | Option Awards | Total |
|---|---|---|---|---|
| William L. Yankus | $80,000 | $53,000 | $0 | $133,000 |
- Standard equity grant practice: $53,000 in common stock granted on the first business day of each year; vests on the first anniversary .
- Aggregate unvested restricted stock at FY-end (director level): 24,883 shares for Mr. Yankus .
Board Attendance & Engagement (FY2024)
| Body | Meetings Held | Attendance Commentary |
|---|---|---|
| Board of Directors | 7 | All directors attended ≥75% of Board and committee meetings (includes Mr. Yankus) |
| Audit Committee | 4 | Current members include Mr. Yankus |
| Nominating & Corporate Governance | 5 | Mr. Yankus not listed as a member |
| Compensation & Finance Committee | 8 | Chaired by Mr. Yankus in 2024; structure transitioned in 2025 as Compensation Committee Chair role resumed |
Related-Party Transactions
- Policy/process: Company has not formally adopted procedures/standards due to infrequency; board (or designated committee) reviews case-by-case .
- Transactions involving Mr. Yankus: None disclosed in the 2025 proxy .
Say-on-Pay & Shareholder Feedback
- 2025 annual meeting includes advisory votes on NEO compensation and on frequency (board recommends annual) . Historical approval percentages not disclosed in this proxy.
Compensation Committee Composition (Current)
- Members: Yankus (Chair), Newgarden, Tupper, Singh, D’Andre; all independent; charter available on company website .
- Authority: Oversees CEO pay, recommends other executive officer compensation, administers incentive/equity plans, reviews employment/severance and change-in-control arrangements, and reviews director compensation .
Credentials Summary
- Education and certifications: B.A. Economics & Accounting (Holy Cross); CFA program completed (1989); passed CT Uniform CPA exam (1984) .
- Industry and functional expertise: Insurance research leadership (Fox-Pitt, Macquerie), insurance investment banking (Stern Agee), advisory/consulting (Pheasant Hill), board oversight experience including compensation, investment, and audit domains .
Overall implication for investors: Mr. Yankus brings robust insurance sector and capital markets expertise with long-standing, independent oversight and meaningful equity alignment. The absence of formalized related-party transaction procedures at the company level is a governance process gap, but no specific conflicts are disclosed for Mr. Yankus. Compensation mix (cash + equity) and committee leadership suggest active engagement and alignment with shareholder interests .