Christopher Young
About Christopher Young
Christopher H. Young is AVP and National’s Chief Financial Officer at MBIA, serving as a Named Executive Officer (NEO) with 2024 total compensation of $1,336,191, comprised of $366,667 salary, $539,716 stock awards, $316,000 annual bonus, and $113,808 in other compensation . He held a 2024 bonus target of 107% of base salary ($400,000 target) and was paid 79% of target ($316,000) based on MBIA’s corporate scorecard outcome . MBIA’s pay-versus-performance “company-selected measure” links NEO pay to Adjusted Book Value (ABV), reflecting the firm’s runoff strategy and capital preservation focus . Young beneficially owned 581,102 MBIA shares as of March 12, 2025, equating to ~1.15% of shares outstanding (50,370,625), underscoring material equity alignment .
Fixed Compensation
Annual pay mix (three-year view)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 325,000 | 325,000 | 366,667 |
| Stock Awards ($) | 487,500 | 487,500 | 539,716 |
| Annual Bonus ($) | 357,000 | 545,500 | 316,000 |
| All Other Compensation ($) | 109,575 | 4,328,018 | 113,808 |
| Total Compensation ($) | 1,279,075 | 5,686,018 | 1,336,191 |
Notes:
- 2023 “All Other Compensation” includes items detailed in the proxy (see NEO notes) .
- 2024 “All Other Compensation” includes pension/401k and non-qualified plan contributions; no perquisites paid in 2024 .
Base salary trajectory
| Year | Base Salary ($) |
|---|---|
| 2024 | 375,000 |
| 2025 | 375,000 |
Performance Compensation
Annual incentive design and 2024 outcomes
| Element | Target | Actual | Payout Basis | Payout % of Target |
|---|---|---|---|---|
| Annual Cash Bonus | $400,000 (107% of base) | $316,000 | Company scorecard (ABV and operating objectives) | 79% |
MBIA’s pay-versus-performance framework identifies Adjusted Book Value as the primary financial measure linking compensation actually paid to performance . The 2024 corporate scorecard was measured at 79% of target; enterprise performance highlighted ABV per share below the $16.54 target (actual $13.79) and operating expense modestly above plan, while certain liquidity objectives were achieved .
Long-term equity structure and vesting
| Grant Type | Grant Date | Shares/Units | Vesting | Comments |
|---|---|---|---|---|
| Time-based Restricted Stock | Mar 4, 2024 | 75,348 | 3 equal installments on 3rd/4th/5th anniversaries | Annual LTI awards since 2024 are time-based MBIA equity; 2025 LTI also time-based . |
| Dividend-value RS shares (linked to 2018–2021 PS payout) | Feb 20, 2024 | 7,713 | Follows 2021 PS vesting schedule (1/3 in Mar 2024; remaining on 4th/5th anniversaries of Mar 4, 2021) | Reflects $8 extraordinary dividend treatment; above-target (118%) payout on 2021 PS grant . |
| Performance Shares (2022–2024 cycle) | Mar 2022 | 23,450 (granted at target) | 3-year performance period ended Dec 31, 2024 | Threshold not achieved; 100% forfeited . |
Equity Ownership & Alignment
Beneficial ownership (as of March 12, 2025)
| Holder | Shares Owned | Options Exercisable (60 days) | Total Beneficial Ownership | % of Class |
|---|---|---|---|---|
| Christopher H. Young | 581,102 | 0 | 581,102 | 1.15% (out of 50,370,625) |
Outstanding equity awards (as of December 31, 2024)
Time-based awards:
| Grant | Shares Not Vested (#) | Market Value ($) |
|---|---|---|
| Nov 8, 2018 Time-based RS (cliff vest Mar 3, 2025) | 333,333 | 2,153,331 |
| Mar 3, 2020 Time-based RS | 6,830 | 44,122 |
| Feb 20, 2024 Time-based RS | 12,200 | 78,812 |
| Mar 4, 2024 Time-based RS | 75,348 | 486,748 |
Performance-based awards (unearned/unvested at 12/31/24):
| Grant | Unearned Shares (#) | Market/Payout Value ($) |
|---|---|---|
| Mar 3, 2020 Performance RS | 16,702 | 107,895 |
| Mar 3, 2020 Performance RS (additional tranche) | 28,524 | 184,265 |
| Mar 3, 2020 Performance RS (additional tranche) | 13,042 | 84,251 |
| Mar 2023 Performance RS | 20,789 | 33,217 |
Vesting mechanics:
- 2018 time-based restricted stock cliff vests on March 3, 2025 (subject to continued employment, with certain exceptions) .
- Since Q1 2024, annual LTI is time-based MBIA equity vesting in three equal installments on the 3rd/4th/5th anniversaries of grant; 2025 LTI followed the same structure .
- Feb 20, 2024 dividend-value awards follow the vest schedule of the March 4, 2021 PS grants (remaining tranches on 4th and 5th anniversaries) .
Deferred compensation and retirement alignment (2024)
| Component | Amount ($) |
|---|---|
| Company contributions to non-qualified retirement plan | 69,558 |
| Earnings (losses) in 2024 | 345,550 |
| Year-end balance (non-qualified plan) | 3,024,231 |
Employment Terms
Potential payments upon termination or change-in-control (Christopher H. Young)
| Scenario | Cash Severance ($) | Time-based RS ($) | Performance RS ($) | Total ($) |
|---|---|---|---|---|
| Termination following Change-in-Control | 0 | 2,940,450 | 325,371 | 3,265,821 |
| Involuntary Termination | 0 | 2,940,450 | 325,371 | 3,265,821 |
| Death or Total Disability | 0 | 2,940,450 | 325,371 | 3,265,821 |
Key terms:
- No cash severance under listed scenarios; value arises from equity vesting/acceleration .
- The proxy does not specify single vs. double-trigger details; amounts reflect scenario-based equity value disclosure .
Additional Governance and Peer Benchmarking
- Compensation peer group used for program design: Ambac Financial; American Coastal Insurance Corporation; Assured Guaranty; Employers Holdings; Global Indemnity Limited; Greenlight Capital Re; HCI Group; James River Group Holdings; Kinsale Capital Group; MGIC Investment; ProAssurance; RLI; SiriusPoint; Universal Insurance Holdings; White Mountains Insurance (Argo Group removed in 2024 due to acquisition) .
- 2024 perquisites: None paid to NEOs; “All Other Compensation” reflects retirement plan contributions and related items as detailed .
Investment Implications
- Alignment and skin-in-the-game: Young’s beneficial ownership of ~1.15% supports meaningful equity alignment, with no listed stock options and material time-based RS holdings that vest through 2027, reinforcing retention incentives .
- Pay-for-performance calibration: Shift to all time-based LTI from 2024 onward (and forfeiture of 2022–2024 PS awards) reduces at-risk equity sensitivity to performance versus prior cycles; ABV remains the company-selected performance measure linking pay to outcomes, with 2024 bonus funded at 79% of target due to scorecard results .
- Supply/vesting dynamics: The large 2018 grant cliff vesting on March 3, 2025 (333,333 shares) represented a concentrated vesting event; subsequent annual LTI grants vest in thirds on the 3rd–5th anniversaries, smoothing future supply events .
- Downside protection vs. severance: No cash severance is disclosed for multiple termination scenarios; value realization is predominantly through equity vesting, indicating compensation is highly equity-centric rather than severance-heavy .
MBIA’s pay-versus-performance framework emphasizes Adjusted Book Value (ABV), consistent with a runoff insurance franchise; Young’s compensation structure features high equity alignment, fewer perquisites, and minimal severance cash, with vesting schedules that both retain and potentially influence trading liquidity around vest milestones **[814585_0001193125-25-061326_d881224ddef14a.htm:46]** **[814585_0001193125-25-061326_d881224ddef14a.htm:37]** **[814585_0001193125-25-061326_d881224ddef14a.htm:51]** **[814585_0001193125-25-061326_d881224ddef14a.htm:40]**.