Monica Curtis
METLIFEAbout Monica Curtis
Monica M. Curtis (age 42) is Executive Vice President, Chief Legal Officer (CLO) and Head of Government Relations at MetLife, Inc., serving as the company’s lead legal executive and agent for service in SEC matters; she has held the CLO role since June 2023 and expanded to oversee Government Relations in January 2025 . During her tenure, MetLife reported strong performance: FY 2024 Core Adjusted ROE of 15.2% with $5.8B Core Adjusted Earnings and $8.11 Core Adjusted EPS , and in Q3 2025 delivered Adjusted EPS of $2.37, Adjusted ROE of 16.9%, net income of $818M ($1.22 per share), and $12.5B premiums/fees/other revenues . Over 2020–2024, the company’s total shareholder return lifted a $100 investment to $190.54, and Adjusted Earnings reached $5.796B in 2024 .
Company performance benchmarks
| Metric | FY 2024 | Q3 2025 |
|---|---|---|
| Core Adjusted ROE (%) | 15.2 | 16.9 |
| Core Adjusted Earnings ($B) | 5.8 | — |
| Core Adjusted EPS ($) | 8.11 | — |
| Net Income ($M) | 4,226 | 818 |
| Diluted EPS ($) | — | 1.22 |
| Adjusted EPS ($) | — | 2.37 |
| Premiums, Fees & Other Revenues ($B) | — | 12.5 |
| Company TSR – value of $100 (end of period) | 190.54 | — |
Past Roles
| Organization | Role | Years | Strategic impact / responsibilities |
|---|---|---|---|
| MetLife, Inc. | EVP, Chief Legal Officer | Jun 2023–Dec 2024 | Led enterprise legal strategy and oversight of legal risk, disclosure, and governance |
| Metropolitan Life Insurance Co. & MetLife Group, Inc. | SVP, Chief Counsel – Litigation, Special Investigations Unit, and M&A | Sep 2022–Jun 2023 | Directed complex litigation, SIU, and M&A legal support |
External Roles
| Organization | Role | Years | Strategic impact / responsibilities |
|---|---|---|---|
| Hartford Financial Services Group, Inc. | SVP, Deputy General Counsel – Head of Litigation | Sep 2020–Sep 2022 | Led enterprise litigation strategy and case portfolio management |
| Hartford Financial Services Group, Inc. | VP, Associate General Counsel – Head of Coverage Law | Dec 2018–Sep 2020 | Managed coverage law advisory and dispute resolution frameworks |
Fixed Compensation
- Executive officers (including the CLO) have no individual employment contracts; compensation follows MetLife’s executive framework of base salary, annual cash incentive (AVIP), and share‑based LTI, with a higher mix of variable, equity‑linked pay to align with shareholder outcomes .
- FY 2024 AVIP funding was endorsed at 101.4% of target for ~27,200 eligible employees, using Adjusted Earnings vs Business Plan with a symmetric variable‑investment‑income “collar” risk control; VII and asbestos adjustments lifted AVIP Adjusted Earnings by $413M net of tax .
| Component | Design | FY 2024 program outcome |
|---|---|---|
| Base salary | Position/responsibility/market-based, reviewed annually | Not individually disclosed for CLO (program design applies) |
| Annual Variable Incentive Plan (AVIP) | Company Adjusted Earnings vs Business Plan (with VII collar) plus individual performance; capped funding; non‑formulaic individual awards | 101.4% funding factor, with +$341M VII adjustment and +$72M asbestos adjustment to AVIP Adjusted Earnings |
Performance Compensation
- LTI mix moved to 70% Performance Shares (PSUs) and 30% RSUs (options sunset for 2025 grants), reinforcing pay-for-performance and three‑year horizons .
- PSU metrics are equally weighted between Adjusted ROE vs Business Plan and TSR vs a global insurance peer set; cap at 100% if absolute TSR ≤ 0% .
| Metric | Weight | Target | Actual/Payout | Vesting |
|---|---|---|---|---|
| Adjusted ROE vs Business Plan | 50% | 2024–2026 goal set within 15–17% range | 2022–2024 PSU performance factor 114.3% after Significant Event adjustments (illustrative of program operation) | PSUs vest after 3 years; performance factor applied at end of period |
| TSR vs TSR Peer Group | 50% | 50th percentile = 100%; 25th = 25%; 87.5th = 175% | Subject to 100% cap if absolute TSR ≤ 0% | PSUs vest after 3 years; relative TSR percentile maps to factor |
| RSUs | — | Time-based | Not performance-based | 1/3 per year over 3 years |
| Stock Options (legacy) | — | Exercise‑price at grant | Realized only if share price increases | 10‑year term; 1/3 vesting over 3 years (grants through 2024) |
Equity Ownership & Alignment
- Executive share ownership: SVP and above must meet guidelines and retain 100% of net shares until at/above guideline; NEO guidelines shown as CEO 7x salary; other NEOs 4x; the same governance applies to executive officers generally .
- Hedging and pledging: Prohibited for directors and employees, including executive officers (no short sales, options, hedging, or pledging of Company stock) .
- Beneficial ownership: Individual holdings for Ms. Curtis were not specifically listed; the proxy discloses NEOs, directors, and “all directors and executive officers as a group” .
| Alignment policy | Requirement | Status/notes |
|---|---|---|
| Ownership guideline | SVP+ must meet guideline; retain 100% of net shares until in compliance | Individual CLO compliance not disclosed (policy applies enterprise‑wide) |
| Hedging/pledging | Prohibited (shorting, options, hedging, pledging) | Policy in force; reduces misalignment risk |
| Clawbacks | Performance‑based recoupment and Dodd‑Frank erroneous‑comp rules; executives subject regardless of fault in certain restatements | Policy in force |
Employment Terms
- No individual employment agreements for U.S.-based executive officers; severance and change‑in‑control (CIC) governed by standard plans .
- Severance (non‑CIC): Lump sum generally equals 28 weeks’ base plus 1 week per year of service (max 52 weeks); outplacement provided; pro‑rata cash settlements may be offered for unvested PSUs/RSUs in certain cases; Rule of 65 provides retention/vesting continuity features .
- CIC: Double‑trigger only; if no Alternative Award is provided, unvested PSUs settle at target and RSUs vest; CIC severance equals 2x (salary + average bonus of prior 3 years); no excise tax gross‑ups; benefits continuation up to 3 years; vesting accelerations adhere to Section 409A where applicable .
| Provision | Term |
|---|---|
| Employment agreements | None for U.S. executive officers |
| Severance (non‑CIC) | 28 weeks + 1 week/year of service (cap 52 weeks); outplacement; potential pro‑rata PSU/RSU cash; Rule of 65 protects awards if age+service threshold met |
| CIC treatment of equity | If Alternative Award not provided: PSUs at target; RSUs vest; options may be cashed out at CIC price less exercise price |
| CIC severance | 2× (base + avg bonus prior 3 yrs); benefits continuation ≤ 3 yrs; modified cap to avoid excise taxes; no gross‑ups |
| Clawbacks | Performance‑based and Dodd‑Frank erroneous‑comp recoupment for executives |
| Non‑compete / restrictive covenants | LTI forfeiture for competitive service or violations (protect corporate property; non‑disparagement; non‑solicit for 18 months) |
Compensation Peer Group (Benchmarking, inflation risk)
- Comparator group updated for 2025: Chubb added; HSBC removed; mix spans insurance and broader financials; Total Compensation aimed around size‑adjusted median with discretion for performance, responsibilities, and retention .
Say‑on‑Pay & Shareholder Feedback
- 2024 Say‑on‑Pay approval ~95%; multi‑year average ~96%; investors endorsed disclosure quality, alignment, and risk controls; the Committee uses informed judgment within a performance‑linked framework .
Track Record, Value Creation, Execution Risk
- Legal/governance leadership: Ms. Curtis serves as agent for service on MetLife’s automatic shelf registration, evidencing responsibility for SEC compliance and disclosure integrity .
- Board‑directed filings list her as contact for Schedule 13D amendments concerning PH Trust voting matters, underscoring her role in major governance processes .
Investment Implications
- Alignment and governance quality: Strong clawbacks, strict hedging/pledging prohibitions, and high equity ownership requirements support long‑term alignment and lower governance‑related risk in the legal function .
- Retention risk: Absence of personal employment contracts is mitigated by standard severance and CIC protections; Rule of 65 and PSU/RSU structures reduce premature departure risk but still allow disciplined exit economics .
- Trading/vesting pressure: RSU third‑vesting and three‑year PSU cycles can create episodic supply; 100% net‑share retention to meet guidelines dampens near‑term selling by senior executives, reducing adverse signaling risk .
- Pay-for-performance continuity: With 70% of LTI in PSUs tied to Adjusted ROE and TSR, executive rewards are directly linked to multi‑year value creation; absolute TSR cap adds downside governance protection .
Data gaps: Individual compensation amounts, grant details, and personal ownership/pledging status for Ms. Curtis are not specifically disclosed in the proxy or 10‑K; analysis relies on enterprise policies and program mechanics applicable to executive officers .