Maurice Tulloch
Porch GroupAbout Maurice Tulloch
Maurice Tulloch (age 56) has served as an independent director of Porch Group since August 2021. He is the former Group CEO of Aviva plc (2019–2020) with extensive insurance leadership across operations, strategy, risk management, and governance, and is designated an “Audit Committee financial expert” under SEC rules. He holds a B.A. in Economics (University of Waterloo, 1992), an MBA (Heriot-Watt University, 2002), and is a CPA, CMA (1998) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Aviva plc | Group Chief Executive Officer | Mar 2019–Jul 2020 | Oversaw global leadership, operations, strategy, risk management, and governance |
| Aviva plc | Executive Director (Board) | Jun 2017–2019 | Senior leadership and governance oversight |
| Aviva plc | Multiple executive/leadership roles | 1992–2019 | Insurance operations and risk leadership across geographies |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Public Sector Pension Investment Board (PSP) | Joined PSP | Mar 2022 | Role not further specified in proxy |
| PoolRe | External board service | Not disclosed | Insurance market risk pool governance |
| ClimateWise | Chair | Not disclosed | Climate-related industry initiative leadership |
Board Governance
- Independence: Board determined Tulloch is independent under Nasdaq rules and serves on fully independent committees .
- Committee assignments: Audit Committee Chair; Compensation Committee member; the Audit Committee met 8 times and Compensation Committee 7 times in 2024 .
- Attendance: Board met 11 times in 2024; no director serving in 2024 attended less than 75% of Board/committee meetings; most directors attended the annual meeting .
- Lead Independent Director: Alan Pickerill serves as LID; quarterly executive sessions of independent directors maintained .
- Policies: Prohibition on hedging and pledging company securities; director resignation policy for conflicts; over-boarding limits; annual self-evaluations .
Fixed Compensation
| Year | Cash Fees ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| 2023 | 30,000 | 100,000 | 130,000 |
| 2024 | 59,000 | 155,000 | 214,000 |
- Program changes effective June 2024: annual board cash retainer increased to $45,000 (from $30,000); annual RSU retainer increased to $150,000 (from $80,000); committee chair/member retainers moved to cash with updated fee levels (Audit Chair $21,000; Compensation Chair $15,000; NCG Chair $9,000; Audit member $10,000; Compensation member $7,000; NCG member $4,000). Lead Independent Director retainer changed to $60,000 cash only .
- Director compensation framework applies to non-employee directors; CEO receives no additional director pay .
Performance Compensation
| Grant Date | Instrument | Quantity/Value | Vesting | Resale/COC Provisions |
|---|---|---|---|---|
| Jun 12, 2024 | Annual RSU retainer | 81,081 RSUs (valued at $150,000) | RSUs vest on 1-year anniversary | Two-thirds subject to resale restrictions; those restrictions lapse in equal increments on first and second anniversaries of vesting; full vesting/lapse if not assumed in change-in-control |
| Jun 8, 2024 | Correction RSUs | $5,000 fully vested RSUs (2023 correction) | Immediate vesting | N/A |
- Director equity awards are time-based; no TSR/revenue/EBITDA performance metrics apply to director grants (metrics referenced in the proxy relate to NEO PRSUs, not directors) .
Other Directorships & Interlocks
| Company/Body | Capacity | Potential Interlock/Conflict |
|---|---|---|
| PoolRe | External board service | No PRCH-related transactions disclosed |
| ClimateWise | Chair | No PRCH-related transactions disclosed |
| PSP | Joined in Mar 2022 | No PRCH-related transactions disclosed |
- Related-party transactions: The company reports no related person transactions requiring disclosure since Jan 1, 2023, other than indemnification agreements; Audit Committee administers a robust related-party policy with pre-approval and annual reviews .
Expertise & Qualifications
- Insurance operations, underwriting, and risk management; corporate governance and leadership; designated Audit Committee financial expert under SEC rules .
- Board skills matrix highlights risk management, financial acumen, digital/data oversight, and leadership breadth across the board (Tulloch among those contributing to risk and financial expertise) .
Equity Ownership
| As Of | Shares Beneficially Owned | % Outstanding | Notes |
|---|---|---|---|
| Mar 31, 2024 | 106,211 | <1% | Composition per SEC rules; directors encouraged to hold equity |
| Mar 31, 2025 | 74,961 | <1% | Company-wide calculation excludes 18.3M non-voting shares held by Reciprocal for % basis |
- Outstanding director equity: As of Dec 31, 2024, Tulloch had 81,081 unvested RSUs from the June 2024 grant; he also held 109,970 vested outstanding RSUs (prior grants) .
- Stock ownership guidelines: Non-employee directors must own at least 3x the annual cash retainer within five years; all non-employee directors meet the guideline .
- Hedging/pledging: Fully prohibited for officers, directors, and employees .
Governance Assessment
- Strengths: Independent Audit Chair with SEC “financial expert” designation; strong shareholder support in director elections (2024 votes: For 52,878,157; Withhold 781,454; broker non-votes 21,089,156) and 2025 support 98–99% for all nominees (Tulloch For 74,211,758; Withhold 739,723) indicating high investor confidence . Robust policies on hedging/pledging, conflicts, and related-party oversight; no related-party transactions disclosed .
- Pay alignment: Director pay mix shifted toward higher equity retainer ($150k) with cash for committee roles, enhancing alignment while recognizing workload; vesting and resale restrictions promote longer-term holding .
- Shareholder feedback: Say-on-Pay approval strong at 94% in 2024, 80.7% in 2025; continued annual advisory vote cadence .
- Compensation committee practices: Independent consultant (WTW) engaged; no consultant conflicts; peer group benchmarking maintained and disclosed .
- RED FLAGS: None disclosed regarding related-party transactions, hedging/pledging, tax gross-ups, or option repricings for directors; attendance thresholds met; over-boarding policy in place, and compliance cited .
Supplemental Data Tables
Director Election Support
| Year | For | Withhold | Broker Non-Votes |
|---|---|---|---|
| 2024 | 52,878,157 | 781,454 | 21,089,156 |
| 2025 | 74,211,758 | 739,723 | 15,584,261 |
Say-on-Pay Outcomes
| Year | For | Against | Abstain | Broker Non-Votes |
|---|---|---|---|---|
| 2024 | 50,482,959 | 3,144,661 | 31,991 | 21,089,156 |
| 2025 | 60,197,932 | 14,424,797 | 328,752 | 15,584,261 |
Compensation Peer Group (2024 program benchmarking)
| Peer Companies (selected) |
|---|
| Agilysys; Blend Labs; Domo; Eventbrite; EverQuote; Fathom Holdings; Goosehead Insurance; HCI Group; Hippo; Lemonade; Liquidity Services; LivePerson; Logility (American Software); NI Holdings; PROS; PubMatic; QuinStreet; Root; TrueCar |
Committee Meetings (2024)
| Committee | Chair | Meetings |
|---|---|---|
| Audit | Maurice Tulloch | 8 |
| Compensation | Sean Kell | 7 |
| Nominating & Corporate Governance | Rachel Lam | 4 |
Policies Relevant to Governance Quality
- Clawback policy adopted per Nasdaq listing standards; applies to incentive-based pay of Section 16 officers (not directors) .
- Insider Trading Policy with 10b5-1 plan controls; pre-approval and blackout restrictions; strict prohibition on hedging/pledging across directors and employees .
- Related Person Transaction Policy administered by Audit Committee; pre-approval/ratification framework and annual reviews; no transactions requiring disclosure since 2023 .