James Fraser
RENAISSANCERE HOLDINGSAbout James Fraser
James C. Fraser is Senior Vice President and Chief Accounting Officer at RenaissanceRe, a role he has held since December 2016; he joined the company in 2009 and previously served as Vice President and Head of Internal Audit from 2011 through 2016 . He is a Chartered Professional Accountant and Certified Internal Auditor with prior finance and risk management roles at XL Capital and Deloitte; the 2025 proxy lists his age as 49 . As principal accounting officer, he is covered by the company’s Code of Ethics and insider trading policy applicable to all directors and employees performing financial or accounting functions . Company-level performance context relevant to executive incentives: in 2024 the firm exceeded target Adjusted Operating ROE, met gross premiums written targets, and paid annual incentive bonuses at 176% of target; 2022–2024 performance shares paid out at 180% of target based on BVPS plus dividends and underwriting expense ratio metrics .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| RenaissanceRe | Senior Vice President & Chief Accounting Officer | Dec 2016–present | Principal accounting oversight; executive risk/compensation reviews include CAO input ahead of setting metrics |
| RenaissanceRe | Vice President & Head of Internal Audit | 2011–2016 | Strengthened internal controls and audit coverage across specialized reinsurance markets |
| RenaissanceRe | Joined company | 2009 | Progressed into senior finance leadership, contributing to governance processes |
| XL Capital | Finance and risk management positions | Not disclosed | External risk/finance experience brought into reinsurance accounting leadership |
| Deloitte | Finance and risk management positions | Not disclosed | Audit and advisory grounding supporting PCAO responsibilities |
External Roles
No external directorships or public company board roles are mentioned in Mr. Fraser’s 2025 proxy biography .
Fixed Compensation
Individual compensation (salary, bonus, stock awards) is disclosed only for named executive officers (NEOs); Mr. Fraser is not a NEO, so his specific pay is not reported in the Summary Compensation Table . The company describes base salary philosophy (role scope, experience, competitive market) for NEOs, with 2024 salary levels by NEO; this informs broader pay practices but does not provide Fraser-specific amounts .
Performance Compensation
Company program design (applies broadly but detailed payouts disclosed for NEOs):
- 2024 annual incentive design increased weighting of financial metrics, eliminated relative metrics, and streamlined measures; bonuses paid 176% of target based on performance against Adjusted Operating ROE and gross premiums written plus strategic goals .
- Long-term incentives for NEOs comprise time-vested restricted shares and performance shares; 2022–2024 PSU cycle paid 180% of target based on three-year BVPS plus dividends and three-year average underwriting expense ratio rank vs peers .
| Component | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Incentive (NEO program) | Adjusted Operating ROE, GPW, strategic/operational goals | Increased financial metric weighting; simplified relative metrics in 2024 | Rigorous goals set at grant | Exceeded ROE target; met GPW; strong strategic execution | 176% of target for 2024 NEOs | Cash; paid after year-end |
| Performance Shares (NEO program, 2022–2024) | 3-year BVPS + dividends; 3-year avg underwriting expense ratio rank vs peers | Two metrics, above-target outcomes | Target at grant | Above-target on both metrics | 180% of target earned | Equity; vests at cycle end |
Note: Mr. Fraser’s individual targets/payouts are not disclosed; the table reflects the NEO framework and outcomes for context .
Equity Ownership & Alignment
- Beneficial ownership: The proxy lists individual holdings for NEOs and directors and the aggregate for executive officers and directors (993,850 shares; 2.0% of shares outstanding as of March 5, 2025). Mr. Fraser’s individual holdings are not separately disclosed in that table .
- Ownership guidelines: Meaningful share ownership guidelines apply to directors and named executive officers; in 2025, guidelines count only owned shares and time-vested restricted shares, excluding unearned PSUs and options. NEO multiples are 7.5× salary for CEO and 4.5× target salary for other NEOs; executives are prohibited from selling equity until meeting guidelines. These guidelines are defined for NEOs—not explicitly for non-NEO executive officers like Mr. Fraser .
- Anti-hedging/anti-pledging: Company policies prohibit hedging and pledging; directors are explicitly covered, and the insider trading policy applies to all employees and officers, including the principal accounting officer, which encompasses Mr. Fraser .
- Pledging: Prohibited under company policy; no pledging by Mr. Fraser is disclosed .
- Insider trading controls: Trading windows and Rule 10b5-1 plan requirements; company policy filed with the 2024 Form 10-K; applies to Mr. Fraser as principal accounting officer .
Employment Terms
Fraser-specific employment agreement and severance economics are not disclosed. For context, NEO agreements automatically renew (one-year terms) and provide severance upon qualifying terminations, including installment and lump-sum percentages of salary and bonus, pro-rata bonus, up to 12 months benefits, and accelerated vesting of time-vested awards; pre-CIC Installment/Lump Sum Percents are 75%/25% for non-CEO NEOs and rise to 150%/50% within 12 months post-CIC . Death and disability benefits include accelerated vesting and insurance up to $750,000 for U.S.-based employees; detailed potential payments tables are provided for NEOs (not including Fraser) . Clawback policy compliant with NYSE/Dodd-Frank applies to certain current and former executive officers; additional CEO-specific clawback terms are noted; no Fraser-specific clawback terms are disclosed .
Additional Signals
- Role authority: Mr. Fraser frequently serves as authorized signatory for securities and financing documents (e.g., February 25, 2025 senior notes due 2035; supplemental indenture), consistent with principal accounting officer responsibilities .
- Governance integration: Compensation risk management includes annual executive sessions with CAO ahead of setting compensation metrics, indicating Fraser’s involvement in control and risk oversight linked to pay-for-performance design .
- Perquisites/tax: The company states no tax gross-ups on perquisites for NEOs; this practice signals shareholder-friendly policy alignment though not specific to Fraser .
Investment Implications
- Alignment: While Fraser’s individual compensation and ownership are not disclosed (he is not a NEO), governance controls—anti-hedging/pledging, insider trading policy, and robust compensation risk review including CAO input—support alignment and reduce hedging/pledging red flags .
- Retention risk and severance pressure: Lack of a disclosed Fraser-specific employment agreement limits precision; NEO frameworks feature meaningful severance and accelerated vesting under qualifying events—if similar structures apply to senior non-NEO officers, retention covenants and potential post-CIC acceleration could be relevant, but this cannot be assumed without disclosure .
- Trading signals: No individual Form 4 data is provided here; with pledging prohibited and trading governed by policy, near-term insider selling pressure analysis for Fraser requires Form 4 review not contained in the proxy .
- Execution track record: Fraser’s long tenure across internal audit and accounting leadership roles suggests continuity of controls through integration and market cycles, with demonstrated authority in securities issuance documentation—stable execution profile with limited disclosed controversy .