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Mary McConnell

Vice President - Underwriting at SAFETY INSURANCE GROUPSAFETY INSURANCE GROUP
Executive

About Mary McConnell

Mary F. McConnell, 41, is Vice President – Underwriting at Safety Insurance Group (SAFT), appointed effective July 1, 2024 after serving as Director of Products and Services since April 2019; she has been employed by the Insurance Subsidiaries for 18 years and was named Secretary of the Insurance Subsidiaries in 2024 . She was appointed to the Commonwealth Automobile Reinsurers (CAR) Governing Committee in January 2023 and reappointed for a term through June 30, 2030, with additional service on key CAR committees and the AIB Rules & Forms Advisory Panel . Company performance context: revenues and EBITDA have risen over the last three fiscal years to $1,061.8M* and $99.8M*, respectively, and Safety reports strong TSR (13% 1-year; 11% 3- and 5-year) with a pay-for-performance framework tied to EBIT (annual), Combined Ratio and relative 3-year TSR (long-term) .
Values with asterisk are retrieved from S&P Global.

Past Roles

OrganizationRoleYearsStrategic Impact
Safety Insurance Group – Insurance SubsidiariesDirector of Products & ServicesApr 2019 – Jul 2024Led product and underwriting initiatives prior to promotion to VP; continuity of underwriting leadership
Safety Insurance Group – Insurance SubsidiariesVarious underwriting positions2006 – 2019Progressive underwriting roles; depth in core P&C lines (MA, NH, ME)

External Roles

OrganizationRoleYearsStrategic Impact
Commonwealth Automobile Reinsurers (CAR)Governing Committee MemberJan 2023 – Jun 2030 (reappointed July 1, 2024)Regulatory governance influence over MA auto residual market; long-term appointment through 2030 supports industry engagement
CARCommercial Automobile Committee; MAIP Steering Committee; Market Review CommitteeVariousCommittee participation shaping market rules and operations
Automobile Insurers Bureau of Massachusetts (AIB)Rules & Forms Advisory Panel MemberVariousInput on policy forms/rules aligning underwriting practices with MA standards

Fixed Compensation

ComponentAmount/TermsNotes
Base Salary$240,000Set in one-year employment contract executed June 10, 2024; effective July 1, 2024; renews annually with Board approval
Executive Annual Incentive (Target %)60% of salary (Other Executive Officers)Threshold 30%; Maximum 90% under the Amended & Restated Annual Performance Incentive Plan (effective for 2024 awards)

Performance Compensation

Annual Performance Incentive (Company-Level Design)

MetricWeightingTargetActualPayout BasisNotes
Earnings before interest, taxes, changes in unrealized gains on equity securities and credit loss expense (“EBIT”)Not specified (annual plan)$62.3M (target goal for 2024)$86.4M (139% of target); 2023 actual $18.3M (0% of 2023 target)Committee interpolates payouts 50%–150% of goal; payouts align to achievementTarget set by two-year average method; structure avoids unachievable targets after outlier over-achievement

Long-Term Incentives (Structure)

MetricWeightingPerformance ScaleVesting/Acceleration TermsNotes
Combined Ratio (relative to Performance Peer Financial Group)60%Below Threshold >103.0% = 0–50%; Target 96.7% = 100%; Above Maximum <94.6% = up to 200%Double-trigger for change-in-control (CIC): acceleration only upon CIC and qualifying termination under equity planPerformance shares measured over 3-year periods; grant/vesting outcomes depend on relative profitability vs peers
3-year TSR (relative)40%50th percentile = 100%; 70th = 150%; 90th = 200%; <30th = 0%Double-trigger CIC; no option repricing; no tax gross-up for parachutesPSUs tied to relative TSR; 2024 performance awards projected 60% payout; 2023 awards projected 0% at 12/31/2024 snapshot

Equity grant practices: the company has not granted stock options to NEOs since 2003; equity awards are restricted stock and performance shares; anti-hedging/pledging policy in place .

Equity Ownership & Alignment

ItemDetail
Stock Ownership GuidelinesCEO 5x salary; other executive officers 3x salary; guidelines include vested and unvested time-based shares; all NEOs currently meet guidelines
Hedging/PledgingProhibited for executives and directors under insider trading policy; insider sales mandated via pre-approved 10b5-1 plans
Clawback PolicyAdopted Aug 2023; compliant with Exchange Act Section 10D and Nasdaq; recovery required for Big R and little r restatements regardless of fault
Insider Trading Plans (selling pressure from vesting)Mary McConnell entered a 10b5-1 plan on Sept 25, 2025 for potential sale of up to 556 shares between Feb 22, 2026 and Sept 25, 2026 (sell-to-cover expected vesting) . A prior 10b5-1 plan dated Sept 19, 2024 allowed potential sale of up to 406 shares between Feb 22, 2025 and Sept 4, 2025 (sell-to-cover) .

Employment Terms

TermDetail
Appointment & Effective DateAppointed VP – Underwriting on June 10, 2024 (effective July 1, 2024)
Contract Length & RenewalOne-year employment contract; renewed annually upon Board approval
Base Compensation & Benefits$240,000; benefits comparable to other officers
Related Party TransactionsNone involving Ms. McConnell requiring Item 404(a) disclosure
CIC/Severance Framework (Company policy)For NEOs (CEO/CFO 3x; others 2x salary+most recent bonus) upon double-trigger CIC; benefits continuation; accelerated vesting of restricted stock post CIC+termination; annual incentive deemed at target upon CIC+termination . Mary-specific severance terms beyond base contract are not disclosed .

Performance & Company Context

MetricFY 2022FY 2023FY 2024
Revenues ($USD)802.9M*885.3M*1,061.8M*
EBITDA ($USD)66.7M*32.2M*99.8M*

Values with asterisk are retrieved from S&P Global.

Additional context:

  • Shareholder support for executive compensation remains strong: 97.7% Say-on-Pay approval for 2024 .
  • Company TSR from IPO (Nov 22, 2002) to Dec 31, 2024 totals 1,428%; recent TSR 13% (1-year), 11% (3- and 5-year) .
  • 2024 growth drivers included record top-line expansion and direct written premiums up 20.4% from policy count and average premium increases .

Compensation Committee & Benchmarking Notes

  • Independent Compensation Committee engages Pay Governance; no consultant conflicts identified .
  • A&R Annual Performance Incentive Plan (effective for 2024 awards) removed legacy max payout cap and obsolete 162(m) provisions; clarified performance objective selection discretion .
  • Executive officers eligible under the plan; other executive officers’ payout opportunity set at 30% threshold, 60% target, 90% maximum of salary .

Investment Implications

  • Alignment: Mary operates within a robust pay-for-performance system—annual incentives tied to EBIT and long-term awards tied to Combined Ratio and relative TSR with double-trigger CIC protections, anti-hedging/pledging, stock ownership guidelines (3x salary), and a mandatory clawback—reducing misalignment and risk-taking incentives .
  • Retention: One-year renewable contract plus 18-year tenure and long-dated CAR Governing Committee term through 2030 suggest low voluntary attrition risk; lack of disclosed individualized severance does not signal elevated retention risk at present .
  • Trading signals: Small 10b5-1 sell-to-cover plans tied to February vesting windows (406 shares in 2025; 556 shares in 2026) imply limited incremental selling pressure and are administrative rather than discretionary sales, but they do indicate vesting cadence around late Q1 annually .
  • Performance sensitivity: With annual cash incentives benchmarked to EBIT and long-term PSUs sensitive to Combined Ratio and relative TSR, underwriting execution and portfolio profitability will directly influence variable pay outcomes—supportive for investor alignment in rate, mix, and loss ratio management .