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Thalia Meehan

Lead Independent Director at SAFETY INSURANCE GROUPSAFETY INSURANCE GROUP
Board

About Thalia M. Meehan

Thalia M. Meehan is an independent director of Safety Insurance Group (SAFT), appointed July 3, 2017, and has served as Lead Independent Director since 2022 . She is 64 years old (as of the March 17, 2025 record date), is a Chartered Financial Analyst (CFA), and brings over 30 years of investment-sector experience, having retired from Putnam Investments in 2016 after 27 years as a Team Leader and Portfolio Manager . She currently serves on SAFT’s Compensation and Investment Committees, and the Board has determined she is independent under NASDAQ and SEC rules .

Past Roles

OrganizationRoleTenureCommittees / Impact
Putnam InvestmentsTeam Leader and Portfolio Manager27 years; retired 201630+ years investment-sector experience; CFA

External Roles

OrganizationRoleTypeNotes
Boston Women in Public FinanceAdvisory Committee memberNon-profit/advisoryCurrent advisory role
Huntington Theatre CompanyAdvisory Committee memberNon-profit/advisoryCurrent advisory role
Cambridge BancorpDirector (prior)Public company (prior)Served on Trust and Risk Committees; prior board service
Municipal Securities Rulemaking Board (MSRB)Member, Nominating and Governance Committees (prior)RegulatorPrior committee memberships

Board Governance

  • Independence: The Board determined Ms. Meehan is independent under NASDAQ and SEC rules .
  • Roles and Committees: Lead Independent Director since 2022; member of Compensation and Investment Committees .
  • Attendance and Engagement: In 2024, the Board held 5 meetings; Audit, Compensation, Nominating & Governance, and Investment Committees each held 4. All incumbent directors attended 100% of Board and committee meetings while members; non-executive directors held executive sessions at each quarterly Board meeting .
  • Lead Independent Director responsibilities (selected): presides at Board meetings when the chair is not present (including independent director executive sessions); serves as liaison between chair and independent directors; approves Board information, agendas, and meeting schedules; may call meetings of independent directors; available for consultation with major shareholders if requested .
  • Structure and Refreshment: CEO also serves as Chair; LID provides counterbalance. Committee chair roles have three-year term limits; Lead Independent Director has a five-year term limit; Board retirement policy prohibits nominations after age 75 .
  • Governance environment: Majority vote standard for directors in uncontested elections; stockholders can call special meetings and act by written consent; no poison pill; robust director stock ownership guidelines .

Fixed Compensation (Director)

ComponentDetails2024 Amount
Annual cash retainer (non-employee director)Paid in quarterly installments$95,000
Lead Independent Director feeAdditional annual cash retainer$25,000
Fees earned or paid in cash (Meehan)Actual 2024 cash paid$126,250

Performance Compensation (Director)

Metric / VehicleGrant Details2024 Amount/Structure
Equity grant (annual)1,000 shares granted on Feb 27, 2024; fair value equals closing price $85.61/share$85,610 fair value (1,000 × $85.61)
Performance metrics tied to director payNone disclosed (director equity represented standard annual grant)N/A

Note: As of Dec 31, 2024, no non-employee directors held unvested stock awards or unexercised options, indicating director equity grants were not structured with ongoing performance vesting .

Other Directorships & Interlocks

Company/EntityCurrent/PriorRoleCommittees/Interlocks
Cambridge BancorpPriorDirectorTrust and Risk Committees (no interlocks disclosed with SAFT)
MSRBPriorCommittee memberNominating and Governance Committees
Boston Women in Public FinanceCurrentAdvisory CommitteeAdvisory role (non-profit)
Huntington Theatre CompanyCurrentAdvisory CommitteeAdvisory role (non-profit)

Expertise & Qualifications

  • Chartered Financial Analyst (CFA); 30+ years investment-sector experience; retired Putnam Investments Team Leader and Portfolio Manager (2016) .
  • Provides investment insight; serves on SAFT’s Investment Committee; also a Compensation Committee member .
  • As Lead Independent Director, has defined responsibilities around agenda setting, information flow, executive sessions, and shareholder availability, supporting effective independent oversight .

Equity Ownership

ItemDetail
Beneficial ownership (shares)9,000 shares
Ownership as % of outstanding0.1% (of 14,893,703 shares outstanding on Mar 17, 2025)
Pledged/Hedged sharesCompany policy prohibits hedging and pledging by directors and executives
Director ownership guideline4× annual cash retainer; must be met within 5 years
Compliance statusAll Directors with five years on the Board (including Ms. Meehan) meet the guideline

Governance Assessment

  • Strengths:
    • Independent Lead Director with clear authorities; 100% attendance in 2024; executive sessions every quarterly Board meeting enhance independent oversight .
    • Robust policies: anti-hedging/anti-pledging, clawback adopted Aug 2023, majority voting, stockholder-friendly rights (no poison pill) .
    • Compensation Committee entirely independent; no interlocks reported; uses independent consultant (Pay Governance) .
    • Director ownership guideline achieved; alignment reinforced by annual equity grant .
    • Say-on-pay support was 97.7% in 2024, signaling broad investor approval of compensation governance .
    • No related-party transactions reported for 2024 (reduces conflict risk) .
  • Watch items:
    • Combined CEO/Chair structure persists; mitigated by empowered LID role and executive sessions .
    • LID role term-limited to five years (through 2027 based on 2022 start), implying planned rotation and the need to maintain continuity in independent leadership .