Anthony J. Kuczinski
About Anthony J. Kuczinski
Anthony J. Kuczinski (age 66) is an independent Class III director of Skyward Specialty Insurance Group, Lead Independent Director since December 2023, and Chair of the Risk Committee since February 2024; he joined the Board in August 2023. He previously served as President & CEO of Munich Reinsurance America (2008–2022), holds CPA (Inactive) and CPCU credentials, and earned a BBA from Pace University . He is currently a director at Hagerty, Inc. (NYSE: HGTY) since July 2024 and Ryan Specialty Holdings, Inc. (NYSE: RYAN) since October 2023 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Munich Reinsurance America, Inc. | President & CEO | 2008–2022 | Led U.S. operations; enterprise risk and underwriting leadership |
| Munich Reinsurance America, Inc. | President, Specialty Markets; President, Insurance Co. Ops; EVP & CFO, Specialty Markets; SVP | 1990–2007 | Specialty markets growth, finance oversight |
External Roles
| Organization | Role | Start Date | Notes / Interlocks |
|---|---|---|---|
| Hagerty, Inc. (NYSE: HGTY) | Director | July 2024 | Specialty vehicle insurance; adjacent P&C niche |
| Ryan Specialty Holdings, Inc. (NYSE: RYAN) | Director | October 2023 | Specialty products/services for brokers/agents/carriers; sector adjacency to SKWD |
Board Governance
- Committee assignments: Chair, Risk Committee; Member, Investment Committee; Member, Nominating & Corporate Governance Committee .
- Independence: Board majority independent; all committees composed solely of independent directors; Kuczinski is independent .
- Lead Independent Director responsibilities: Presides over executive sessions; liaises with Chair/CEO; oversees areas of potential conflict; provides CEO performance feedback .
- Engagement and attendance: Board met 8 times in 2024; all directors attended ≥75% of scheduled Board/committee meetings; executive sessions held regularly with Kuczinski presiding; Risk Committee met 4 times; Investment Committee met 5 times; Nominating & Corporate Governance met 5 times; all current directors attended the 2024 Annual Meeting .
- Board refresh/skills: Average tenure 3.9 years; skills matrix highlights risk management and insurance expertise for Kuczinski .
Fixed Compensation
| Component | Amount | Year | Notes |
|---|---|---|---|
| Board cash retainer | $75,000 | 2024 | Standard non-employee director retainer |
| Lead Independent Director cash retainer | $25,000 | 2024 | Additional cash stipend for Lead Independent Director |
| RSU annual grant (fixed value) | $100,000 | 2024 | One-year vest; grant on May 9, 2024 |
| Cash fees received (actual) | $100,000 | 2024 | $75,000 board + $25,000 Lead Independent Director |
| Stock awards (grant-date fair value) | $102,628 | 2024 | ASC 718 fair value for 2024 director RSUs |
| Total director compensation (actual) | $202,628 | 2024 | Sum of cash + equity fair value |
- No meeting attendance fees; out-of-pocket expense reimbursement provided; director pay capped at $750,000 annually under the 2022 LTIP, with exceptions only in extraordinary circumstances (recusal required) .
Performance Compensation
| Equity Type | Grant Date | Grant-Date Fair Value ($) | Vesting | Performance Metrics |
|---|---|---|---|---|
| RSUs (Director annual grant) | May 9, 2024 | $102,628 | Fully vests on first anniversary of grant | None (time-based) |
- Deferral election available beginning in 2025 (5-year, 10-year, or until separation from Board); dividend equivalents accrue on deferred RSUs per plan terms .
Other Directorships & Interlocks
- Hagerty (HGTY) and Ryan Specialty (RYAN) are insurance-adjacent; potential information flow benefits to SKWD from market insights, with low direct conflict risk absent disclosed transactions .
- No related-party transactions involving Kuczinski were disclosed since January 1, 2024; the related-party section lists Westaim/Arena Investors and registration rights tied to a 5% holder (James Hays), not Kuczinski .
Expertise & Qualifications
- Certifications: CPA (Inactive), CPCU .
- Education: BBA, Pace University .
- Industry experience: 25+ years across reinsurance and specialty insurance; prior CEO of a major reinsurer; deep risk oversight acumen .
- Board leadership: Lead Independent Director; risk oversight chair; investment committee experience .
Equity Ownership
| Category | Shares | Notes |
|---|---|---|
| Direct ownership | 4,124 | Beneficially owned by Kuczinski |
| Joint ownership (with spouse) | 277 | Jointly held |
| Unvested RSUs (director grant) | 2,779 | Vesting May 9, 2025 |
| Total beneficial ownership | 7,180 | Sum of direct, joint, RSUs |
| Shares outstanding (Record Date) | 40,330,643 | As of March 10, 2025 |
| Ownership % of outstanding | ~0.0178% | 7,180 ÷ 40,330,643 (derived from cited figures) |
- Director stock ownership guideline: Required to hold SKWD stock equal to 5x the annual Board cash retainer ($375,000) within five years of joining; all directors were compliant or on track as of March 10, 2025; hedging, pledging, short sales, and margin accounts are prohibited .
Insider Trades
| Date | Filing | Subject | Notes |
|---|---|---|---|
| Jan 15, 2025 | Form 5 | Correction | Adjusted prior Form 4 to correct 25 shares inaccurately reported as indirect holdings of Kuczinski |
Governance Assessment
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Board effectiveness: Strong independent leadership with Kuczinski as Lead Independent Director; robust risk oversight through chairing the Risk Committee; active participation across key committees (Risk, Investment, Nominating) and regular executive sessions .
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Independence & alignment: Independent status, director equity grants with one-year vest, and a stringent 5x retainer ownership guideline support alignment with shareholders; prohibitions on hedging/pledging further reinforce alignment .
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Compensation structure: Balanced mix of fixed cash and time-based equity; no meeting fees; capped annual director compensation under plan; deferral options add flexibility without reducing vesting discipline .
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Attendance & engagement: Board and committees met frequently in 2024, with all directors meeting attendance expectations and attending the Annual Meeting .
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RED FLAGS / Watchpoints:
- Industry interlocks: Concurrent board roles at HGTY and RYAN in insurance-adjacent sectors warrant monitoring for potential competitive or transactional conflicts, though none are disclosed to date .
- Section 16(a) correction: Minor Form 4 reporting error corrected via Form 5; low materiality but indicates the need for continued filing diligence .
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Overall signal: His risk and investment oversight experience, independent leadership role, and compliance with ownership/insider policies support investor confidence; monitor interlocks and filing accuracy as part of ongoing governance risk surveillance .