Michael Morrissey
About Michael Morrissey
Michael Morrissey (age 77) is an independent Class II director of Skyward Specialty Insurance Group (SKWD) and Chair of the Board’s Investment Committee; he also serves on the Audit and Risk Committees and is designated an “audit committee financial expert.” He joined the Board in December 2023 and brings four decades of insurance and investment leadership, including service as Chairman of Protective Life Corporation and as former President & CEO of the International Insurance Society; he holds a BA from Boston College and an MBA from Dartmouth. Attendance in 2024 met the Company’s expectation that all directors attend at least 75% of scheduled Board and committee meetings, and all current directors attended the 2024 annual meeting.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| International Insurance Society, Inc. | Special Advisor; executive committee member | Since Dec 2020 | Global insurance research and industry engagement |
| International Insurance Society, Inc. | President & CEO | May 2009 – Dec 2020 | Led global industry organization |
| Selective Insurance Group (NASDAQ: SIGI) | Director | Apr 2008 – Apr 2023 | Public P&C insurer board service |
| Firemark Investments Inc. | Chairman & CEO | May 1983 – May 2009 | Investment firm focused on global insurance industry |
| Manhattan Life Insurance Co. | President | Not disclosed | Senior operating leadership (prior to Firemark) |
| Crum & Forster | Senior Vice President | Not disclosed | Senior operating leadership (prior to Firemark) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Protective Life Corporation (Fortune 500) | Chairman of the Board | Since Jan 2021 | Life insurer; governance leadership |
| Legeis Capital, LLC | Director | Since Jan 2020 | Investment advisory firm specializing in insurance |
Board Governance
| Item | Detail |
|---|---|
| Independence | Independent under Nasdaq rules; all committees composed solely of independent directors |
| Committees | Audit (member), Risk (member), Investment (Chair) |
| Audit Committee Financial Expert | Yes (Board-designated) |
| Lead Independent Director | Not applicable (Lead Independent Director is Anthony J. Kuczinski) |
| Board meeting cadence | 8 Board meetings in FY2024; all directors ≥75% attendance |
| Committee activity | Audit: 11 meetings; Risk: 4 meetings; Investment: 5 meetings (FY2024) |
| Executive sessions | Regular executive sessions of independent directors; presided over by Lead Independent Director |
| Annual meeting attendance | All current directors attended 2024 annual meeting |
Fixed Compensation (Non-Employee Director, 2024)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $75,000 | Paid quarterly; no meeting fees |
| Committee chair fees (2024) | $0 | No 2024 stipend for Investment/Risk chairs (added starting 2025) |
| RSU grant (target value) | $100,000 | Granted May 9, 2024; one-year vesting; grant sized by 10-day avg close |
| RSU grant (ASC 718 grant-date FV) | $102,628 | As reported in Director Compensation Table |
| Total 2024 reported comp | $177,628 | $75,000 cash + $102,628 stock |
2025 program change: Board approved adding stipends for Risk and Investment Committee Chairs beginning in 2025 (amounts not disclosed).
Performance Compensation (Directors)
| Element | Structure |
|---|---|
| Performance-based equity | None for directors; RSUs vest on time basis (one year) |
Other Directorships & Interlocks
| Type | Company | Role | Tenure |
|---|---|---|---|
| Current public company boards | None disclosed | — | — |
| Prior public company boards | Selective Insurance Group (NASDAQ: SIGI) | Director | Apr 2008 – Apr 2023 |
| Private/other | Protective Life Corporation | Chairman | Since Jan 2021 |
| Private/other | Legeis Capital, LLC | Director | Since Jan 2020 |
| Industry body | International Insurance Society | Special Advisor; executive committee | Since Dec 2020 |
Expertise & Qualifications
- Deep insurance and investment experience (former President & CEO, International Insurance Society; Chairman & CEO, Firemark Investments).
- Governance and financial oversight credentials; designated Audit Committee Financial Expert.
- Current chairmanship of Investment Committee aligns with investment market experience.
- Education: BA (Boston College); MBA (Dartmouth).
Equity Ownership
| Measure | Detail |
|---|---|
| Beneficial ownership (as of Mar 10, 2025 record date) | 3,519 shares (<1%) |
| Directly owned | 740 shares |
| Unvested RSUs | 2,779 RSUs scheduled to fully vest May 9, 2025 |
| Shares outstanding (for context) | 40,330,643 shares (record date) |
| Hedging/pledging | Prohibited by policy (no pledging, hedging, margin accounts) |
| Director stock ownership guideline | 5× annual cash retainer; directors are compliant or in process |
Governance Assessment
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Strengths
- Independent director with audit committee financial expert designation; sits on Audit and Risk and chairs Investment—strong alignment with oversight of financial reporting, risk, and capital deployment.
- Robust engagement: Board and committees met frequently in 2024; directors met attendance expectations; all attended 2024 annual meeting.
- Director pay mix emphasizes equity via annual RSUs and aligns with shareholder interests; anti-hedging/pledging policy and ownership guideline (5× retainer) reinforce alignment.
- No related-person transactions disclosed involving Morrissey; committee composition entirely independent.
-
Watch items
- As Investment Committee Chair and a director at Legeis Capital (investment advisory firm), continued monitoring for potential perceived conflicts is prudent if SKWD considers any engagements with external managers; the Investment Committee approves selection of external investment managers based on management’s recommendations. No such related-party transaction is disclosed.
- Age (77) and multiple external commitments (e.g., Chairman at Protective Life) underscore the importance of ongoing board refreshment and succession planning, though Board independence and refreshment are current strengths.
Section 16 compliance note: The Company disclosed one corrected filing for another director; no delinquencies were disclosed for Morrissey.