Bronek Masojada
About Bronek Masojada
Independent Director and Chair of the Board at SiriusPoint; age 63; appointed to the Board effective May 2, 2023, and serving as Chair since March 2023 . Former Hiscox Group CEO (2000–2021) and Managing Director (from 1993); started career at McKinsey; Deputy Chairman of Lloyd’s (2001–2007); ABI board member (2012–2021); Chair of Placing Platform Limited (2018–2023) . Education: BSc Civil Engineering, University of KwaZulu-Natal; MPhil in Management Studies, University of Oxford; Rhodes Scholar . Determined to be independent under NYSE and SEC rules (2025 review) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hiscox Group | Chief Executive | 2000–2021 | Led global specialist insurer; over 30 years insurance leadership |
| Hiscox Group | Managing Director | from 1993 | Senior executive leadership |
| McKinsey & Company | Consultant | Not disclosed | Strategy and operations foundation |
| Lloyd’s of London | Deputy Chairman | 2001–2007 | Market governance leadership |
| Association of British Insurers | Board Member | 2012–2021 | Industry policy and advocacy |
| Placing Platform Limited | Chair | 2018–2023 | Drove digitization of London Insurance Market |
External Roles
| Organization | Type | Role | Tenure |
|---|---|---|---|
| Brown & Brown | Public company (insurance broker) | Board Member | Current (not dated) |
| East End Community Foundation | Charity | Chair | Current (not dated) |
| Saltus (private IFA/wealth manager) | Private company | Chair | Current (not dated) |
Board Governance
- Board leadership: Non-executive Chair; CEO and Chair roles separated; Board believes this structure provides checks and balances and open dialogue .
- Independence: Board affirmatively determined Masojada is independent (Feb 2025) .
- Committee service: Member, Investment Committee; Member, Risk & Capital Management Committee; Member, Governance & Nominating Committee .
- Attendance: All directors attended 100% of Board and committee meetings in 2024 .
- Executive sessions: Non-management directors met in four executive sessions at regularly scheduled meetings/calls in 2024 .
- Skills coverage: Board matrix shows Masojada spans corporate governance, financial literacy, (re)insurance industry, risk management, investment industry, international business, regulatory/government, digital strategy, sales/marketing, growth strategy, HR/comp/talent, ESG/climate risks, shareholder engagement .
- Overboarding control: Directors must obtain approval before joining other public boards to ensure capacity; policy aims to prevent overboarding .
- Sustainability oversight: Governance & Nominating Committee oversees sustainability and receives regular updates .
Committee Activity Snapshot (2024)
| Committee | Masojada Status | Formal Meetings | Informational Sessions | Actions by Written Resolution |
|---|---|---|---|---|
| Investment | Member | 4 | 0 | 2 |
| Risk & Capital Management | Member | 4 | 0 | 0 |
| Governance & Nominating | Member | 4 | 2 | 4 |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Annual cash retainer ($) | Included in cash total; policy $137,500 | $137,500 |
| Chair of Board supplemental fee ($) | Pro-rated; amount not separately disclosed | $100,000 |
| Special committee fee ($) | $60,000 (one-time in 2023) | — |
| Total cash fees ($) | $149,572 | $237,500 |
Notes: 2023 cash includes base retainer, special committee fee, and pro-rated Chair supplement following his appointment as non-executive Chair effective June 1, 2023 . 2024 reflects standard retainer plus Chair supplement .
Performance Compensation
Directors receive annual restricted share grants; awards are time-based and vest at the next AGM; no performance metrics (e.g., COR, TSR) apply to director equity grants .
| Year | Grant Date | Instrument | Grant Value ($) | Vesting Schedule |
|---|---|---|---|---|
| 2023 | May 8, 2023 | Initial restricted shares | $250,000 | Vest in three equal installments on the first three anniversaries of Board service start (no specific dates disclosed) |
| 2023 | June 15, 2023 | Annual restricted shares | $137,500 | Vest June 1, 2024, subject to continued service |
| 2024 | May 21, 2024 | Annual restricted shares | $137,500 | Vest May 31, 2025, subject to continued service |
Year-over-year mix: 2023 total equity value $387,500 (initial $250k + annual $137.5k) vs. 2024 annual $137,500 as initial grants were eliminated in Oct 2023 .
Other Directorships & Interlocks
| Company | Industry Link to SPNT | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Brown & Brown | Insurance broker; SPNT is (re)insurer | Director | Potential business dealings are possible sector-wide, but no related-party transactions with Masojada disclosed; Board independence affirmed . |
| Saltus | Wealth manager | Chair | No SPNT transactions disclosed . |
| East End Community Foundation | Non-profit | Chair | No SPNT transactions disclosed . |
Policy safeguards: Related person transaction policy and committee charters available; 2024 Compensation Committee reported no interlocks or insider participation and no Item 404 relationships for members; Mercer retained as independent consultant with no conflicts identified .
Expertise & Qualifications
- Governance and risk: Corporate governance, risk management, (re)insurance sector depth; investment industry and regulatory/Gov’t exposure .
- Digital/strategy: Led digitization via Placing Platform Limited; growth strategy; digital strategy/IT solutions .
- Finance: Financial literacy/accounting; international/global business .
- Human capital/ESG: HR/executive compensation/talent; ESG/climate risk oversight; shareholder engagement .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership (common shares) | 61,339 |
| Ownership % of common shares | 0.05% |
| Unvested restricted shares (as of 12/31/2024) | 28,469 |
| RSAs/RSUs vesting within 60 days after 3/14/2025 | 8,971 |
Alignment policies:
- Director share ownership guideline: 3x annual cash retainer within five years; Board states all independent directors have achieved or are on track .
- Hedging/pledging: Prohibited for directors and officers; no margin accounts or pledges allowed .
Governance Assessment
-
Strengths
- Independent non-executive Chair; clear separation from CEO role enhances oversight .
- Broad sector expertise and digital market modernization credentials; deep (re)insurance and risk governance experience .
- Full attendance and active committee participation; Board and committees met frequently, with documented formal and informational sessions; 100% director attendance in 2024 .
- Equity ownership and strict anti-hedging/pledging policies support alignment; director ownership guideline in place .
-
Potential watch items
- External public-company directorship at Brown & Brown (insurance broker): while not a related-party transaction, monitor for any commercial interactions with SPNT to avoid perceived conflicts; Board requires approvals for additional public boards to manage time and conflict risks .
- Broader Company related-party dynamics (Third Point/Loeb) are monitored via standstill and investment agreements but do not implicate Masojada directly; continued vigilance warranted at the Board level .
-
Signals for investors
- Shift from initial onboarding equity in 2023 to standard annual director equity in 2024 reduces front-loaded equity risk while preserving time-based alignment; cash supplement reflects Board Chair responsibilities .
- Robust committee structure and clear charters (Risk & Capital Management oversight includes cybersecurity; Governance oversees sustainability) indicate board effectiveness and risk-aware governance .
RED FLAGS: None disclosed specific to Masojada. Company policies prohibit hedging/pledging; no delinquent Section 16 filings in 2024; Compensation Committee reported no interlocks/insider participation and no consultant conflicts .