Emily A. Kain
STEWART INFORMATION SERVICESAbout Emily A. Kain
Emily A. Kain, 42, is Stewart Information Services’ Chief Human Resources Officer (CHRO) since 2020, responsible for the people strategy and leading marketing, corporate communications, and community relations; she joined Stewart in 2014 and previously worked in public accounting and HR roles across professional services and oil and gas industries . She holds a B.S. in Accounting from Louisiana State University and an M.S. in Accounting from the University of New Orleans, and completed Rice University’s Executive Education Emerging Leaders Program in 2011 . For context on corporate performance alignment, Stewart’s 2024 STIP results were Adjusted Pre-Tax Margin of 4.41% (vs. 3.75–4.25% target range) and Adjusted Net Revenue of $1,612.7M (vs. $1,500M target), driving a 116.5% payout multiple for NEOs . Stewart’s long-term incentive program for executives emphasizes time-based RSUs vesting over three years and performance-based RSUs gated on Adjusted Pre-Tax Margin achievement, with no stock options granted since 2021 and all legacy options fully vested .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Stewart Information Services Corporation | Chief Human Resources Officer | 2020–present | Leads talent, organizational design, succession, performance management, inclusion and belonging; also leads marketing, corporate communications, and community relations |
| Stewart Information Services Corporation | Manager, Employee Onboarding | 2014–2020 | Re-engineered hiring/onboarding, employee experience, referral program; developed and launched global recognition program |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Various (not disclosed) | Public accounting and HR roles in professional services and oil & gas | Pre-2014 | Domestic/international roles of increasing scope; experience applied to advancing Stewart’s HR function and strategy |
Fixed Compensation
- Detailed base salary, target bonus, and actual bonus for Ms. Kain are not disclosed (she is not listed among NEOs in the proxy tables) .
- Company-wide design for NEOs (context): base salaries moderately adjusted in 2024; STIP targets set by responsibility and benchmark data .
Performance Compensation
Corporate STIP Design (NEO context; informs broader executive alignment)
| Metric | Weighting (Eppinger/Hisey/Giddens) | Weighting (Lessack/Rable) | Payout Curve | Notes |
|---|---|---|---|---|
| Adjusted Pre-Tax Margin | 60% | 40% | 50% at threshold; 200% at maximum | Strong correlation with stock returns; emphasizes operating performance |
| Adjusted Net Revenue | 20% | 10% | 50% at threshold; 200% at maximum | Revenue driver alignment |
| Individual Qualitative | 20% | 50% | Capped at higher of financial metric achievement or target | Strategic initiatives weighting for segment leads |
2024 STIP Performance Results (Corporate; applies to NEO payouts)
| Metric | Performance Range (Min–Target–Max) | Actual | Payout % of Target |
|---|---|---|---|
| Corporate Adjusted Pre-Tax Margin | 1.75% – 3.75–4.25% – 7.25% | 4.41% | 105.3% |
| Corporate Adjusted Net Revenue | $1,300M – $1,500M – $1,725M | $1,612.7M | 150.1% |
| Weighted Achievement (Financial metrics) | — | — | 116.5%; 93.2% when weighted at 80% |
| Example NEO payout multiple (CEO) | — | — | 116.5% (paid $1,745,818 on $1,493,828 target) |
Long-Term Incentives (executive program design)
| Incentive Type | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Performance RSUs (2024 grant) | Adjusted Pre-Tax Margin (gate: 3 of 7 quarters from Q2’24–Q4’25) | 50% of LTI value | 4.5% Adjusted Pre-Tax Margin | In-progress (not fully reported) | 100% of target if gate met; otherwise forfeited | Time-based vesting on 3rd anniversary of grant |
| Time-based RSUs | n/a | 50% of LTI value (2024 mix) | n/a | n/a | Value realized depends on share price at vest | Vest ratably over three years |
| Stock Options | n/a | n/a | n/a | All outstanding options fully vested; no grants since 2021 | n/a | n/a |
Equity Ownership & Alignment
| Policy/Item | Detail |
|---|---|
| Executive stock ownership guidelines | CEO 5x salary; other executive officers/NEOs 2x; 5-year compliance window |
| Compliance status (as of 12/31/2024) | Eppinger, Hisey, Lessack, Rable, Giddens achieved guideline levels; Ms. Kain not specifically disclosed |
| Hedging/pledging | Hedging, short sales, margin accounts, pledging, and derivatives prohibited under Securities Trading and Investment Policy |
| Share-based awards scale (company-level) | 9M 2025 grants: 223,000 RSUs; $15.9M grant-date fair value; avg grant price $71.16 |
| Withholding-related repurchases (selling pressure) | 9M 2025: ~51,000 shares repurchased for tax withholding on vesting; ~$3.6M aggregate |
Employment Terms
| Topic | Terms/Status |
|---|---|
| Non-compete / Non-solicit | NEOs sign confidentiality plus 12-month non-compete & non-solicit; Kain’s specific agreement not disclosed |
| Change-of-control | Double-trigger vesting for cash severance and equity for executives; no excise tax gross-ups |
| Clawback | NYSE-compliant clawback effective Oct 2, 2023; recovery of erroneously awarded incentive-based comp on restatements (no-fault) |
| Equity grant timing | Awards approved on/before grant date; first-quarter cycle; no grants when MNPI exists; 2024 awards were RSUs only |
| Transactional option treatment (deal-specific) | In a recent 8-K merger agreement, vested in-the-money options would be cash-settled; unvested or out-of-the-money options canceled without consideration |
Compensation Committee, Say-on-Pay, and Governance Context
- Compensation Committee retains independent consultants and oversees advisor independence; Company funds consultant fees .
- Say-on-Pay support was 98.5% in 2023, signaling shareholder alignment with compensation structure .
- Executive compensation practices include double-trigger CIC, clawback policy, no excise tax gross-ups, no option repricing, equity ownership guidelines, and heavy emphasis on variable pay .
Performance & Track Record Highlights
- Re-engineered onboarding, employee experience, and referral program; launched global recognition program .
- Leads talent management, organizational design, succession planning, performance management, inclusion and belonging, and HR operations transformation .
- Serves on DE&I Council and Sustainability Executive Leadership Council (2024 proxy) .
Investment Implications
- Alignment: Executive program emphasizes profitability (Adjusted Pre-Tax Margin) and revenue metrics in STIP, with performance-gated PSUs and 3-year RSU vesting; anti-hedging/pledging and clawback strengthen alignment and governance .
- Retention: Multi-year RSU vesting and performance gates create retention hooks; company-level withholding-related repurchases indicate predictable calendar vest events that can add technical supply around vest dates .
- Disclosure gaps: Ms. Kain’s specific cash/equity amounts, ownership totals, and contract terms are not disclosed, limiting precision on pay-for-performance calibration and individual CIC economics; investors should monitor future proxies and any Item 5.02 filings for updates .
- Risk: No pledging permitted, no CIC tax gross-ups, and NYSE clawback mitigate governance risk; program design avoids option repricing and has strong say-on-pay support, reducing headline risk around compensation .