Christopher Drahozal
About Christopher R. Drahozal
Christopher R. Drahozal, age 63, has served as an independent director of United Fire Group, Inc. since 1997. He is the John M. Rounds Professor of Law at the University of Kansas School of Law (since 1994) and an internationally known scholar focused on the law and economics of dispute resolution, particularly arbitration; he previously served as a special advisor to the Consumer Financial Protection Bureau (2012–2016). He has held prior legal roles including private practice and clerkships with the Iran-U.S. Claims Tribunal, the U.S. Court of Appeals for the Fifth Circuit, and the U.S. Supreme Court.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University of Kansas School of Law | John M. Rounds Professor of Law | 1994–present | Leading academic in arbitration and dispute resolution |
| CFPB | Special Advisor (Arbitration in consumer financial services) | 2012–2016 | Policy advisory on arbitration clauses |
| University of Iowa College of Law | Mason Ladd Distinguished Visiting Professor | Fall 2015, Fall 2018 | Visiting academic appointment |
| Iran-U.S. Claims Tribunal | Law Clerk | Pre-1994 | International claims adjudication experience |
| U.S. Court of Appeals for the Fifth Circuit | Law Clerk | Pre-1994 | Federal appellate clerkship |
| U.S. Supreme Court | Law Clerk | Pre-1994 | Supreme Court clerkship |
| Private practice (Washington, D.C.) | Attorney | Pre-1994 | Litigation/arbitration practice |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The McIntyre Foundation | Director | Not disclosed | Serves as director; foundation holds UFCS shares included in his beneficial ownership |
Board Governance
- Independence: UFCS board determined 10 of 11 directors are independent; Mr. Drahozal is independent under Nasdaq rules.
- Board leadership: Independent Chairperson; separate CEO and Chair roles endorsed.
- Attendance: Board met four times in 2024; all directors attended ≥75% of board and committee meetings and attended the 2024 annual meeting.
- Executive sessions: Independent directors held four executive sessions in 2024.
- Risk oversight: Serves on Risk Management Committee; board and risk committees oversee ERM and cybersecurity with quarterly updates.
| Committee | Role | Notes |
|---|---|---|
| Audit Committee | Member | Signed 2025 Audit Committee Report; not designated audit committee financial expert (experts are Carlton, Noyce, Clancy) |
| Executive Committee | Member | Meets between board meetings; engages on strategic initiatives |
| Risk Management Committee | Member | Oversees enterprise risk, ESG-related emerging risks, cybersecurity |
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 98,000 | Reported 2024 director cash fees |
| Applicable fee schedule (reference) | — | Base annual retainer $80,000; committee chair/member retainers per schedule |
Performance Compensation
| Equity Award (2024) | Grant Date | Shares (#) | Grant Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| RSUs (Non-Employee Director Plan) | May 2024 | 3,219 | 73,837 | Vest one year after grant (scheduled May 15, 2025) |
- No performance-vested director equity; annual director RSUs are time-based under the Non-Employee Director Plan.
Other Directorships & Interlocks
| Item | Details |
|---|---|
| Familial relationship | Mr. Drahozal is a first cousin by marriage to director Scott L. Carlton (also independent) |
| Public company boards | None disclosed for Mr. Drahozal |
| Non-profit/academic boards | The McIntyre Foundation (director) |
Expertise & Qualifications
- Academic and regulatory expertise (academia & education; regulatory & government; corporate governance).
- Internationally known arbitration scholar; deep dispute resolution and legal-economic background.
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Total beneficial ownership (shares) | 800,120 | Includes direct, trusts, and foundation holdings |
| Ownership as % of shares outstanding | 3.15% | As of record date March 24, 2025 |
| Breakdown | 8,262 (individual); 40,011 (revocable trust FBO Mr. Drahozal); 243,086 (revocable trust FBO spouse); 441,863 (The McIntyre Foundation); 66,898 (J. Scott McIntyre Trust FBO Kaye Drahozal Family, co-trustees Mr./Mrs. Drahozal) | Footnote (3) detail |
| Shares pledged | None | Company notes none of disclosed shares are pledged |
| Director stock ownership guidelines | 100 shares on joining; 5,000 shares within five years; all directors comply | Alignment requirement; compliance affirmed |
| Anti-hedging/anti-pledging policy | Prohibits hedging and pledging by directors | Revised Aug 18, 2023 |
Governance Assessment
- Positives:
- Independent status with multi-committee service (Audit, Executive, Risk) enhances oversight breadth.
- Strong meeting engagement and regular executive sessions; independent chair structure supports board effectiveness.
- Robust governance policies: clawback, anti-hedging/pledging, updated bylaws for universal proxy, ESG oversight embedded across committees.
- Director equity and ownership guidelines strengthen alignment; no pledging.
- Potential red flags / monitoring items:
- Familial relationship with another director (Carlton) could raise perceived independence concerns, though both are deemed independent under Nasdaq rules.
- Significant beneficial ownership tied to The McIntyre Foundation and family trust networks; monitor related-party transactions (none disclosed for 2024).
- Concentrated shareholder influence: Dee Ann McIntyre holds 11.8%—monitor governance dynamics and board responsiveness to minority holders.
Shareholder sentiment: Say-on-pay support ~97% in 2024; historically ~98% average over five years—signals broad investor confidence in compensation governance.