Jon W. Springer
UNIVERSAL INSURANCE HOLDINGSAbout Jon W. Springer
Independent director at Universal Insurance Holdings (UVE) since 2013; age 55 in the 2025 proxy. Former President and Chief Risk Officer (2016–2021), previously EVP & COO (from 2013), EVP at subsidiaries Evolution Risk Advisors (2006–2008) and Blue Atlantic Re (2008–2013); earlier EVP at Willis Re managing P&C operations in Minneapolis—bringing deep property/casualty and reinsurance expertise to the Board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Universal Insurance Holdings, Inc. | President & Chief Risk Officer | 2016–2021 | Enterprise risk leadership and reinsurance oversight |
| Universal Insurance Holdings, Inc. | EVP & Chief Operating Officer | Since 2013 (prior to CRO) | Operations leadership |
| Evolution Risk Advisors, Inc. (UVE subsidiary) | Executive Vice President | 2006–2008 | Risk advisory leadership |
| Blue Atlantic Reinsurance Corporation (UVE subsidiary) | Executive Vice President | 2008–2013 | Reinsurance structuring |
| Willis Re, Inc. | Executive Vice President | Before 2006 | Led P&C operations in Minneapolis |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Willis Re, Inc. | EVP | Before 2006 | P&C operations leadership; no other public company directorships disclosed in proxy |
Board Governance
- Independence: Classified as independent; currently serves as Investment Committee Chair and Risk Committee member .
- Attendance: Board held 4 meetings in 2024; all directors attended at least 75% of Board and committee meetings; all directors present at the 2024 Annual Meeting .
- Executive sessions: Lead Independent Director chairs regularly scheduled executive sessions without management present .
| Committee | Role (2025) | Independence |
|---|---|---|
| Investment | Chair | Independent |
| Risk | Member | Independent |
| Audit | — | — |
| Compensation | — | — |
| Nominating & Governance | — | — |
Fixed Compensation
Structure: Annual cash retainer $85,000 for independent directors; committee chair fees—Investment, Compensation, N&G, Risk: $15,000; Audit Chair and Lead Independent Director: $20,000 .
| Metric | 2023 | 2024 |
|---|---|---|
| Cash Fees ($) | $100,000 | $100,000 |
| Chair Role | Investment Committee Chair | Investment Committee Chair |
| Chair Fee Policy ($) | $15,000 (Investment Chair) | $15,000 (Investment Chair) |
| Other Cash/Benefits ($) | $38,104 (health insurance premiums as former employee) | $41,270 (health insurance premiums as former employee) |
Performance Compensation
Policy: Annual equity grant to continuing non-employee directors each year at the annual meeting—restricted stock or RSUs with grant-date fair market value of $65,000; time-based vesting (100% after one year). Directors may not hedge, short, trade on margin, or pledge Company shares .
| Award Detail | 2023 | 2024 |
|---|---|---|
| Stock Awards ($) | $65,001 | $65,002 |
| Shares Granted | 4,005 unvested restricted shares at 12/31/2023 | 3,491 restricted shares granted; unvested at 12/31/2024 |
| Vesting | 100% one year post-grant | 100% one year post-grant |
| Performance Metrics | None (time-based) | None (time-based) |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlocks/Conflicts |
|---|---|---|---|
| None disclosed | — | — | No other public company board service disclosed in proxy |
Expertise & Qualifications
- Property & casualty insurance, reinsurance arrangements, risk management, and operational leadership .
- Board-level risk oversight as Risk Committee member and capital allocation oversight as Investment Committee Chair .
Equity Ownership
Ownership guidelines: Non-employee directors expected to own ≥3x annual cash retainer within five years; no hedging/shorting, options trading, margin trading, or pledging allowed .
| Metric | As of Apr 15, 2024 | As of Apr 14, 2025 |
|---|---|---|
| Beneficial Ownership (shares) | 527,677 | 358,228 |
| Percent of Class | 1.8% | 1.3% |
| Unvested Restricted Stock | 4,005 shares | 3,491 shares |
| Pledged/Hedged | Prohibited by policy | Prohibited by policy |
Governance Assessment
- Strengths: Independent director with deep reinsurance and risk credentials; Investment Committee chair and Risk Committee member roles align with UVE’s risk-intensive business model. Board practices include stock ownership guidelines, prohibition on pledging/hedging, and annual Board/committee self-evaluations, supporting investor alignment and governance quality . High say-on-pay support (95% in 2024) indicates broad shareholder confidence in compensation governance .
- Potential Flags: Continued Company-paid health insurance premiums as “All Other Compensation” due to former employee status ($41,270 in 2024) create a minor entanglement relative to pure independence, though the proxy explicitly classifies him as independent and committee composition respects independence requirements . No specific disclosure of director-level performance-conditioned equity (awards are time-based), reducing performance linkage at the Board level .
- Related Parties: No Springer-specific related-party transactions disclosed; RPT section highlights family employment for other directors/executives but not Springer .
- Attendance/Engagement: Board met quarterly in 2024; all directors met at least the 75% participation threshold and attended the 2024 Annual Meeting, supporting engagement .
Overall, Springer’s reinsurance and risk background is directly relevant to UVE’s business, with committee leadership in Investment and membership in Risk reinforcing Board effectiveness. The independence designation and strong governance practices are positives; the former-employee health benefit is a modest optics issue to monitor .