Gregory Hendrick
Director at VRSK
Board
About Gregory Hendrick
Independent director of Verisk since 2024; age 59. CEO of Vantage Group (Bermuda specialty insurance/reinsurance) since October 2020; previously CEO of AXA XL (2018–2020) with 35+ years of insurance/reinsurance leadership. Current committee assignment: Talent Management and Compensation; Board has determined he is independent under Nasdaq rules. Attendance threshold met (at least 75% of Board/committee meetings in 2024).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Vantage Group | Chief Executive Officer | Oct 2020–present | Leads specialty insurance, reinsurance, ILS products; deep underwriting experience |
| AXA XL (AXA) | Chief Executive Officer, P&C & Specialty | 2018–2020 | Led global specialty risk division |
| XL Group companies | Various senior roles (Chief Executive of Reinsurance; Chief Executive of Insurance; EVP Strategic Growth; President & Chief Underwriting Officer, XL Re Ltd; VP US Property Underwriting, XL Mid Ocean Re) | 25 years | Reinsurance/insurance leadership; underwriting |
| AIG | Early career | Not dated | Underwriting; insurance foundations |
| Winterthur Re | Vice President, reinsurance underwriting | Not dated | Reinsurance underwriting leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Vantage Group Holdings | Director (and CEO at Vantage Group) | Current | Listed under “Current Other Public Company Directorships” |
Board Governance
- Independence: Board determined Hendrick is independent (Nasdaq) .
- Committee assignments: Talent Management and Compensation Committee (member) .
- Chair roles: None disclosed for Hendrick .
- Attendance: All directors attended at least 75% of Board and committee meetings in 2024; Board met 4 times .
- Committee activity levels (2024): Audit 7; Talent Management & Compensation 6; Finance & Investment 4; Governance, Corporate Sustainability & Nominating 5; Risk 4 .
Fixed Compensation
| Component | 2024 Amount | Vesting/Terms |
|---|---|---|
| Cash retainer (pro-rated) | $31,500 | Quarterly in arrears; directors may elect cash/deferred cash/stock/deferred stock |
| Equity awards (stock) | $257,250 | Annual non-employee director equity value target $210,000; directors elect DSUs (settle at separation) or RSUs (vest at earlier of next annual meeting or 1-year anniversary); pro-ration applies for mid-year appointments |
| Total | $288,750 | Director compensation cap: cash + equity ≤ $750,000 per calendar year per 2021 Equity Incentive Plan |
- Standard program terms (2024): Base Board retainer $105,000; Audit/Talent Chair add’l $20,000; other committee chairs add’l $15,000; Independent Board Chair add’l $150,000 .
Performance Compensation
- Director pay at Verisk is not tied to performance metrics (equity is time-based RSUs or DSUs) .
- Committee oversight of executive performance metrics (relevant given Hendrick’s TMC membership):
Metric 2024 Program Use Notes Revenue Primary criterion for short-term incentive (STI) funding Selected to align management with shareholders; balanced risk/reward Adjusted EBITDA Primary criterion for STI funding Assessed by independent consultant FW Cook for risk; program deemed non-risky Relative TSR Incorporated in PSU program (long-term incentives) Balances absolute/relative performance; affects outcomes ROIC Incorporated in PSU program (long-term incentives) Aligns with balance sheet and cost of capital Clawback Nasdaq-compliant recoupment for restatements; discretionary for misconduct Committee reviewed policies
Other Directorships & Interlocks
| Company | Relationship | Amount/Date | Potential Conflict/Notes |
|---|---|---|---|
| Vantage Group | Verisk customer; Hendrick is CEO/director | Verisk received $2,314,032 in 2024 fees for extreme event/catastrophe risk modeling | Related-person transaction; overseen by Governance, Corporate Sustainability & Nominating Committee per policy; interested directors recuse from votes |
Expertise & Qualifications
- 35+ years insurance/reinsurance leadership; deep underwriting domain expertise across XL Group, AXA XL, Vantage .
- Board cited understanding of market dynamics and trends in re/insurance/underwriting; hands-on leadership in complex insurance businesses .
Equity Ownership
| Metric (as of Feb 21, 2025) | Amount |
|---|---|
| Beneficially owned shares | 1,134 |
| Percent of class | * (less than 1%) |
| Breakdown | 959 DSUs; 175 deferred stock awards |
| Options (exercisable within 60 days) | 0 |
- Director stock ownership guideline: minimum 6× annual base retainer; newly elected directors must comply by the 6th anniversary .
- Compliance status: Hendrick elected April 1, 2024; has until sixth anniversary to meet guideline; not yet reached anniversary date .
Governance Assessment
- Positives: Independent status; relevant domain expertise in insurance underwriting; service on Talent Management & Compensation Committee overseeing robust performance-linked executive programs; Board has active governance refresh and formed a Risk Committee; clawback policy in place .
- Watch items / RED FLAGS:
- Related-party exposure: Vantage Group paid Verisk $2.314M in 2024; Hendrick is CEO/director at Vantage. While covered by a formal related-person policy requiring disclosure, Committee oversight, and director recusal, this is a material interlock that warrants monitoring for pricing/terms and Committee deliberations (ensure recusal documented) .
- Ownership alignment timing: Hendrick is early in tenure and not yet required to meet the 6× retainer guideline; track progress toward guideline within the six-year window .
- Neutral/structural: Director equity is time-based RSUs or DSUs (no performance conditions) consistent with market practice; options eliminated from director program in May 2023, reducing risk-taking incentives in director pay design .