Daniel L. Mosley

About Daniel L. Mosley

Independent director since 2023 (age 68) with a legal and financial background; currently Partner and Head of Family Advisory Services at BDT & MSD Partners and formerly a Partner at Cravath, Swaine & Moore LLP. His WRB board term expires in 2026, and he is designated independent; core credentials include substantial legal and financial expertise and nonprofit board leadership.

Past Roles

Organization	Role	Tenure	Committees/Impact
BDT & MSD Partners	Partner and Head of Family Advisory Services	Since Jan 2023	Advises families; brings financial/legal insights to WRB board
BDT & Company	Partner	2018–2022	Family advisory; financial expertise
Cravath, Swaine & Moore LLP	Partner	1987–June 2018	Deep legal expertise

External Roles

Organization	Role	Tenure	Notes
Pinkerton Foundation	Chairman of the Board	Not disclosed (current)	Nonprofit governance
Greenwich Hospital	Former Chairman of the Board	Not disclosed	Healthcare governance
Paley Center; Madison Square Boys & Girls Club; William S. Paley Foundation; Edward John Noble Foundation; Thomas J. Watson Foundation; William E. Simon Foundation	Board member	Not disclosed	Multiple nonprofit boards

Board Governance

Committee assignments: Compensation Committee member; Nominating & Corporate Governance Committee member; not a chair.
Independence: Board currently 10 directors, 8 independent; Mosley is independent.
Attendance: Board held 4 meetings in 2024; all directors attended 100% of board meetings; most (8) attended 100% of committee meetings (one at 92%, one at 88%).
Lead independent director/executive sessions: Independent director executive sessions are held regularly, at least annually; presiding director rotates among committee chairs and certain non-management members, effectively creating co-lead independent director responsibilities.
Compensation governance: Compensation Committee (Farrell—Chair, Blaylock, Mosley) met 5 times in 2024; retained Meridian as independent consultant; committee independence affirmed (no conflicts).
Say-on-pay support: 2024 say-on-pay approved with 96.1% of votes cast, reflecting positive investor feedback.

Fixed Compensation

Component	2024 Value	Details
Annual Stipend (cash)	$96,000	Paid quarterly ($24,000)
Committee Member Stipend	$5,500	Applies to Audit and Compensation Committee members; Mosley on Compensation
Committee Chair Fee	$0	$38,500 applies to Audit/Comp chairs; Mosley is not a chair
Meeting Fees	Included in fees	$2,000 per board meeting; $1,500 per substantive Audit/Comp meeting
Total Fees Earned (cash)	$117,000	2024 actual cash fees
Deferred Compensation (Director plan)	Available	Directors may defer retainer/meeting fees into the plan

Performance Compensation

Equity compensation structure: Directors receive an annual equity grant in common shares valued at $200,000 on the Annual Meeting date; shares must be held until the director leaves the Board (no options; no performance vesting).
2024 grant detail (Daniel L. Mosley): 3,801 shares granted on June 11, 2024; grant-date fair value $200,067.

Equity Award Feature	2024	Notes
Grant date	June 11, 2024	Annual Meeting grant
Shares granted	3,801	Common stock
Grant-date fair value	$200,067	$52.635 per share
Vesting/Performance	Not performance-based	Full grant; retention requirement
Retention requirement	Hold until no longer serving on Board	Alignment mechanism

WRB director compensation emphasizes equity ownership and retention rather than performance-conditioned awards, aligning director incentives with long-term shareholder value.

Other Directorships & Interlocks

Category	Detail
Current public company boards	None
Compensation committee interlocks	None; committee members (Farrell, Blaylock, Mosley) were not WRB officers and had no related-party relationships requiring disclosure; no cross-committee executive overlaps.

Expertise & Qualifications

Substantial legal and financial background; decades as partner at Cravath; senior family advisory roles in financial services.
Board skill matrix: Finance & reporting, risk assessment & management, governance/regulatory/public policy, ESG management—skills represented among directors including Mosley.
Nonprofit leadership: Multiple board roles; chairmanships indicate governance depth.

Equity Ownership

Holder	Shares Beneficially Owned	% of Class
Daniel L. Mosley	9,019	<1%

Director stock ownership policy: Within four years of becoming a director, required to own shares equal to five times annual stipend ($480,000); annual equity grant shares must be held until board service ends.
Anti-hedging/pledging: Officers, directors, and employees are prohibited from hedging WRB stock; shares counted toward ownership guidelines may not be pledged.

Governance Assessment

Board effectiveness: Mosley’s legal/financial expertise complements WRB’s committee structure (Compensation; Nominating & Corporate Governance), supporting pay and governance oversight; committee independence and use of an independent consultant strengthen investor confidence.
Alignment: Director equity grants retained until service ends and ownership guidelines drive skin-in-the-game; Mosley holds common shares and has no options—consistent with WRB’s alignment approach.
Engagement: Full board attendance in 2024 and robust director onboarding/education and rotating presiding director model indicate active, independent oversight.
Conflicts/related-party exposure: No related-party transactions disclosed involving Mosley; Compensation Committee interlocks absent.
Shareholder signals: Strong say-on-pay approval (96.1%) and governance practices (majority-independent board, separate Chair/CEO, executive sessions) support confidence.
RED FLAGS
- None observed specific to Daniel L. Mosley: no disclosed related-party transactions, no director interlocks, no pledging/hedging, and no performance-conditioned director equity that could distort incentives.