XML 17 R2.htm IDEA: XBRL DOCUMENT v3.25.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
Pay Versus Performance Table and Supporting Narrative for 2024
The following section contains information regarding “compensation actually paid” to our Named Executive Officers (NEOs) and the relationship between those amounts and certain company performance metrics.
Pay Versus Performance Table
 
Year
Summary
Compensation
Table Total
for PEO ($)
(1)
Compensation
Actually Paid
to PEO
($)
 (1)
 
(5)
Average
Summary
Compensation
Table Total
for
Non-PEO

Named
Executive
Officers ($)
(2)
Average
Compensation
Actually Paid
to
Non-PEO

Named
Executive
Officers ($)
 (2)
 (5)
Value of Initial Fixed $100
Investment Based On:
Net
Income
($m)
Adjusted
Book
Value Per
Share ($)
 (4)
Total
Shareholder
Return ($)
Peer Group
Total
Shareholder
Return ($)
 (3)
 
2024
 
 
 
3,904,488
 
 
 
 
4,105,284
 
 
 
 
1,599,377
 
 
 
 
1,719,742
 
 
 
 
152.78
 
 
 
 
173.34
 
 
 
 
(447
 
)
 
 
 
13.79
 
 
2023
 
 
 
17,140,688
 
 
 
 
4,970,732
 
 
 
 
7,093,600
 
 
 
 
2,206,884
 
 
 
 
144.72
 
 
 
 
132.83
 
 
 
 
(491
 
)
 
 
 
17.66
 
 
2022
 
 
 
4,005,800
 
 
 
 
(3,035,560
 
)
 
 
 
1,595,180
 
 
 
 
(1,184,433
 
)
 
 
 
138.17
 
 
 
 
118.49
 
 
 
 
(195
 
)
 
 
 
28.73
 
 
2021
 
 
 
4,020,800
 
 
 
 
23,148,168
 
 
 
 
1,609,800
 
 
 
 
9,009,475
 
 
 
 
169.78
 
 
 
 
132.50
 
 
 
 
(445
 
)
 
 
 
31.77
 
 
2020
 
 
 
4,080,200
 
 
 
 
(769,780
 
)
 
 
 
1,730,136
 
 
 
 
(204,230
 
)
 
 
 
70.75
 
 
 
 
98.24
 
 
 
 
(578
 
)
 
 
 
35.95
 
 
(1)
The Principal Executive Officer (“PEO”) for all five years is Mr. Fallon.
 
(2)
For 2020, 2021 and 2022 the non-PEO NEOs includes Messrs. McKiernan, Bergonzi, Avitabile, Young and Harris. For 2023 the non-PEO NEOs includes Messrs. McKiernan, Bergonzi, Avitabile and Young. For 2024 the non-PEO NEOs includes Messrs. Schachinger, McKiernan, Bergonzi, Avitabile and Young.
 
(3)
Peer Group used for TSR comparisons reflects the S&P Financials Index as used in Item 5 of our annual Form 10-K (total shareholder return comparison graph).
 
(4)
Our company-selected measure is Adjusted Book Value, a non-GAAP measurement calculated by management for certain internal purposes, removing and adding certain components of GAAP Book Value, as described further in the Results of Operations section of Item 7 of our annual Form 10-K.
 
(5)
To calculate “compensation actually paid” for our CEO and other NEOs, the “total pay” referenced in the Summary Compensation Table was adjusted only in the value of equity awards, since the Company does not have any actuarially valued pension arrangements and the value of the special dividend is included in the Summary Compensation Table pay for 2023.
 
 
PEO
Other NEO Average
Adjustments
2024 
2024
 
Summary Compensation Table Total
 
 
 
3,904,488
 
 
 
 
1,599,377
 
 
Deduction for amount reported in “Stock Awards” column of the Summary Compensation Table
 
 
 
1,743,688
 
 
 
 
426,411
 
 
Addition of fair value at fiscal year (FY) end, of equity awards granted during the FY that remained outstanding
 
 
 
1,679,871
 
 
 
 
396,906
 
 
Addition of change in fair value at FY end versus prior FY end for awards granted in prior FYs that remained outstanding
 
 
 
427,455
 
 
 
 
99,890
 
 
Addition of fair value at FY end of equity awards granted and vested during the FY
 
 
 
53,740
 
 
 
 
27,104
 
 
Addition of change in fair value at vesting date versus prior FY end for awards granted in prior FYs that vested during the FY
 
 
 
97,593
 
 
 
 
118,623
 
 
Deduction of the fair value at the prior FY end for awards granted in a prior FY that failed to meet their vesting conditions
 
 
 
314,174
 
 
 
 
95,748
 
 
Compensation Actually Paid (CAP)
 
 
 
4,105,284
 
 
 
 
1,719,742
 
No adjustments were required in respect of elements not shown in the table above. The equity awards included above comprise time-based and performance-based restricted stock. The fair values were calculated on each of the required measurement dates using assumptions derived based on criteria consistent with those used for grant date fair value
 
calculations. The fair values of time-based restricted stock were determined based on the closing price of the Company’s common stock on the vesting dates. The measurement date fair values of performance-based stock awards, prior to the end of the performance period, were determined using a Monte Carlo fair value simulation. On the final measurement date at the end of the performance period, the fair value was determined based on the approved payout factor multiplied by the closing price of the Company stock on that date. On the vesting date (following the conclusion of the performance period for performance-based restricted stock awards), the fair value is determined based on the approved payout factor multiplied by the closing price of the Company stock on that date.
The final payout factors for performance-based stock awards granted in years 2018, 2019, 2020, 2021 and 2022 are as follows: 0% of target, 176% of target, 92% of target, 118% of target and 0% of target, respectively.
       
Company Selected Measure Name Adjusted Book Value        
Named Executive Officers, Footnote For 2020, 2021 and 2022 the non-PEO NEOs includes Messrs. McKiernan, Bergonzi, Avitabile, Young and Harris. For 2023 the non-PEO NEOs includes Messrs. McKiernan, Bergonzi, Avitabile and Young. For 2024 the non-PEO NEOs includes Messrs. Schachinger, McKiernan, Bergonzi, Avitabile and Young.        
Peer Group Issuers, Footnote Peer Group used for TSR comparisons reflects the S&P Financials Index as used in Item 5 of our annual Form 10-K (total shareholder return comparison graph).        
PEO Total Compensation Amount $ 3,904,488 $ 17,140,688 $ 4,005,800 $ 4,020,800 $ 4,080,200
PEO Actually Paid Compensation Amount $ 4,105,284 4,970,732 (3,035,560) 23,148,168 (769,780)
Adjustment To PEO Compensation, Footnote
 
PEO
Other NEO Average
Adjustments
2024 
2024
 
Summary Compensation Table Total
 
 
 
3,904,488
 
 
 
 
1,599,377
 
 
Deduction for amount reported in “Stock Awards” column of the Summary Compensation Table
 
 
 
1,743,688
 
 
 
 
426,411
 
 
Addition of fair value at fiscal year (FY) end, of equity awards granted during the FY that remained outstanding
 
 
 
1,679,871
 
 
 
 
396,906
 
 
Addition of change in fair value at FY end versus prior FY end for awards granted in prior FYs that remained outstanding
 
 
 
427,455
 
 
 
 
99,890
 
 
Addition of fair value at FY end of equity awards granted and vested during the FY
 
 
 
53,740
 
 
 
 
27,104
 
 
Addition of change in fair value at vesting date versus prior FY end for awards granted in prior FYs that vested during the FY
 
 
 
97,593
 
 
 
 
118,623
 
 
Deduction of the fair value at the prior FY end for awards granted in a prior FY that failed to meet their vesting conditions
 
 
 
314,174
 
 
 
 
95,748
 
 
Compensation Actually Paid (CAP)
 
 
 
4,105,284
 
 
 
 
1,719,742
 
       
Non-PEO NEO Average Total Compensation Amount $ 1,599,377 7,093,600 1,595,180 1,609,800 1,730,136
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,719,742 2,206,884 (1,184,433) 9,009,475 (204,230)
Adjustment to Non-PEO NEO Compensation Footnote
 
PEO
Other NEO Average
Adjustments
2024 
2024
 
Summary Compensation Table Total
 
 
 
3,904,488
 
 
 
 
1,599,377
 
 
Deduction for amount reported in “Stock Awards” column of the Summary Compensation Table
 
 
 
1,743,688
 
 
 
 
426,411
 
 
Addition of fair value at fiscal year (FY) end, of equity awards granted during the FY that remained outstanding
 
 
 
1,679,871
 
 
 
 
396,906
 
 
Addition of change in fair value at FY end versus prior FY end for awards granted in prior FYs that remained outstanding
 
 
 
427,455
 
 
 
 
99,890
 
 
Addition of fair value at FY end of equity awards granted and vested during the FY
 
 
 
53,740
 
 
 
 
27,104
 
 
Addition of change in fair value at vesting date versus prior FY end for awards granted in prior FYs that vested during the FY
 
 
 
97,593
 
 
 
 
118,623
 
 
Deduction of the fair value at the prior FY end for awards granted in a prior FY that failed to meet their vesting conditions
 
 
 
314,174
 
 
 
 
95,748
 
 
Compensation Actually Paid (CAP)
 
 
 
4,105,284
 
 
 
 
1,719,742
 
       
Compensation Actually Paid vs. Total Shareholder Return LOGO        
Compensation Actually Paid vs. Net Income LOGO        
Compensation Actually Paid vs. Company Selected Measure LOGO        
Total Shareholder Return Vs Peer Group LOGO        
Tabular List, Table
Tabular List of Most Important Measures
The following table lists the measures we believe are most important in linking compensation actually paid to company performance during 2024.
 
(1)
Total Shareholder Return
(2)
Adjusted Book Value
Only these two measures are identified because, per the relevant definition set forth by the SEC, it is just these two which are qualifying measures currently used in the Company’s executive compensation program. Further details on these measures and how they feature in our compensation program can be found in our Compensation Discussion & Analysis.
       
Total Shareholder Return Amount $ 152.78 144.72 138.17 169.78 70.75
Peer Group Total Shareholder Return Amount 173.34 132.83 118.49 132.5 98.24
Net Income (Loss) $ (447,000,000) $ (491,000,000) $ (195,000,000) $ (445,000,000) $ (578,000,000)
Company Selected Measure Amount 13.79 17.66 28.73 31.77 35.95
PEO Name Mr. Fallon        
Measure:: 1          
Pay vs Performance Disclosure          
Name Total Shareholder Return        
Measure:: 2          
Pay vs Performance Disclosure          
Name Adjusted Book Value        
Non-GAAP Measure Description Our company-selected measure is Adjusted Book Value, a non-GAAP measurement calculated by management for certain internal purposes, removing and adding certain components of GAAP Book Value, as described further in the Results of Operations section of Item 7 of our annual Form 10-K.        
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (1,743,688)        
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,679,871        
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 427,455        
PEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 53,740        
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 97,593        
PEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (314,174)        
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (426,411)        
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 396,906        
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 99,890        
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 27,104        
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 118,623        
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (95,748)