Form 4: RenaissanceRe Holdings EVP Shannon Lowry Bender Reports Changes in Beneficial Ownership
SEC Form 4 Filing
Shannon Lowry Bender, EVP, General Counsel & Secretary of RenaissanceRe Holdings, reports acquisition and disposal of common stock due to vesting of restricted shares and withholding for tax obligations.
Summary
- On March 1, 2025, Shannon Lowry Bender, EVP, General Counsel & Secretary of RenaissanceRe Holdings Ltd, reported changes in beneficial ownership of the company's common stock.
- Bender acquired 2,840 shares of common stock through the grant of restricted shares under the company's 2016 Long Term Incentive Plan, which will vest in four equal annual installments starting March 1, 2026.
- An additional 5,680 performance-based restricted common shares were granted, vesting on December 31, 2027, contingent on service and performance conditions related to the company's book value growth, dividends, and underwriting expense ratio compared to peers.
- A total of 817 shares were disposed of to cover withholding taxes related to the vesting of restricted shares granted in previous years (2021, 2022, 2023 and 2024).
- Following these transactions, Bender directly owns 31,887 shares of RenaissanceRe Holdings Ltd common stock.
Sentiment
Score: 6
Explanation: The sentiment is neutral. It's a routine filing related to executive compensation. The grants of restricted stock and performance-based shares are generally viewed positively as they align executive interests with company performance, but the tax withholding is a neutral event.
Positives
- The grant of restricted shares and performance-based restricted shares to a key executive aligns their interests with the long-term performance of the company.
Risks
- The vesting of performance-based restricted shares is contingent on the company meeting specific performance targets, which may not be achieved.
Future Outlook
The reporting person's future ownership is tied to continued employment and the company's performance against its peers.
Industry Context
This filing is a routine disclosure related to executive compensation and stock ownership, common in publicly traded companies. It provides transparency into the alignment of executive interests with shareholder value.
Comparison to Industry Standards
- RenaissanceRe's long-term incentive plan is similar to those of its peers in the reinsurance industry, such as Everest Re Group and Arch Capital Group, which also utilize restricted stock and performance-based equity awards to incentivize executives.
- The vesting schedules and performance metrics are typical for the industry, focusing on metrics like book value growth and underwriting profitability.
Stakeholder Impact
- Shareholders may view the grants of restricted stock and performance-based shares positively, as they incentivize management to improve company performance.
- Employees may see the executive compensation structure as fair and motivating.
Key Dates
| Date | Description |
|---|---|
| 03/01/2021 | Date of restricted shares granted, shares withheld for payment of withholding taxes upon vesting. |
| 03/01/2022 | Date of restricted shares granted, shares withheld for payment of withholding taxes upon vesting. |
| 03/01/2023 | Date of restricted shares granted, shares withheld for payment of withholding taxes upon vesting. |
| 03/01/2024 | Date of restricted shares granted, shares withheld for payment of withholding taxes upon vesting. |
| 03/01/2025 | Date of transaction: Grant of restricted shares and performance-based restricted shares, and shares withheld for taxes. |
| 03/01/2026 | First vesting date for the restricted shares granted on March 1, 2025. |
| 12/31/2027 | Vesting date for the performance-based restricted common shares. |
| 03/04/2025 | Date of signature for the Form 4 filing. |
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