James River Group Holdings, Inc. · NASDAQ:JRVR
James River — Proxy Contest (October 2021)
7 slides from James River's proxy contest presentation, Oct 18, 2021
Slide 1: Supplemental Proxy Materials October 18, 2021
Supplemental Proxy Materials October 18, 2021
Slide 2: Forward-Looking Statements
Forward - Looking Statements This presentation contains forward - looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995 . In some cases, such forward - looking statements may be identified by terms such as believe, expect, seek, may, will, intend, project
Slide 3: Board Vote Recommendations: ISS and Director Election
Board Vote Recommendations 3 ISS has recommended Shareholders “Withhold” votes for independent director Patricia H. Roberts (Proposal 1a on the Proxy Card ). James River Group Holdings, Ltd. (“James River” or the “Company”) believes shareholders are better served by “For” votes for Ms. Ro ber ts. »
Slide 4: Board Vote Recommendations: Glass Lewis and Executive Compensation
Board Vote Recommendations 4 Glass Lewis has recommended Shareholders vote “Against” the 2020 compensation of the Company’s named executive officers on a non - binding, advisory basis. James River believes that its compensation program is effective and in the best interest of sharehol der s. » As a
Slide 5: Shareholder Engagement
Shareholder Engagement 5 » James River has a robust shareholder outreach program that involves members of the Board of Directors, executive management and Investor Relations. The objective of the Company’s shareholder outreach is to effectively communicate and solicit feedback from our shareholders
Slide 6: Recent Board Refreshment
Recent Board Refreshment 6 » The Board and Nominating and Governance Committee have executed a successful refreshment process with the Company making significant changes to its Board in recent years. » Three independent Directors have been brought on in the last three years, with an additional indep
Slide 7: Recent Board Refreshment
Recent Board Refreshment 7 » During 2020, several Board committees and chairs were reconstituted in connection with the Board refreshment, which is anothe r example of good governance at the Board. » The Compensation Committee Chair was changed from Mr. Martin to Mr. Harris; » The Nominating and Cor
James River Group Holdings — Proxy Contest (October 2021) on 6ix