Proxy Statement PDF (2026 RenaissanceRe Proxy Statement)

2026

Notice of Annual General Meeting

of Shareholders and Proxy Statement

Table of Contents

Letter To Our Shareholders

Dear Fellow Shareholders,

2025 was an exemplary year for RenaissanceRe in which we demonstrated the efficacy of our strategy and the persistence of our earnings profile. The Company delivered excellent financial and strategic performance, marking three years of industry-leading results that reflect the strength of our larger and more diversified platform, the discipline of our underwriting culture, and the depth of our talent.

The Board provided steady oversight throughout 2025, guiding strategic execution and risk governance, and maintaining strong alignment between compensation and performance. Looking forward, we believe our underwriting expertise, robust capital position, and strong contributions from our Three Drivers of Profit position us well to continue generating long-term value for shareholders.

Financial Strength and Capital Management

RenaissanceRe delivered a 26% return on average common equity and an 18% operating return on average common equity in 2025 - strong results on their own, but even more notable given the impact of the California Wildfires in the first quarter and several Specialty events through the year.1 The California Wildfires were among the largest insured natural disasters in history, and RenaissanceRe was proud to support our customers by paying claims that helped communities rebuild, while continuing to generate attractive returns for shareholders.

All Three Drivers of Profit - Underwriting, Fee and Investment Income - contributed to our strong results for the year:

• Underwriting: We generated $1.3 billion in underwriting income and an 87% combined ratio, inclusive of a $1.1 billion net negative impact on underwriting results from the California Wildfires. This year we saw increased competition in the reinsurance market, but demonstrated underwriting agility, deploying our underwriting expertise to select the most attractive risks, and our broad client relationships to achieve preferential signings. As a result, we believe we wrote an attractive portfolio with a high degree of rate adequacy which should drive healthy returns for shareholders.
• Fees: Our Capital Partners business delivered another excellent year, with fees of $328.9 million and continued strong engagement from our third-party investors. Management and performance fees remained robust given stable premiums and favorable underwriting results.
• Investments: Our investment portfolio has expanded to $36.1 billion, mirroring growth in our underwriting portfolio and longer-tail reserves. In 2025, the investment portfolio contributed $1.7 billion in investment income, and has become an increasingly significant contributor to our financial results, providing earnings stability which we build upon with income from our core underwriting business.

  We are in an excellent capital and liquidity position and shared our strong returns with shareholders, repurchasing $1.6 billion of common shares in 2025. This was nearly equivalent to operating income for the year, at valuations that resulted in limited dilution.1 These repurchases reflect our confidence in RenaissanceRe's long-term earnings power and our consistent focus on being good stewards of our shareholders' capital. The combination of strong financial returns and diligent capital management resulted in the growth of book value per common share plus change in accumulated dividends of 27% and tangible book value per common share plus change in accumulated dividends of 31%.1

  Attracting, Retaining and Developing our People

  RenaissanceRe recently surpassed an important milestone, growing to more than 1,000 employees worldwide. Our culture is grounded in high performance, empowerment, and collaboration, and we continue to attract exceptional talent while maintaining strong retention among our long-tenured employees.

  1 Operating return on average common equity, operating income available to common shareholders, and growth in tangible book value per common share plus change in accumulated dividends are non-GAAP financial measures. A reconciliation of non-GAAP financial measures is included in ''Appendix A.''

  $2.6 billion

  Net Income Available to Common Shareholders

  25.9%

  Return on Average Common Equity

  $1.6 billion

  Common Shares Repurchased

  Today, about one quarter of our workforce has been with RenaissanceRe for more than 10 years, and another quarter has joined us within the last two years. This combination of deep institutional knowledge and fresh perspectives strengthens our ability to innovate while preserving the culture that has been central to our success. We focus on cultivating and retaining talent at every level by:

• Investing in leadership and skills development: We expanded our leadership, management, and technical training, including enhanced programs for underwriting analysts and external leadership development opportunities for senior leaders. These programs strengthen our talent pipeline and help ensure employees have the capabilities needed to support our long-term strategy.
• Maintaining robust succession plans: The Board actively oversees leadership succession planning, working with management to ensure continuity in key roles and to help maintain a deep bench of future leaders across the organization.
• Aligning compensation with performance and retention: Our compensation program is designed to reward superior performance, foster an ownership mindset, and strengthen alignment between employee and shareholder interests. This year's above-target annual bonus reflects strong Company performance in 2025. In addition, we are seeking shareholder approval of the 2026 Long-Term Incentive Plan so that we may continue to reward our employees through equity compensation, which we believe reinforces long-term value creation and leadership retention.

Our Board

Our directors bring deep expertise in risk, finance, investments, and executive leadership, enabling thoughtful oversight of RenaissanceRe's strategy and governance. The Board has a long history of refreshing its composition to reflect the evolving needs of the Company, adding directors with new skill sets and perspectives that strengthen its ability to guide management and support RenaissanceRe's long-term success. This year, we are pleased to nominate Stephen C. Hooley to stand for election at the upcoming Annual General Meeting. Stephen brings meaningful experience as a public company executive, with expertise in technology and financial services industries, and we look forward to the insight that he will provide as RenaissanceRe executes its strategy at our larger scale.

We would also like to thank David C. Bushnell who will retire from the Board at the end of his term. Over his 18 years as a director, David served on all three Board committees: Investment and Risk Management Committee, Audit Committee, and Corporate Governance and Human Capital Management Committee. His insight and judgment in finance, capital markets, risk management, operations, and investments have made a lasting impact on the Company.

Finally, James L. Gibbons will be stepping down as Non-Executive Chair at the Annual General Meeting and Henry Klehm III will move into this position. James will remain on the Board as a director, and a member of the Audit Committee. Henry has significant experience as a member of the RenaissanceRe Board and most recently has served as Chair of the Corporate Governance and Human Capital Management Committee. He brings deep experience in risk, compliance, regulation and corporate governance and we look forward to his contributions as Non-Executive Chair.

In Conclusion

Our success over the last three years has been driven by the strength of our strategy, the resilience of our diversified earnings model, and the dedication of our people. We enter 2026 with a strong balance sheet, a larger and more capable platform, and a motivated team focused on delivering long-term value for our shareholders.

Thank you for your partnership and the trust you place in RenaissanceRe. March 18, 2026

Sincerely,

/s/ James L. Gibbons /s/ Kevin J. O'Donnell

James L. Gibbons Non-Executive Chair of the Board of Directors

Kevin J. O'Donnell President and Chief Executive Officer

27.0%

Change in Book Value per Common Share plus Change in Accumulated Dividends

$11.7 billion

Gross Premiums Written

Strong Performance

Across Three Drivers of Profit

Date and Time Tuesday, May 5, 2026 8:30 a.m. Atlantic Time

Location Renaissance House 12 Crow Lane

Pembroke HM 19 Bermuda

Who Can Vote Owners of our common shares as of March 5,

2026 are entitled to vote on all matters

Notice of Annual General Meeting of Shareholders

How to Vote

Telephone

In the United States or Canada you can vote your shares by calling 1-800-690-6903

Online

You can vote your shares online at www.proxyvote.com

You will need the 16-digit control number on

the Notice of Internet Availability or proxy card

Mail

You can vote by mail by marking, dating and signing your proxy card or voting instruction form and returning it in the postage-paid envelope provided

QR Code

You can vote your shares online with your tablet or smartphone by scanning the QR code

Shareholders will also act on other business that properly comes before the meeting.

Please Vote Your Shares

We encourage shareholders to vote promptly, as this will save the expense of additional proxy solicitation.

By Order of the Board of Directors,

/s/ Shannon Lowry Bender

Corporate Secretary

Proxy Summary

The board of directors (the "Board") of RenaissanceRe Holdings Ltd. ("RenaissanceRe," the "Company," "we," "us," or "our") is making this proxy statement and proxy available to you in connection with the solicitation of proxies for our 2026 Annual General Meeting of Shareholders (the "Annual Meeting").

This proxy summary highlights information contained elsewhere in this proxy statement. It does not contain all of the information that you should consider, and you should read the entire proxy statement carefully before voting.

PROPOSAL 1

Election of Four Class I Director Nominees Named in this Proxy Statement

The Board recommends a vote FOR each director nominee named in this proxy statement ⏵See page 10

PROPOSAL 2

Advisory Vote on the Compensation of Our Named

Executive Officers

The Board recommends a vote FOR this proposal

• See page 37

PROPOSAL 3

Approval of the RenaissanceRe Holdings Ltd. 2026 Long-Term

Incentive Plan

The Board recommends a vote FOR this proposal

• See page 75

PROPOSAL 4

Approval of the Appointment of PricewaterhouseCoopers Ltd.

as Our Independent Registered Public Accounting Firm for the 2026 Fiscal Year and the Referral of the Auditor's Remuneration to the Board

The Audit Committee and the Board recommend a vote FOR this proposal

• See page 84

RenaissanceRe 2026 Proxy Statement | 1

Strategic, Operational and Financial Highlights

RenaissanceRe is a global provider of reinsurance and insurance. We provide property, casualty and specialty reinsurance, and certain insurance solutions to customers, principally through intermediaries. Established in 1993, we have offices in Bermuda, Australia, Canada, Ireland, Singapore, Switzerland, the U.K., and the U.S.

In 2025, we delivered strong strategic, operational and financial performance, and we believe that we have positioned ourselves to produce superior returns for our shareholders over the long term.

Some of our strategic, operational and financial highlights for 2025 included:

STRONG STRATEGIC AND OPERATIONAL PERFORMANCE

Strong Strategic Plan Performance

• Consistent commitment to our strategy as a global reinsurer

• Strong performance across Three Drivers of Profit

• Demonstrated resiliency of results from diversified earnings streams

Underwriting Accomplishments

• Combined ratio of 87.2%

• Proactive cycle management

• Absorbed losses while providing efficient capacity to customers

• Delivered our value proposition composed of leadership, expertise and partnership

Capital Management Accomplishments

• Prudent capital management in volatile environment

• Enhanced share repurchase program

• Successful refinancing/issuance of senior notes for RenaissanceRe and its joint ventures

• Increased dividend

Strong Operational Performance

• Realized benefits of scale and diversification

• Continued to enhance operations and infrastructure to better operate at scale

• Effective succession planning and talent management

2025 FINANCIAL PERFORMANCE

(1) Operating income available to common shareholders, operating return on average common equity, and change in tangible book value per common share plus change in accumulated dividends are non-GAAP financial measures. A reconciliation of non-GAAP financial measures is included in "Appendix A."

2 | RenaissanceRe 2026 Proxy Statement

Our 2025 results demonstrate our strong performance through challenging market conditions. Since Mr. O'Donnell was named our Chief Executive Officer in 2013, we have performed well across our key financial metrics. He has led the Company to become a diversified reinsurer with an innovative and flexible operating platform. From 2016 to 2025, our total shareholder return grew at a compound annual growth rate ("CAGR") of 10.5%, and our book value per common share plus accumulated dividends reached $276.68 in 2025.

Book Value per Common Share Plus Accumulated Dividends

(1)

40%

35%

$300.00

Operating Return on Average Common Equity

Total Shareholder Return CAGR: 10.5%

30%

25%

29%

24%

$250.00

20%

18%

$200.00

15%

10% 8%

9% 8%

6%

$150.00

5%

1%

-% $100.00

-%

(5)%

(8)%

$50.00

$125.17

$117.72

$123.45

$141.21

$160.54

$155.69

$129.65

$191.72

$223.85

$276.68

(10)%

(15)%

$-

2016 2017 2018 2019 2020 2021 2022 2023 2024 2025

Book Value per Common Share Plus Accumulated Dividends Operating Return on Average Common Equity

(1) Total shareholder return is dividend adjusted and measured from January 4, 2016 through December 31, 2025. Source: S&P Capital IQ database.

RenaissanceRe 2026 Proxy Statement | 3

Director Nominees and Continuing Directors

**Following the Annual Meeting, Mr. Gibbons will step down as Non-Executive Chair of the Board and Mr. Klehm will be appointed as Non-Executive Chair of the Board; Dr. Rahmani and Ms. Sanders will step down from the Audit Committee, Mr. Gibbons and Mr. Hooley (if elected) will be appointed to the Audit Committee, Mr. Gidumal will be appointed Chair of the Audit Committee, and the Audit Committee will consist of Mr. Gidumal (Chair), Mr. Gibbons and Mr. Hooley; Mr. Klehm will step down from the Corporate Governance and Human Capital Management Committee (the "Governance and Human Capital Committee"), Dr. Rahmani and Ms. Sanders will be appointed to the Governance and Human Capital Committee, Ms. Sanders will be appointed Chair of the Governance and Human Capital Committee, and the Governance and Human Capital Committee will consist of Ms. Sanders (Chair), Dr. Rahmani and Ms. Trudell.

4 | RenaissanceRe 2026 Proxy Statement

Board Snapshot

91%

Independent

1

Not Independent

10

Independent

45%

Diverse

4

Gender Diverse

1

Racially / Ethnically Diverse

8 Years

Average Tenure

65

Average

4 0 to 5 Years

4 6 to 10 Years

3 > 10 Years

2 < 60

3 61 to 65

6 > 65

* Board Snapshot statistics assume the retirement of Mr. Bushnell and election of Mr. Hooley.

RenaissanceRe 2026 Proxy Statement | 5

Corporate Governance Highlights

Our Board is comprised almost entirely of independent directors with a wide range of professional experience and has consistently implemented corporate governance best practices to ensure that we serve the long-term interests of our shareholders.

• Independent Chair

• Fully independent principal committees

• Executive sessions of solely independent directors

• Rigorous director evaluation and selection criteria to enhance Board effectiveness and refreshment

• We are nominating Stephen C. Hooley to our Board, and he brings strong experience as a public company executive and as a public company board member, as well as skills and expertise in technology and financial services, to our Board

• Refreshment of directors, committee membership and select chair rotations in 2023, 2024 and 2025

• Mr. Hooley will be the fourth new director that we will have added to the Board in the past four years

• Consideration of Board candidates with diverse characteristics, backgrounds and perspectives, including skills, experience, race, gender and ethnicity

  Active Oversight

• Board oversight of strategic planning and enterprise-wide risk management, including climate change and insurance risk as key financial risks

• Active shareholder engagement program, including participation of independent directors

• Robust Code of Ethics and Conduct ("Code of Ethics") for all directors and employees

• Board and committee oversight of key sustainability, diversity, equity and inclusion, and corporate social responsibility ("CSR") initiatives

• Audit Committee responsible for risks related to cybersecurity

• Chief Executive Officer succession planning and management development pipeline

  Shareholder Alignment

• Majority vote standard for uncontested director elections

• Meaningful share ownership guidelines for all directors and named executive officers; unearned performance shares and stock options, if any, do not count toward required equity ownership value

• Anti-hedging, anti-pledging, compensation clawback and insider trading policies

• At-risk pay as a percentage of total annual target compensation is 86% for our Chief Executive Officer and ranges from 78% to 80% for our other named executive officers

• Pay-for-performance philosophy guides executive compensation decisions

• Regular assessment of composition of peer groups

• Mix of financial performance metrics and strategic goals and objectives in our compensation plan measure financial success of our business while balancing risk and reward and driving achievement of strategic goals

6 | RenaissanceRe 2026 Proxy Statement

Executive Compensation Highlights

Our executive compensation program is designed to support our long-term strategy and risk management practices, align the interests of our shareholders and executives, and encourage operational and financial consistency over the market cycles and earnings volatility that are inherent and unique to our industry.

2025 Compensation Snapshot

A significant portion of our annual target executive compensation is at-risk and/or performance-based, with a mix of quantitative and qualitative metrics that we believe aligns the interests of our executives with our shareholders and rewards our Chief Executive Officer and other named executive officers for delivering strong performance on our strategic plan without incentivizing excessive risk taking. The Governance and Human Capital Committee evaluates and sets performance goals under our executive compensation program which are designed to be rigorous, with the goals set at the time of grant for all performance-based compensation. The link between pay and performance and the components and outcomes of our executive compensation program for 2025 are discussed in detail in the "Compensation Discussion and Analysis" section of this proxy statement.

2025 Annual Target Pay Mix*

The annual target pay mix for our Chief Executive Officer and each of our other named executive officers for 2025 was:

27%

Time Vested Restricted Shares

27%

Performance Shares

86%

At-Risk

14%

Salary

32%

Annual Incentive

Bonus

23-25%

Time Vested Restricted Shares

23-25%

Performance Shares

78-80%

At-Risk

20-22%

Salary

30-33%

Annual Incentive

Bonus

*Due to rounding, percentages may not total precisely.

RenaissanceRe 2026 Proxy Statement | 7

Sustainability Highlights

Sustainability is an integral part of how we seek to deliver long-term resilience for our business, our stakeholders, and the markets and communities we serve. Sustainability considerations are integrated into our corporate strategy at RenaissanceRe and are overseen by our Board. The Board recognizes the importance of investing time and resources into business practices that emphasize environmental sustainability and good corporate citizenship, and oversees internal strategies and related activities through regularly scheduled reports by management to the Board and its committees throughout the year.

Our sustainability strategy focuses on three priority areas where we apply our core business strengths to make a meaningful impact on society - promoting climate resilience, closing the protection gap, and inducing positive societal change:

Promoting Climate Resilience

Developing and sharing our skills and expertise to help the world better manage climate risk

Closing the Protection Gap

Partnering to provide sustainable risk mitigation solutions for those who are vulnerable in society

Inducing Positive Societal Change

Shaping a positive environment for our people and communities

For additional information on our sustainability and human capital management activities, see the "Sustainability" section of our website, as well as our Form 10-K.

For more than 30 years, we have applied our underwriting, risk-modeling, and analytical capabilities to improve the understanding and management of climate-related risks. We believe that the frequency and severity of natural catastrophes have increased due to human-driven climate change and support efforts to enhance resilience to natural catastrophes.

Promoting Climate Resilience Climate Leadership

• Applied risk expertise and

  research that includes 25+ years of leadership by our dedicated team of scientists in researching and modeling climate-related risks

• Integration into enterprise risk management as we continuously leverage industry-leading climate data and expertise and integrate it holistically into our enterprise-wide risk management process and catastrophe models to support disciplined portfolio construction over the long term

• Active and long-standing member of various organizations and industry groups promoting a systematic response to, and industry action on, climate change across the financial system

  Investing Policy Approach

• Integrated climate-related considerations in our investment approach to support disciplined risk management and long-term portfolio resilience

• Application of exclusionary criteria that includes elimination of direct investments in companies with (i) an MSCI "CCC" rating, (ii) more than 10% of revenues from thermal coal mining, or (iii) high carbon intensity (as measured by MSCI)

• Formal Responsible Investing Policy and signatory of UN PRI

• Approximately 73% reduction in carbon intensity of our corporate credit and equity portfolios between December 2020 and December 2025

  Operational Sustainability

• Commitment to efficient operations and responsible environmental management through operational sustainability initiatives to reduce our environmental impact

• Internal team responsible for consolidating environmental data and advancing our operational sustainability strategy

• Tracking and transparently disclosing our estimated operational carbon emissions

  8 | RenaissanceRe 2026 Proxy Statement

  
  
  

  We have a long track record of leadership in applying our risk expertise and leveraging our partnerships and research initiatives to increase the economic resiliency of vulnerable communities and to help communities and economies recover more quickly from severe events. Reinsurance plays an important role in helping communities recover after a natural disaster, and we continue to explore ways to address the protection gap in collaboration with clients, brokers and partners. We have a dedicated global team focused on public sector partnership activities to support our continued work in this space.

  Closing the Protection Gap

  Resiliency and Risk Mitigation Leadership

  • Leveraging our partnerships, we help expand access to risk solutions in emerging and underserved markets, and provide open risk tools and hazard data to governments and local insurers to increase the economic resiliency of vulnerable communities

  • Through our formal strategy and dedicated global team for our public sector partnership activities, we combine visible leadership and deep technical expertise to advance the market dialogue on risk and enable data-driven public policy

  • Significant commitments to reduce the protection gap and mitigate the impact of natural disasters

  • Signatory of the UN Principles for Sustainable Insurance

  Industry Expertise at Local and Global Levels

• Contribution to global risk understanding through our long-standing role in the Insurance Development Forum, contributing technical expertise to support improved understanding and management of catastrophic and systemic risks

• We are an active participant in industry-led resilience initiatives, collaborating with peers to advance approaches that to drive progress towards a resilient and sustainable future

• As a founding member of Lloyd's Disaster Risk Facility, we support efforts to address underinsurance, including through engagement in parametric solutions designed to expand protection in vulnerable regions

  Sustainability supports corporate and operational resilience through responsible management of our operational footprint, investment in human capital, and promotion of strong governance and ethical conduct.

  Our employees are central to our success, and we are committed to maintaining a culture that supports every one of them in their personal and professional journey. We share a passion for solving our customers' biggest challenges through a collaborative and entrepreneurial culture that empowers employees and rewards creative thinking.

  Inducing Positive Societal Change Investing in Our People

  • Employee engagement surveys are conducted to

    leverage insights to improve employee satisfaction and engagement

  • Investment in our employees' professional development and personal growth through skills-based training, technical development and stretch assignments that support career progression and succession planning

  • Encouragement of open dialogue with employees and regular "pulse" checks to measure satisfaction and engagement to enable responses through targeted actions

    Supporting Our Communities

• Signatory of the UN Global Compact, reflecting our commitment to responsible business practices and societal engagement

• Through support for open data standards, transparent modeling, and evidence-based policy, we reinforce the role of risk transfer in enabling more resilient communities, informed public policy, and equitable access to coverage

• We have a long-standing dedication to employee-enabled community engagement and impact through our employee matching charitable giving program, corporate grants, and designated CSR days that enable employees to contribute time and expertise to causes important to them

• Global CSR framework with a locally led philosophy so that our employees can support and positively impact the communities where they live and work

RenaissanceRe 2026 Proxy Statement | 9

Corporate Governance

PROPOSAL 1

Election of Four Class I Director Nominees Named in this Proxy Statement

The Board unanimously recommends that shareholders vote FOR the election of Mr. Gibbons, Mr. Gidumal, Mr. Hooley and Dr. Jeworrek.

Election of Directors

Our Amended and Restated Bye-laws (our "Bye-laws") provide that the number of directors shall be determined by our Board and shall be between eight and eleven members. Currently, that number has been fixed by the Board at eleven. The Board consists of three classes, with directors of one class elected each year for terms extending to the annual general meeting of shareholders held in the third year following their election.

The terms of our Class I directors will expire at the Annual Meeting. Mr. Bushnell, who is currently a Class I director, will retire from the Board at the end of his current term. The Board, upon the recommendation of the Governance and Human Capital Committee, has nominated Mr. Gibbons, Mr. Gidumal, Mr. Hooley and Dr. Jeworrek for election as Class I directors. If elected at the Annual Meeting, these Class I director nominees will serve until the expiration of their terms in 2029, or until their earlier resignation or removal.

Mr. Gibbons, Mr. Gidumal and Dr. Jeworrek were each last elected to the Board at our 2023 Annual General Meeting of Shareholders.

Mr. Hooley was identified as a potential director candidate by a third-party search firm which was engaged by the Governance and Human Capital Committee to assist it in identifying and evaluating potential candidates. The Governance and Human Capital Committee then undertook a comprehensive evaluation process described below in the section "Selection and Nomination of Directors" and determined that he possessed a combination of qualifications and experience that will contribute to the Board's oversight duties, and was qualified under the Board's criteria.

We have no reason to believe that any of the nominees will be unable or unwilling to serve if elected. However, if a nominee becomes unable or unwilling to accept a nomination or election, the Board may select a substitute nominee and the common shares represented by proxies may be voted for such nominee unless shareholders indicate otherwise.

Each director nominee who receives a majority of the votes cast at the Annual Meeting will be elected as a director. However, if a nominee fails to receive a majority of the votes cast at the Annual Meeting, such nominee will tender an irrevocable resignation that will be effective upon the Board's acceptance of such resignation, as codified in our Corporate Governance Guidelines. Upon the submission of the resignation, the Governance and Human Capital Committee will promptly consider the resignation and make a recommendation to the Board, and the Board will consider any relevant factors in deciding whether to accept or reject the director's resignation.

10 | RenaissanceRe 2026 Proxy Statement

Skills and Experience of Our Nominees and Continuing Directors

Each nominee has extensive business experience, education and personal skills that qualify him or her to serve as an effective Board member. The specific experience and qualifications of the nominees are set forth below. We encourage you to read the biographies of our nominees and continuing directors, as well as the discussion of our Board's composition.

Alignment of Director and Director Nominee Skills and Strategy

RenaissanceRe is a global provider of reinsurance and insurance. Our mission is to match desirable risk with efficient capital, and our vision is to be the best underwriter. We believe that this will allow us to produce superior returns for our shareholders over the long term, and enable our purpose to protect communities and enable prosperity. We seek to accomplish these goals by delivering a value proposition composed of leadership, expertise and partnership, through our operation as an integrated system of three competitive advantages: superior risk selection, superior customer relationships and superior capital management.

Our Governance and Human Capital Committee has determined that each of our directors and director nominees possess the appropriate skills and experiences individually to effectively oversee our business strategy on a collective basis. As detailed in each director and director nominees' biography below, our Board collectively leverages its strength in the following areas:

Public Company CEO

(Re)Insurance Operations

Risk / Compliance / Regulation

Strategic Transactions

Sustainability Talent/Human

Capital

Technology / Cybersecurity

Underwriting

RenaissanceRe 2026 Proxy Statement | 11

Director Nominees

Class I Directors (whose terms, if elected, expire in 2029)

12 | RenaissanceRe 2026 Proxy Statement

Mr. Gibbons, a Bermudian citizen, is Executive Chairman of Harbour International Trust Company Limited and the Treasurer, a Director and member of the Executive Committee of Edmund Gibbons Limited ("EGL") and of EGL Limited.

Mr. Gibbons also serves as a Director and member of the Risk Committee of Clarien Bank Limited ("Clarien"), an international financial company. He was also Non-Executive President of Bermuda Air Conditioning Limited ("BACL") through March 2019 and currently serves as a Director of BACL. Mr. Gibbons served as Chair of Capital G Bank Limited from 1999 to 2013 and as President and Chief Executive Officer of Capital G Limited from 1999 to 2010, prior to the change of name to Clarien from Capital G in 2014. Mr. Gibbons has substantial expertise related to executive management, and financial and audit skills, as well as the Bermuda business and regulatory environment.

From February 2020 to November 2021, Mr. Gidumal served as the President and Chief Operating Officer of WeWork Inc. From March 2011 to June 2019, Mr. Gidumal served as a Principal at Ernst & Young Global Limited, where he led the Consumer Products and Retail segment. Over his career he has held several executive roles, including at Worldcom (Asia), Acterna, Armstrong Furniture, and The Boston Consulting Group. Mr. Gidumal currently serves as the Chair of the Audit Committee and a member of the Executive and Compensation Committees of the National Multiple Sclerosis Society, where he has served on the Board of Directors since 2014. He also serves as a Director of FTAI Aviation Ltd., a public aircraft leasing and maintenance company, where he is a member of the Audit Committee. Mr. Gidumal has over 35 years of experience in operational leadership, digital transformation, and strategy development as a senior executive, board member, private equity investor and advisor.

Mr. Hooley served as the Chairman, Chief Executive Officer and President of DST Systems, Inc., a provider of information processing software and services, from 2014 through 2018, the President and Chief Executive Officer from 2012 through 2014, and as the President and Chief Operating Officer from 2009 through 2012. Prior to that, he served in various leadership positions at State Street Corporation, a financial services company, from 1992 through 2009. Mr. Hooley currently serves on the boards of directors of Q2 Holdings, Inc., a provider of digital solutions to financial companies, where he is the Lead Independent Director, Chair of the Compensation Committee and a member of the Nominating and Corporate Governance Committee, and Brighthouse Financial, Inc., an annuity and life insurance company, where he is the Chair of the Audit Committee and a member of the Executive and Investment Committees. Previously, Mr. Hooley served as a member of the public company boards of directors of Stericycle Inc., a provider of regulated waste management solutions, from 2019 through 2024 until its acquisition by Waste Management, Inc., Legg Mason Inc., an investment management and asset management firm, from 2019 through 2020 until its acquisition by Franklin Resources, Inc., and DST Systems, Inc. from 2012 through 2018. Mr. Hooley brings significant executive leadership and public company board experience, including substantial experience in the financial services industry and accounting and financial reporting, to the Board.

From 2003 until his retirement in 2022, Dr. Jeworrek served as a Member of the Board of Management and the CEO Reinsurance of Munich Reinsurance AG ("Munich Re"). As CEO Reinsurance, Dr. Jeworrek was directly responsible for Reinsurance Strategy, Data and Analytics, IT, Group Innovation, Internet of Things, Corporate Underwriting and Geo & Climate Risks Research. Dr.

Jeworrek joined Munich Re in 1990 as an underwriter, and served in a variety of roles, including Head of Department for Financial Reinsurance from 1999 to 2001 and Head of P&C for Netherlands, Nordic countries, UK and Ireland from 2001 to 2003. Dr. Jeworrek has been a member of the Executive Board of the National Academy of Science and Technology since 2023. Dr. Jeworrek brings significant experience related to underwriting and risk management, data analytics and actuarial knowledge to the Board.

RenaissanceRe 2026 Proxy Statement | 13

Continuing Directors

The members of the Board whose terms do not expire at the Annual Meeting and who are not standing for election at this year's Annual Meeting are set forth below.

Class II Directors (whose terms expire in 2027)

Mr. Hennes has served as the Co-Founder and Managing Member of Atrevida Partners, LLC ("Atrevida") since 2007. Prior to co-founding Atrevida, he served as Co-Founder and Partner of Promontory Financial Group from 1999 to 2006. Prior to that, Mr. Hennes served in a number of senior executive positions at Bankers Trust Corporation, including Executive Vice President in charge of Trading, Sales and Derivatives, and as the Chairman of the Board of Oversight Partners I, the consortium that took control of Long Term Capital Management, from 1987 to 1998. From 1998 to 1999 he was the Chief Executive Officer at Soros Fund Management, LLC. Mr. Hennes is currently a member of the Board of Directors of Citigroup Inc. ("Citigroup"), where he serves as the Chair of the Risk Management Committee and the Compensation, Performance Management and Culture Committee and as a member of the Audit Committee and the Executive Committee, and is also a member of the Board of Directors of Citibank, N.A., Citigroup's primary subsidiary. Mr. Hennes is an experienced financial services professional who has significant expertise in the areas of financial services, risk management and regulatory and compliance.

14 | RenaissanceRe 2026 Proxy Statement

Mr. O'Donnell has served as our Chief Executive Officer since July 2013 and as our President since November 2012. Mr. O'Donnell has served in a number of roles since joining the Company in 1996, including Global Chief Underwriting Officer, Executive Vice President, Senior Vice President, Vice President and Assistant Vice President. Mr. O'Donnell served as the Chair of ClimateWise from 2022 through 2025, and has served as a member of the U.S. Department of the Treasury Federal Advisory Committee on Insurance since 2023. He served as the Chair of the Global Reinsurance Forum from 2018 to 2020 and as the Chair of the Association of Bermuda Insurers and Reinsurers in 2017 and 2018.

Through his roles at RenaissanceRe, Mr. O'Donnell has significant experience as a public company chief executive officer and has extensive knowledge of the Company's operations, regulatory interaction, human capital management, strategy, and values and culture.

Loretta J. Mester served as the President and Chief Executive Officer of the Federal Reserve Bank of Cleveland from 2014 until her retirement in 2024. Prior to joining the Federal Reserve Bank of Cleveland, she served at the Federal Reserve Bank of Philadelphia in a variety of roles, including executive vice president and director of research. Dr. Mester has held various positions at the Wharton School of the University of Pennsylvania since 2001 and is currently an adjunct full professor of finance, and is also a senior scholar at the Griswold Center for Economic Policy Studies at Princeton University. She also serves as a trustee of the Cleveland Clinic, a director of the Council for Economic Education, a trustee of the Musical Arts Association (Cleveland Orchestra), a founding director of the Financial Intermediation Research Society, a member of the senior council of the Central Bank Research Association, a member of the advisory board of the Financial Intermediation Network of European Studies, and as a member of the Visa Economic Institute Advisory Council. Dr. Mester is currently a member of the Board of Directors of The Haverford Trust Company, an SEC registered investment advisor. Over the course of her career, Dr. Mester participated in the formulation of U.S. monetary policy, engaged in the supervision and regulation of commercial banks, and oversaw an organization that conducted economic research, promoted community development and provided payment services to the U.S. Treasury.

Class III Directors (whose terms expire in 2028)

Mr. Klehm is currently Of Counsel at the law firm Jones Day, where he was a partner from 2008 to 2025 and as the Practice Leader of the firm's Securities Litigation and SEC Enforcement Practice from 2017 through 2025. From 2002 to 2007, Mr. Klehm served as Global Head of Compliance for Deutsche Bank, AG. Prior to joining Deutsche Bank, AG, Mr. Klehm served as Chief Regulatory Officer and Deputy General Counsel at Prudential Financial from 1999 to 2002. Prior to joining Prudential Financial, Mr. Klehm served in various positions with the U.S. Securities and Exchange Commission (the "Commission" or the "SEC"), including as Senior Associate Director of the Northeast Regional Office. Mr. Klehm has extensive experience counseling boards, corporations and financial institutions on a range of matters including related to risk, compliance, regulation and corporate governance.

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Dr. Rahmani has more than 30 years of experience in the technology industry, including more than 25 years at IBM, where she served in roles of increasing seniority across multiple global business segments from 1981 to 2009, most recently as General Manager of Internet Security Systems. Subsequent to her tenure at IBM, Dr. Rahmani was Chief Executive Officer at Damballa, Inc., a privately held Internet security software company, from 2009 to 2012. From 2017 to 2019, she served as the part-time head of the Innovation Panel at Standard Life Aberdeen plc, a UK-based FTSE 100 global investment company. She has served on the Board of the London Stock Exchange Group, plc since 2017, and currently serves as a member of the Nomination Committee, Remuneration Committee and Risk Committee. Previously, Dr. Rahmani served as a member of the boards of directors of Elliot Opportunity II Corp. from 2021 to 2023, Computer Task Group, Incorporated from 2015 to 2023, and Aberdeen Asset Management PLC from 2015 to 2017. Dr. Rahmani has significant experience as an executive and serving on public company boards of directors, as well as expertise and knowledge related to technology, technical risk management, and digital transformation.

Ms. Sanders has served as the President of Carol P. Sanders Consulting, LLC, providing consulting services to the insurance and technology industries, since June 2015. From June 2013 until June 2015, she served as Executive Vice President, Chief Financial Officer and Treasurer of Sentry Insurance Company. Previously she served as the Executive Vice President and Chief Operating Officer of Jewelers Mutual Insurance Company from November 2012 until June 2013, where she also served as Senior Vice President, Chief Financial Officer and Treasurer from May 2011 until November 2012 and as Chief Financial Officer and Treasurer from 2004 until May 2011, after holding a series of positions of increasing responsibility in finance, accounting, treasury and tax. Ms. Sanders is currently a member of the board of directors of Alliant Energy Corporation, a public utility holding company, where she serves as the Lead Independent Director, Chair of the Nominating and Governance Committee, and as a member of the Audit Committee and the Executive Committee, and a member of the board of directors and Chair of the Risk Committee of GuideOne Insurance Group, a mutual insurance company. Ms. Sanders previously served on the board of directors of First Business Financial Services, Inc., a registered bank holding company from 2016 until December 2024. She brings significant experience related to strategic leadership, finance and audit, human capital management and risk management to the Board.

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Ms. Trudell has served as the sole principal of Trudell Human Capital Consulting, LLC since 2017. From 2011 until her retirement in September 2017, Ms. Trudell served as Executive Vice President and Chief Human Resources Officer of PepsiCo, Inc. ("PepsiCo"). From 2007 through 2011, she served as Senior Vice President and Chief Personnel Officer of PepsiCo. Prior to her tenure at PepsiCo, Ms. Trudell held a number of executive operating and general management positions with General Motors Corporation from 1981 to 2001, and Brunswick Corporation from 2001 to 2006, including chairwoman and president of Saturn Corporation, president of IBC Vehicles and president of Sea Ray Group. Since 2019, Ms. Trudell has served on the board of Canadian Tire Corporation, a Canadian retail company publicly traded on the Toronto Stock Exchange, where she is Chair of the Compensation Committee and a member of the Governance Committee. From 2013 to 2019, she served as a member of the Defense Business Board, which provides business advice to the U.S. Department of Defense. Previously, Ms. Trudell served as a member of the boards of directors of ISS A/S from 2015 to 2023, The Pepsi Bottling Group, Inc. from 2008 to 2010, Canadian Imperial Bank of Commerce from 2005 to 2008, and PepsiCo, Inc. from 2000 to 2007. Ms. Trudell brings significant experience related to human capital management, executive leadership and strategy, and global operations to the Board.

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Board Composition and Effectiveness

We believe the Board benefits from taking a holistic approach to its composition and refreshment. Our Board values a mix of new directors, who bring fresh perspectives, and longer-serving directors, who bring continuity and breadth of experience with our business, strategies and risk management processes. Our Board has developed comprehensive and ongoing assessment and succession planning processes and regularly reviews the biographical backgrounds and skills of its current members and potential nominees in connection with its ongoing evaluation of Board composition and refreshment.

Selection and Nomination of Directors

Director Nomination Process

The Governance and Human Capital Committee is responsible for identifying and recommending qualified candidates for nomination to the Board.

Select Director Nominees

Identify and Source Candidates

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Assessment of Board Composition

The Board conducts a comprehensive analysis of the skills, qualifications, experience and attributes that are determined to best serve the Board and the interests of stockholders. When identifying and considering potential director nominees and evaluating the current composition of our Board, the Governance and Human Capital Committee focuses on:

• the composition and competencies of our Board as a whole,

• how the traits possessed by individual directors and director nominees complement one another,

• the ability of the current and proposed members to operate collegially and effectively, and

• the intersection of these factors with our current strategy, operational plans and oversight requirements.

  The Board also considers outside commitments of directors, including service on other boards and board committees, in assessing their ability to serve on the Board and committees of the Board.

  Director Qualifications

  As discussed in our Corporate Governance Guidelines, we do not set specific criteria for directors, but believe that candidates should show evidence of leadership in their particular field and have broad experience and the ability to exercise sound business judgment. In selecting directors, the Board generally seeks a combination of qualities and experience that will contribute to the exercise of the duties of the Board, including active or former chief executive or senior officers of major complex businesses, leading academics and entrepreneurs. The factors considered by the Governance and Human Capital Committee when evaluating individual director nominees include:

  Personal and professional ethics, integrity and values	Business acumen, leadership qualities and record of accomplishment	Compatibility with the existing Board composition	Commitment to serve on our Board for a potentially extended period of time, in light of the market cycles and earnings volatility that characterize our industry
  Independence, including the ability to represent all of our shareholders and other key stakeholders without any conflicting relationship with any particular constituency	Professional experience and industry expertise considering our evolving strategic and operational plans over time	Ability and willingness to devote sufficient time to carrying out Board duties and responsibilities fully and effectively, particularly as a result of our Bermuda headquarters location	Other attributes of the candidate, our business and strategic conditions, and external factors that the Governance and Human Capital Committee deems appropriate

  The Governance and Human Capital Committee has the discretion to weigh these, and other, factors as it deems appropriate. The relative importance of these factors may vary from candidate to candidate, depending on our evolving circumstances, and no particular criterion is necessarily applicable to all prospective nominees.

  Our Board believes that the backgrounds and qualifications of the directors and director nominees, both individually and considered as a group, should provide a diverse range of viewpoints, backgrounds, skills, experiences, expertise, and abilities that will allow the Board to fulfill its responsibilities, taking into account our evolving strategic direction and needs. The Governance and Human Capital Committee evaluates and discusses these factors at both the Board and committee levels when carrying out its director selection, recruitment and nomination obligations and also when assessing the performance of current directors. This assessment is undertaken at least annually.

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  The Governance and Human Capital Committee may use search firms to identify potential candidates to stand for election to the Board. Our Corporate Governance Guidelines formalize our commitment to source Board candidates that have a range of viewpoints, backgrounds, skills, experiences and expertise, and other diverse characteristics.

  Annual Board Assessment and Evaluation

  The Board recognizes that a robust and constructive evaluation process is an essential part of good corporate governance and Board effectiveness. Pursuant to its charter, the Governance and Human Capital Committee has responsibility for oversight of the Board's annual overall effectiveness reviews, review of individual director performance and similar matters.

  Multi-Faceted Evaluation Process

  Results are compiled and discussed by the Board and each committee, and changes in practices, Board composition and procedures are recommended by the Governance and Human Capital Committee as necessary.

Incorporation of Feedback

Board Chair Assessment

Committee Self-Evaluations

Periodic Use of Independent Third Parties

Director Orientation and Continuing Education

Our Governance and Human Capital Committee oversees the orientation process for new directors. Each new director and new member of a Board committee participates in a comprehensive orientation program run by management. The orientation includes presentations by senior management to familiarize the new director with our strategic plan, significant accounting and risk management factors unique to our business, compliance programs, Code of Ethics and other relevant topics.

We encourage our directors to participate in continuing education programs and reimburse them for reasonable expenses associated with third-party training programs relating to our business, industry or the discharge of Board duties. We also provide ongoing education programs on topics relevant to RenaissanceRe and our industry as part of regular Board and committee meetings, and directors are invited and encouraged to visit our offices to meet with management.

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Director and Director Nominee Independence

The Governance and Human Capital Committee has reviewed the independence of each of our current directors and director nominees and affirmatively determined that each of Drs. Rahmani, Jeworrek and Mester, Mses. Sanders and Trudell and Messrs. Bushnell, Gibbons, Gidumal, Hennes, Hooley and Klehm are independent. Mr. O'Donnell is not independent because of his employment as our President and Chief Executive Officer.

The New York Stock Exchange (the "NYSE") listing standards require that a majority of our directors be independent. For a director to be considered independent, the Board must determine that the director does not have any direct or indirect material relationship with us either directly or as a partner, shareholder or officer of an organization that has a relationship with us. Our Corporate Governance Guidelines provide that a majority of our directors will meet the NYSE's listing standards regarding independence criteria and set forth additional parameters that the Board uses to determine director independence, which we believe are more stringent than the independence requirements in the NYSE listing standards. In addition, the Board considers all relevant facts and circumstances known or reported to it in making independence determinations.

In particular, when making its independence determinations, the Governance and Human Capital Committee considered the following relationships and determined that none of the directors or director nominees involved had a material relationship with us as a result of these relationships. Mr. Hennes serves as a director of Citigroup. We have current and historical financial relationships with Citigroup and its subsidiaries and affiliates, including Citigroup acting in manager roles in several of our securities offerings over the last few years and being a party to letter of credit facilities with us. Ms. Sanders serves as a director of GuideOne Insurance. From time to time, we have entered into reinsurance contracts with GuideOne, all in the ordinary course of business on terms available to similarly situated parties. Mr. Gibbons is the Treasurer and a director of EGL, the parent company of a number of varied businesses in Bermuda, including Coralisle Group Ltd. ("Coralisle"), and a director of BACL. We have entered into reinsurance contracts with Coralisle which are described under "Certain Relationships and Related Transactions" below. In addition, we have other immaterial business relationships with a variety of the other businesses owned by EGL and BACL, relating primarily to local services and procurement in Bermuda, for which we paid these entities a total of $63,657 in 2025. Mr. Gibbons is not directly involved in the management of Coralisle or any of the other businesses owned by EGL or BACL with which we do business, and all of the transactions were entered into in the ordinary course of business on terms available to similarly situated parties. Furthermore, the EGL and BACL entities did not make payments to, or receive payments from, us in an amount which, in any of the last three fiscal years, exceeded the greater of

$1.0 million or 2% of EGL's or BACL's consolidated gross revenues.

Shareholder Nomination Process

Candidates recommended by shareholders for nomination to the Board will be considered and evaluated by the Governance and Human Capital Committee using the same process and criteria that we use to evaluate other candidates, assuming the proper procedures for shareholder nominations are followed. The Governance and Human Capital Committee will consider nominees to the Board recommended by no fewer than 20 shareholders holding in the aggregate not less than 10% of the outstanding paid-up share capital of RenaissanceRe. Any shareholder recommendation must be sent to our Corporate Secretary not less than 60 days prior to the scheduled date of the annual general meeting of shareholders and must set forth for each nominee: (i) the name, age, business address and residence address of the nominee; (ii) the principal occupation or employment of the nominee; (iii) the class or series and number of shares of capital stock of RenaissanceRe that are owned beneficially or of record by the nominee; and (iv) any other information relating to the nominee that would be required to be disclosed in a proxy statement or other filing required to be made in connection with solicitations of proxies for election of directors pursuant to Section 14 of the U.S. Securities Exchange Act of 1934, as amended (the "Exchange Act") and the rules and regulations promulgated thereunder. The written notice must also include the following information with regard to the shareholders giving the notice:

• the name and record address of such shareholders;

• the class or series and number of shares of capital stock of RenaissanceRe that are owned beneficially or of record by such shareholders;

• a description of all arrangements or understandings between such shareholders and each proposed nominee and any other person (including his or her name and address) pursuant to which the nomination(s) are to be made by such shareholders;

• a representation that such shareholder intends to appear in person or by proxy at the annual general meeting of shareholders to nominate the persons named in its notice; and

• any other information relating to such shareholder that would be required to be disclosed in a proxy statement or other filing.

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Such notice must be accompanied by a written consent of each proposed nominee to be named as a nominee and to serve as a director if elected. The Governance and Human Capital Committee may refuse to acknowledge the nomination of any person not made in compliance with the foregoing procedure.

The Board's Role and Key Responsibilities

Strategic Oversight

Our Board believes that long-range strategic issues should be discussed and reviewed at regular Board meetings. Our Corporate Governance Guidelines provide that the Board review and critique our strategic plan at least annually, with quarterly reviews of performance in comparison to the financial plan. Senior management and the full Board engage in long-term strategy discussions at least annually, and the Board and committees regularly receive updates from business function leaders on our performance against our tactical plans.

Our strategic plan drives the Board's goal setting in many areas. For example, the goals of each Board committee are tied to the achievement of the strategic plan and the Governance and Human Capital Committee determines and measures executive compensation against the achievement of strategic goals and objectives.

Risk Oversight

We consider enterprise-wide risk management to be a key strategic objective and believe that our enterprise-wide risk management processes and practices help to identify potential events that may affect us; quantify, evaluate and manage the risks to which we are exposed; and provide reasonable assurance regarding the achievement of corporate objectives. For each identified and measured risk, we have identified (i) a day-to-day owner and management response, (ii) a process for monitoring and reporting on the risk, (iii) a senior management committee, and (iv) Board and/or committee oversight. We believe that this risk management process, along with our culture and focus on enterprise-wide risk management, ensures effective risk oversight by our Board.

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COMMITTEES

Risk Management Process

BOARD

• The Board is responsible for overseeing enterprise-wide risk management and is actively involved in the monitoring of risks that could affect us.

• The members of the Board have direct access to, and receive regular reports from, the senior executives and other officers responsible for identifying and monitoring our risks, and coordinating enterprise-wide risk management, including our Group Chief Risk Officer, Chief Portfolio Officer, Group Chief Underwriting Officer, Chief Financial Officer and Group General Counsel, each of whom reports directly to our Chief Executive Officer, as well as other senior personnel such as our Chief Investment Officer, Chief Compliance Officer, Chief Accounting Officer, Global Corporate Controller and Head of Internal Audit. The Board also receives regular reports from the Operational Risk and Resilience Committee, which includes members of senior management, compliance professionals and others and oversees policies and procedures relating to accounting, financial reporting, internal controls, legal and regulatory matters, and complex transactions, among other matters.

• The Board delegates certain of its risk management responsibilities to its committees as set forth in the committee charters and described under "Committees of the Board" below, with key risks set forth below.

• The Non-Executive Chair of the Board participates in meetings of each committee from time to time on an ex officio basis and monitors the identification of risks or other matters that might require cross-committee coordination and collaboration or the attention of the full Board.

MANAGEMENT

• At least annually, our Group Chief Risk Officer presents a comprehensive risk management overview to the Board to demonstrate management coverage and Board oversight of significant identified risks. This overview outlines our procedures for the identification and measurement of, response to, and monitoring and reporting of risk.

• Management representatives from our risk, legal, regulatory, compliance, human resources, treasury, finance, investments, reserving, information security, accounting and internal audit functions:

  • Regularly report to the Board and each committee at quarterly scheduled sessions, including at least annually to the Governance and Human Capital Committee regarding any potential risks of our compensation policies and practices; and

  • Separately meet with, and are interviewed by, our committees in executive sessions.

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Board Oversight of Sustainability

We have an integrated approach to sustainability governance, with cross-collaboration among our Board committees and management. Our Board and its committees are actively engaged in the oversight of sustainability initiatives and our management provides regular reports on progress and developments.

The Governance and Human Capital Committee, pursuant to its charter, is charged with overseeing, monitoring and reviewing our sustainability policies, programs and practices. This oversight includes health and safety, diversity, equity and inclusion and related matters. Our dedicated sustainability team reports to the Governance and Human Capital Committee regularly, and to the full Board at least annually, on our sustainability initiatives and progress on implementation of our sustainability strategy. In addition, the Governance and Human Capital Committee is actively engaged in the oversight of our employees, work environment, diversity, equity and inclusion initiatives and compensation practices, and receives regular updates from management on progress and developments, and our executive management team and Governance and Human Capital Committee receive regular reports on progress against our annual human resources tactical plans.

The consideration of the impacts of climate change is integral to our enterprise-wide risk management process. Certain aspects of sustainability are monitored by the full Board or other committees. For example, the Investment and Risk Management Committee is charged with overseeing key financial risks, such as the financial risk of climate change. We have been progressively integrating the consideration of the financial risk of climate change into our governance frameworks, risk management processes and business strategies over the past several years.

Cross-Committee Risk and Strategy Oversight Collaboration

At their quarterly meetings, each committee reviews and discusses its current and future agendas in the context of our strategic plan and any new Company, industry or market information and identifies matters that should be discussed with other committees or the full Board. In addition, each principal committee reports to the full Board at each quarterly Board meeting.

Our Audit, Governance and Human Capital, and Investment and Risk Management Committees coordinate their oversight of our financial and operating risks and routinely collaborate to address specific matters requiring coordination and cross-committee oversight. We believe that these collaborative efforts sustain high levels of enterprise-wide risk management and facilitate sound corporate governance.

Executive Succession Planning

We believe that executive succession planning and leadership development are critical to our long-term success and are key to effective risk oversight and execution of our strategy. Our succession planning programs are designed to ensure that the Board has appropriate oversight. On behalf of the Board, our Governance and Human Capital Committee collaborates with our Chief Executive Officer in the development and monitoring of our programs for long-term executive succession, generally on a quarterly basis. Our Board, in coordination with the Governance and Human Capital Committee, also maintains an emergency succession plan, which is intended to enable us to respond quickly to unexpected vacancies to maintain the continuity of our business operations and minimize disruptions.

The Governance and Human Capital Committee dedicates at least one meeting each calendar year to an in-depth review of talent development plans, including development plans for internal succession candidates and identification of potential external succession candidates. Updates to the executive succession plan are made as necessary.

To further support the succession planning process, the Governance and Human Capital Committee is regularly presented with information on the Company's employee population, ranging from the results of engagement surveys to detailed succession plans for senior or critical roles. Together, the Chief Executive Officer, the Chief Human Resources Officer and the management governance committee identify individuals who they believe have demonstrated potential to grow into senior executive positions and review these individuals with the Governance and Human Capital Committee. The careers of these individuals are monitored to ensure that over time they have appropriate exposure both to the Board and to our business.

These individuals interact with our Board in various ways, including through participation in Board meetings and other Board-related activities and meetings with individual directors. The Governance and Human Capital Committee regularly briefs the full Board on these matters and has overseen recent changes to our leadership structure in accordance with our succession planning processes.

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