AXIS Capital (AXS) Proxy filing summary

Executive summary

• Achieved record financial performance in 2025, including an 18.3% increase in book value per diluted common share and record gross premiums written of $9.6 billion, up 7% year-over-year.

• Insurance segment saw record gross premiums written of $7.2 billion and underwriting income up 40% over prior year.

• Reinsurance segment maintained profitability with a combined ratio of 92.6% and $128 million in underwriting income.

• Launched AXIS Capacity Solutions to drive innovation and new fee income streams.

• Continued investment in operational transformation, including technology and AI-enabled capabilities.

Voting matters and shareholder proposals

• Shareholders will vote on electing three Class II directors to serve until 2029.

• Advisory vote on executive compensation (Say on Pay) is included.

• Appointment of Deloitte Ltd. as independent auditor for 2026 and authorization for the Board to set auditor fees.

Board of directors and corporate governance

• Board consists of 11 directors, 10 of whom are independent; average tenure is 8.8 years.

• Board is divided into three classes with staggered terms to promote stability and long-term perspective.

• Active board refreshment process, with four new directors added since 2021.

• Majority vote standard for director elections; shareholders with 10%+ stock can call special meetings.

• Regular board and committee self-evaluations and robust code of business conduct.