Essent Group (ESNT) Proxy Filing summary

Executive summary

• The 2025 Annual General Meeting will be held virtually on May 7, 2025, with shareholders voting on director elections, auditor re-appointment, and executive compensation.

• 2024 financial results showed net income of $729 million, a 14% return on equity, and 12% revenue growth to $1.2 billion, with strong capital and liquidity positions.

• The company emphasizes a measured approach to capital management, returning $221 million to shareholders in 2024 via dividends and share repurchases, and approved an 11% dividend increase and a new $500 million share repurchase authorization through 2026.

Voting matters and shareholder proposals

• Shareholders will vote on electing three Class II directors, ratifying PricewaterhouseCoopers LLP as auditor, and a non-binding advisory vote on executive compensation.

• The Board recommends voting FOR all proposals and nominees.

• Shareholder proposals for the 2026 meeting must be submitted by November 21, 2025.

Board of directors and corporate governance

• The Board consists of nine directors, with a mix of long-tenured and new members, and strong diversity in skills and backgrounds.

• Board committees include Audit, Compensation, Nominating/Governance, Risk, and Technology, each with defined responsibilities and independent members.

• Corporate governance practices include annual board evaluations, share ownership guidelines, a clawback policy, and a prohibition on hedging.

• The Board is committed to increasing diversity and regularly engages with shareholders.