Everest Group (EG) Proxy Filing summary

Executive summary

• Annual General Meeting scheduled for May 14, 2025, with key proposals including director elections, auditor appointment, executive compensation advisory vote, approval of a new employee stock purchase plan, and amendments to company bye-laws.

• 2024 financial results showed $18.2B in gross written premium (9.1% growth), $1.4B net income, $1.3B net operating income, and 9.2% total shareholder return.

• Board and management changes include the retirement of the current Chairman and appointment of an independent Chairman, as well as a new CEO effective January 2025.

Voting matters and shareholder proposals

• Shareholders will vote on the election of nine directors, appointment of KPMG as auditor, advisory approval of executive compensation, the 2025 Employee Stock Purchase Plan, and amendments to the bye-laws.

• Board recommends voting in favor of all proposals.

• Shareholder proposals must comply with bye-laws and be submitted by December 12, 2025, for the 2026 AGM.

Board of directors and corporate governance

• Board to be reduced to nine members (three women, six men) after the AGM.

• All key committees (Audit, Compensation, Nominating and Governance) are composed entirely of independent directors.

• New Technology and Cyber Committee formed in 2024.

• Annual board and committee self-assessments, succession planning, and shareholder engagement are emphasized.

• Independent Chairman and Lead Director roles established for enhanced governance.