James River Group Holdings (JRVR) Proxy filing summary

Executive summary

• Annual Meeting scheduled for October 22, 2026, with shareholders voting on director elections, auditor ratification, and executive compensation.

• Proxy materials include detailed information on business performance, governance, and compensation for the year ended December 31, 2025.

• Shareholder engagement initiatives included outreach to over 200 shareholders, with feedback influencing compensation and governance disclosures.

Voting matters and shareholder proposals

• Shareholders will vote on electing six directors for a one-year term, ratifying Ernst & Young LLP as independent auditor, and approving 2025 executive compensation on an advisory basis.

• Board recommends voting FOR all proposals.

• Shareholder proposals and director nominations for the 2027 meeting must be submitted by May 19, 2027.

Board of directors and corporate governance

• Six director nominees, including the CEO, with diverse backgrounds in insurance, finance, and technology.

• Board committees include Audit, Compensation and Human Capital, Nominating and Corporate Governance, and Investment Committees.

• Annual board and committee self-assessments are conducted, and all directors attended at least 75% of meetings in 2025.

• Code of Conduct and Corporate Governance Guidelines are in place, with a focus on ethics, compliance, and shareholder engagement.