UNITED FIRE GROUP INC FILES (8-K) Disclosing Change in Directors or Principal Officers, Regulation FD Disclosure, Financial Statements and Exhibits
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
UFG Insurance Appoints Julie Stephenson as New Chief Operating Officer
On
age 55, as Executive Vice President and Chief Operating Officer.
as global head of casualty reinsurance at Swiss Re. Prior to joining Swiss Re in
2021, she held the positions of chief operating officer-middle market
(2019-2021) and commercial chief underwriting officer (2015-2019) at
Insurance
bachelor's degree in mechanical engineering from
begin her duties as Executive Vice President and Chief Operating Officer on
In accordance with the terms of
Letter
the standard payroll practices of the Company, and subject to all withholdings
and deductions, as required by law.
Pursuant to the Offer Letter and payable in
receive a guaranteed cash bonus in the amount of
attainment of performance measures applicable to other senior executives, to
compensate her for compensation she forfeited upon separating from her prior
employer. For 2023, the Offer Letter provides that
eligible for a cash bonus at target of 110% of base salary, pro-rated for her
partial year of employment, with an opportunity to achieve up to 200% of the
target cash bonus opportunity upon attainment of the maximum level in all
performance metric categories established by the Company's Board of Directors,
and set forth in the Company's anticipated 2023 annual incentive plan for its
most senior management team members. The Offer Letter also provides that
Stephenson
she remains Chief Operating Officer of the Company through
an additional retention bonus in the gross amount of
Chief Operating Officer of the Company through
Board. In 2023, the Chief Executive Officer will recommend to the Company's
Board of Directors that
of her base salary (up to
(25%); (ii)
maximum payout opportunity of
start date with the Company. Additionally, the Company will grant
Stephenson
an award of restricted stock units ("RSUs") under the
2021 Stock and Incentive Plan as follows: 6,730 RSUs to vest on
3,831 RSUs to vest on
125,000
to
as of
Control Severance Agreement for its named executive officers. The agreement,
among other things, provides for: 1) an 18-month non-competition agreement and
2) in the event of both a change in control and termination of employment by the
Company without cause: a) a severance benefit
payable to the named executive officer in an amount equal to 1.5 times her
highest annual base salary plus target annual incentive compensation, b) the
continuation of certain insurance benefits for a period of 18 months, c) the
full vesting of each long-term incentive award held by the named executive
officer, with any performance measures deemed satisfied at the target level, and
d) certain outplacement benefits.
The above description of the Offer Letter does not purport to be complete and is
qualified in its entirety by reference to the full text of the Offer Letter
filed herewith as Exhibit 10.1.
Item 7.01 Regulation FD Disclosure.
On
appointment of
Officer effective
furnished with this Current Report on Form 8-K as Exhibit 99.1.
1
--------------------------------------------------------------------------------
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit 10.1 Executive employment offer letter to Julie Stephenson , Chief
Operating Officer
Exhibit 99.1 Press release of United Fire Group, Inc. dated January 5, 2023
Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL
document.)



UFG Insurance Appoints Julie Stephenson as New Chief Operating Officer
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