DEF 14A of Reinsurance Group Of America Inc, Apr 10, 2025

DEF 14A of Reinsurance Group Of America Inc

Filed Apr 10, 2025 · FY20240000898174-25-000076

Open on EDGAR

  1. Item 1 – Election of Directors

    Item 1 – Election of Directors The first item to be acted upon at the Annual Meeting is the election of the following director nominees to the Board, each with a term ending at the Company's 2026 annual meeting of shareholders:

  2. Item 1 – Election of Directors

    | Name | Director Since | Independent | | Pina Albo | 2019 | Yes | | Michele Bang | 2023 | Yes | | Tony Cheng | 2023 | No | | John J. Gauthier | 2018 | Yes | | Patricia L. Guinn | 2016 | Yes | | Hazel M. McNeilage | 2018 | Yes | | Stephen O'Hearn (Chair) | 2020 | Yes | | Alison Rand | 2024 | Yes | | Shundrawn Thomas | 2021 | Yes | | Khanh T. Tran | 2022 | Yes | | Steven C. Van Wyk | 2019 | Yes |

  3. Item 1 – Election of Directors

    The Board nominates each of these individuals for election at the Annual Meeting. Each nominee is currently a member of the Board. All director nominees stand for election for a one-year term. Should any one or more of the nominees be unable or unwilling to serve (which is not expected), the proxies will be voted for such other person or persons as the Board may recommend unless such proxies are marked otherwise. On February 25, 2025, George Nichols III informed the Board that he will not stand for re-election at the Annual Meeting. Mr. Nichols' decision not to stand for re-election was not the result of any dispute or disagreement with the Company, management or the Board, or any matter relating to the Company's operations, policies or practices. His term as director expires at the conclusion of the Annual Meeting on May 21, 2025. See "Board of Directors and Corporate Governance" beginning on page 23 for further information related to "Item 1 - Election of Directors."

  4. Board of Directors

    Board of Directors

  5. Board Composition

    Board Composition Each of the nominees standing for election has a core set of skills, talents and attributes that make them valuable members of our Company's Board. When searching for new Board candidates, the Nominating and Governance Committee considers the evolving needs of the Company's global business and searches for Board candidates who fill any current or anticipated needs or gaps in skills, experience and overall Board composition. The Nominating and Governance Committee of the Board has determined that all of our nominees should possess the following qualifications:

  6. Board Composition

    | Director Qualifications | | | Director Qualification | Description | | Commitment to Our Values | Directors and candidates should be committed to promoting the Company's financial success and preserving and enhancing our business and ethical reputation, as embodied in our codes of conduct and ethics. | | Diversity | Directors and candidates should reflect a diversity of viewpoints, background, work and other experiences. | | Financial Literacy | Directors and candidates should be "financially literate" as such qualification is interpreted by the Board in its business judgment. | | Independence | Directors and candidates should not have any conflicts of interest or other commitments that would prevent such director from fulfilling the obligations of a director. Mr. Cheng, as our President and Chief Executive Officer, is not independent. | | Knowledge and Experience | Directors and candidates should possess knowledge and experience that will complement that of other directors and promote the creation of shareholder value. | | Leadership Experience | Directors and candidates should possess significant leadership experience, such as experience in business, finance/accounting, financial services regulation, education or government, and shall possess qualities reflecting a proven record of accomplishment and ability to work with others. | | Reputation and Integrity | Directors and candidates should be of high repute and recognized integrity and not have been convicted in a criminal proceeding (excluding traffic violations and other minor offenses). | | Other Factors | Directors and candidates should have such other qualifying and desirable characteristics as identified by the Nominating and Governance Committee from time to time. |

  7. Board Composition

    Other areas of expertise or experience are desirable given our Company's global reinsurance business and operations, including: life insurance, actuarial science, financial services, information technology, cybersecurity, data privacy and security, international markets, operations, capital markets, investments, banking, risk management, human capital management and sustainability.

  8. Director Skills Matrix

    Director Skills Matrix All of our directors bring significant executive leadership, management and industry expertise derived from their careers and professions. When considering whether our current directors have the experience, qualifications, attributes and skills, taken as a whole, to enable the Board to satisfy its oversight responsibilities effectively in light of the Company's business and structure, the Nominating and Governance Committee and the Board focus on the experience of the directors, illustrated in the director biographies and the following skills matrix.

  9. Director Skills Matrix

    | Director Skills Matrix | | | | | | | | | | | | | Director Qualifications, Attributes and Skills | Albo | Bang | Cheng | Gauthier | Guinn | McNeilage | O'Hearn (Chair) | Rand | Thomas | Tran | Van Wyk | | Corporate Governance & Public Company Board. Experience in public company corporate governance issues, policies and practices, shareholder relations, financial reporting and compliance, strategic planning and risk oversight. | ● | | ● | ● | ● | | ● | ● | ● | ● | ● | | Financial Literacy. Knowledge of finance or financial reporting, complex financial management, capital allocation, experience with debt/capital market transactions and mergers and acquisitions. | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | | Government/Regulatory. Experience in government and regulatory affairs, and regulated industries, including as part of a business and/or through positions with government organizations or regulatory bodies. | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | | Human Capital Management. Talent acquisition, development, engagement and retention; wellness and benefits; director, CEO and senior executive succession planning. | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | | Industry Knowledge. Experience in the Company's businesses and industries including traditional individual and group life and health, disability and critical illness reinsurance and financial services, such as longevity reinsurance, asset-intensive reinsurance, financial reinsurance and stable value products. | ● | ● | ● | | ● | | ● | ● | | ● | | | International. Experience doing business internationally or focused on international issues and operations and exposure to markets, environments, economic conditions and cultures outside the U.S. associated with a global workforce and international business activities. | ● | ● | ● | ● | ● | ● | ● | | | ● | ● | | Investments. Experience in investment policy and strategy, global asset/liability management, research and strategy development, portfolio construction, and risk management. | | ● | | ● | ● | ● | | | ● | ● | | | Risk Assessment and Management. Experience identifying and prioritizing a spectrum of risks and managing and overseeing complex risk management matters. | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | | Senior Leadership Experience. Significant leadership experience, including serving as a CEO, senior executive, division president or functional leader within a complex corporate entity. | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | | Sustainability. Knowledge of and experience with sustainability issues, trends, disclosures, practices, business models and strategies. | ● | ● | | ● | | ● | ● | ● | ● | ● | | | Technology and Cybersecurity. Knowledge of and experience with implementing technology strategies, understanding of emerging technologies and cybersecurity risks, issues and protections; long-term systems planning and strategy. | | | | | | ● | | ● | ● | | ● |

  10. Director Nominees

    Director Nominees The Company recommends a vote FOR all of the following nominees for election to the Board.

  11. Director Nominees

    | Pina Albo | | | | Business Experience: Ms. Albo is the Chief Executive Officer of Hamilton Insurance Group ("Hamilton"), a Bermuda-based global specialty insurer and property and casualty reinsurer. She also serves on the Hamilton board of directors. Prior to joining Hamilton, she spent 25 years at Munich Re, starting as a claims expert and holding increasingly senior positions that culminated in roles as President, Reinsurance Division, Munich Re America and later Member of the Board of Executive Management. She began her career as a lawyer after having earned law degrees in both Canada and France. | | Chief Executive Officer of Hamilton Insurance Group | Age: 62 Director since: 2019 Independent | | Michele Bang | | | | Business Experience: Ms. Bang was the Deputy Chief Executive Officer of Eastspring Investments, the Asia asset management arm of Prudential plc. During her time with Prudential, she concurrently served as executive team member responsible for digital innovation and technology integration throughout the firm. Prior to her role with Prudential, Ms. Bang held senior leadership roles and board seats in Asia for Deutsche Asset Management (now DWS Group). She has been active in new economy innovation as an investor, judge and advisor to entrepreneurs in the health, education and fintech space. She has a Bachelor of Arts degree from Cornell University. | | Retired Deputy Chief Executive Officer of Eastspring Investments | Age: 60 Director since: 2023 Independent |

  12. Director Nominees

    | Tony Cheng | | | | Business Experience: Mr. Cheng is President and Chief Executive Officer of the Company. He has been Chief Executive Officer since January 1, 2024 and was named President in January 2023. Prior to this appointment Mr. Cheng was Executive Vice President, Head of EMEA, Asia, and Australia for RGA Reinsurance Company, providing executive oversight for the Company's EMEA, Asia and Australia operations. Mr. Cheng joined RGA in 1997 as Chief Actuary of Malaysian Life Reinsurance Group Berhad. In 2004, he was named Chief Executive Officer of the Hong Kong office, responsible for all business activity in Hong Kong and Southeast Asia, and in 2011, he was named Senior Vice President, Asia. Mr. Cheng received a Bachelor of Economics (B.Ec.) degree from Macquarie University in Sydney, Australia and an M.B.A. from Washington University in St. Louis's John M. Olin School of Business. He is a Fellow of the Institute of Actuaries of Australia (FIAA) and past President of the Actuarial Society of Hong Kong. He has also served as a council member for the Society and as a past Chair of its Experience and Life Committees. | | President and Chief Executive Officer of the Company | Age: 51 Director since: 2023 Not independent |

  13. Director Nominees

    | John J. Gauthier | | | | Business Experience: Mr. Gauthier was the Chief Investment Officer of Allied World Assurance Company Holdings, AG, a global provider of insurance and reinsurance solutions, from 2008 to 2018. Mr. Gauthier also served as President of Allied World Financial Services Company, Inc. from 2012 until his retirement in 2018. Before joining Allied, Mr. Gauthier was a Managing Director with Goldman Sachs Asset Management, a division of Goldman Sachs & Co. Prior to Goldman Sachs, he was with Conning Asset Management and General Reinsurance/New England Asset Management and The Travelers. Mr. Gauthier holds a B.S. in computer information systems from Quinnipiac University and an M.B.A. in finance from The Wharton School, University of Pennsylvania. He is a Chartered Financial Analyst (CFA). He is Principal at JJG Advisory, LLC, a consulting business, and at Talcott Capital Partners, LLC, an investor advisory business. He serves on the board of directors of The Hartford Funds Group, Hamilton Insurance Group, LTD. and Middlesex Health System, Inc. | | Retired CIO of Allied World Assurance Company Holdings, AG and Retired President of Allied World Financial Services Company, Inc. | Age: 63 Director since: 2018 Independent | | Patricia L. Guinn | | | | Business Experience: Ms. Guinn was the Managing Director of Risk and Financial Services and a member of the executive leadership team at Towers Watson from 2010 until her retirement in 2015. Previously, she served as a Member of the Board and the Managing Director of Risk and Financial Services at Towers Watson's predecessor company, Towers Perrin. Overall, she has over 40 years of experience in the insurance industry. Ms. Guinn is a member of the board of directors of Constellation Insurance GP LLC and various of its subsidiaries, where she chairs the audit committees. Ms. Guinn is an Association Member of BUPA, a leading international healthcare group, and advisory board member of EOS Ventura Partners. She previously served on the boards of Allied World Assurance, AssetMark Financial, and Assurance Company Holdings AG. Additionally, Ms. Guinn is a fellow of the Society of Actuaries, a member of the American Academy of Actuaries and a Chartered Enterprise Risk Analyst. | | Retired Managing Director of Risk and Financial Services at Towers Watson | Age: 70 Director since: 2016 Independent | | Hazel M. McNeilage | | | | Business Experience: Ms. McNeilage was the Regional Managing Director, EMEA, for Northern Trust Corporation's Asset Management division from 2015 to 2018 and a Director of Northern Trust Global Investment Ltd. Prior to joining Northern Trust, Ms. McNeilage held a variety of roles with Northill Capital Partners from 2012 to 2015, including interim CEO for one of Northill's affiliates. Prior to that, she spent two years as Head of Funds Management for QIC, a major sovereign wealth fund based in Australia. From 2001 to 2009 Ms. McNeilage was with Principal Global Investors, during which she served in leadership positions around the world and was a member of several boards. Prior to Principal, Ms. McNeilage spent more than a decade with Towers Perrin (now Willis Towers Watson), including a three-year term on its board of directors. Ms. McNeilage received a Bachelor of Science from the University of Lancaster, England, with majors in Mathematics, Economics, and Operations Research. She is a Fellow of the Institute and Faculty of Actuaries, a Fellow of the Institute of Actuaries of Australia, and a Board Leadership Fellow of the National Association of Corporate Directors (U.S.). Ms. McNeilage holds certificates in cybersecurity from both Carnegie Mellon University and Harvard University. Ms. McNeilage also serves on the Board of Directors of Everest Group, Ltd. (NYSE: EG). | | Retired Regional Managing Director, EMEA of Northern Trust Asset Management | Age: 68 Director since: 2018 Independent |

  14. Director Nominees

    | Stephen O'Hearn (Chair) | | | | Business Experience: Mr. O'Hearn was employed by PricewaterhouseCoopers (PwC) for 38 years. He held a variety of leadership positions including serving as the Global Insurance Leader from 2015 to 2020, during which time he also served on PwC's financial services leadership team and the firm's extended global leadership team. A trained accountant, Mr. O'Hearn has 26 years of experience as an audit partner, serving a variety of clients in the financial services industry, including many of the world's leading insurers, while resident in Milwaukee, Tokyo, New York, Zurich and Munich, until his retirement from PwC in 2020. Mr. O'Hearn attended the University of Notre Dame, graduating summa cum laude in 1982. He is a Certified Public Accountant in the U.S. He serves on the Law, Regulation & Resilience Policies Working Group of the Insurance Development Forum, which is a collaboration between the insurance industry and various governmental organizations, including the United Nations and World Bank, aimed at improving resilience and narrowing the protection gap. Mr. O'Hearn is also Governor and Chairman of the Audit Committee of Junior Achievement Worldwide, Co-Chair of the Advisory Board of Notre Dame's Lab for Economic Improvement, and Vice Chair of the Door County Community Foundation. | | Retired Global Leader, Insurance Practice at PricewaterhouseCoopers | Age: 64 Director since: 2020 Independent | | Alison Rand | | | | Business Experience: Ms. Rand is the retired Chief Financial Officer of Primerica (NYSE: PRI), an insurance, investment, and financial services distribution firm with more than 150,000 independent agents. She joined Primerica in 1995 and was promoted through finance roles with increasing responsibilities and scope before being named Executive Vice President and Chief Financial Officer in 2000. In addition to leading a 130-person finance team, she served as a member of the company's four-person Executive Team, with responsibility for strategic planning, organizational wellness, and board relationships. Ms. Rand led Primerica through the company's IPO in 2010. She is a certified public accountant and served as a senior auditor with KPMG in Atlanta before joining Primerica. Ms. Rand is an Independent Director of Regions Financial Corporation (NYSE: RF) and a member of that board's Audit and Technology Committees. She previously served as an Independent Director and Audit Committee member of Warburg Pincus Capital Corporation I-A (NYSE: WPCA), a special purpose acquisition company from 2021 until its dissolution in 2023. Ms. Rand also serves on community boards such as Girl Scouts of Greater Atlanta and Camp Twin Lakes. She earned a B.S. in accounting from the University of Florida and is actively involved with her alma mater. Ms. Rand is a member of the University's National Foundation Board and formerly served as Audit Committee Chair. She currently serves as Chair of the Dean's Advisory Council at the University's Warrington College of Business. | | Retired Executive Vice President and Chief Financial Officer of Primerica, Inc. | Age: 57 Director since: 2024 Independent | | Shundrawn Thomas | | | | Business Experience: Mr. Thomas is the Founder and Managing Partner of The Copia Group (Copia), a private investment firm which provides bespoke capital solutions for lower middle market companies. Prior to launching Copia, Mr. Thomas served as President of Northern Trust Asset Management, a leading global investment manager with then $1.3 trillion in assets under management and served as a member of the executive management group at Northern Trust Corporation. His executive roles included Head of FlexShares ETFs, President of Northern Trust Securities, and Head of Corporate Strategy. Prior to joining Northern Trust Corporation, Mr. Thomas worked at Goldman Sachs and Morgan Stanley in their sales, trading and research divisions. He holds a Bachelor of Science (B.S.) degree in accounting from Florida A&M University and an M.B.A. from the University of Chicago Booth School of Business. He is a trustee for Rush University and the Griffin Museum of Science and Industry. In 2020, Mr. Thomas was recognized by Savoy Magazine as one of the Most Influential Black Executives in Corporate America. In 2021, he was named to ThinkAdvisor's class of industry luminaries, and InvestmentNews honored him with a lifetime achievement award. | | Founder and Managing Partner, The Copia Group, LLC | Age: 51 Director since: 2021 Independent |

  15. Director Nominees

    | Khanh T. Tran | | | | Business Experience: Mr. Tran was the President and CEO of Aviation Capital Group, one of the largest global aviation leasing companies until his retirement in 2020. Previously, he spent 25 years with Pacific Life Insurance Company, one of the largest life insurance and annuity companies in the U.S., during which time he served in a number of senior executive roles, including President, Chief Investment Officer, Chief Financial Officer, head of Mergers and Acquisitions, and Treasurer. Mr. Tran graduated from Whittier College with a BA in economics and political science. He has an MBA in finance and marketing from the Anderson School of Business at UCLA. Mr. Tran has served on several corporate boards, including CIT Group, Aviation Capital Group, Pacific Life Insurance Company, and Scottish Re. He is currently a trustee for Semester at Sea, a collegiate study abroad program. He also served on the board of advisors for the Argyros College of Business and Economics at Chapman University. Mr. Tran founded and is currently chair emeritus of the Orange County, California chapter of Ascend Leadership, the largest Pan-Asian professional membership organization in North America, dedicated to developing, elevating and increasing Pan-Asian executive leaders and board members. | | Retired President and Chief Executive Officer of Aviation Capital Group LLC | Age: 68 Director since: 2022 Independent | | Steven C. Van Wyk | | | | Business Experience: Mr. Van Wyk is the former Group Chief Information Officer (CIO) of HSBC Bank PLC and currently serves on the Board of Directors for Genworth Financial, Inc. Throughout his 40-year career, he held senior-level domestic and international information technology roles, including CIO of PNC Financial Services Group, Inc., Global CIO of ING Groep N.V., and multiple roles with Morgan Stanley, including several years as CIO and Chief Operating Officer of its Individual Investor Group. Mr. Van Wyk holds a B.A. in Business Management and Accounting with a minor in Computer Science from the University of Central Iowa and was awarded an honorary Doctorate of Public Service from Central College in 2019. He is a Certified Public Accountant, Certified Internal Auditor and a Series 27 Financial/Operations Principal. Mr. Van Wyk chairs the Board of the Banking Industry Architecture Network, a non-profit seeking to establish a common architecture framework for enabling banking interoperability. | | Former Group Chief Information Officer of HSBC Bank PLC | Age: 66 Director since: 2019 Independent |

  16. Director Compensation

    Director Compensation The Committee reviews director compensation periodically and recommends changes to the Board, when it deems appropriate, based on a variety of factors, including guidance and market information provided to the Committee by an independent compensation consultant. The Committee also reviews the responsibilities of directors generally, the responsibilities of Board and committee chairs and market practices. The Board reviews the recommendations of the Committee and provides final approval for the form and amount of director compensation. Directors who also serve as employees of the Company do not receive payment for services as a director. Based on recommendations from Meridian Compensation Partners ("Meridian"), the Committee's independent compensation consultant, and review and discussion by the Committee, director compensation pay levels and program design will be reviewed every two years, with any adjustments typically taking effect the following year. In July 2023, Meridian analyzed director compensation programs and pay levels among the Company's peer group and recommended targeted compensation in line with the projected median of the peer group. Meridian advised that the Company's director compensation program was generally aligned with market practices. Meridian recommended, and the Committee approved the following changes to director compensation for 2024: •a $10,000 increase in the annual cash retainer for directors other than the Chair of the Board; •a $10,000 increase to the annual equity retainer for directors other than the Chair of the Board; •a $7,500 increase to the annual committee chair retainer for the Audit Committee; and •a $2,500 increase to the annual committee chair retainer for each other Board committee. The $10,000 retainer for the Cyber & Technology subgroup was discontinued following the elevation of that group to a formal committee of the Board. No compensation changes were made for the Chair of the Board for 2024. Information regarding the retention of Meridian can be found under "Compensation Discussion and Analysis – Executive Compensation Process – Compensation Consultant" below. Information regarding the 2023 peer companies used to set 2024 director compensation can be found under "Compensation Discussion and Analysis – Executive Compensation Process – Competitive Marketplace Assessment" in our Proxy Statement for our 2023 annual meeting of shareholders. During 2024, all of our directors, other than Mr. Cheng, were not employees of our Company or any subsidiary ("non-employee directors"). During 2024, compensation to our non-employee directors consisted of the following elements:

  17. 2024 Director Compensation Structure

    2024 Director Compensation Structure

  18. 2024 Director Compensation Structure

    | Annual Retainer | | | Chair of the Board | $215,000 | | All other independent directors | $125,000 | | Committee Chair Additional Retainer | | | Audit Committee Chair | $35,000 | | Cybersecurity and Technology Chair | $25,000 | | Human Capital and Compensation Committee Chair | $25,000 | | Investment Committee Chair | $25,000 | | Nominating and Governance Committee Chair | $25,000 | | Risk Committee Chair | $25,000 | | Subgroup Member Retainer | | | Transaction Review Subgroup | $10,000 | | Annual Stock Grants1 | | | Chair of the Board | $285,000 | | All other independent directors | $165,000 |

  19. 2024 Director Compensation Structure

    1Number of shares issued is based upon the fair market value of the stock on the date of the grant. We also reimburse directors for reasonable out-of-pocket expenses incurred in connection with attending and participating in Board and Committee meetings and director education programs. The Company also matches charitable donations made by each director in an amount up to $1,500 each year.

  20. 2024 Director Compensation

    2024 Director Compensation

  21. 2024 Director Compensation

    | Name | Fees Earned or Paid in Cash1 | Stock Awards2 | All Other Compensation3 | Total | | Pina Albo | $125,000 | $165,092 | $1,500 | $291,592 | | Michele Bang | $125,000 | $165,092 | $— | $290,092 | | John J. Gauthier | $160,000 | $165,092 | $1,000 | $326,092 | | Patricia L. Guinn | $170,000 | $165,092 | $1,500 | $336,592 | | Hazel M. McNeilage | $150,000 | $165,092 | $1,500 | $316,592 | | George Nichols III | $125,000 | $165,092 | $— | $290,092 | | Stephen O'Hearn | $225,000 | $284,985 | $1,500 | $511,485 | | Alison Rand | $93,750 | $123,713 | $1,500 | $218,963 | | Shundrawn Thomas | $150,000 | $165,092 | $— | $315,092 | | Khanh T. Tran | $160,000 | $165,092 | $3,000 | $328,092 | | Steven C. Van Wyk | $150,000 | $165,092 | $— | $315,092 |

  22. 2024 Director Compensation

    1.This column reflects the retainer and fees earned in 2024 for Board and committee service. The 2024 cash retainer was paid in May 2024 to all directors. Ms. Rand joined the Board effective April 1, 2024 and her cash retainer was accordingly prorated. Mses. Albo and Bang, and Messrs. Nichols, Tran and Van Wyk elected to defer their retainers into the Phantom Stock Plan for Directors. 2.This column reflects: (i) the award of 778 shares (1,343 shares in the case of Mr. O'Hearn) of common stock on May 22, 2024, at a closing market price of $212.20. Ms. Rand's shares were pro-rated due to the timing of Ms. Rand joining the board. Mses. Albo, Bang, and McNeilage and Messrs. Nichols, O'Hearn, Thomas, Tran and Van Wyk elected to defer their stock awards under the Flexible Stock Plan for Directors into the Phantom Stock Plan for Directors. 3.This column reflects director participation in the Company's Matching Gifts program which supports eligible participants in their personal philanthropic and charitable giving by providing a limited dollar-for-dollar match (up to $1,500 per calendar year). The amount for Mr. Tran reflects a matching donation for 2024, plus a matching donation for an amount Mr. Tran donated in 2023 that was processed in early 2024. No changes have been made to Director compensation for 2025. Directors will be compensated in 2025 as outlined in the Director Compensation Structure for 2024.

  23. Compensation Program Practices

    | What We Don't Do | | | X | No Employment Contracts. We do not have any employment or contractual pre-employment severance agreements for our named executive officers and we only offer limited benefits on termination of employment. | | X | Limited Perquisites. We do not offer our executives personal benefit perquisites, such as aircraft, cars or apartments and we do not reimburse our executives for personal benefit perquisites such as club dues or other social memberships, except in some foreign countries where such perquisites are required to maintain a local competitive position. | | X | Limited Benefits Upon Change in Control. We have limited benefits upon change in control and our Flexible Stock Plan does not require that awards automatically accelerate upon a change in control. | | X | No Golden Parachutes or Gross-Ups. We do not have any golden parachute agreements or tax gross-ups for severance payments with our executives. | | X | No Speculative Trading. Our Insider Trading Policy prohibits employees and directors from short-selling Company securities, and strongly discourages the use of standing and limit orders or any other transaction where there is no control over the timing of purchases or sales which could result in a trade occurring at a time when the employee is aware of material non-public information or otherwise not permitted to trade. | | X | No Hedging. Our Insider Trading Policy prohibits employees, officers and directors from engaging in hedging or monetization of Company securities, which can be accomplished through a number of possible mechanisms, including through the use of financial instruments such as prepaid variable forward contracts, equity swaps, collars and exchange funds. | | X | Pledging and Margin Accounts Prohibited. Our Insider Trading Policy prohibits employees, officers and directors from holding Company securities in a margin account or otherwise pledging Company securities as collateral for a loan. |

  24. Compensation Pay Mix

    | 1Calculation excludes pension and retirement benefits. | | 2Mr. André began his employment with RGA in June 2024 after the 2024 performance period had started, and so did not receive an allocation of PCS as part of his 2024 LTI grant. His 2024 LTI grant was allocated 50% to RSUs and 50% to SARs, prorated based on his time of service in 2024. He also received a sign-on RSU grant, which is not included in these percentages. |

  25. Compensation Pay Mix

    The performance contingent share awards and the stock based awards described above collectively form the Company's long-term incentive ("LTI") plan. For 2024, the LTI was allocated as follows: •75% PCS and 25% SARs for Mr. Cheng; and •50% RSUs and 50% SARs for Mr. André; and •60% PCS, 20% RSUs and 20% SARs for all other named executive officers. Mr. André began his employment with RGA in June 2024 after the 2024 performance period had started, and so did not receive an allocation of PCS as part of his 2024 LTI grant. His 2024 LTI grant was allocated 50% to RSUs and 50% to SARs, prorated based on his time of service in 2024. He also received a sign-on RSU grant that cliff-vests after three years. 2024 Compensation Program Changes. In March 2024, the Committee approved the following changes to the Company's compensation program: •The design of the Annual Bonus Plan was changed to utilize an enterprise pool plan design. The Company will use a top-down pool design, where funding is driven by performance against key financial and non-financial metrics at the Company level. •The total shareholder return maximum modifier for determining payouts for performance contingent share awards was increased from 10% to 20% to continue to strengthen alignment for long-term incentive compensation with the experience of our shareholders. •Stock appreciation rights and restricted stock unit grants will vest ratably over a three-year period. Previously, stock appreciation rights vested ratably over four years and restricted stock units cliff-vested after three years.

  26. Compensation Element #1 - Base Salary

    Compensation Element #1 - Base Salary The Committee begins its annual review of base salary for the named executive officers and senior management through discussion with the CEO on the previous year's expectations and achievements for each executive and their pay histories. In addition, the Committee references the base salary pay levels as compared to similar roles at our peer companies. The annual base salary determinations for executives are typically effective in the first quarter of each year. Adjustments to base salary are made periodically to recognize competitive changes, personal performance or change in position or responsibilities. In determining the base salaries of our named executive officers, the Committee considers internal equity, tenure, individual performance and our compensation compared to that of our peer companies, as well as published surveys. The Committee also considers recommendations submitted by our Chief Executive Officer for the other named executive officers. The Committee reviewed and approved the below base salaries for 2024, as follows:

  27. Compensation Element #2 - Annual Bonus Plan

    Compensation Element #2 - Annual Bonus Plan All full time and part time employees were eligible to participate in our 2024 Annual Bonus Plan ("ABP"), which is designed to serve as a short-term cash incentive award to motivate employees to achieve strong annual business results. The ABP provides annual cash incentive compensation based primarily on the Company's overall performance against pre-established financial and non-financial objectives. The target-level financial performance goals approved by the Committee are intended to require substantial efforts by our management team toward our strategic goals, while at the same time they are intended to be within reach if such efforts are made and provide additional rewards for extraordinary achievement. The enterprise strategic scorecard outlines key non-financial strategic objectives for the Company each year, defining target performance both on a qualitative and quantitative basis depending on the goal. The Committee reviews and approves both the financial and strategic scorecard objectives for the Company before the end of the first quarter each year, including minimum and maximum performance for each financial metric. Following the end of the year, the Committee assesses Company performance and approves an Enterprise Funding Factor based on actual financial results, assessment of performance against the Company’s strategic scorecard, and other relevant factors. The approved Enterprise Funding Factor is then used to determine the enterprise bonus pool for the year. Prior to 2024, the Company included a 25% weight allocation to the enterprise strategic scorecard metric, and 75% weight allocation to key financial metrics. Beginning in 2024, the strategic scorecard, along with an assessment of significant headwinds and tailwinds, shifted to become a modifier of the initial financial performance payout calculation. This change results in the ABP payout being more explicitly linked to key financial performance during a given year and maintains consideration of key non-financial and other relevant factors in the final assessment of performance. Awards are based on a specific target percentage of salary, which varies for each employee and generally are set to be competitive to market. The funding of the ABP award for eligible employees is determined by applying the Enterprise Funding Factor to the total target ABP pool at the end of each year. Individual awards are determined based on individual and business unit or corporate function performance, and may be higher or lower than the calculated level of Enterprise funding. The Committee reviews and approves individual awards for certain senior management of the Company in March following each year. Actual bonus payouts are capped at 200% of target. In March 2024, the Committee approved the financial performance goals and non-financial strategic scorecard objectives for the named executive officers under the ABP for 2024, including the minimum, target and maximum ABP opportunities, as a percentage of base salary, as described below. The below table describes the metrics that were used to measure the Company's 2024 overall performance in the Annual Bonus Plan:

  28. Compensation Element #2 - Annual Bonus Plan

    | Annual Bonus Plan Metrics | | | | Performance Measures and Goals | Weight | Description | | Adjusted Operating Income Per Share, excluding notable items1 | 60% | Adjusted operating income per share excluding notable items is our net income per share from continuing operations less realized capital gains and losses and certain other non-operating items. Notable items are items the Company believes may not be indicative of its ongoing operating performance which are excluded from adjusted operating income to provide investors and other third parties with a better understanding of the Company's results. Such items may be unexpected, unknown when the Company prepares its business plan or otherwise. In 2024 notable items include the financial impact of the Company's review of the actuarial assumptions used in the valuation of the Company's liabilities. In general, notable items vary from year to year and may have a net positive or negative impact on our results. The Committee has the discretion to amend compensation payable under the ABP and the Committee may exercise such discretion to reduce ABP compensation if it believes Company financial results do not appropriately represent Company performance and efforts or if payment would be misaligned with shareholder interests. We believe this creates better market alignment with the ABP design. In 2024 the Committee approved a specific adjustment regarding variable investment income ("VII") outside a range of -50% to +50% of VII expected in our 2024 financial plan. However, because 2024 VII results were within this range, no adjustment for VII was made. | | New Business Embedded Value | 30% | New business embedded value ("NBEV") is a measure of the value of the profits expected to emerge from new business net of the cost of supporting capital. NBEV is a forward-looking calculation that reflects the lifetime value created through new business sales. | | Adjusted Consolidated Revenue | 10% | Annual adjusted consolidated revenue is total revenues earned by the Company less any excluded transactions undertaken for capital management or risk management purposes during the annual performance period. | | 1See "Use of Non-GAAP Financial Measures" on page 94 for reconciliations from GAAP figures to adjusted operating figures. | | |

  29. Compensation Element #2 - Annual Bonus Plan

    The following table describes the objectives comprising the Company's 2024 Strategic Scorecard. Each objective has a number of sub-components which are measurable and assessed against a defined level of performance.

  30. Compensation Element #2 - Annual Bonus Plan

    | Strategic Scorecard Objectives | | | Component | Definition | | Elevate Creation Re | Bring full suite of RGA solutions to clients and proactively engage in exclusive partnerships, with a focus on top strategic clients, and elevate the impact of business development globally by generating a significant amount of NBEV in 2024 from this type of new business. | | Unlock Enterprise Value | Unlock additional value through optimization of the balance sheet and other economic / financial levers to ensure that RGA prioritizes opportunities with greatest potential for profitability and growth. | | Technology | Protect and strengthen RGA's long term financial interest, brands, and stakeholder relationships by adopting a Global Technology Operating Model focused on establishing fundamental and consistent processes and capabilities to scale future organizational growth most effectively. Unite across business and technology to achieve strategic alignment, more consistent engagement, and broader technical depth. | | Talent, Culture, & Sustainability | Unlock the full capacity and potential of our current and future talent, leveraging the strength of our commitments, culture, and leaders to position RGA for sustained growth and success. | | Investor Value & Story | Enhance RGA brand and investor value proposition by providing more transparency and strengthening our storytelling to gain full credit for our capabilities, technical expertise, and innovative solutions we deliver to make financial protection accessible to all. |

  31. Compensation Element #2 - Annual Bonus Plan

    Following the end of the year, RGA's leadership team conducted an assessment of Company performance, incorporating the below financial performance measure goal results, consideration of material headwinds and tailwinds to those results, and a qualitative and quantitative assessment of execution and performance against the Enterprise Strategic Scorecard. That assessment, including a finding that the Company had met all and exceeded on a majority of the scorecard objectives, led to a recommendation by RGA's leadership to add an additional 6.4% to the Enterprise Funding Factor in addition to the calculated Financial Metric payout, resulting in an overall Enterprise Funding Factor of 175% for 2024. The Committee reviewed and approved the recommended Enterprise Funding Factor in January 2025. The following table describes 2024 ABP performance measures and results:

  32. Compensation Element #2 - Annual Bonus Plan

    | 2024 Annual Bonus Plan | | | | | | | | Performance Measures and Goals | Weight | Minimum | Target | Maximum | Numerical Results | Payout Percent | | Adjusted Operating Income Per Share, excluding notable items1 | 60.0% | $15.98 | $19.98 | $23.98 | $22.57 | 98.9% | | | | 80.0% | | 120.0% | | | | New Business Embedded Value | 30.0% | $531.00 | $950.00 | $1,370.00 | $1,730.00 | 60.0% | | | | 55.9% | | 144.2% | | | | Adjusted Consolidated Revenue | 10.0% | $17,839.00 | $22,298.00 | $26,758.00 | $22,107.00 | 9.8% | | | | 80.0% | | 120.0% | | | | Financial Metric Payout | | | | | | 168.6%2 | | Adjustment Factor for Strategic Scorecard and Other Financial and Non-financial Performance | | | | | | 6.4% | | Enterprise Funding Factor | | | | | | 175.0% | | 1See "Use of Non-GAAP Financial Measures" on page 94 for reconciliations from GAAP figures to adjusted operating figures. | | | | | | | | 2Financial Metric Payout result not additive due to rounding. | | | | | | |

  33. Compensation Element #2 - Annual Bonus Plan

    The following table describes the minimum, target and maximum ABP opportunities for the named executive officers (as a percentage of base salary) as approved by the Committee in October 2023, and the actual ABP payments for 2024 performance as approved by the Committee in March 2025:

  34. Compensation Element #2 - Annual Bonus Plan

    | 2024 Individual Annual Bonus Plan Results | | | | | | | | Name | ABP Minimum1 | ABP Target1 | ABP Maximum1 | Target ABP Award in Dollars | Actual ABP Percentage of Target | Actual ABP Payment | | Tony Cheng | 87.5% | 175% | 350% | $1,662,500 | 190.0% | $3,158,750 | | Axel André2 | 75% | 150% | 300% | $587,090 | 174.7% | $1,025,353 | | Todd Larson | 65% | 130% | 260% | $942,500 | 174.7% | $1,646,076 | | Leslie Barbi | 100% | 200% | 400% | $1,300,000 | 174.7% | $2,270,450 | | Ronald Herrmann | 65% | 130% | 260% | $877,500 | 200.0% | $1,755,000 | | Mark Brooks | 50% | 100% | 200% | $572,000 | 174.7% | $998,998 | | 1Expressed as a percentage of base salary. | | | | | | | | 2Mr. André 2024 ABP Target and Payout were prorated to reflect his hire date in June 2024. | | | | | | |

  35. Compensation Element #3 - Performance Contingent Share Awards

    Compensation Element #3 - Performance Contingent Share Awards The Amended & Restated Flexible Stock Plan ("Flexible Stock Plan") provides for the grant of performance contingent shares ("PCS") to our employees. Executives in leadership or senior management roles, or who are considered top subject matter experts within our Company, participate in this program. Our PCS program represents a significant portion of target compensation for our named executive officers and for other senior executives. The PCS grants are designed to allow us to reward the achievement of specific corporate financial performance goals with equity that is earned on the basis of Company performance. We implemented our performance contingent share award program because we believe it is consistent with our pay-for-performance compensation philosophy and achieving the financial performance necessary to increase shareholder value. We believe that the PCS grants require management to focus on growth and return on equity, while the SARs and RSUs are designed to focus attention on accomplishment of longer-term goals and the creation of long-term shareholder value. The Committee annually evaluates the appropriate mix of pay elements in comparison to the market to remain competitive in our compensation practices and to best support our strategy. We also annually review the performance metrics to ensure they accurately align compensation with our intermediate-term goals and make changes or adjustments to such metrics when appropriate. The Committee sets award levels with a minimum level of Company performance that must be met before any payment to the individual can be made, as well as a target and a maximum. We use linear interpolation to determine the percentage of the target when performance falls between the minimum, target or maximum performance levels. If we do not meet minimum performance goals, payouts under the awards will not be made. If we exceed those performance goals, payouts under the award can be as much as 200% of the targeted award opportunity. As the Committee considers the financial objectives for a particular performance period, targets are set at amounts or ranges that are generally consistent with our publicly disclosed growth rate goals. The Committee believes that achievement of the targets will require a high level of financial and operating performance and the goals and ranges established for all PCS grants are challenging but achievable. PCS grants are not treated as outstanding shares until the performance results over the three-year performance period are calculated and payouts under the awards are made as determined and approved by the Committee. Payouts are made in common stock. Payment is contingent upon the participant's employment status with the Company at the end of the three-year performance period, except for employees who were retirement eligible under the plan when they terminate employment. As discussed below under "Executive Compensation Process - Competitive Marketplace Assessment," the Committee determines a target total compensation package for our named executive officers based on an analysis of competitive market conditions and overall Company performance. All participants are required to maintain an acceptable level of performance to be eligible to receive equity incentive awards. In March 2022, the Company granted PCS awards using two performance measures — three-year book value per share, excluding AOCI, growth (50%) and average operating return on equity (50%). Additionally, the Committee added a Relative Total Shareholder Return modifier to PCS awards, recognizing the importance of measuring the Company's performance against its peers. The Committee believes the addition of this modifier better aligns the Company's long-term incentive compensation program with market practices and reflects broader competition for investor capital. As such the metrics for PCS grants for the 2022-2024 performance period are:

  36. 2022-2024 PCS Performance Metrics

    2022-2024 PCS Performance Metrics

  37. 2022-2024 PCS Performance Metrics

    | Component | Weight | Definition | | Book Value per Share, excluding AOCI, Growth1 | 50.0% | For each Performance Cycle, Book Value per Share, excluding AOCI, Growth is defined as the average of the annual growth rates in book value per share, excluding AOCI, for each year in the performance cycle. | | Average Operating Return on Equity1 | 50.0% | For each Performance Cycle, Average Operating Return on Equity is defined as the average "Adjusted operating return, excluding standard adjustments, on equity, excluding AOCI, for the trailing 12 months" for each of the three years of the Performance Cycle. Standard adjustments identified are actuarial assumption reviews (e.g., mortality, morbidity, and lapse assumption changes and their impact on reserves and the carrying value of deferred acquisition costs), variable investment income outside of a range of -50% to +50% of income on these investments included in the three-year plan, and integration costs or other adjustments related to merger and acquisition activity. Standard adjustments represent a positive or negative impact to adjusted operating income. | | 1See "Use of Non-GAAP Financial Measures" on page 94 for reconciliations from GAAP figures to adjusted operating figures. | | |

  38. 2022-2024 PCS Performance Metrics

    The Company's relative Total Shareholder Return ("TSR") ranked against an established group of companies modifies the results of the above metrics up or down by a maximum of 10%. See "Total Shareholder Return Peer Group" below for additional information. At the time that the goals were established in March 2022, the Company faced significant uncertainty regarding future development of the COVID-19 pandemic, the response thereto and related impacts on expected Company performance. Against the backdrop of this uncertainty, the Committee focused on setting goals that were challenging but attainable given anticipating continuing impacts of the COVID-19 pandemic on Company performance. In addition, the goals were set ahead of the formal adoption of LDTI. Pursuant to the terms of the grant agreements, the Committee was required to adjust the target metrics for impacts of the implementation of LDTI under new GAAP accounting rules effective January 1, 2023. In February 2025, the Committee reviewed and approved the results for the 2022-2024 performance period and determined that the results for (i) Book Value per Share, Excluding AOCI and (ii) Average Operating Return on Equity exceeded their respective targets. In addition, the three-year relative total shareholder return performance as compared to the TSR peer group resulted in a positive 10% modifier to the financial metric performance factor. The following table describes the goals established in March 2022 and actual results:

  39. 2022-2024 PCS Performance Metrics

    | 2022-2024 Performance Contingent Share Metrics | | | | | | | | 2022 Performance Measure | Weight | Minimum | Target | Maximum | Actual | Payout Percent | | Book Value per Share, excluding AOCI, Growth1 | 50.0% | 2.4% | 4.7% | 5.9% | 5.4% | 79.5% | | Average Operating Return on Equity1 | 50.0% | 6.2% | 8.8% | 10.1% | 14.1% | 100.0% | | Total Result before relative Total Shareholder Return Modifier | | | | | | 179.5% | | Relative Total Shareholder Return Modifier | | | | | | 110.0% | | Total Result | | | | | | 197.4% | | 1See "Use of Non-GAAP Financial Measures" on page 94 for reconciliations from GAAP figures to adjusted operating figures. | | | | | | |

  40. 2022-2024 PCS Performance Metrics

    The total performance factor for the 2022-2024 performance metric was 197.4%. In March 2023, the Committee established the targets and ranges for the following performance measures: (i) three-year adjusted operating return on equity, excluding AOCI and cumulative change in fair value of funds withheld embedded derivatives, and (ii) three-year book value per share, excluding AOCI and cumulative change in fair value of funds withheld embedded derivatives, growth. These results may be modified up or down by a maximum of 10% based on three-year relative total shareholder return using the same peer group as was established for the 2022-2024 PCS awards. These measures were set for the period beginning in 2023 at levels that are consistent with our intermediate term-goals for each measure. The performance period for the 2023 PCS grant began on January 1, 2023, and will end on December 31, 2025.

  41. 2022-2024 PCS Performance Metrics

    | 2023-2025 Performance Contingent Share Metrics | | | | | | Performance Measure | Weight | Minimum | Target | Maximum | | Book Value per Share, excluding AOCI and cumulative change in fair value of funds withheld embedded derivatives, Growth1 | 50.0% | 5.0% | 7.0% | 9.0% | | Average Operating Return on Equity, excluding AOCI and cumulative change in fair value of funds withheld embedded derivatives1 | 50.0% | 9.5% | 11.0% | 12.5% | | 1See "Use of Non-GAAP Financial Measures" on page 94 for reconciliations from GAAP figures to adjusted operating figures. | | | | |

  42. 2022-2024 PCS Performance Metrics

    In March 2024, the Committee established the target and ranges for the following performance measures: (i) three-year adjusted operating return on equity, excluding AOCI and cumulative change in fair value of funds withheld embedded derivatives, and (ii) three-year book value per share, excluding AOCI and cumulative change in fair value of funds withheld embedded derivatives, growth. These results may be modified up or down by a maximum of 20% based on three-year relative total shareholder return using the same peer group as established for the 2022-2024 PCS awards. The total shareholder return maximum modifier was increased from 2023 in order to continue to strengthen alignment of long-term incentive compensation with the experience of our shareholders. These measures were set for the period beginning in 2024 at levels that are consistent with our intermediate term-goals for each measure. The performance period for the 2024 PCS grant began on January 1, 2024, and will end on December 31, 2026.

  43. 2022-2024 PCS Performance Metrics

    | 2024-2026 Performance Contingent Share Metrics | | | | | | Performance Measure | Weight | Minimum | Target | Maximum | | Book Value per Share, excluding AOCI and cumulative change in fair value of funds withheld embedded derivatives, Growth1 | 50.0% | 7.1% | 9.5% | 11.9% | | Average Operating Return on Equity, excluding AOCI and cumulative change in fair value of funds withheld embedded derivatives 1 | 50.0% | 12.0% | 13.5% | 15.0% | | 1See "Use of Non-GAAP Financial Measures" on page 94 for reconciliations from GAAP figures to adjusted operating figures. | | | | |

  44. 2022-2024 PCS Performance Metrics

    | 2024 PCS Awards | | | Name | Number of PCS Granted | | Tony Cheng | 24,996 | | Axel André1 | — | | Todd C. Larson | 6,809 | | Leslie Barbi | 4,736 | | Ronald Herrmann | 5,465 | | Mark Brooks | 2,778 | | 1Mr. André joined the Company in June of 2024 after the start of the 2024-2026 PCS cycle, and thus did not receive a PCS award. | |

  45. Stock Appreciation Rights

    Stock Appreciation Rights Stock Appreciation Rights ("SARs") are granted annually under our Flexible Stock Plan to executives in leadership or senior management roles, or to employees considered top subject matter experts within the Company. The number of SARs granted annually is based on the grant recipient's position and level of responsibility within the Company. We believe this program focuses participants on our strategic and financial goals while aligning our executives' interests with those of our shareholders and promoting retention. For more information on our peer companies, see "Executive Compensation Process - Competitive Marketplace Assessment." The vesting schedule for SARs grants is ratable over three years, with one-third vesting on December 31 of each of the three years. Prior to 2024, SARs grants vested ratably over four years, with 25% vesting on December 31 of each of the four years. The grant value of a SAR is equal to the NYSE closing price of the Company's common stock on the grant date of the award (i.e., the date of the March Committee meeting at which the Committee approves the grants), multiplied by a Black-Scholes Model factor (which calculates the current economic value of a SAR using assumptions that include exercise price, the term of the award, a risk-free rate of interest, dividend yield and observed market volatility). Upon vesting, the SARs become exercisable by recipients and upon exercise are settled in unrestricted shares of common stock. The SARs expire 10 years after the grant date. In March 2024, the Committee approved the 2024 annual Stock Appreciation Rights ("SARs") awards for our named executive officers and other company executives. The SARs granted on March 15, 2024 have a strike price of $185.28, which was the closing price of our stock on the date the grants were approved. See "Compensation Tables - Grants of Plan-Based Awards in 2024" for a description of the 2024 annual SARs grants. The following table describes the 2024 annual SARs awards for the named executive officers, granted on March 15, 2024:

  46. 2024 SAR Grants

    | Name | Number of SARs Granted | | Tony Cheng | 22,719 | | Axel André1 | 9,161 | | Todd C. Larson | 6,188 | | Leslie Barbi | 4,305 | | Ronald Herrmann | 4,967 | | Mark Brooks | 2,525 | | 1Due to the timing of Mr. André joining the Company in June 2024, he was awarded a one-time SAR award on July 24, 2024 with a strike price of $218.54, which was the closing price of our stock on the date of grant. The award will vest ratably until December 31, 2026, with 20% vesting on December 31, 2024, 40% vesting on December 31, 2025, and 40% vesting on December 31, 2026. | |

  47. Restricted Stock Units

    Restricted Stock Units The Company grants restricted stock units ("RSUs") to executives in leadership or senior management roles, or to employees considered top subject matter experts within our Company under our Flexible Stock Plan. The number of RSUs granted annually is based on the grant recipient's position and level of responsibility within the Company. We believe this program aligns our executives' interests with those of our shareholders and promotes retention. RSUs vest ratably over three years, with one-third of the grant vesting on December 31 of each year. For grants prior to 2024, RSUs cliff-vested 100% after three years. Following each vesting date, the RSUs are settled in unrestricted shares of common stock. In March 2024, the Committee approved the 2024 annual RSU awards for our named executive officer and other company executives. The following table describes the 2024 annual RSU awards for the named executive officers, granted on March 15, 2024:

  48. 2024 RSU Grants

    2024 RSU Grants

  49. 2024 RSU Grants

    | Name | Number of RSUs Granted | | Tony Cheng1 | — | | Axel André2 | 8,008 | | Todd C. Larson | 2,270 | | Leslie Barbi | 1,579 | | Ronald Herrmann | 1,822 | | Mark Brooks | 926 | | 1Mr. Cheng's 2024 Long-Term Incentive compensation was weighted 75% to PCS and 25% to SARs, and thus he did not receive any RSUs for 2024. | | | 2Due to the timing of Mr. André joining the Company in June 2024, he was granted a one-time RSU award of 3,432 units for 2024. The award will vest ratably until December 31, 2026, with 20% vesting on December 31, 2024, 40% vesting on December 31, 2025, and 40% vesting on December 31, 2026. He was also granted an additional one-time RSU award of 4,576 units which will cliff-vest in full on July 24, 2027. | |

  50. Compensation Element #5 - Retirement and Pension Benefits

    Compensation Element #5 - Retirement and Pension Benefits We recognize the importance of providing comprehensive and cost-effective employee benefits to attract, retain and motivate employees. We offer our executives market competitive retirement programs as described below, including defined contribution savings plans, traditional defined benefit and hybrid defined benefit pension plans and an executive deferred savings plan.

  51. Non-qualified Plans

    Non-qualified Plans Augmented Plan. The Company's Augmented Benefit Plan ("Augmented Plan") is designed to restore benefits unavailable in the qualified Savings Plan and Pension Plan due to IRS compensation limitations for qualified plans. The Augmented Plan provides U.S. based executives at the vice president level and above benefits based on an employee's annual cash compensation, in accordance with the Internal Revenue Code. The Augmented Plan provides executives the opportunity to receive employer matching, employer non-elective contribution credits, and additional pension plan credits without regard to qualified plan limitations imposed by the IRS. The Augmented Plan has two components: a Savings component and a Pension component. All contributions to the Augmented Plan are made by the Company. The matching contribution credits in the Savings component of the Augmented Plan are only made if an employee's compensation for the year has not otherwise been matched with a credit in the Executive Deferred Savings Plan. The investment fund alternatives in the savings portion of the Augmented Plan are identical to the options in the qualified Savings Plan, except the Augmented Plan includes a fixed rate option, which offers a fixed interest rate set at the beginning of the plan year. The Company does not pay above-market or preferential earnings, compensation or returns under the Augmented Plan or any other plan. Distributions from the Augmented Plan cannot be made until the participant is no longer employed by the Company. Executive Deferred Savings Plan. U.S. employees at the vice president level and above are eligible to participate in our Executive Deferred Savings Plan ("EDSP"), a non-qualified savings plan which allows employees to defer income, including ABP payments, without regard to qualified plan limitations. For the 2024 plan year, eligible employees are able to defer up to 50% of their base salary and up to 75% of their ABP payments. The Company credits EDSP accounts with matching contributions equal to the matching contributions unavailable to the employee under the Savings Plan (100% of total deferrals up to 5% of compensation in 2024) due to IRS compensation or contribution limits. Employees cannot withdraw any amounts from EDSP balances until they are no longer employed by the Company or until they reach the designated distribution date selected by the employee at the time of their deferral election. With respect to these distributions, participants may elect to receive either a lump-sum payment or annual installments paid out over a period lasting between 2 and 15 years. The investment fund alternatives under the EDSP are identical to those in the Savings Plan, except the EDSP includes a fixed rate option, which offers a fixed interest rate set at the beginning of the plan year. The Company does not pay above-market or preferential earnings, compensation or returns under EDSP or any other plan. Named Executive Officer Status. As of the completion of 2024: •Mr. Cheng and Mr. Larson met the vesting requirements of the pension plans and are therefore eligible to receive their Performance Pension Account benefits in both the Pension Plan and the Augmented Benefit Plan upon their termination of employment with the Company. Mr. Cheng and Mr. Larson also met the vesting requirements of the savings plans and are therefore eligible to receive the savings account benefits from the Savings Plan, the Augmented Benefit Plan and the EDSP upon the termination of their employment with the Company. •Ms. Barbi, Mr. Herrmann and Mr. Brooks met the vesting requirements of the savings plans and are therefore eligible to receive the benefits from the Savings Plan, the Augmented Benefit Plan and the EDSP upon the termination of their employment with the Company.

  52. 2025 Compensation Actions

    | 2025 Annual Bonus Plan Opportunities | | | | | Name | Minimum | Target | Maximum | | Tony Cheng | 100% | 200% | 400% | | Axel André | 75% | 150% | 300% | | Leslie Barbi | 100% | 200% | 400% | | Ronald Herrmann | 100% | 200% | 400% | | Mark Brooks | 50% | 100% | 200% |

  53. 2025 SARs and RSU Grants

    2025 SARs and RSU Grants The Committee approved the 2025 annual SARs and RSU awards for the named executive officers, as outlined in the table below. The vesting schedule for the 2025 SARs grant is ratable over three years (vesting one-third at the end of each year). The vesting schedule for the 2025 RSU grant is ratable over three years (vesting one-third at the end of each year).

  54. 2025 SARs and RSU Grants

    | 2025 SARs and RSU Grants | | | | Name | Number of SARs Granted1 | Number of RSUs Granted1 | | Tony Cheng | 26,532 | — | | Axel André | 8,490 | 3,109 | | Leslie Barbi | 4,282 | 1,568 | | Ronald Herrmann | 5,448 | 1,995 | | Mark Brooks | 2,513 | 920 | | 1Mr. Cheng will receive 25% of his 2025 LTI awards in stock appreciation rights. Ms. Barbi, Messrs. André, Herrmann and Brooks will receive 20% of their 2025 LTI awards in stock appreciation rights and 20% in restricted stock units. | | |

  55. Timing of Compensation Decisions

    Timing of Compensation Decisions The Committee approves compensation for executive officers each year. All compensation and incentive awards are made in consideration of market pay competitiveness and in comparison to peer company and published survey data. In October 2023, the Committee approved 2024 compensation for the executive officers including the CEO, inclusive of base salary and targets for both bonus and long-term incentive awards. Equity awards are generally made to executive officers on an annual basis according to a pre-established schedule. In connection with new hires or other extraordinary events, equity awards are occasionally made outside of this annual cycle. Annual equity-based compensation awards to our executive officers are approved at the Committee's March meeting. The date of this meeting is generally scheduled at least one year in advance. The strike price for grants of SARs is the NYSE closing price of our common stock on the day of the Committee approval. This timing and process is designed to ensure that our fourth quarter earnings information (typically released in late January or early February) is fully disseminated to the market by the time the SARs strike price is determined. In March 2024, the Committee approved the grants of PCS, RSU and SAR awards. Equity grants are effective on and have a grant date of the same day as the Committee approval. Whether pursuant to the annual equity award grant cycle or any off-cycle grant, the Committee does not time equity-based awards in coordination with the release of material, non-public information and has a practice of evaluating potential conflicts associated with granting awards close in time to the release of such information. Furthermore, the Committee has never timed and does not plan to time the release of material, non-public information for the purpose of affecting the value of executive or Board compensation.

  56. Compensation Consultant

    Compensation Consultant In forming its recommendations on our overall compensation program, the Committee engages an independent consulting firm to provide advice about competitive compensation practices and to determine how our executive compensation compares to that of other comparable companies, including selected publicly held insurance and reinsurance companies. In 2024, Meridian Compensation Partners, LLC ("Meridian") served as independent advisor to the Committee. The Committee directly engaged Meridian to advise and assist with decisions relating to our executive compensation program, including providing advice regarding incentive plan design, annual comprehensive competitive market studies, competitive compensation data for directors, technical advice on disclosure requirements relating to executive compensation and to apprise the Committee of compensation market practices. Meridian also performs competitive marketplace assessments of our named executive officers, which includes a comparison to our peer companies and published survey data. Meridian will also periodically conduct reviews of our incentive plans to ensure a competitive position. Other than work for the Committee, Meridian provides no other services to the Company or its affiliates. Additionally, the Committee determined no conflicts of interest existed to prevent Meridian from serving as an independent advisor to the Committee.

  57. Competitive Marketplace Assessment

    Competitive Marketplace Assessment We use our established peer group of companies to evaluate our compensation practices for purposes such as pay levels and performance design for our named executive offices as well as director compensation.

  58. Competitive Marketplace Assessment

    | Peer Companies | | | 2024 Peer Companies | | | Aflac, Incorporated | MetLife, Inc. | | Assurant, Inc. | Principal Financial Group, Inc. | | Corebridge Financial, Inc. | Prudential Financial, Inc. | | Equitable Holdings, Inc. | Sun Life Financial, Inc. | | Globe Life, Inc. | The Hartford Financial Services Group, Inc. | | iA Financial Corporation Inc. | Unum Group | | Lincoln National Corp. | Voya Financial, Inc. | | Manulife Financial Corp. | |

  59. Competitive Marketplace Assessment

    The Committee selected the members of the peer group from companies in the life and health insurance industry based on the size of these firms as compared to the Company. The Committee analyzed the peer group based on total revenue, market capitalization and total assets. The Committee believes the Company's relative size based on these metrics makes the peer group a good basis for helping the Committee assess appropriate levels of compensation for the Company's senior executives. The following table presents a summary of these metrics for the peer group as compared to the Company:

  60. Competitive Marketplace Assessment

    | Peer Group Metrics | | | | | | Total Revenue1 ($M) | Market Capitalization1 ($M) | Total Assets1 ($M) | | 25th Percentile | $12,318 | $10,149 | $78,635 | | Median | $17,968 | $17,026 | $257,653 | | 75th Percentile | $21,926 | $38,162 | $390,114 | | RGA | $22,107 | $14,071 | $118,675 | | RGA Percentile Rank | 76% | 39% | 36% | | 1Total Trailing 12-months Revenue and Total Assets are based on most recent annual or quarterly public disclosure as of December 31, 2024. Market Capitalization is presented as of December 31, 2024. | | | |

  61. Peer Company Changes

    Peer Company Changes The Committee regularly reviews the companies we use to evaluate our compensation practices for purposes such as pay levels and pay design. In 2024, Meridian performed an analysis of the Company's Peer Group and recommended making the following changes to the group, which the Committee approved: adding Corebridge Financial Inc. and MetLife, Inc and removing Brighthouse Financial and CNO Financial Group, Inc. Changes approved by the Committee in one year will apply to the following year. We review and update this information periodically to ensure that our peer company comparators remain appropriate in light of evolving practices with respect to peer determinations, mergers and acquisitions, divestitures, growth in our size and the size of those companies and other changes which might affect the appropriateness of a particular comparator.

  62. How We Use Peer Company Data

    How We Use Peer Company Data When making determinations in 2024 relating to base salary, target total cash compensation, intermediate and long-term incentives and target total direct compensation for our named executive officers, we used the competitive compensation analysis provided by Meridian as the beginning reference point. This analysis included a review and assessment of publicly disclosed compensation data for our peer companies, as well as additional industry-appropriate survey data. In most markets, we align our target executive compensation levels with the market median to retain current talent and attract new talent. In addition to a review of the competitive compensation data provided by Meridian, we also considered individual performance, internal pay equity among positions and levels and the relative importance of positions. We believe that the compensation strategy we established aligns our target compensation with the market median and should allow us to retain our current talent and attract new talent. Please see "Five Elements of Compensation and 2024 Actions - Compensation Element #3 - Performance Contingent Share Awards" above for additional information on the peer group used for the Relative TSR modifier.

  63. Total Shareholder Return Peer Group

    Total Shareholder Return Peer Group We use an established group of companies different from the peer group described above to serve as the basis for comparison for the total shareholder return modifier under our PCS awards. The Company's Total Shareholder Return is ranked against this group of companies, resulting in a relative TSR modifier which could increase or decrease the performance factor for each PCS performance cycle. The established group of companies is different from the Company's general compensation peer group and includes life and health insurance peers that respond similarly to the macroeconomic environment. Companies in this group for the 2022, 2023, and 2024 PCS Awards are: Aflac Incorporated, American Equity Investment Life Holding Company, Brighthouse Financial, Inc., CNO Financial Group, Inc., Globe Life Inc., iA Financial Corporation Inc., Lincoln National Corporation, Manulife Financial Corporation, MetLife Inc., Primerica, Inc., Principal Financial Group, Inc., Prudential Financial, Inc., Sun Life Financial Inc., and Unum Group. The TSR Peer Group was changed for the 2025 PCS Awards, removing American Equity Investment Life Holding Company, iA Financial Corporation Inc., and Sun Life Financial Inc., and adding to the group Equitable Holdings Inc., The Hartford Financial Services Group, Inc., and Voya Financial, Inc. The Committee may remove a company from this group due to events that have a substantial impact on its business, including bankruptcy, insolvency, merger or similar events that significantly change the operational scope of the company. See "Compensation Element #3 - Performance Contingent Share Awards" for additional detail on each performance cycle's relative TSR modifier and TSR peer group companies.

  64. No Employment or Severance Agreements

    No Employment or Severance Agreements We do not have employment, severance or change of control agreements with any of our named executive officers.

  65. Summary Compensation Table

    Summary Compensation Table

  66. Summary Compensation Table

    | Name and Principal Position | Year | Salary1 | Bonus2 | Stock Awards3 | Option Awards4 | Non-Equity Incentive Plan Compensation5 | Change in Pension Value and Nonqualified Deferred Compensation Earnings6 | All Other Compensation7 | Total | | Tony Cheng President & CEO | 2024 | $946,154 | — | $4,631,259 | $1,543,756 | $3,158,750 | $157,942 | $1,017,388 | $11,455,249 | | | 2023 | $749,129 | — | $1,546,918 | $515,613 | $1,934,269 | $3,204 | $1,763,761 | $6,512,894 | | | 2022 | $638,538 | — | $385,319 | $385,254 | $1,053,366 | $714 | $306,421 | $2,769,612 | | Axel André EVP & CFO since 8/5/2024 | 2024 | $375,000 | — | $— | $2,500,079 | $1,025,353 | $— | $37,602 | $3,938,034 | | Todd C. Larson SEVP & CFO until 8/5/2024 | 2024 | $724,519 | — | $1,261,572 | $841,061 | $1,646,076 | $684,882 | $167,271 | $5,325,381 | | | 2023 | $699,519 | — | $1,217,945 | $812,042 | $1,512,581 | $484,675 | $160,244 | $4,887,006 | | | 2022 | $675,000 | — | $742,514 | $742,501 | $1,448,070 | $204,542 | $100,118 | $3,912,745 | | Leslie Barbi EVP & Chief Investment Officer | 2024 | $649,519 | — | $877,486 | $585,082 | $2,270,450 | $— | $290,312 | $4,672,849 | | | 2023 | $624,519 | — | $749,941 | $499,998 | $2,174,600 | $— | $193,333 | $4,242,391 | | | 2022 | $600,000 | — | $599,977 | $599,989 | $1,250,328 | $— | $147,451 | $3,197,745 | | Ronald Herrmann EVP, Head of RGA Americas | 2024 | $674,519 | — | $1,012,555 | $675,088 | $1,755,000 | $— | $192,093 | $4,309,255 | | | 2023 | $649,615 | — | $585,040 | $390,042 | $1,300,000 | $— | $176,308 | $3,101,005 | | | 2022 | $624,231 | — | $377,968 | $377,997 | $1,060,970 | $— | $136,187 | $2,577,353 | | Mark Brooks EVP, Chief Information Officer | 2024 | $572,000 | $500,000 | $514,708 | $343,143 | $998,998 | $— | $89,728 | $3,018,577 |

  67. Summary Compensation Table

    1.This column includes any amounts deferred at the election of the named executive officers under the Company's Executive Deferred Savings Plan and retirement Savings Plan. For 2023, Mr. Cheng's base salary was determined in HKD and converted to USD using an average monthly foreign exchange rate until January 4, 2023. After January 4, 2023 Mr. Cheng's base salary was determined in USD and converted to HKD using an average monthly foreign exchange rate until his transfer of employment to the U.S., after which his base salary was paid in USD. 2.This column reflects a signing bonus paid to Mr. Brooks in connection with his hire. All other cash bonuses, which were based on achievement of performance goals under our ABP plan, are disclosed in the "Non-Equity Incentive Plan Compensation" column. 3.This column represents the grant date fair value of PCS awards granted in such year, using probable outcomes of performance conditions, in accordance with Accounting Standards Codification: 718 – Compensation – Stock Compensation ("ASC 718"). For additional information on the valuation assumptions, refer to note 20 of the Company's financial statements in the Form 10-K for the year ended December 31, 2024, as filed with the SEC. See also "Grants of Plan-Based Awards in 2024" for information on awards made in 2024. These amounts reflect the grant date fair value for these awards and do not correspond to the actual value that may be recognized by the named executive officers. 4.This column represents the grant date fair value of SARs and RSUs granted in such year, in accordance with ASC 718. For additional information on the valuation assumptions, refer to note 20 of the Company's financial statements in the Form 10-K for the year ended December 31, 2024, as filed with the SEC. See also "Grants of Plan-Based Awards in 2024" for information on SARs and RSUs granted in 2024. These amounts reflect the grant date fair value for these awards and do not correspond to the actual value that may be recognized by the named executive officers. 5.Includes for all named executive officers, cash incentives earned for performance during each fiscal year and paid in March of the following year (including any incentives deferred at the election of the executive officers) under the Annual Bonus Plan. 6.This column represents the sum of the change in pension value in each fiscal year for each of the named executive officers. The increase in pension value for 2024 is attributable to service and compensation increases, offset in part by assumption changes from the prior year. The Company does not pay above-market or preferential earnings on any account balances; therefore, this column does not reflect any amounts relating to nonqualified deferred compensation earnings. See the "Pension Benefits in 2024" and "Nonqualified Deferred Compensation in 2024" tables for additional information. Mr. Cheng accrued a benefit in the U.S. pension plan prior to his transfer outside of the country in 2002. Mr. Cheng has not accrued additional benefits in the plan while he has been employed in Hong Kong, but resumed accruing additional benefits in the plan upon his transfer back to the U.S. in 2023. 7.Amount includes contributions by the Company to the officers' accounts in qualified and nonqualified plans for the 2024 plan year and tax equalization payments grossed up for taxes associated with relocation to the U.S. for Mr. Cheng. See table below for additional information.

  68. Summary Compensation Table

    | All Other Compensation | | | | | | | | Category | Tony Cheng | Axel André | Todd C. Larson | Leslie Barbi | Ronald Herrmann | Mark Brooks | | Savings Plan | $24,150 | $17,250 | $24,150 | $34,500 | $34,500 | $34,500 | | Augmented Savings Plan | 50,708 | 1,500 | 37,842 | 123,956 | 81,476 | 24,683 | | Executive Deferred Savings Plan | 126,771 | 17,308 | 94,605 | 123,956 | 67,211 | 24,683 | | Life Insurance Premiums | 3,849 | 1,544 | 10,674 | 7,900 | 8,906 | 5,862 | | Perquisites and Other Personal Benefits1: | | | | | | | | Gross Up for Taxes | 792,018 | — | — | — | — | — | | Foreign Tax Preparation | 19,892 | — | — | — | — | — | | Total | $1,017,388 | $37,602 | $167,271 | $290,312 | $192,093 | $89,728 | | 1Each of Ms. Barbi and Messrs. André, Larson, Herrmann and Brooks aggregate amounts of perquisites and other personal benefits in 2024 were less than $10,000. | | | | | | |

  69. Grants of Plan-Based Awards in 2024

    Grants of Plan-Based Awards in 2024 This table provides the following information about equity and non-equity awards granted to the named executive officers in 2024: (1) the grant date; (2) the estimated future payouts under non-equity incentive plan awards, which consist of potential payouts under the Annual Bonus Plan award granted in 2024 for the 2024 performance period; (3) estimated future payouts under equity incentive plan awards, which consist of potential payouts under the PCS grants in 2024 for the 2024-2026 performance period; (4) all other option awards, which consist of the SARs and RSU awards granted to the named executive officers in 2024; (5) the strike price of the SARs granted, which reflects the closing price of Company stock on the date of grant and (6) the grant date fair value of each equity grant calculated under ASC 718.

  70. Grants of Plan-Based Awards in 2024

    | Grants of Plan-Based Awards in 2024 | | | | | | | | | | | | | Name | Grant Date | Estimated Future Payments Under Non-Equity Incentive Plan Awards¹ | | | Estimated Future Payments Under Equity Incentive Plan Awards (Number of Shares)² | | | All Other Stock Awards: Number of Shares of Stock or Units3 | All Other Option Awards: Number of Securities Underlying Options4 | Exercise of Base Price of Option Awards5 | Grant Date Fair Value of Stock and Option Awards6 | | | | Minimum | Target | Maximum | Minimum | Target | Maximum | | | | | | Tony Cheng | 3/15/2024 | $831,250 | $1,662,500 | $3,325,000 | --- | --- | --- | --- | --- | --- | --- | | | | --- | --- | --- | 12,498 | 24,996 | 49,992 | --- | --- | --- | $4,631,259 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | --- | --- | --- | --- | --- | --- | --- | 22,719 | $185.28 | $1,543,756 | | Axel André1 | 7/24/2024 | $293,545 | $587,090 | $1,174,180 | --- | --- | --- | --- | --- | --- | --- | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | | --- | --- | --- | --- | --- | --- | 8,008 | --- | --- | $1,750,068 | | | | --- | --- | --- | --- | --- | --- | --- | 9,161 | $218.54 | $750,011 | | Todd C. Larson | 3/15/2024 | $471,250 | $942,500 | $1,885,000 | --- | --- | --- | --- | --- | --- | --- | | | | --- | --- | --- | 3,405 | 6,809 | 13,618 | --- | --- | --- | $1,261,572 | | | | --- | --- | --- | --- | --- | --- | 2,270 | --- | --- | $420,586 | | | | --- | --- | --- | --- | --- | --- | --- | 6,188 | $185.28 | $420,475 | | Leslie Barbi | 3/15/2024 | $650,000 | $1,300,000 | $2,600,000 | --- | --- | --- | --- | --- | --- | --- | | | | --- | --- | --- | 2,368 | 4,736 | 9,472 | --- | --- | --- | $877,486 | | | | --- | --- | --- | --- | --- | --- | 1,579 | --- | --- | $292,557 | | | | --- | --- | --- | --- | --- | --- | --- | 4,305 | $185.28 | $292,525 | | Ronald Herrmann | 3/15/2024 | $438,750 | $877,500 | $1,755,000 | --- | --- | --- | --- | --- | --- | --- | | | | --- | --- | --- | 2,733 | 5,465 | 10,930 | --- | --- | --- | $1,012,555 | | | | --- | --- | --- | --- | --- | --- | 1,822 | --- | --- | $337,580 | | | | --- | --- | --- | --- | --- | --- | --- | 4,967 | $185.28 | $337,508 | | Mark Brooks | 3/15/2024 | $286,000 | $572,000 | $1,144,000 | --- | --- | --- | --- | --- | --- | --- | | | | --- | --- | --- | 1,389 | 2,778 | 5,556 | --- | --- | --- | $514,708 | | | | --- | --- | --- | --- | --- | --- | 926 | --- | --- | $171,569 | | | | --- | --- | --- | --- | --- | --- | --- | 2,525 | $185.28 | $171,574 | | 1Due to the timing of Mr. André joining the Company, his 2024 ABP will be pro-rated based on his start date and he did not receive the PCS awards granted in March 2024. | | | | | | | | | | | |

  71. Grants of Plan-Based Awards in 2024

    1. These columns reflect the potential value of the payment for 2024 performance under the ABP for each named executive if the minimum, target or maximum goals are satisfied. The potential payments are performance-driven and are therefore completely at risk. The performance measures, salary and ABP multiples for determining the payments are described in the CD&A. The ABP payment amount for actual 2024 performance was determined in February 2025 based on the metrics described in the CD&A and is included in the "Summary Compensation Table" in the column titled "Non-Equity Incentive Plan Compensation." 2. This column reflects the number of PCS units granted in March 2024, which may convert into shares of Company stock at the end of the three-year performance period if the specified performance levels are achieved. The performance period commenced January 1, 2024 and ends December 31, 2026. If the minimum level of performance is met, the award of shares starts at 50% with a target of 100% and a maximum of 200%. 3. This column reflects the number of RSUs granted in March 2024, which vest ratably over a three-year period with one-third vesting on December 31, 2024, one-third vesting on December 31, 2025 and one third vesting on December 31, 2026. This column also reflects the number of one-time RSUs granted to Mr. André in July 2024, which vest ratably until December 31, 2026, with 20% vesting on December 31, 2024, 40% vesting on December 31, 2025 and 40% vesting on December 31, 2026. This column also reflects the number of one-time RSUs granted to Mr. André in July 2024, which cliff-vest in full on July 24, 2027. 4. This column reflects the number of SARs granted in March 2024, which vest ratably and become exercisable over three years with one-third vesting on December 31, 2024, one-third vesting on December 31, 2025 and one third vesting on December 31, 2026. This column also reflects the number of SARs granted on July 24, 2024 to Mr. André, which vest ratably until December 31, 2026, with 20% vesting on December 31, 2024, 40% vesting on December 31, 2025 and 40% vesting on December 31, 2026. 5. This column reflects the strike price per share of common stock for the SARs granted, which is the closing price of the common stock on March 15, 2024, the date the Committee approved the grants. This also column reflects the strike price per share of common stock for the SARs granted to Mr. André, which is the closing price of the common stock on July 24, 2024, the date of grant. 6. This column reflects the full grant date fair value of the PCS awards under ASC 718, the full grant date fair value of the RSUs and the SARs under ASC 718 granted to the named executive officers in 2024. See notes 3 and 4 of the "Summary Compensation Table" for a discussion of fair value calculation related to the PCS awards, RSUs and SARs respectively. For PCS and RSU awards with the grant date of March 15, 2024, the fair value is calculated using the closing price of Company stock of $185.28. For SARs with a grant date of March 15, 2024, fair value is calculated using the Black-Scholes value of $67.95. For RSU awards with a grant date of July 24, 2024, the fair value is calculated using the closing price of Company stock of $218.54. For SARs with a grant date of July 24, 2024, fair value is calculated using the Black-Scholes value of $81.87. For additional information on the valuation assumptions, refer to note 20 of the Company's financial statements in the Form 10-K for the year ended December 31, 2024, as filed with the SEC. These amounts reflect the grant date fair value, and do not correspond to the actual value that will be recognized by the named executive officers. The PCS awards are subject to specified performance objectives over the applicable performance periods, the results of which will determine the amount of payouts, if any, under such awards.

  72. Outstanding Equity Awards at 2024 Year-End

    Outstanding Equity Awards at 2024 Year-End The following table provides information on the 2024 year-end holdings of SARs, RSUs and PCS awards by our named executive officers. This table includes vested and unvested SARs and RSUs, and unvested PCS awards with performance conditions that have not yet been satisfied. The vesting schedule for each grant is described in the footnotes following this table, based on the grant date. The market value of the stock awards is based on the closing market price of Company stock as of the last business day of 2024, which was $213.63. The PCS awards are subject to specified performance objectives over the performance period. For additional information about the option awards and stock awards, see the description of equity incentive compensation in the CD&A.

  73. Outstanding Equity Awards at 2024 Year-End

    Outstanding Equity Awards at 2024 Year-End

  74. Outstanding Equity Awards at 2024 Year-End

    | Option Awards | | | | | | Stock Awards | | | | | Grant Date | Number of Securities of Underlying Unexercised Options (Exercisable)1 | Number of Securities Underlying Unexercised Options (Unexercisable) | Equity Incentive Plan Awards: Number of Securities Underlying Unearned Options | Option Exercise Price | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested2 | Market Value of Shares or Units or Stock That Have Not Vested2 | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested3 | Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested3 | | Tony Cheng | | | | | | | | | | | 3/4/2016 | 4,152 | | | $93.53 | 3/4/2026 | | | | | | 3/3/2017 | 3,280 | | | $129.72 | 3/3/2027 | | | | | | 3/2/2018 | 3,384 | | | $150.87 | 3/2/2028 | | | | | | 3/1/2019 | 3,882 | | | $145.25 | 3/1/2029 | | | | | | 3/6/2020 | 8,127 | | | $117.85 | 3/6/2030 | | | | | | 3/11/2021 | 3,491 | | | $129.01 | 3/11/2031 | | | | | | 3/22/2022 | 4,729 | 1,577 | | $106.53 | 3/22/2032 | | | | | | 3/9/2023 | 5,462 | 5,462 | | $138.34 | 3/9/2033 | | | 22,364 | $4,777,621 | | 3/15/2024 | 7,573 | 15,146 | | $185.28 | 3/15/2034 | | | 24,996 | $5,339,895 | | Axel André | | | | | | | | | | | 7/24/2024 | 1,832 | 7,329 | | $218.54 | 7/24/2034 | 7,322 | $1,564,199 | | | | Todd C. Larson | | | | | | | | | | | 3/3/2017 | 5,369 | | | $129.72 | 3/3/2027 | | | | | | 3/2/2018 | 6,444 | | | $150.87 | 3/2/2028 | | | | | | 3/1/2019 | 8,187 | | | $145.25 | 3/1/2029 | | | | | | 3/6/2020 | 20,330 | | | $117.85 | 3/6/2030 | | | | | | 3/11/2021 | 8,771 | | | $129.01 | 3/11/2031 | | | | | | 3/22/2022 | 9,114 | 3,038 | | $106.53 | 3/22/2032 | | | | | | 3/9/2023 | 4,301 | 4,301 | | $138.34 | 3/9/2033 | 2,816 | $601,582 | 17,608 | $3,761,597 | | 3/15/2024 | 2,062 | 4,126 | | $185.28 | 3/15/2034 | 1,514 | $323,436 | 6,809 | $1,454,607 |

  75. Outstanding Equity Awards at 2024 Year-End

    | Leslie Barbi | | | | | | | | | | 3/6/2020 | 13,354 | | $117.85 | 3/6/2030 | | | | | | 3/11/2021 | 5,762 | | $129.01 | 3/11/2031 | | | | | | 3/22/2022 | 7,365 | 2,455 | $106.53 | 3/22/2032 | | | | | | 3/9/2023 | 2,648 | 2,649 | $138.34 | 3/9/2033 | 1,807 | $386,029 | 10,842 | $2,316,176 | | 3/15/2024 | 1,435 | 2,870 | $185.28 | 3/15/2034 | 1,053 | $224,952 | 4,736 | $1,011,752 | | Ronald Herrmann | | | | | | | | | | 12/1/2020 | | | — | — | 7,006 | $1,496,692 | | | | 3/11/2021 | 2,577 | | $129.01 | 3/11/2031 | | | | | | 3/22/2022 | 3,094 | 1,547 | $106.53 | 3/22/2032 | | | | | | 3/9/2023 | 2,065 | 2,066 | $138.34 | 3/9/2033 | 1,410 | $301,218 | 8,458 | $1,806,883 | | 3/15/2024 | 1,655 | 3,312 | $185.28 | 3/15/2034 | 1,215 | $259,560 | 5,465 | $1,167,488 | | Mark Brooks | | | | | | | | | | 9/25/2023 | | | — | — | 6,728 | $1,437,303 | | | | 3/15/2024 | 841 | 1,684 | $185.28 | 3/15/2034 | 618 | $132,023 | 2,778 | $593,464 |

  76. Outstanding Equity Awards at 2024 Year-End

    1. SARs granted prior to 2024 vest over four years (25% of which vests at the end of each of the four years). SARs granted in 2024 vest over three years (one-third of which vests at the end of each of the three years). SARs granted to Mr. André on July 24, 2024 are subject to a 3-year ratable vesting schedule whereby the first vesting date is December 31, 2024 with 20% vesting; the second vesting date will be December 31, 2025 with 40% vesting; and the third vesting date will be December 31, 2026 with the remaining 40% vesting. 2. These columns reflect the number of (i) RSUs granted in December 2020 to Mr. Herrmann when he joined the Company, which fully vest in December 2025, (ii) RSUs granted in July 2024 to Mr. André when he joined the Company, of which 2,746 RSUs ratably vest until December 2026 and 4,576 RSUs fully vest in July 2027, (iii) RSUs granted March 2023, which fully vest on December 31, 2026, and (iv) the RSUs granted in March 2024, which ratably vest over a three-year period ending on December 31, 2026. The amount of outstanding RSUs for Mr. Larson granted in March 2023 were reduced by 119 units in December 2024 (prior to the grant's cliff vesting date of December 31, 2025) in order to recognize taxation for FICA due to his eligibility for retirement. 3. These columns reflect the number of shares and estimated market value of PCS awards. The Company is measuring financial performance over a three-year period for the 2023 PCS awards. SEC rules require disclosure of the number of shares and estimated market value of PCS awards based on the next higher performance measure (target or maximum) that exceeds the previous fiscal year's performance. Accordingly, the number of shares and estimated market value for the PCS awards made in 2023 are disclosed assuming they are awarded at the maximum (200%) level and the 2024 PCS awards are disclosed assuming they are awarded at the target (100%) level. The ultimate payout of PCS awards is dependent on Company performance during the remaining measurement period, thus final payout results for unvested grants could be materially different than the results shown above. The market or payout value is estimated using the closing price, $213.63, of our common stock on the last business day of 2024.

  77. SARs and Option Exercises and Stock Vested in 2024

    SARs and Option Exercises and Stock Vested in 2024 2024 SARs and Option Exercises. The following table provides information for the named executive officers regarding SARs and stock option exercises during 2024, including the number of shares acquired upon exercise and the value realized.

  78. SARs and Option Exercises and Stock Vested in 2024

    | 2024 SARs and Option Exercises and Stock Vested | | | | | | | Option and SARs Awards1 | | Stock Awards2 | | | Name | Number of Shares Acquired on Exercise | Value Realized on Exercise | Number of Shares Acquired on Vesting | Value Realized on Vesting | | Tony Cheng | 1,052 | $379,303 | 8,948 | 1,732,850 | | Axel André | — | $— | 686 | 153,568 | | Todd C. Larson | 3,750 | $1,228,336 | 18,000 | 3,508,702 | | Leslie Barbi | — | $— | 14,460 | 2,816,199 | | Ronald Herrmann | — | $— | 9,385 | 1,835,825 | | Mark Brooks | — | $— | 308 | 68,949 |

  79. SARs and Option Exercises and Stock Vested in 2024

    1. Mr. Cheng exercised 3,411 SARs on December 18, 2024 with an average market price for the shares of $201.26. Mr. Larson exercised 13,595 SARs on March 6, 2024 with an average market price for the shares of $182.88. 2. These columns represent amounts paid for the settlement of the PCS awards for the 2022-2024 performance period, paid in 2025, the settlement of the full amount of the 2022 RSU awards and one-third of the 2024 RSU awards, paid in 2025. The number of shares for the settlement of the 2022-2024 PCS awards was calculated by multiplying the number of PCS awards by the performance factor that pertained to the awards, which was 197.4%. The following table shows information regarding the number of shares acquired upon vesting during 2024 of 2022-2024 Performance Contingent Shares, 2022 Restricted Stock Units, and 2024 Restricted Stock Units previously granted to named executive officers.

  80. SARs and Option Exercises and Stock Vested in 2024

    | Stock Awards - Number of Shares Acquired on Vesting during 2024 | | | | | | Name | 2022-2024 Performance Contingent Shares1 | 2022 Restricted Stock Units | 2024 Restricted Stock Units | Total | | Tony Cheng | 7,140 | 1,808 | — | 8,948 | | Axel André | — | — | 686 | 686 | | Todd C. Larson | 13,759 | 3,485 | 756 | 18,000 | | Leslie Barbi | 11,118 | 2,816 | 526 | 14,460 | | Ronald Herrmann | 7,004 | 1,774 | 607 | 9,385 | | Mark Brooks | — | — | 308 | 308 |

  81. SARs and Option Exercises and Stock Vested in 2024

    1.The number of shares for the settlement of the 2022-2024 PCS awards was calculated by multiplying the number of PCS awarded by the performance factor that pertained to the awards, which was 197.4%.

  82. Pension Benefits in 2024

    Pension Benefits in 2024

  83. Nonqualified Deferred Compensation in 2024

    Nonqualified Deferred Compensation in 2024

  84. Nonqualified Deferred Compensation in 2024

    | 2024 Nonqualified Deferred Compensation | | | | | | | Name | Executive Contributions in Last FY1 | Registrant Contributions in Last FY2 | Aggregate Earnings in Last FY3 | Aggregate Withdrawals/ Distributions | Aggregate Balance at Last FYE4 | | Tony Cheng | $144,021 | $1,111 | $20,022 | $— | $182,320 | | Axel André | $17,308 | $— | $306 | $— | $17,614 | | Todd C. Larson | $111,855 | $127,231 | $143,167 | $— | $1,942,384 | | Leslie Barbi | $173,682 | $153,194 | $45,640 | $— | $913,801 | | Ronald Herrmann | $53,961 | $134,499 | $34,064 | $— | $515,290 | | Mark Brooks | $47,653 | $7,590 | $5,368 | $— | $69,617 |

  85. Nonqualified Deferred Compensation in 2024

    1. The amounts in this column are also included in the Summary Compensation Table in the "Salary" column (i.e., contributions to the Executive Deferred Savings Plan). 2. The amounts in this column reflect 2023 contributions credited to the participant's account during 2024. For reasons related to the timing of the contributions, the amounts will not match the amounts in the Summary Compensation Table's "All Other Compensation" column, which are contributions for 2024 which are actually made in 2025. 3. Reflects earnings credited to the participant's account during 2024 in connection with the investment selections chosen from time to time by the participant. 4. The aggregate balance at last fiscal year-end column reflects the following amounts that were reported in the Summary Compensation Table in 2023 for Mr. Cheng in the amount of $17,166, Mr. Larson in the amount of $1,560,131, Ms. Barbi in the amount of $541,285, and Mr. Herrmann in the amount of $292,766.

  86. Termination or Change of Control Payments

    Termination or Change of Control Payments As described above, the named executive officers do not have employment, severance or change of control agreements with the Company. The information below describes and quantifies certain compensation that may or will become payable under existing plans and agreements if the named executive officer's employment had terminated on or by December 31, 2024, due to a change of control, disability or death, given the executive's compensation and service levels as of such date and, when applicable, based on the Company's closing stock price on the last business day of 2024 or actual date of the relevant event. These benefits are in addition to benefits available generally to salaried employees such as distributions under the 401(k) and pension plans, retiree medical benefits, disability benefits and accrued vacation pay.

  87. Pay Versus Performance

    Pay Versus Performance As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K (the "pay versus performance rules"), we are providing information showing the relationship between executive compensation actually paid (as defined in the SEC rules) and the Company's financial performance. The Committee did not consider this disclosure when making compensation decisions. Further information about how we align executive compensation with Company performance can be found above under "Compensation Discussion and Analysis." For purposes of the disclosure below: •Mr. Cheng was the Company's principal executive officer during 2024 ("PEO"), and Anna Manning was the Company's PEO for years prior to 2024; •"Compensation Actually Paid" ("CAP") adheres to the requirements set forth in Regulation S-K Item 402(v), which differs from the calculation methodology used to prepare the Summary Compensation Table and also does not reflect the actual amount of compensation earned by or paid to Mr. Cheng or our other named executive officers during the applicable year; •"TSR" is total shareholder return; •The peer group used to calculate Peer Group TSR is the S&P Life & Health Insurance sub-index; and •Trailing 12-month adjusted operating return on equity is the Company-selected performance measure.

  88. Pay Versus Performance

    | Pay Versus Performance Table | | | | | | | | | | Year | Summary Compensation Table Total for PEO1 | Compensation Actually Paid to PEO2,8 | Average Summary Compensation Table Total for Non-PEO Named Executive Officers3 | Average Compensation Actually Paid to Non-PEO Named Executive Officers4,8 | Value of initial fixed $100 investment based on: | | Net Income7 (millions) | Company-Selected Performance Measure: Trailing 12 Month Adjusted Operating Return on Equity7 | | | | | | | TSR5 | Peer Group TSR6 | | | | 2024 | $11,455,249 | $15,789,113 | $4,252,819 | $6,160,091 | $146.97 | $171.87 | $717 | 13.8% | | 2023 | $13,534,431 | $20,003,838 | $4,685,824 | $5,914,312 | $109.37 | $142.87 | $902 | 14.5% | | 2022 | $11,354,662 | $19,808,104 | $3,114,364 | $4,238,584 | $93.97 | $136.53 | $623 | 10.3% | | 2021 | $16,109,515 | $9,495,022 | $3,249,851 | $2,356,848 | $70.64 | $123.73 | $617 | 0.8% | | 2020 | $9,044,233 | $(2,529,957) | $2,491,515 | $420,220 | $72.98 | $90.52 | $415 | 5.7% | | 1The dollar amounts reported for Mr. Cheng for 2024 under "Summary Compensation Table Total" is the amount of total compensation reported in the "Total" column of the Summary Compensation Table as reflected on page 68. Mr. Cheng became CEO on January 1, 2024. Compensation figures for the years 2020-2023 represent the compensation for Ms. Manning, our prior CEO. | | | | | | | | | | 2The dollar amounts reported for Mr. Cheng for 2024 under "Compensation Actually Paid" represent the amount of compensation actually paid to Mr. Cheng as computed in accordance with Item 402(v) of Regular S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Cheng during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments in the table below were made to Mr. Cheng's total compensation for each year to determine the compensation actually paid. See "Compensation Actually Paid to PEO" table below for additional information. | | | | | | | | | | 3The dollar amounts reported under "Average Summary Compensation Total" for non-PEO NEOs represent the average of the amounts reported for the Company's named executive officers ("NEOs") as a group (excluding any individual serving as our CEO for such year) in the "Total" column of the Summary Compensation Table in each applicable year. The names of the NEOs included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2024, Axel André, Todd Larson, Leslie Barbi, Ronald Herrmann and Mark Brooks, (ii) for 2022 and 2023, Todd Larson, Tony Cheng, Leslie Barbi and Ronald Herrmann; (iii) for 2021, Todd Larson, Tony Cheng, Leslie Barbi, Ronald Herrmann and Alain Néemeh; and (iv) for 2020, Todd Larson, Tony Cheng, Leslie Barbi, Alain Néemeh and John Laughlin. | | | | | | | | | | 4The dollar amounts reported under "Average Compensation Actually Paid" for non-PEO NEOs represent the average amount of compensation actually paid to the NEOs as a group (excluding the CEO), as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the NEOs as a group during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments in the table below were made to the NEOs' total compensation for each year to determine the compensation actually paid. See "Compensation Actually Paid to non-PEO NEOs" table below for additional information. | | | | | | | | | | 5Cumulative TSR is calculated by dividing the sum of the cumulative amount of dividends for the measurement of dividends for the measurement period, assuming dividend reinvestment and the difference between the Company's share price at the end and the beginning of the measurement period by the Company's share price at the beginning of the measurement period. | | | | | | | | | | 6Represents the weighted peer group TSR, weighted according to the respective companies' stock market capitalization at the beginning of each period for which a return is indicated. The peer group used for this purpose is the S&P Life & Health Insurance sub-index. | | | | | | | | | | 7See "Use of Non-GAAP Financial Measures" on page 94 for reconciliations from GAAP figures to adjusted operating figures. | | | | | | | | | | 8The assumptions used in calculating the fair value of the equity awards did not differ in any material respect from the assumptions used to calculate the grant date fair value of the awards as reported in the Summary Compensation Table, except that the fair value calculations of (i) the options granted on or between March 11, 2021 and July 24, 2024 used an estimated term between 1.5 years and 5.7 years in FY24, as compared to an estimated term of 6.00 years to 6.25 years used to calculate the grant date fair value of such awards, and (ii) the FY22-24 PSU assumed a payout above target, the FY23-25 PSU assumed a payout above target, and the FY24-26 PSU assumed a payout at target in FY24 in each case as compared to the grant date fair value calculations which assumed a payout at target. | | | | | | | | |

  89. Pay Versus Performance

    | Compensation Actually Paid to PEO | | | | PEO | | | 2024 | | Total Compensation as reported in Summary Compensation Table ("SCT") | $11,455,249 | | Minus Pension values reported in SCT | 157,942 | | Minus Fair value of equity awards granted during fiscal year | 6,175,015 | | Plus Pension value attributable to current year's service and any change in pension value attributable to plan amendments made in the current year | 157,942 | | Plus Fair value of equity compensation granted in current year - value at end of year-end | 6,557,562 | | Plus Fair value of equity compensation granted in current year - vesting date value | 547,100 | | Plus Change in fair value for end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during current fiscal year | 705,987 | | Plus Change in fair value from end of prior fiscal year to end of current fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year | 2,698,230 | | Plus Dividends or other earnings paid on stock or options awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year | — | | Plus Fair value of awards forfeited in current fiscal year determined at end of prior fiscal year | — | | Compensation Actually Paid to PEO | $15,789,113 | | Compensation Actually Paid to Non-PEO NEOs | | | | Non-PEO NEO Averages | | | 2024 | | Total Compensation as reported in Summary Compensation Table ("SCT") | $4,252,819 | | Minus Pension values reported in SCT | 136,976 | | Minus Fair value of equity awards granted during fiscal year | 1,722,155 | | Plus Pension value attributable to current year's service and any change in pension value attributable to plan amendments made in the current year | 136,976 | | Plus Fair value of equity compensation granted in current year - value at end of year-end | 1,638,075 | | Plus Fair value of equity compensation granted in current year - vesting date value | 238,397 | | Plus Change in fair value for end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during current fiscal year | 603,600 | | Plus Change in fair value from end of prior fiscal year to end of current fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year | 1,149,355 | | Plus Dividends or other earnings paid on stock or options awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year | — | | Plus Fair value of awards forfeited in current fiscal year determined at end of prior fiscal year | — | | Average Compensation Actually Paid to non-PEO NEOs | $6,160,091 |

  90. Analysis of Pay versus Performance Table Information

    Analysis of Pay versus Performance Table Information As described in "Compensation Discussion and Analysis" above, the Company uses several measures to align executive compensation with Company performance. Not all of such measures are presented in the Pay versus Performance table above. Additionally, as discussed in "Compensation Discussion and Analysis," the Company's executive compensation philosophy generally seeks to incentivize long-term performance. Therefore, the Company does not specifically align performance measures with compensation that is actually paid (as defined by SEC rules) for any single year. In accordance with Item 402(v) of Regulation S-K, we are providing the following graphical descriptions showing certain information presented in the table above.

  91. Analysis of Pay versus Performance Table Information

    | *TSR figures represent cumulative amount of $100 invested in Company common stock on January 1, 2020. |

  92. Analysis of Pay versus Performance Table Information

    | †See "Use of Non-GAAP Financial Measures" on page 94 for reconciliations from GAAP figures to adjusted operating figures. |

  93. CEO Pay Ratio

    CEO Pay Ratio As required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(u) of Regulation S-K (the "pay ratio rules"), we are providing information about the relationship of the annual total compensation of our employees and the annual total compensation of Mr. Cheng, our CEO during 2024. This regulation requires the Company to identify our median employee by using consistently applied compensation measures and then determine the ratio of our CEO's total annual compensation to the compensation of this employee. The pay ratio information included in this disclosure is a reasonable estimate calculated in a manner consistent with the pay ratio rules. The pay ratio rules permit the use of a determined median employee for up to three years, unless there has been a meaningful change to the Company's employee population, or a change in employee compensation arrangements such that the Company believes would result in a significant modification to the pay ratio disclosure. As a result of the increase in our employee population, we determined that it was appropriate to select a new median employee for the CEO pay ratio calculation. This median employee was selected from those individuals whose compensation is determined by the Company, which includes all of our regular employees, temporary fixed-term employees, temporary student employees, interns and co-op employees who were working for the Company on October 31, 2024. As of October 31, 2024, there were 4,210 individuals working for the parent company and consolidated subsidiaries worldwide. We used base salary and ABP payments to calculate our median employee, as these compensation measures apply consistently to all employees, across all locations of our employee population. The base salary of any permanent full-time employee who did not work the full year was annualized. We did not make any cost-of-living adjustments for non-U.S. employees in determining each employees' annual compensation. For foreign employees, a year-to-date average exchange rate was used for base salary and the spot rate for March 1, 2024 was used for the ABP payment. We combined all of the elements of the median employee's compensation for 2024, in accordance with the requirements of the pay ratio rules, resulting in annual total compensation of $149,975. The annual total compensation of our CEO as reported in the Summary Compensation Table included in this Proxy Statement, was $11,455,249 in 2024. Based on this information, for 2024 the ratio of the annual total compensation of our CEO as compared to our median employee was 76:1.