DEF 14A of SiriusPoint Ltd, Apr 10, 2026

DEF 14A of SiriusPoint Ltd

Filed Apr 10, 2026 · FY20250001174947-26-000480

Open on EDGAR

  1. CORPORATE GOVERNANCE HIGHLIGHTS

    CORPORATE GOVERNANCE HIGHLIGHTS Corporate Governance Policies and Practices

  2. CORPORATE GOVERNANCE HIGHLIGHTS

    | CORPORATE GOVERNANCE BEST PRACTICES | | | | | | Board Structure and Independence | | | | | 8 of our 11 directors are independent, including all committee chairs | | Regular executive sessions of independent directors are held at each regularly scheduled Board meeting, without management present | | | Balanced Board composition, with a mix of new and experienced directors — two new directors added in 2024, one in 2025, and one in 2026 | | Annual director self-evaluations and committee assessments to support continued Board effectiveness | | | Highly skilled directors whose diverse experience and backgrounds contribute a broad range of perspectives | | Annual Board evaluation process, with an externally facilitated assessment every third year | | | The Compensation Committee oversees the Company’s strategies related to key talent metrics | | In 2025, all directors attended 98% of Board and committee meetings | | | Board Oversight | | | | | Oversees the Company’s annual business plan and long-term corporate strategy | | Proactive, comprehensive and strategic Board and senior management succession planning | | | Robust director access to internal and external experts and advisors | | The Governance & Nominating Committee oversees sustainability-related matters | | | Strong risk management framework overseen by the Risk & Capital Management Committee | | Annual dedicated meeting focused on Company’s long-term strategy | | | Dedicated oversight of cybersecurity risk by the Risk & Capital Management Committee | | Annual review of corporate governance policies and Board committee charters to promote alignment with evolving leading practices | | | Strong Corporate Governance Practices | | | | | Prohibition on hedging and pledging transactions by executive officers and directors | | Active and ongoing shareholder engagement | | | Policy on external public company board service designed to prevent directors from serving on an excessive number of boards | | Clawback policy applicable to senior executives | | | Code of Business Conduct & Ethics requiring annual certification | | Regular risk assessment of the executive compensation program, policies and practices | | | Formal director onboarding, offboarding and continuing education programs | | Commitment to sustainability across operations and governance practices | | | Director retirement policy at age 75 | | Share ownership requirements for senior executives and directors to further align interests with the shareholders | | | Our corporate governance documents, including the Amended & Restated Charters of our Audit, Compensation, Governance & Nominating, Risk & Capital Management, and Investment Committees, Code of Business Conduct & Ethics, Corporate Governance Guidelines, Policy Regarding Communications with the Board of Directors of SiriusPoint Ltd., Environmental Policy Statement, Related Person Transaction Policy, Vendor Code of Conduct, and Whistleblower Policy, are available on our website at investors.siriuspt.com/governance/governance-documents. | | |

  3. CORPORATE GOVERNANCE HIGHLIGHTS

    | OUR BUSINESS SEGMENTS | | | In 2025, SiriusPoint reported results across two operating segments: Insurance & Services and Reinsurance. Within these segments, we underwrote a diversified portfolio of (re)insurance products, as further described below. On March 16, 2026, SiriusPoint announced that it intends to operate through four business areas, including three globally focused P&Ls: Global P&C Programs, Global Reinsurance, Global Accident & Health, and a London Market Specialty division, which includes Lloyd's. The Company is currently evaluating whether these changes will result in a modification to the composition of its reportable segments. | | | Insurance & Services | | | Accident & Health | We provide insurance products to meet the risk management needs of a range of clients across select markets. This includes employer groups, associations, affinity groups, higher education and other niche markets. We also own 100% of IMG, which receives fees for services provided within Insurance & Services and to third parties. IMG offers a full line of international medical insurance products, trip cancellation programs, medical management services and 24/7 emergency medical and travel assistance. We owned 100% of Armada through October 31, 2025, when it was sold to Ambac Financial Group Inc. and deconsolidated as of November 1, 2025. Armada operates as a supplemental medical insurance managing general agent (“MGA”). We will continue our underwriting capacity partnership with Armada until the end of 2030. | | Property & Casualty | We are a carrier for program administrators and MGAs. The majority of our P&C insurance business is written through partners in the property and casualty space, covering professional liability, general liability, environmental and commercial auto lines in Bermuda, London, Europe, North America and around the world. | | Other Specialties | Our business encompasses a broad range of worldwide insurance coverages. Other Specialties business lines in the Insurance & Services segment include Aviation & Space, Marine & Energy, Credit and Mortgage. | | Reinsurance | | | Casualty | We provide reinsurance to casualty insurers that underwrite a diverse range of casualty classes. We work with clients all over the world, including multi-national, nationwide and regional carriers, as well as risk retention groups and captives. Our underwriting focus is on major commercial casualty lines, including professional liability and general liability lines, with an emphasis on specialty niche classes of business, including personal lines. | | Property | We work with leading global brokers, as well as large national writers and regional companies. Underwriting is focused on providing critical catastrophe protection and worldwide coverage for natural perils, underwriting residential, commercial, and industrial risks in the United States, Europe and Asia. | | Other Specialties | Our business encompasses a broad range of worldwide reinsurance coverages, including proportional and excess of loss, treaty and facultative. Other Specialties business lines in the Reinsurance segment include Aviation & Space, Marine & Energy and Credit. |

  4. BOARD OF DIRECTORS

    BOARD OF DIRECTORS The business and affairs of the Company are managed under the direction of our Board of Directors, which serves as the Company’s ultimate decision-making body, except with respect to matters reserved to the shareholders. The Board also oversees the Company’s business strategy and planning, as well as management’s performance in executing the strategy and planning, assessing and managing risks, and overseeing the Company’s day-to-day operations. The size of the Board may be adjusted from time to time in accordance with our Bye-laws. The Board currently consists of 11 directors. For additional information, please see the section entitled, “Election & Classification of Directors.” Our Board is comprised of 11 directors, eight of whom are independent. We believe the Board is well balanced, reflecting a broad range of viewpoints, professional experience, skills, and expertise. Our directors bring leadership experience from a variety of industries and have served in senior management and executive roles, including as founders of companies, chief executive officers, chief financial officers, chief strategy officers, and senior insurance industry executives. The Board has focused on identifying and appointing highly qualified directors with complementary skill sets to support the Company as it advances its strategy of building a fully integrated, globally connected “One SiriusPoint.” We have added four new directors to our Board since 2024. Our annual Board evaluation process and director retirement policy at age 75 facilitates regular Board refreshment. On March 25, 2026, Sabra R. Purtill was appointed to serve as a Class I director. On September 1, 2025, Martin Hudson was appointed to serve as a Class III director. On May 24, 2024 Susan L. Cross was appointed to serve as a Class I director. On October 31, 2024 Meng Tee Saw was appointed to serve as a Class I director. Effective February 27, 2025, in connection with the closing of the Company’s repurchase of securities held by CM Bermuda Limited, Mr. Saw resigned from the Board and each committee thereof. For additional information, please see the Company’s Current Report on Form 8-K filed on December 30, 2024.

  5. BOARD OF DIRECTORS

    | 2026 | 2025 | 2024 | | | | | | 1 new director joined | 1 new director joined | 2 new directors joined | | ● Sabra R. Purtill | ● Martin Hudson | ● Susan L. Cross ● Meng Tee Saw |

  6. BOARD COMPOSITION

    BOARD COMPOSITION The graphics below illustrate the composition of certain characteristics of our current Board members.

  7. DIRECTOR NOMINATING PROCESS

    DIRECTOR NOMINATING PROCESS The Board is responsible for nominating candidates for election to the Board and for filling vacancies that may arise between annual general meetings of shareholders. The Governance & Nominating Committee is responsible for identifying, evaluating and recommending candidates for Board membership. In formulating its recommendations, the Governance & Nominating Committee may consider input and recommendations from various sources, including shareholders, as it deems appropriate. The Governance & Nominating Committee identifies and considers candidates suggested by directors, management, third-party search firms and/or shareholders and evaluates such candidates in accordance with its established criteria. The Governance & Nominating Committee and the Board believe that a diversity of viewpoints, skills, perspectives, and personal and professional experiences contributes to effective Board oversight and decision-making and is an important consideration in the Governance & Nominating Committee’s nomination recommendations. The Governance & Nominating Committee has not established specific minimum qualifications that a nominee must meet to be considered for Board membership. Rather, director candidates are evaluated on an individual basis, taking into account a range of factors, including business and professional experience, judgment, knowledge, skills, background, education, availability in light of other commitments, and such other considerations as the Governance & Nominating Committee determines to be appropriate in light of the Board’s needs at the time.

  8. ELECTION & CLASSIFICATION OF DIRECTORS

    ELECTION & CLASSIFICATION OF DIRECTORS Two Class I directors will be elected at this year’s annual general meeting. The Class I directors elected at the meeting will serve until the annual general meeting of shareholders to be held in 2029, and until their respective successors are duly elected and qualified, or until their earlier death, disability, disqualification, resignation or removal. In accordance with our Bye-laws, the Board is divided into three classes (Class I, Class II, and Class III) with the members of each class serving staggered three-year terms. At each annual general meeting of shareholders, upon the expiration of the term of a class of directors, the successors to the directors in that class are elected to serve for a three-year term, until the third annual general meeting following their election, and until their successors are duly elected and qualified. Any increase in the number of directors will be allocated among the three classes so that, as nearly as possible, each class consists of one-third of the directors. The Board believes that a stable and consistent Board with deep familiarity with the Company is critical to its continued growth. A classified board, a governance feature that has been common for nearly a century, provides enhanced continuity and stability in overseeing the execution of the Company’s strategy. During this period of growth, two-thirds of the directors will have prior Board experience with the Company while still allowing for the annual election of one-third of the Board, promoting a balance of continuity and evolution. This structure allows the Board to build on prior experience, provide long-term strategic oversight, and support the Company’s ongoing strategic initiatives. In contrast, annual elections for all directors could create pressure to prioritize short-term returns, which may be counter-productive as the Company continues to build momentum following its multi-year turnaround. A classified board strengthens the Board’s oversight function by providing independent directors the time necessary to build a thorough understanding of the Company’s business and operations, reducing dependence on management’s perspective. In addition to promoting continuity among directors, a classified board helps the Company attract and retain highly qualified individuals who are willing to commit the time and resources necessary to understand the Company, its management, its operations, and its competitive environment. A classified board further provides important protections in the event of an unsolicited takeover proposal. Staggered terms allow the Board more time and a more orderly process to evaluate any bid, consider alternatives, and negotiate in a manner designed to maximize shareholder value. This structure also makes it more likely that any party seeking to acquire control of the Company will engage directly with the Board, rather than attempt to replace the entire Board in a single election. By reducing the risk of an abrupt change in Board composition, classification gives directors the opportunity to fulfill their fiduciary duties, review proposals thoughtfully, assess all options, and act in the best interests of the Company and its shareholders. For these reasons, the Board has determined that maintaining a classified board is, at this time, in the best interests of the Company, its shareholders, and other stakeholders, including clients and employees.

  9. DIRECTOR QUALIFICATIONS

    DIRECTOR QUALIFICATIONS In considering candidates for election to the Board of Directors, the Governance & Nominating Committee evaluates the Company’s Corporate Governance Guidelines, together with such other factors as it deems appropriate. The Board seeks individuals with varied professional backgrounds who bring a broad range of experience and expertise, as well as a demonstrated reputation for integrity. The Governance & Nominating Committee recommends director selection criteria to the Board in accordance with New York Stock Exchange (“NYSE”) listing standards and based on the strategic needs of the Company and the Board. In assessing the suitability of director candidates, and in determining whether to nominate an incumbent director for re-election, the Governance & Nominating Committee and the Board consider a variety of factors approved by the Board from time to time. These factors include, among others: experience in the reinsurance and insurance industry; a general understanding of key business disciplines (such as underwriting, finance and technology); tenure on the Company’s Board; educational and professional background; analytical skills; independence; breadth of experience, viewpoints, and backgrounds; willingness to devote sufficient time to Board responsibilities; and the ability to act in, and represent, the balanced best interests of the Company and all shareholders, rather than any particular constituency. For director searches, the Board seeks highly qualified and experienced candidates and considers each nominee’s experience, skills, and a broad range of personal and professional attributes. Each candidate is evaluated in the context of the Board as a whole, with the objective of maintaining a Board that is best positioned to oversee the Company, exercise sound judgment, and represent the interests of shareholders. The Governance & Nominating Committee periodically reviews the Board’s director selection criteria and recommends changes, as appropriate. The chart below highlights the skills and experience of our highly qualified directors.

  10. Director Skills & Experience

    Director Skills & Experience The following highlights the key skills and experience that, together with other factors, led the Governance & Nominating Committee and the Board to recommend the director nominees for election. The matrix is intended to depict notable areas of skills and experience for each director. The absence of a mark does not necessarily mean that the director does not possess that skill or experience.

  11. Director Skills & Experience

    | | Skill / Qualification | Cross | Egan | Hudson | Loeb | Ludlow | Mahmud | Masojada | Montross IV | Purtill | Robart | Tan | | | Tenure / Class The Company’s directors joined the Board in the year, and belong to the class, set forth below their name. | 2024 (I) | 2022 (III) | 2025 (III) | 2022 (II) | 2021 (III) | 2020 (II) | 2023 (II) | 2021 (I) | 2026 (I) | 2022 (II) | 2021 (I) | | | Executive Experience & Corporate Governance Directors with experience in corporate governance through board experience or executive employment understand governance best practices, enhance the Board’s ability to oversee company leadership, and offer insight into corporate strategy, culture, and leading a growing organization. | | | | | | | | | | | | | | (Re)insurance Industry Directors who have experience in (re)insurance understand the impact of market conditions and other economic factors on the industry and offer valuable perspective for product development and (re)insurance operations. | | | | | | | | | | | | | | Financial Services & Investment Industry Directors who have worked with financial services and investment organizations understand industry challenges and offer insights on strategy for business operations. | | | | | | | | | | | | | | Global Business Directors who have worked with international and global enterprises understand diverse business environments, cultural perspectives, and economic conditions that can present challenges in global business operations, trade, and commerce. | | | | | | | | | | | | | | Regulatory & Government Directors who have engaged with regulatory organizations and government agencies offer thought leadership on regulatory issues, government affairs, and present-day issues affecting business. | | | | | | | | | | | | | | Digital Strategy / Artificial Intelligence / IT Solutions Directors with technological expertise offer insights on technology innovations, digital solutions, innovative business models, data analytics and cybersecurity risks and understand the application of emerging technologies to business operations. | | | | | | | | | | | | | | Sustainability Directors who have engaged with sustainability initiatives, including efforts to mitigate climate risk, enhance the Board’s ability to oversee sustainability programs, product development, and strategic partnerships. | | | | | | | | | | | | | | Finance & Accounting Directors with financial and accounting expertise enhance oversight of financial reporting and control, financial performance and shareholder returns, and long-term strategy. | | | | | | | | | | | | | | Risk Management Directors with experience managing risks in business operations enhance oversight into evaluating, tracking, and mitigating the most significant risks facing the Company. | | | | | | | | | | | | | | Talent Development / Executive Compensation Directors with experience managing personnel, including development, compensation, and incentivization of key talent, and succession planning help the Board oversee efforts to bolster the Company’s workforce and determine compensation for senior leaders. | | | | | | | | | | | | | | Cybersecurity & Data Privacy Directors who have experience engaging with cybersecurity and data privacy issues offer strategies and insights for strengthening the company’s resilience to privacy and cybersecurity risks. | | | | | | | | | | | |

  12. DIRECTOR NOMINEE BIOGRAPHIES

    DIRECTOR NOMINEE BIOGRAPHIES Set forth below is biographical information for the nominees standing for election at the annual general meeting, including their relevant experience, qualifications, attributes, and skills considered by the Governance & Nominating Committee and the Board. Each nominee has held senior leadership roles at large, complex global organizations and demonstrated the ability to execute significant strategic, policy, and operational objectives. Based on these and other factors, the Board decided to nominate Ms. Cross and Ms. Purtill for election.

  13. DIRECTOR NOMINEE BIOGRAPHIES

    | SUSAN L. CROSS | CLASS I Age 66 Independent Director since May 2024 | COMMITTEES ● Audit ● Governance & Nominating (Chair) ● Risk & Capital Management | | | Susan L. Cross has served as a member of the Board since May 2024. Ms. Cross has over 40 years of experience in the (re)insurance industry, with a focus on developing and leading actuarial and analytical functions to support global growth. Ms. Cross has been a Non-Executive Director of Unum Group, a Fortune 500 Insurer (NYSE: UNM) since February 2019 and prior to that served as Executive Vice President and Global Chief Actuary at XL Group (now AXA XL), from 2008 to 2018. Ms. Cross has also previously served on the boards of Enstar Group Limited (Nasdaq: ESGR), IFG Companies, American Strategic Insurance, Mid Ocean Limited and XL Life Ltd. Ms. Cross is a Fellow of the Casualty Actuarial Society, a Chartered Enterprise Risk Analyst, and an Associate of the Society of Actuaries. She has been named one of Intelligent Insurer’s “100 Influential Women in Re/insurance.” Ms. Cross holds a Bachelor of Science degree in Mathematics from the University of Maryland. The Board concluded that Ms. Cross should continue to serve as a director because of her extensive experience working in the (re)insurance industry, as well as her qualification as an independent director and as a financial expert. | | | SABRA R. PURTILL | CLASS I Age 63 Independent Director since March 2026 | COMMITTEES ● Audit ● Risk & Capital Management | | | Sabra R. Purtill joined the Board in March 2026. Ms. Purtill has 40 years of experience across insurance and financial services. Her background spans corporate finance, capital markets, treasury, and financial reporting. She has held senior roles at AIG, Hartford Financial Services Group, Inc. and Assured Guaranty Ltd, and previously worked at ACE Limited, now Chubb. Ms. Purtill has served as a member of the Board of Verisk Analytics, Inc. (NASDAQ: VRSK) since May 2025. Ms. Purtill is the former Executive Vice President and Chief Financial Officer of American International Group, Inc. (NYSE: AIG). She joined AIG in 2019 as Deputy Chief Financial Officer and Treasurer and then served as AIG’s Chief Risk Officer from 2021-2022. In April 2022, Ms. Purtill was appointed as the Chief Investment Officer of Corebridge Financial Services, Inc. (NYSE: CRBG), a majority-owned subsidiary of AIG, before returning to AIG in January 2023 to serve as AIG’s Chief Financial Officer. Across her insurance and financial services career, Ms. Purtill held roles at Hartford Financial Services Group, Inc. as Senior Vice President, Head of Investor Relations and Treasurer; Assured Guaranty Ltd, as Managing Director, Investor Relations and Communications; and Chubb Limited (formerly ACE Limited), as Senior Vice President, Corporate Finance. Ms. Purtill holds an M.A. from Georgetown University and a B.A. with High Honors from The University of Virginia. She is a member of Phi Beta Kappa and has held a Chartered Financial Analyst (CFA) designation since 1995. In addition, Ms. Purtill serves on the Advisory Board to the Center for Politics at the University of Virginia since 2018 and as Chair since 2022. Ms. Purtill also serves on the Board of Trustees for the College Foundation of the University of Virginia and its Audit and Finance and Investment Committees since 2023. The Board concluded that Ms. Purtill should serve as a director because of her extensive experience working in finance and accounting in the (re)insurance industry, as well as her qualification as an independent director and as a financial expert. | |

  14. BOARD COMPOSITION FOLLOWING

    BOARD COMPOSITION FOLLOWING

  15. THE 2026 ANNUAL GENERAL MEETING

    THE 2026 ANNUAL GENERAL MEETING Subject to the election of the nominees for Class I directors set forth in Proposal 1, the following table sets forth information regarding individuals who will serve as members of the Board following the annual general meeting, along with their expected Board committee assignments.

  16. THE 2026 ANNUAL GENERAL MEETING

    | | | | SIRIUSPOINT BOARD COMMITTEES | | | | | | NAME | INDEPENDENT | CLASS | AUDIT | COMPENSATION | GOVERNANCE & NOMINATING | INVESTMENT | RISK & CAPITAL MANAGEMENT | | Susan L. Cross | | I | | | | | | | Sabra R. Purtill | | I | | | | | | | Daniel S. Loeb | | II | | | | | | | Mehdi A. Mahmud | | II | | | | | | | Bronek Masojada (Chair) | | II | | | | | | | Jason Robart | | II | | | | | | | Scott Egan (CEO) | | III | | | | | | | Sharon Ludlow | | III | | | | | | | Martin Hudson | | III | | | | | |

  17. THE 2026 ANNUAL GENERAL MEETING

    | | Committee Chair | | Independent or Committee Member (as applicable) | Class I - term expires at the 2029 Annual General Meeting Class II - term expires at the 2027 Annual General Meeting Class II - term expires at the 2028 Annual General Meeting |

  18. CONTINUING DIRECTOR BIOGRAPHIES

    CONTINUING DIRECTOR BIOGRAPHIES The biographical information for the directors whose terms will continue after the annual general meeting and will expire at the annual general meeting to be held in 2027 (Class II) or 2028 (Class III) is set forth below.

  19. CLASS II DIRECTORS - SERVING UNTIL THE 2027 ANNUAL GENERAL MEETING

    CLASS II DIRECTORS - SERVING UNTIL THE 2027 ANNUAL GENERAL MEETING

  20. CLASS II DIRECTORS - SERVING UNTIL THE 2027 ANNUAL GENERAL MEETING

    | DANIEL S. LOEB | CLASS II Age 64 Director since May 2022 | COMMITTEE ● Investment | | | Daniel S. Loeb is Chief Executive Officer and Founder of Third Point LLC, an over $20 billion New York-based asset management firm started in 1995. Third Point’s flagship hedge fund invests primarily in public equity and credit securities in the U.S. and international markets. Third Point also offers standalone funds dedicated to corporate, structured, and private credit, and venture capital. In 2025, Third Point acquired its wholly owned subsidiary, Birch Grove, a diversified credit asset manager with an over $7 billion CLO business. Malibu Re, its licensed life and annuity reinsurer, trades on the London Stock Exchange. Mr. Loeb has served on several public company boards and actively engaged with numerous global corporations to improve corporate governance and shareholder value. In 2025, Mr. Loeb became the Chairman of the Museum of Jewish Heritage. Mr. Loeb is a member of the Council on Foreign Relations and a Trustee of the Mount Sinai Health System, where he established the Ronald M. Loeb Center for Alzheimer’s disease in memory of his late father. He is a long-time Trustee and former Board Chair of Success Academies, a public charter school network. Mr. Loeb was honored by the UJA Federation of New York with the Gustave L. Levy Award and awarded the Alexander Hamilton Award for his philanthropic service by the Manhattan Institute. Mr. Loeb was honored by the UJA Federation of New York with the Gustave L. Levy Award and awarded the Alexander Hamilton Award for his philanthropic service by the Manhattan Institute and received Columbia University’s John Jay Award doe Distinguished Professional Achievement. Mr. Loeb graduated from Columbia University with an A.B. in Economics. The Board considered Mr. Loeb’s extensive qualifications and experience as the Chief Executive Officer and Chief Investment Officer of Third Point LLC, and concluded that he should continue to serve on the Board because he brings experience in investment management, legal and regulatory matters, corporate governance, risk management and business development to the Board. | |

  21. CLASS II DIRECTORS - SERVING UNTIL THE 2027 ANNUAL GENERAL MEETING

    | MEHDI A. MAHMUD | CLASS II Age 53 Independent Director since August 2020 | COMMITTEES ● Compensation ● Governance & Nominating ● Investment (Chair) | | | Mehdi A. Mahmud has served as a member of the Board since August 2020. Mr. Mahmud is currently President and Chief Executive Officer of First Eagle Investment Management and the President of First Eagle Funds. He has held both roles since March 2016. Prior to joining First Eagle Investment Management in March 2016, Mr. Mahmud worked at Jennison Associates, where he was CEO and Chairman of its board of directors. Prior to his CEO role, he held several senior management positions at Jennison relating to product and business strategy, investment supervision of the firm’s value, small-cap, opportunistic and income-equity capabilities, and oversight of key support areas including institutional, retail and sub-advisory client activities. Mr. Mahmud has served in a variety of investment and management roles at J.P. Morgan Investment Management and Credit Suisse Asset Management. Mr. Mahmud received a Bachelor of Science degree in electrical engineering from Yale University. The Board considered Mr. Mahmud’s extensive leadership, digital strategy and investment experience and his qualification as an independent director, and concluded that Mr. Mahmud should continue to serve as a director because he brings significant experience in managing investment portfolios to the Board. | | | BRONEK MASOJADA | CLASS II Age 64 Independent Director and Chair of the Board since March 2023 | COMMITTEES ● Governance & Nominating ● Investment ● Risk & Capital Management | | | Bronek Masojada serves as the Chair of SiriusPoint Board of Directors. He also serves as Chair of the East End Community Foundation, a charity serving residents in 4 boroughs of London, and Saltus, a private IFA/wealth manager. He is a board member of Brown & Brown, the insurance broker. From 2000 to 2021, Mr. Masojada served as the Chief Executive of the Hiscox Group, a global specialist insurer and reinsurer listed on the London Stock Exchange. He first joined Hiscox in 1993. Mr. Masojada began his career at McKinsey & Company. Mr. Masojada served as Deputy Chairman of Lloyd’s from 2001 to 2007. He was on the board of the Association of British Insurers from 2012 to 2021 and from 2018 to 2023 was Chair of Placing Platform Limited, the industry owned firm driving the digitization of the London Insurance Market. Mr. Masojada received a Bachelor of Science degree in Civil Engineering from the University of KwaZuluNatal and a Master of Philosophy in Management Studies from the University of Oxford, where he was a Rhodes Scholar. Mr Masojada is active in civic affairs in the City of London. The Board considered Mr. Masojada’s extensive experience and qualifications as Chair of the Placing Platform Ltd. and who is an insurance market veteran of over 30 years of leadership experience in the industry and concluded that he should continue to serve as Chair of the Board. | |

  22. CLASS II DIRECTORS - SERVING UNTIL THE 2027 ANNUAL GENERAL MEETING

    | JASON ROBART | CLASS II Age 60 Independent Director since March 2022 | COMMITTEES ● Governance & Nominating ● Compensation (Chair) ● Investment | | | Jason Robart has served as a member of the Board since March 2022. Mr. Robart is the co-founder and managing partner of Seae Ventures, an early-stage venture capital firm. Prior to co-founding Seae Ventures in 2019, Mr. Robart served as the Chief Strategy Officer of Blue Cross Blue Shield of Massachusetts and President and CEO of Zaffre Investments, a wholly-owned subsidiary of Blue Cross Blue Shield of Massachusetts. In addition, Mr. Robart served as Executive Vice President at Health Dialog, Principal at Mercer Human Resource Consulting, Vice President at Imagitas and President at Ceridian Performance Partners Canada. Mr. Robart serves on the private boards of Blue Cross Blue Shield, Vermont and several Seae companies, including Hurdle, Kiyatec, MyMeds and ScriptSee. Mr. Robart holds a Bachelor’s degree in political science from Middlebury College. The Board considered Mr. Robart’s extensive experience as an accomplished executive and substantial experience in a range of areas including business strategy, healthcare, venture investing, digital strategy and human capital management. The Board concluded that he should continue to serve on the Board because he brings extensive leadership experience in developing early stage growth and health insurance companies to the Board and his deep experience in human capital management. | |

  23. CLASS II DIRECTORS - SERVING UNTIL THE 2027 ANNUAL GENERAL MEETING

    | CLASS III DIRECTORS - SERVING UNTIL THE 2028 ANNUAL GENERAL MEETING | | | SCOTT EGAN | CLASS III Age 54 Director since September 2022 | | | Scott Egan is Chief Executive Officer of SiriusPoint, having joined the Company in September 2022. Most recently the Chief Executive Officer of Royal Sun Alliance (RSA) UK & International from January 2019 to December 2021. Mr. Egan brings over 25 years of insurance industry experience to SiriusPoint. Mr. Egan served on the board of directors of RSA Insurance Group PLC from March 2015 to February 2022, formerly as CFO and latterly CEO of its UK and International business. He has held senior positions at a number of companies including Aviva, Zurich Financial Services, Brit Insurance and Towergate Broking. Mr. Egan has a range of experience working across large domestic and international corporate, as well as private-equity backed businesses. He brings deep knowledge across retail financial services, and specific expertise in risk management and financial management. Mr. Egan currently serves as the Chairman of Premium Credit Group, a UK private company, a position he has held since November 2022. Mr. Egan holds an MBA from Cranfield University and is a qualified accountant. The Board considered Mr. Egan’s over 25 years of industry experience and service as the Chief Executive Officer of Royal Sun Alliance (RSA) UK & International, and Mr. Egan’s experience as CEO of the Company, and concluded that Mr. Egan should continue to serve as a director because he brings a diverse set of skills breadth of knowledge and valuable financial, strategic and risk management experience to our Board. |

  24. CLASS II DIRECTORS - SERVING UNTIL THE 2027 ANNUAL GENERAL MEETING

    | SHARON M. LUDLOW | CLASS III Age 59 Independent Director since February 2021 | COMMITTEES ● Audit (Chair) ● Governance & Nominating ● Risk & Capital Management | | | Sharon M. Ludlow has served as a member of the Board since February 2021. Ms. Ludlow has more than 25 years of experience in both the life & health and property & casualty insurance/re-insurance industries. Ms. Ludlow formerly served as President & CEO of Swiss Re Canada and also served as President of Aviva Insurance Company of Canada. During her tenure in the life insurance industry, Ms. Ludlow played a key role in the demutualization and IPO of Canada Life Financial. In addition, Ms. Ludlow, along with her co-founders, launched Kanetix, Canada’s first online insurance marketplace. Ms. Ludlow served the insurance industry as a director on the boards of Insurance Bureau of Canada, Canadian Life & Health Association, Institute for Catastrophic Loss Reduction and as Chair of the board of directors of the Reinsurance Research Council. Ms. Ludlow currently serves on the boards of Saturn Holdings PLC and its subsidiary Tradex Insurance Company in the United Kingdom, GreenShield Holdings and its subsidiary GreenShield Canada Insurance in Canada, and EIS Group in the USA. Ms. Ludlow is a Fellow Chartered Professional Accountant/Chartered Accountant (FCPA, FCA Canada) and holds a Bachelor of Commerce Degree from the University of Toronto. Ms. Ludlow is also a graduate of the Corporate Directors Program at Rotman School of Management, University of Toronto and holds an Institute of Corporate Directors designation (ICD.D). The Board concluded that Ms. Ludlow should continue to serve as a director because of her more than 25 years of experience in the life & health and property & casualty re-insurance industries, as well as her qualification as an independent director and as a financial expert. | | | MARTIN HUDSON | CLASS III Age 67 Independent Director since September 2025 | COMMITTEES ● Compensation ● Risk & Capital Management | | | Martin Hudson has served as a member of the Board since September 2025. Mr. Hudson has more than 40 years of international (re)insurance leadership experience, spanning underwriting, risk management, governance, and executive management. Since 2015, he has served as an Independent Non-Executive Director and Chair of the Board across a number of companies, including SiriusPoint International Insurance Company (publ). He is also currently Independent Non-Executive Director at Liberty Mutual Managing Agency Ltd and Liberty Mutual Insurance Europe SSE. Mr. Hudson also served on the boards of Apollo Syndicate Management Ltd, MS Amlin Underwriting Ltd, Novae Syndicates Ltd. and Old Mutual Specialty Insurance. Earlier in his career, Mr. Hudson held senior executive positions with Travelers Insurance, Mitsui Sumitomo Insurance Group, and Old Mutual Specialty Insurance. Mr. Hudson’s experience covers wholesale and retail insurance, specialty and reinsurance markets, and global operations across the US, UK, Europe, Canada and Asia. The Board concluded that Mr. Hudson should continue to serve on the Board because Mr. Hudson brings extensive experience and qualifications as an insurance market veteran of over 40 years of leadership experience in the industry. | |

  25. CORPORATE GOVERNANCE FRAMEWORK

    | ● | director compensation |

  26. DIRECTOR COMPENSATION

    DIRECTOR COMPENSATION

  27. COMPENSATION OF DIRECTORS FOR FISCAL YEAR 2025

    COMPENSATION OF DIRECTORS FOR FISCAL YEAR 2025 The Company’s Director Compensation Policy provides for the payment to each independent director of an annual cash retainer and one or more grants of restricted shares.

  28. 2025 DIRECTOR COMPENSATION

    2025 DIRECTOR COMPENSATION

  29. (payable only to independent directors)

    | NAME | FEES EARNED OR PAID IN CASH ($) | RESTRICTED SHARE AWARDS(1) ($) | OPTION AWARDS ($) | ALL OTHER COMPENSATION ($) | TOTAL ($) | | Susan L. Cross(2) | 150,611 | 137,489 | — | — | 288,100 | | Rafe de la Gueronniere(3) | 60,813 | — | — | — | 60,813 | | Martin Hudson(4) | 45,206 | 68,746 | — | 147,774 | 261,726 | | Sharon M. Ludlow(5) | 172,500 | 137,489 | — | 16,945 | 326,934 | | Mehdi A. Mahmud(6) | 158,333 | 137,489 | — | — | 295,822 | | Bronek Masojada(7) | 237,500 | 137,489 | — | — | 374,989 | | Franklin (Tad) Montross IV(8) | 172,500 | 137,489 | — | — | 309,989 | | Jason Robart(9) | 158,333 | 137,489 | — | — | 295,822 |

  30. SIRIUSPOINT’S 2025 COMPENSATION HIGHLIGHTS

    | ● | The STI plan has two performance measures: Core Combined Ratio (weighted 70%) and Strategic Objectives (weighted 30%). No amount is payable under the STI plan unless a threshold of Core Combined Ratio performance is achieved. This floor clearly underpins the philosophy of “underwriting first” that has been developed and implemented at SiriusPoint to drive a clear business focus on underwriting results. |

  31. SIRIUSPOINT’S 2025 COMPENSATION HIGHLIGHTS

    | ● | The LTI plan consists of performance based restricted stock units (“PSUs”) and time-based restricted stock units (“RSUs”), with 75% of annual awards being granted as PSUs and 25% as RSUs. The vesting of PSUs is 100% driven by the growth of net book value per share over a compound three-year period, and the RSUs are designed to be a retentive factor alongside the performance-driven PSU component. |

  32. PAY-FOR-PERFORMANCE ALIGNMENT

    | ● | The Compensation Committee determined that the overall company bonus pool should be funded at 151.3% of target. Once the overall Company bonus pool is determined, what is actually paid out of the STI plan is determined by an assessment of performance, and as a result, the NEOs’ individual bonus levels vary. |

  33. PAY-FOR-PERFORMANCE ALIGNMENT

    | ● | Long-term incentives granted in 2025 were in the form of PSUs, where vesting is contingent on company performance measures being achieved (75% weighting) and RSUs where vesting is subject to continuous service (25% weighting). The target LTI opportunities for the NEOs reflect market practice, retention considerations, and the executives’ respective experience, performance, and employment arrangement terms. |

  34. PAY-FOR-PERFORMANCE ALIGNMENT

    These outcomes are discussed more fully in this CD&A. In determining the Company’s operating plan for fiscal year 2025, as agreed to by the Board, the Compensation Committee strengthened the Core Combined Ratio target in the STI plan from 92.9% for 2024 to 91.3% for 2025. Threshold and maximum goals were also strengthened proportionately. Core Combined Ratio achieved for 2025 was 91.7%, which would have equated to 97% of target funding for the financial portion of the bonus pool. After considering various factors that impacted the Core Combined Ratio achieved for 2025, the Compensation Committee believed that there were key items that impacted the Core Combined Ratio results. The Compensation Committee believed that if certain adjustments have been made to the mathematical scoring for the Core Combined Ratio, the STI plan would have been funded at slightly more than 150% of target. In recognition of the foregoing and the Company’s outstanding performance, including performance on key metrics such as (1) Gross Written Premium (GWP) growth of 16%, (2) Operating Return on Equity (RoE) of 16.2%, (3) Operating Earnings Per Share (EPS) of $2.55, and (4) Book Value Per Share of $18.10, the Compensation Committee decided to exercise discretion to fund the STI pool to slightly more than 150% of target.

  35. SUMMARY OF OUR EXECUTIVE COMPENSATION PRACTICES

    | WHAT WE DO | | WHAT WE DO NOT DO | | | | We focus on attracting and retaining superior executive talent | | We do not award stock options with an exercise price below 100% of fair market value | | | We require officers and directors to satisfy meaningful share ownership requirements | | We do not allow our directors, executive officers, employees or their related persons to pledge the Company’s securities as collateral for loans or for any other purpose | | | We seek to mitigate undue risk in compensation programs through informed performance goal-setting that considers multiple financial and non-financial factors | | We do not allow our directors, executive officers, employees or their related persons to hedge the Company’s securities | | | Our Compensation Committee retains the services of an independent compensation consultant | | We do not provide “gross-ups” for golden parachute taxes | | | We generally consider market and industry data when setting executive pay, using the median as a reference point to understand the general market | | We do not reprice stock options unless approved in advance by our shareholders | | | We maintain a clawback policy applicable to executive officers in the event of a financial statement restatement, and, in January 2024, we expanded this policy to allow recoupment for serious/gross misconduct | | We do not incentivize excessive risk-taking through our compensation programs, and a review of risk events forms part of the Compensation Committee’s considerations when making award decisions | | | We offer double-trigger change-in-control benefits | | |

  36. III. COMPENSATION DETERMINATION PROCESS

    | EVALUATE | APPROVE | | ● Market data from independent compensation consultant | ● Company performance metrics for annual and long-term compensation, and specific targets, thresholds and maximums for each measure | | ● Peer group composition | ● Individual performance goals for NEOs | | ● Ability of compensation program to attract and retain superior talent | ● Achievement of performance metrics for annual incentive plan and long-term incentive plan | | ● Alignment of performance measures with overall strategy | ● Salary, benefits and target annual and long-term incentive compensation levels for NEOs | | ● Feedback from annual-say-on-pay vote | | | DISCUSS | | | ● Progress against financial and strategic goals | | | ● Report from Group Chief Risk Officer on any material risk items, to inform incentive award decisions | | | ● Risk assessment of executive compensation program | | | ● Market and governance practices | |

  37. IV. COMPENSATION PHILOSOPHY AND OBJECTIVES

    | ● | Provide compensation and benefits packages that are competitive with other peer companies operating in the reinsurance and insurance industry; |

  38. IV. COMPENSATION PHILOSOPHY AND OBJECTIVES

    | ● | Focus on long-term performance to support shareholder value creation and retain executives. |

  39. V. PEER GROUP

    V. PEER GROUP The Compensation Committee uses a peer group to evaluate executive compensation decisions. The Compensation Committee believes that the Company’s peer group should reflect the markets in which the Company competes for business, executive talent and capital. Accordingly, the peer group includes companies meeting one or more of the following peer group selection criteria: 1. Industry and scope of business 2. Size based on revenue and market capitalization 3. Importance of capital allocation, investments and risk management 4. Comparable pool of talent and global presence The 2025 compensation peer group(1) consisted of the following companies:

  40. V. PEER GROUP

    | ● Axis Capital Holdings Ltd. | ● Markel Corporation | | ● Employers Holdings, Inc. | ● ProAssurance Corporation | | ● Enstar Group Limited | ● RenaissanceRe Holdings Ltd. | | ● Global Indemnity Limited | ● RLI Corp. | | ● The Hanover Insurance Group, Inc. | ● Selective Insurance Group, Inc. | | ● Hiscox Ltd. | ● White Mountains Insurance Group Ltd. | | ● James River Group Holdings, Ltd. | ● W.R. Berkley Corporation |

  41. V. PEER GROUP

    | (1) In 2025, the Compensation Committee approved the additions of American Financial Group, Inc. and Hamilton Insurance Group, Ltd., to the Company’s 2026 peer group. |

  42. V. PEER GROUP

    Our assets, revenue, and market capitalization compared to our peer group were as follows (values in millions):

  43. V. PEER GROUP

    | | ASSETS(1) | REVENUES(1) | MARKET CAPITALIZATION(2) | | SiriusPoint | $12,570 | $2,983 | $2,557 | | Relative Peer Group Position: 2025 Peer Group(3) | 51st percentile | 40th percentile | 31st percentile |

  44. V. PEER GROUP

    | (1) Represents assets and revenue for the trailing four quarters ended December 31, 2025. Values shown in U.S. dollars using Standard & Poor’s Capital IQ. |

  45. V. PEER GROUP

    | (2) Represents market capitalization as of December 31, 2025. |

  46. V. PEER GROUP

    | (3) Relative peer group positioning excludes Enstar Group Limited., which was acquired by Sixth Street in July 2025. |

  47. VI. ELEMENTS OF OUR COMPENSATION PROGRAM

    | • | annual cash incentive compensation; |

  48. VI. ELEMENTS OF OUR COMPENSATION PROGRAM

    | • | long-term incentive compensation; |

  49. VI. ELEMENTS OF OUR COMPENSATION PROGRAM

    | | | ELEMENT | PURPOSE | | FIXED | Short-term | BASE SALARY | • To provide base compensation for our executive officers’ ongoing performance of job responsibilities throughout the year. • To attract and retain executive officers with the knowledge, skills and abilities necessary to successfully execute their job responsibilities. • To recognize each executive officer’s position, role, responsibility and experience. • To remain competitive in the industry. | | VARIABLE | | ANNUAL CASH INCENTIVE PAY | • To focus our executive officers on achieving the annual goals of the Company by paying rewards to the extent the goals are fulfilled. • To recognize our executive officers performance in meeting their established goals for the year. • To reward exceptional performance through increased cash incentive payouts (subject to the overall annual cash incentive pool), and lower payouts where individual performance is below expectations. | | | Long-term | EQUITY AWARDS | • To align the interests of employees with shareholders through meaningful equity participation and long-term ownership. • To promote the long-term retention of our executive officers. | | ADDITIONAL BENEFITS | Benefits | Retirement, Health and Welfare Benefits | • To provide our executive officers with an opportunity to save for retirement. • To ensure that we have productive and focused executive officers through reliable and competitive health and other benefits. | | | | PREREQUISITES (for certain NEOs working outside of their home country) | • To attract and retain key executive officers in Bermuda (in line with typical insurance/reinsurance industry and Bermuda-based company practice). • To rationalize the income of expatriate executive officers, who experience additional taxation as a result of compensation for additional housing and transportation expenses, with the income that such employees would earn as employees in their native countries. |

  50. VIII. ANNUAL CASH INCENTIVE PAY

    VIII. ANNUAL CASH INCENTIVE PAY The primary purpose of annual cash incentive pay is to reward executive performance during the year based upon the achievement of business and individual goals. Performance metrics are set based on the short-term measures that the Compensation Committee deems necessary to achieve operational success. The performance metrics are periodically reviewed and adjusted, where required, in the Compensation Committee’s judgment.

  51. ANNUAL CASH INCENTIVE PLAN FOR 2025

    ANNUAL CASH INCENTIVE PLAN FOR 2025 The NEOs participated in our annual cash incentive plan (“Annual Incentive Plan”) pursuant to which they were eligible to receive cash incentive awards based primarily on Company performance during the year. The total cash incentive pool for the 2025 Annual Incentive Plan was calculated by applying the actual results of the financial metric, weighted at 70%, and the strategic metrics, weighted at 30%. The financial and strategic metrics for the 2025 Annual Incentive Plan were intended to motivate continued progress with the turnaround of the business. For 2025, the Compensation Committee used one financial performance metric (Core Combined Ratio) to incentivize all leaders and colleagues to focus on profitability and the achievement of a shared goal. The Compensation Committee selected Core Combined Ratio as the sole financial performance metric under the 2025 Annual Incentive Plan because the Compensation Committee believes it effectively measures the profitability of the Company’s business. The Core Combined Ratio metric is commonly used by industry peer companies to measure performance and the value created through effective underwriting. The 2025 Core Combined Ratio goal was designed to be challenging but achievable with strong management performance. The strategic objectives listed in the table below were deemed critical to establishing a strong foundation for the future direction and operation of the Company.

  52. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | Strategic Objective | | • Deliver an overall blueprint for the change agenda required to transform SiriusPoint over the next two to three years to support our ability to both grow and move towards being best-in-class and deliver the agreed-upon 2025 road map of strategic change to timescales and budgets. | | • Selectively grow the portfolio during 2025 to continue to improve strategic underwriting focus in the business (A&H, Property, Marine, E&S/Specialty Casualty and Energy). | | • Continue building an underwriting culture of excellence by fully embedding the underwriting model and developing a mindset of excellence growing and strengthening MGA capabilities and strategic MGA partners, and setting the path for being best-in-class in MGA relationships. Continue to dispose of non-strategic MGAs. | | • Steer the business through the delivery of BAU while undergoing a significant program of fundamental change. Managing operational risk will be key in 2025. | | • Continue building a high-performing culture that delivers superior results. Build and sustain high levels of employee engagement as a driver of organizational success. | | • Deliver on ELT and SLT succession planning to build a more robust business with deeper capability roots. |

  53. ANNUAL CASH INCENTIVE PLAN FOR 2025

    The Core Combined Ratio financial performance metric had a potential performance range of 50% at threshold to 200% at maximum for its 70% contribution (with no payout below threshold). The strategic objectives had a potential performance range of 0% to 100% of target for their 30% weighting (with no payouts if the Core Combined Ratio financial performance metric was below threshold). As a result, the maximum funding level of the Annual Incentive Plan was 170% of the aggregate target bonus amounts for all participants in the Annual Incentive Plan.

  54. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | 2025 Annual Cash Incentive Metrics | | | | | | | | | Annual Cash Incentive Performance Metrics | Threshold | Target | Maximum | Actual Result | Actual Payout as a % of Target | Weight | Bonus Pool Funding | | Core Combined Ratio(1) | 96.0% 50% payout (0% if greater than 96%) | 91.3% 100% payout if at target | <=88.3% 200% payout if equal to this target or lower | 91.7% | 97.0% | 70.0% | 151.3%(2) | | Strategic Goals | Not Met/Partial 0/50% payout cliff | | Fully Achieved 100% payout | See narrative below | 100.0% | 30.0% | |

  55. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | (1) Please see Appendix A (Non-GAAP Financial Measures) for definitions of “Core Combined Ratio” and all other non-GAAP financial measures referenced herein. |

  56. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | (2) After considering various factors that impacted the Core Combined Ratio achieved for 2025, the Compensation Committee believed that there were key items that impacted the Core Combined Ratio results. The Compensation Committee believed that if certain adjustments had been made to the mathematical scoring for the Core Combined Ratio, the STI plan would have been funded at slightly more than 150% of target. In recognition of the foregoing and the Company’s outstanding performance, including performance on key metrics: (1) Gross Written Premium (GWP) growth of 16% (2) Operating Return on Equity (RoE) of 16.2% (3) Operating Earnings Per Share (EPS) of $2.55 (4) Book Value Per Share of $18.10, the Compensation Committee decided to exercise its discretion to fund the STI bonus pool at slightly above 150% of target. |

  57. ANNUAL CASH INCENTIVE PLAN FOR 2025

    The individual Annual Incentive Plan payments to the NEOs were determined by the Compensation Committee based on the target annual cash incentive opportunity for each applicable NEO and the amount of the overall total cash incentive pool. These amounts could then be modified by the application of business unit/function Chief Executive Officer individual performance modifiers (as determined in the discretion of the Compensation Committee and the CEO based upon individualized performance goals set for each such NEO by the Compensation Committee in March 2024), as illustrated below: In February 2026, the Compensation Committee reviewed the Company’s performance for the 2025 fiscal year, and determined that the Company’s Core Combined Ratio was 91.7%, resulting in a payout factor of 97.0% of target for the financial performance metric. After considering various factors that impacted the Core Combined Ratio achieved for 2025, the Compensation Committee believed there were key items that impacted the Core Combined Ratio results. The Compensation Committee believed that if certain adjustments have been made to the mathematical scoring of the Core Combined Ratio, the STI plan would have been funded at slightly more than 150% of target. In recognition of the foregoing, and the Company’s outstanding performance and performance on key metrics, including ROE and total shareholder return, the Compensation Committee decided to exercise its discretion and to fund the STI bonus pool at slightly above 150% of target. The Compensation Committee also assessed the Company’s progress with respect to the six Company-wide strategic objectives approved in February 2025. Within each area, potential actions were identified for management to pursue. In February 2026, the Compensation Committee assessed the Company’s performance as summarized below. Based on this discussion, the Compensation Committee determined that the strategic goals metric was achieved at 100% of target.

  58. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | Strategic Objective | Achievements | | • Deliver an overall blueprint for the change agenda required to transform SiriusPoint over the next two to three years to support our ability to both grow and move towards being best-in-class and deliver upon the agreed 2025 road map of strategic change to timescales and budgets. | The change agenda for 2025 was intense and our transformation is well underway. The Board has been kept updated on progress and deliverables. We have good structure and governance in our PMO and we have real momentum in the business. We have started to deliver some very tangible outcomes in areas such as exposure management and IAS/Velum all of which consolidate our ability to grow and support our best-in-class trajectory by de-risking our business. There have been various learnings, which we are taking on board as we seek to reduce reliance on Oxbow in 2026. | | • Selectively grow the portfolio during 2025 to continue to improve strategic underwriting focus in the business (A&H, Property, Marine, E&S/Specialty Casualty and Energy). | We surpassed our overall growth trajectory for 2025, and results remain positive. The strategy work that we did reinforces our strategic positioning. Our underwriting strategy is delivering and our focus on driving profitable growth is embedded. | | • Continue building an underwriting culture of excellence by fully embedding the underwriting model and developing a mindset of excellence. Grow and strengthen MGA capabilities and strategic MGA partners. Set the path for being best-in-class in MGA relationships. Continue to dispose of non-strategic MGAs. | The split of CUO and Reinsurance roles has brought a single-minded focus to the CUO role, and we have continued to build the underwriting capabilities across all parts of the business. Key improvements have been made in underwriting including Ceded Re and Pricing. Vellum supports strengthening our MGA capabilities. Non-core disposals continue and the sale of Armada completed in year. | | • Steer the business through the delivery of BAU while undergoing a significant program of fundamental change, managing operational risk will be key in 2025. | We have been very deliberate in ensuring that change programs are resourced well with clear roles and responsibilities and delivery structures. We have also remained very vigilant in monitoring BAU to ensure that change does not impede on BAU performance. We have reacted to both additional growth and the pressures of change and agreed upon additional roles to be recruited to support both top line growth and the change agenda. | | • Continue building a high-performing culture that delivers superior results. Build and sustain high levels of employee engagement as a driver of organizational success. | The employee engagement results are testament to the high levels of engagement within the business. The culture work that we completed in fiscal year 2025 further reinforced this. We have a very strong employee relations climate and are bringing in some exceptional talent. | | • Deliver on ELT and SLT succession planning to build a more robust business with deeper capability roots. | Our succession bench is gradually improving with the hiring of many strong SLT hires across all parts of our business. Bench-strength is significantly stronger year on year. |

  59. ANNUAL CASH INCENTIVE PLAN FOR 2025

    The Compensation Committee also considered a report from the Group Chief Risk Officer to consider if any downward adjustment to the funding or individual awards should be made for risk-related items. After considering the Group Chief Risk Officer’s report, the Compensation Committee concluded that there were no factors that warranted adjustment for risk-related items. The chart below sets forth our participating NEOs’ target annual cash incentive opportunities under the 2025 Annual Incentive Plan and the actual cash incentive paid to each NEO who was entitled to receive a bonus payment under the Annual Incentive Plan for fiscal year 2025. For fiscal year 2025, each NEO had an annual cash incentive target opportunity that was expressed as a percentage of the NEO’s year-end base salary. The actual annual incentive payout for each NEO was determined by the application of business unit/function and individual performance modifiers (as determined in the discretion of the Compensation Committee). As a result, different payout levels were applied to each NEO. The annual cash incentive target opportunities were determined by the Compensation Committee based on seniority, role and responsibilities within the Company, experience level, and competitive market data.

  60. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | | TARGET ANNUAL CASH INCENTIVE OPPORTUNITY | | ACTUAL ANNUAL INCENTIVE PAID | | | NEO | % OF BASE SALARY | ($) | ANNUAL CASH INCENTIVE* | ($) | | Scott Egan(1) | 140% | 1,649,648 | 151.3% | 2,495,917 | | James J. McKinney | 100% | 643,750 | 151.3% | 973,994 | | David E. Govrin | 100% | 696,280 | 160.0% | 1,114,048 | | Thomas Leonardo | 100% | 589,160 | 170.0% | 1,001,572 | | Rob Gibbs(2) | 100% | 539,644 | —% | — |

  61. ANNUAL CASH INCENTIVE PLAN FOR 2025

    *Expressed as a percentage of the amount of the Target Annual Cash Incentive Opportunity.

  62. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | (1) Mr. Egan is paid in Bermudian dollars. The Bermudian dollar is equivalent to the U.S. dollar, and no conversion is necessary. |

  63. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | (2) Mr. Gibbs is paid in British pounds. The amounts reported in this table for Mr. Gibbs have been converted to U.S. dollars using the December 31, 2025, spot rate of 1.3434 U.S. dollars to British pounds. Mr. Gibbs was not awarded a 2025 short-term incentive because the International business line did not meet financial targets. |

  64. ANNUAL CASH INCENTIVE PLAN FOR 2025

    IX. LONG-TERM INCENTIVES The purpose of LTIs is to align the interests of our employees with those of shareholders through meaningful equity participation. The program can generate significant value when executives drive the Company to achieve long-term results. The following principles govern our LTI program:

  65. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | • | LTIs aim to provide balance to a short-term performance focus. Executives should be focused on achievement of the Company’s long-term strategic objectives. Through LTIs, we encourage executives to drive strong Company performance over the long term. |

  66. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | • | LTI awards should reflect market-competitive compensation levels. Individual grants vary based on individual performance, which reward individual achievement as well as long-term corporate performance. |

  67. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | • | The mix of LTIs will vary by role and level in the Company to balance retention, the drive for long-term growth in shareholder value and the individual’s ability to contribute to value creation. |

  68. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | • | The Company may use a variety of incentive awards from year to year to deliver LTIs. |

  69. ANNUAL CASH INCENTIVE PLAN FOR 2025

    | • | Our LTI program provides for annual long-term incentive grants with overlapping vesting schedules and performance cycles to incentivize and promote retention of employees and executives. |

  70. GRANT TIMING POLICY

    GRANT TIMING POLICY The Compensation Committee and senior management monitor the Company’s equity grant policies to evaluate whether such policies comply with applicable law and are consistent with good corporate practices. Grants to the executive officers are generally made at the Compensation Committee meeting held in April of each year, after results for the preceding fiscal year become available and after review and evaluation of each executive officer’s performance, which enables the Compensation Committee to consider both the prior year’s performance and expectations for the succeeding year in making grant decisions. The Compensation Committee does not take material nonpublic information into account when determining the timing and terms of equity awards, and the Company does not time the disclosure of such material nonpublic information for purposes of affecting the exercise price of such awards or the value of executive compensation. We did not grant stock options, stock appreciation rights, or similar option-like instruments during 2025 and do not currently intend to grant those types of awards to our directors and senior management as part of our compensation program.

  71. LONG-TERM INCENTIVES AWARDED IN 2025

    LONG-TERM INCENTIVES AWARDED IN 2025 In 2025, the Compensation Committee granted LTI awards to each of our NEOs under the 2023 Omnibus Incentive Plan pursuant to the program design described below. 75% of the awards were granted in the form of PSUs and 25% in the form of RSUs. The Compensation Committee designed the LTI awards for 2025 to achieve various objectives:

  72. LONG-TERM INCENTIVES AWARDED IN 2025

    | • | provide substantial at-risk compensation to our NEOs in order to align their interests with the interests of the shareholders and the Company’s performance, with the value of the awards fluctuating based on the Company’s common share price performance, |

  73. LONG-TERM INCENTIVES AWARDED IN 2025

    | • | motivate the NEOs to grow the Company, and |

  74. LONG-TERM INCENTIVES AWARDED IN 2025

    | • | retain the NEOs so they can continue to execute on the Company’s strategic plan. |

  75. LONG-TERM INCENTIVES AWARDED IN 2025

    | Element | Key Metrics | Features | | PSUs | • Vesting subject to the achievement of targets based on the Compound annual growth rate of the Company’s tangible net book value per share (“NBVPS”) between December 31, 2024, and December 31, 2027, and continued service | • Provides alignment with shareholders • 3-year cliff vesting period • Fosters retention | | RSUs | • Vesting subject to continued service over a 3-year period following the grant date | • Provides alignment with shareholders • 3-year tranche vesting period (vests in equal tranches after years 1, 2, and 3) • Fosters retention |

  76. 2025 PSUs

    2025 PSUs The PSUs granted in 2025, are subject to cliff-vesting at the end of a three-year performance period beginning December 31, 2024, and ending December 31, 2027, based upon compound annual growth rate of the Company’s tangible NBVPS during the performance period, as set forth below:

  77. 2025 PSUs

    | 2025-2027 PSUs | Below “Threshold” Levels of Performance | “Threshold” Levels of Performance | “Target” Levels of Performance | “Maximum” Levels of Performance | | Compound Annualized Growth Rate in tangible NBVPS(1) | below 6% | 6% | 9% | 12% | | Vesting level (% of target opportunity)(2) | 0% | 50% | 100% | 200% |

  78. 2025 PSUs

    | (1) Tangible NBVPS compound annualized growth rate will be calculated subject to standard adjustments for currency and exchange rates, accounting changes, and dividend and capital payments, and also excludes certain selected legacy investments disposed of by the Company prior to December 31, 2024. |

  79. 2025 PSUs

    | (2) For performance between the levels shown in the table, the vesting level will be determined using linear interpolation. |

  80. 2025 RSUs

    2025 RSUs The Compensation Committee believes that time-based RSUs align the interests of our NEOs with the interests of our shareholders through the Company’s share price performance and foster the retention of our NEOs as RSUs vest ratably over a three-year period. Time-vesting RSUs granted to our NEOs in April 2025 will vest in equal annual installments on the first three anniversaries of the grant date, subject to each NEO’s continued employment through each vesting date, with the last one-third vesting tranche of such awards fully vesting fully vesting in April 2028.

  81. 2025 TARGET LONG-TERM INCENTIVE AWARD OPPORTUNITIES

    2025 TARGET LONG-TERM INCENTIVE AWARD OPPORTUNITIES Our NEOs have target incentive LTI opportunities outlined in their respective employment agreements and offer letters, as applicable. Using these targets, the Compensation Committee established the 2025 target LTI award opportunity for each NEO after considering the following:

  82. 2025 TARGET LONG-TERM INCENTIVE AWARD OPPORTUNITIES

    | • | A competitive market analysis of each NEO’s total compensation and the portion of total compensation provided as LTIs, relative to similar roles at companies in our Peer Group; |

  83. 2025 TARGET LONG-TERM INCENTIVE AWARD OPPORTUNITIES

    | • | The Company’s performance and each NEO’s individual performance and expected future contributions; and |

  84. 2025 TARGET LONG-TERM INCENTIVE AWARD OPPORTUNITIES

    | • | The NEO’s level of experience in their role. |

  85. 2025 TARGET LONG-TERM INCENTIVE AWARD OPPORTUNITIES

    In February 2025, the Compensation Committee approved the grant of 2025 annual LTI awards for NEOs and other critical leaders to be delivered 75% in the form of PSUs and 25% in the form of RSUs, as was done in 2024. Awards granted to our NEOs under our long-term incentive program in April 2025 are reflected in the table below.

  86. 2025 TARGET LONG-TERM INCENTIVE AWARD OPPORTUNITIES

    | NEO | 2025 Total Grant Value ($) | Number of Units Granted in 2025 | | | | | RSUs | PSUs (at target) | | Scott Egan | 4,124,126 | 62,487 | 187,460 | | James J. McKinney | 1,287,512 | 19,508 | 58,523 | | David E. Govrin | 1,740,701 | 26,374 | 79,123 | | Thomas Leonardo | 1,031,036 | 15,622 | 46,865 | | Rob Gibbs | 915,734 | 13,875 | 41,624 |

  87. 2023-2025 PSU VESTING

    2023-2025 PSU VESTING In 2023, PSUs that were granted were subject to cliff-vesting at the end of a three-year performance period, beginning December 31, 2022 and ending December 31, 2025, based upon compound annual growth rate of the Company’s tangible NBVPS during the performance periods, as set forth below:

  88. 2023-2025 PSU VESTING

    | 2023-2025 PSUs | Below “Threshold” Levels of Performance | “Threshold” Levels of Performance | “Target” Levels of Performance | “Maximum” Levels of Performance | 3-year CAGR/Vesting | | Compound Annualized Growth Rate in tangible NBVPS(1) | below 6% | 6% | 8% | 10% | 26% | | Vesting level (% of target opportunity)(2) | 0% | 50% | 100% | 200% | 200% |

  89. 2023-2025 PSU VESTING

    | 1. | Tangible NBVPS compound annualized growth rate will be calculated subject to standard adjustments for currency and exchange rates, accounting changes, and dividend and capital payments, and also excludes certain selected legacy investments disposed of by the Company prior to December 31, 2025. |

  90. 2023-2025 PSU VESTING

    | 2. | For performance between the levels shown in the table, the vesting level will be determined using linear interpolation. |

  91. 2023-2025 PSU VESTING

    Based on the performance set forth above, at the end of the performance period, it was determined that maximum performance was achieved. The PSUs will vest at 200% of target on April 14, 2026. X. OTHER BENEFITS AND PERQUISITES

  92. PERQUISITES

    XI. EMPLOYMENT AGREEMENTS AND SEPARATION AGREEMENT WITH NEOs We are party to an employment agreement or offer letter agreement with each of our currently employed NEOs and a separation agreement with Mr. Gibbs. We believe that employment agreements and offer letters provide retentive value and provide us with a competitive advantage in the recruiting process. Generally speaking, the arrangements describe the basic terms of the NEO’s employment, including start date, starting salary, annual incentive target, and long-term incentive target award. In August 2025, the Board approved a severance policy. The Board’s rationale for implementation of the formalized severance plan includes (1) focusing the NEOs on business results and execution, rather than on personal financial security, particularly during times of change and transformation, (2) providing consistent treatment of benefits for departing NEOs, which also reduces legal risk for the Company, (3) assisting the Company in it recruitment efforts, particularly in fields where the risk of layoff is more pronounced. The terms of the NEO’s employee arrangements and the severance policy are more fully discussed below under the section entitled, “2025 Potential Payments Upon Termination or Change in Control.” XII. OTHER COMPENSATION PRACTICES AND POLICIES

  93. ROLE OF THE COMPENSATION CONSULTANT

    ROLE OF THE COMPENSATION CONSULTANT Mercer, the Compensation Committee’s independent compensation consultant, reports directly to the Compensation Committee. Mercer’s advisory services primarily include:

  94. ROLE OF THE COMPENSATION CONSULTANT

    | • | Providing expert input on industry trends, as well as executive compensation developments from a broader perspective; |

  95. ROLE OF THE COMPENSATION CONSULTANT

    | • | Assessing the extent to which our pay levels and practices are competitively aligned with market practice; and |

  96. ROLE OF THE COMPENSATION CONSULTANT

    | • | Facilitating objective, data-based compensation decisions in succession and annual pay planning processes. |

  97. ROLE OF THE COMPENSATION CONSULTANT

    The Compensation Committee retains sole authority to hire the compensation consultant, approve its compensation, determine the nature and scope of its services, evaluate its performance, and terminate and replace (or supplement) its engagement with an alternative consultant at any time. The Compensation Committee has assessed the independence of the compensation consultant pursuant to the listing standards of the NYSE and SEC rules and concluded that no conflict of interest exists that would prevent the compensation consultant from serving as an independent consultant to the Compensation Committee.

  98. 2025 SUMMARY COMPENSATION TABLE

    2025 SUMMARY COMPENSATION TABLE

  99. 2025 SUMMARY COMPENSATION TABLE

    | NAME AND PRINCIPAL POSITION | FISCAL YEAR | SALARY ($) | BONUS ($)(1) | SHARE AWARDS ($)(2) | OPTION AWARDS ($) | NON EQUITY INCENTIVE PLAN COMPENSATION ($)(3) | ALL OTHER COMPENSATION ($)(4) | TOTAL ($) | | Scott Egan(5) CEO and Director | 2025 | 1,169,740 | 895,759 | 4,134,123 | — | 1,600,159 | 2,024,356 | 9,824,137 | | | 2024 | 1,133,000 | — | 3,881,200 | — | 2,423,221 | 1,923,597 | 9,361,018 | | | 2023 | 1,144,451 | 1,540,000 | 4,889,402 | — | 1,001,000 | 1,707,617 | 10,282,470 | | James J. McKinney Chief Financial Officer | 2025 | 640,865 | 349,556 | 1,290,633 | — | 624,438 | 21,000 | 2,926,492 | | | 2024 | 362,981 | — | 1,278,666 | — | 549,240 | 15,865 | 2,206,752 | | | 2023 | — | — | — | — | — | — | — | | David E. Govrin Group President & CEO of Global Reinsurance | 2025 | 693,160 | 438,656 | 1,744,920 | — | 675,392 | 21,500 | 3,573,628 | | | 2024 | 672,000 | — | 1,638,164 | — | 1,115,400 | 21,200 | 3,446,764 | | | 2023 | 675,000 | — | 1,989,149 | — | 1,072,500 | 63,895 | 3,800,544 | | Thomas Leonardo Global Head of Accident and Health | 2025 | 586,520 | 571,485 | 1,033,535 | — | 430,087 | 21,000 | 2,642,627 | | | 2024 | — | — | — | — | — | — | — | | | 2023 | — | — | — | — | — | — | — | | Rob Gibbs(6) President & CEO, SiriusPoint International | 2025 | 537,024 | — | 917,953 | — | — | 59,064 | 1,514,042 | | | 2024 | 485,499 | — | 833,338 | — | 390,905 | 52,403 | 1,762,145 | | | 2023 | 477,506 | 477,506 | 970,128 | — | 310,379 | 48,347 | 2,283,866 |

  100. 2025 SUMMARY COMPENSATION TABLE

    | (1) Represents a discretionary bonus paid to the NEO for 2025, which the Compensation Committee decided to award in recognition of the Company’s performance on key metrics that were not components of the Company’s STI plan in fiscal year 2025, including ROE and total shareholder return. The discretionary bonus was in addition to the bonus paid under the Company’s STI plan because the Compensation Committee did not believe the bonus earned under the STI plan accurately reflected the Company’s performance. Please see the section entitled, “Compensation Discussion & Analysis” in the portion entitled, “Elements of our Executive Compensation Program—Annual Cash Incentive Pay.” |

  101. 2025 SUMMARY COMPENSATION TABLE

    | (2) Represents the aggregate grant date fair value computed of RSU and PSU awards granted in accordance with FASB ASC Topic 718, as discussed in Note 18 to our Audited Consolidated Financial Statements included in our Annual Form 10-K for the year ended December 31, 2025, and with respect to awards subject to performance-based vesting conditions the PSUs, probable achievement of the performance goals at the time of grant. Assuming the highest level of performance is achieved for the 2025 PSUs, under FASB ASC Topic 718, the grant date fair values would be as follows: Mr. Egan - $7,234,712, Mr. McKinney - $2,258,603, Mr. Govrin - $3,053,615, Mr. Leonardo - $1,808,682, and Mr. Gibbs - $1,606,414. |

  102. 2025 SUMMARY COMPENSATION TABLE

    | (3) Represents a performance-based annual incentive bonus paid to the NEO for 2025 pursuant to the achievement of the performance metrics established for 2025 under the Company’s STI plan. Bonuses were funded at 97% of target based on the extent to which such performance metrics were achieved. Please see the section entitled, “Compensation Discussion & Analysis” in the portion entitled, “Elements of our Executive Compensation Program—Annual Cash Incentive Pay.” |

  103. 2025 SUMMARY COMPENSATION TABLE

    | (4) The following table sets forth the compensation reflected in the “All Other Compensation” column for the fiscal year ended December 31, 2025: |

  104. GRANTS OF PLAN-BASED AWARDS FOR FISCAL YEAR 2025

    GRANTS OF PLAN-BASED AWARDS FOR FISCAL YEAR 2025 The following table provides information concerning awards granted to the NEOs in the last fiscal year:

  105. GRANTS OF PLAN-BASED AWARDS FOR FISCAL YEAR 2025

    | NEO | PLAN | GRANT DATE | ESTIMATED FUTURE PAYOUTS UNDER NON-EQUITY INCENTIVE PLAN AWARDS(1) | | | ESTIMATED FUTURE PAYOUTS UNDER EQUITY INCENTIVE PLAN AWARDS(2) | | | ALL OTHER SHARE AWARDS: NUMBER OF SHARES OR UNITS(3) (#) | ALL OTHER OPTIONS AWARDS: NUMBER OF SECURITIES UNDERLYING OPTIONS (#) | EXERCISE OR BASE PRICE OF OPTION AWARDS ($) | GRANT DATE FAIR VALUE OF STOCK AND OPTION AWARDS(4) ($) | | | | | THRESHOLD ($) | TARGET ($) | MAXIMUM ($) | THRESHOLD (#) | TARGET (#) | MAXIMUM (#) | | | | | | Scott Egan | Annual Incentive Plan | | 577,377 | 1,649,648 | 2,804,402 | | | | | | | | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | 93,730 | 187,460 | 374,920 | | | | 3,100,588 | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | | | | 62,487 | | | 1,033,535 | | James J. McKinney | Annual Incentive Plan | | 225,313 | 643,750 | 1,094,375 | | | | | | | | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | 29,262 | 58,523 | 117,046 | | | | 967,970 | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | | | | 19,508 | | | 322,662 | | David E. Govrin | Annual Incentive Plan | | 243,698 | 696,280 | 1,183,676 | | | | | | | | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | 39,562 | 79,123 | 158,246 | | | | 1,308,694 | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | | | | 26,374 | | | 436,226 | | Thomas Leonardo | Annual Incentive Plan | | 206,206 | 589,160 | 1,001,572 | | | | | | | | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | 23,433 | 46,865 | 93,730 | | | | 775,147 | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | | | | 15,622 | | | 258,388 | | Rob Gibbs | Annual Incentive Plan | | 188,875 | 539,644 | 917,395 | | | | | | | | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | 20,812 | 41,624 | 83,248 | | | | 688,461 | | | 2023 Omnibus Incentive Plan | 4/25/2025 | | | | | | | 13,875 | | | 229,493 |

  106. GRANTS OF PLAN-BASED AWARDS FOR FISCAL YEAR 2025

    | (1) As more fully described in the section entitled, “Compensation Discussion & Analysis,” in the portion entitled, “Elements of our Executive Compensation Program—Annual Cash Incentive Pay,” each of the NEOs was eligible to earn a 2025 cash incentive award for fiscal year 2025 pursuant to our STI plan. |

  107. GRANTS OF PLAN-BASED AWARDS FOR FISCAL YEAR 2025

    | (2) Represents the potential future payouts of the PSUs granted under the 2023 Omnibus Incentive Plan for the performance measurement period from December 31, 2024, to December 31, 2027. The size of the actual awards earned, if any, will depend on the Company’s achievement of specified performance metrics during and through the end of the performance period. Awards earned will vest in full on April 30, 2028, subject to the recipient’s continued employment through such date or earlier. The awards will vest earlier in connection with a qualifying termination on a pro-rated basis. |

  108. GRANTS OF PLAN-BASED AWARDS FOR FISCAL YEAR 2025

    | (3) Represents RSUs granted on April 25, 2025, pursuant to the 2023 Omnibus Incentive Plan, which will vest in three equal installments beginning on April 30, 2026, subject to continued employment through the vesting dates. The awards will vest earlier in connection with a qualifying termination. |

  109. GRANTS OF PLAN-BASED AWARDS FOR FISCAL YEAR 2025

    | (4) Please see Note (1) to the “2025 Summary Compensation Table” above for further information on the value and other terms of the PSUs granted during fiscal year 2025. |

  110. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2025

    OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2025 The following table contains information regarding unexercised options and RSUs that were outstanding as of December 31, 2025, and held by the NEOs. All awards granted prior to 2024 were granted under the 2013 Omnibus Incentive Plan, and all awards granted since 2024 have been granted under the 2023 Omnibus Incentive Plan. The market value of the common shares that have not vested is based on the $21.89 per share closing price of the Company’s common shares on the NYSE on December 31, 2025.

  111. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2025

    | | | OPTION AWARDS | | | | | STOCK AWARDS | | | | | NEO | Grant Date | NUMBER OF SECURITIES UNDERLYING UNEXERCISED OPTIONS (#) EXERCISABLE(1) | NUMBER OF SECURITIES UNDERLYING UNEXERCISED OPTIONS (#) UNEXERCISABLE | EQUITY INCENTIVE PLAN AWARDS: NUMBER OF SECURITIES UNDERLYING UNEXERCISED UNEARNED OPTIONS (#) | OPTION EXERCISE PRICE ($) | OPTION EXPIRATION DATE | NUMBER OF SHARES OR UNITS OF SHARES THAT HAVE NOT VESTED (#) | MARKET VALUE OF SHARES OR UNITS OF SHARES THAT HAVE NOT VESTED ($) | EQUITY INCENTIVE PLAN AWARDS: NUMBER OF UNEARNED SHARES, UNITS OR OTHER RIGHTS THAT HAVE NOT VESTED (#) | EQUITY INCENTIVE PLAN AWARDS: MARKET OR PAYOUT VALUE OF UNEARNED SHARES, UNITS OR OTHER RIGHTS THAT HAVE NOT VESTED ($) | | Scott Egan | 9/21/2022 | 300,000 | — | — | 6.00 | 9/21/2029 | | | | | | | 9/21/2022 | 300,000 | — | — | 8.00 | 10/28/2029 | | | | | | | 9/21/2022 | 300,000 | — | — | 10.00 | 3/31/2030 | | | | | | (3) | 4/18/2023 | | | | | | 43,116 | 943,809 | | | | (3) | 4/18/2023 | | | | | | | | 776,096 | 16,988,741 | | (4) | 4/29/2024 | | | | | | 53,861 | 1,179,017 | | | | (4) | 4/29/2024 | | | | | | | | 242,373 | 5,305,545 | | (4) | 4/25/2025 | | | | | | 62,487 | 1,367,840 | | | | (4) | 4/25/2025 | | | | | | | | 187,460 | 4,103,499 | | James J. McKinney(5) | 6/3/2024 | | | | | | 16,469 | 360,506 | | | | (5) | 6/3/2024 | | | | | | | | 74,111 | 1,622,290 | | (4) | 4/25/2025 | | | | | | 19,508 | 427,030 | | | | (4) | 4/25/2025 | | | | | | | | 58,523 | 1,281,068 | | David E. Govrin(6) | 4/14/2021 | 40,923 | — | — | 10.36 | 4/14/2031 | | | | | | | 4/6/2022 | 71,121 | — | — | 6.76 | 4/6/2032 | | | | | | | 10/31/2022 | 350,000 | — | — | 6.42 | 10/31/2029 | | | | | | (3) | 4/18/2023 | | | | | | 17,541 | 383,972 | | | | (3) | 4/18/2023 | | | | | | | | 315,738 | 6,911,505 | | (4) | 4/29/2024 | | | | | | 22,733 | 497,625 | | | | (4) | 4/29/2024 | | | | | | | | 102,300 | 2,239,347 | | (4) | 4/25/2025 | | | | | | 26,374 | 577,327 | | | | (4) | 4/25/2025 | | | | | | | | 79,123 | 1,732,002 | | Thomas Leonardo(3) | 4/18/2023 | | | | | | 15,235 | 333,494 | | | | (3) | 4/18/2023 | | | | | | | | 91,410 | 2,000,965 | | (3) | 8/31/2023 | | | | | | 3,671 | 80,358 | | | | (3) | 8/31/2023 | | | | | | | | 66,076 | 1,446,404 | | (4) | 4/29/2024 | | | | | | 13,465 | 294,749 | | | | (4) | 4/29/2024 | | | | | | | | 60,593 | 1,326,381 | | (4) | 4/25/2025 | | | | | | 15,622 | 341,966 | | | | (4) | 4/25/2025 | | | | | | | | 46,865 | 1,025,875 | | Rob Gibbs(2) | 12/12/2022 | 100,000 | — | — | 5.98 | 12/12/2029 | | | | | | | 12/12/2022 | 100,000 | — | — | 5.98 | 12/12/2029 | | | | | | (3) | 4/18/2023 | | | | | | 8,555 | 187,269 | | | | (3) | 4/18/2023 | | | | | | | | 153,988 | 3,370,797 | | (4) | 4/29/2024 | | | | | | 5,783 | 126,590 | | | | (4) | 4/29/2024 | | | | | | | | 40,407 | 884,509 | | (4) | 4/25/2025 | | | | | | 4,625 | 101,241 | | | | (4) | 4/25/2025 | | | | | | | | 18,347 | 401,616 |

  112. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2025

    | (1) Represents fully vested stock options to purchase common shares. |

  113. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2025

    | (2) Represents pro-rated RSUs and PSU as governed by the Mr. Gibb’s separation agreement. |

  114. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2025

    | (3) Represents RSUs that have vested or will vest in three equal annual installments on the date of grant, subject to the NEO’s continued employment through each such vesting date or upon an earlier qualifying termination. Represents PSUs granted on April 18, 2023 (or in the case of Mr. Leonardo, August 31, 2023), for which the performance conditions have measured to have been achieved at 200%. Awards will vest and be paid out in the Company’s common shares on April 14, 2026. |

  115. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2025

    | (4) Represents RSUs that have vested or will vest in three equal annual installments on the date of grant, subject to the NEO’s continued employment through each such vesting date or upon an earlier qualifying termination. Represents PSUs granted on April 29, 2024, and April 25, 2025, respectively, for which the performance conditions have not yet been satisfied. The PSUs shown in this row reflect the target number of shares that can be earned under these awards at the end of the applicable three-year performance period (beginning December 31, 2023, and ending December 31, 2026, and beginning December 31, 2024, and ending December 31, 2027, respectively) based upon compound annual growth rate of the Company’s NBVPS during the performance period. Awards, if earned, will vest and be paid out in the Company’s common shares in April 2027 and 2028, respectively. |

  116. OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END 2025

    | (5) Represents RSUs that have vested or will vest in three equal annual installments on the date of grant, subject to the NEO’s continued employment through each such vesting date or upon an earlier qualifying termination. Represents PSUs which were granted on June 3, 2024, for which the performance conditions have not yet been satisfied. The PSUs shown in this column row reflect the target number of shares that can be earned under this award at the end of the three-year performance period (beginning December 31, 2023, and ending December 31, 2026), based upon compound annual growth rate of the Company’s NBVPS during the performance period. Awards, if earned, will vest and be paid out in the Company’s common shares in May 2027. |

  117. 2025 OPTION EXERCISES AND SHARES VESTED

    2025 OPTION EXERCISES AND SHARES VESTED The following table contains information regarding the vesting of RSUs during 2025 with respect to each of our NEOs. None of the NEOs exercised any stock options during 2025.

  118. 2025 OPTION EXERCISES AND SHARES VESTED

    | NEO | STOCK AWARDS | | | | NUMBER OF SHARES ACQUIRED ON VESTING(1) (#) | VALUE REALIZED ON VESTING ($)(1) | | Scott Egan | 171,467 | 3,383,191 | | James J. McKinney | 8,235 | 161,324 | | David E. Govrin(2) | 199,992 | 3,700,866 | | Thomas Leonardo | 53,889 | 934,359 | | Rob Gibbs | 14,337 | 229,965 |

  119. 2025 OPTION EXERCISES AND SHARES VESTED

    | (1) Value realized is calculated by multiplying the number of shares vested by the closing price of the underlying shares on the vesting date. |

  120. 2025 OPTION EXERCISES AND SHARES VESTED

    | (2) Includes RSUs held by Mr. Govrin for which the service-based conditions were satisfied on October 31, 2025, pursuant to the terms of his Employment Agreement with the Company. Such RSUs will settle in equal installments on April 14, 2026, April 14, 2027, April 30, 2027, and April 30, 2028. |

  121. 2025 PENSION BENEFITS

    2025 PENSION BENEFITS The Company does not provide any qualified or non-qualified defined benefit pension plans to its NEOs.

  122. 2025 NON-QUALIFIED DEFERRED COMPENSATION

    2025 NON-QUALIFIED DEFERRED COMPENSATION David Govrin is our only NEO has non-qualified deferred compensation arrangement.

  123. 2025 NON-QUALIFIED DEFERRED COMPENSATION

    | Name | Executive contributions in last FY ($) | Registrant contributions in last FY ($)(1) | Aggregate earnings in last FY ($) | Aggregate withdrawals/distributions ($) | Aggregate withdrawals/distributions ($) | | David E. Govrin | — | 1,458,924 | — | 1,458,924 | 1,448,914 |

  124. 2025 NON-QUALIFIED DEFERRED COMPENSATION

    | 1. | Pursuant to the terms of his Employment Agreement with the Company, Mr. Govrin satisfied all service-based vesting conditions applicable to his RSUs as of October 31, 2025, such that the vesting of such RSUs ceased being subject to a risk of forfeiture in connection with his future resignation from the Company. Accordingly, Mr. Govrin’s RSUs are deemed to provide a “deferral of compensation on a basis that is not tax-qualified” that is required to be disclosed in this table and will continue to be settled in accordance with the original vesting schedule that applied to such RSUs. |

  125. 2025 POTENTIAL PAYMENTS UPON TERMINATION OR

    2025 POTENTIAL PAYMENTS UPON TERMINATION OR

  126. Employment Agreements and Offer Letter

    Employment Agreements and Offer Letter Scott Egan On May 17, 2023, Mr. Egan entered into a new employment agreement with SiriusPoint Bermuda (“Egan Agreement”). Pursuant to the terms of the Egan Agreement, if Mr. Egan is terminated by SiriusPoint Bermuda without Cause (as defined in the Egan Agreement) or he resigns with Good Reason (as defined in the Egan Agreement), Mr. Egan will be entitled to receive the following severance payments and benefits, subject to his execution of a statutory settlement agreement within forty-five days of his termination date:

  127. Employment Agreements and Offer Letter

    | 1. | An annual bonus for the year of termination based on actual performance for the year in which the termination date occurs, pro-rated for the period of employment during such year, and paid at the same time as annual bonuses are paid in the ordinary course of business to similarly situated executives; |

  128. Employment Agreements and Offer Letter

    | 2. | A cash severance payment equal to eighteen months of base salary at the rate in effect as of his termination date, payable in installments; and |

  129. Employment Agreements and Offer Letter

    | 3. | Continued medical and life insurance benefits for eighteen months at the same premium rates that active employees pay for such coverage (or if such benefit is not permissible due to the rules of the applicable insurance, the value of the premium cost to SiriusPoint Bermuda for such coverage). |

  130. Employment Agreements and Offer Letter

    SiriusPoint Bermuda is required to provide Mr. Egan with six months’ advance written notice of a termination for any reason other than Cause, and Mr. Egan is required to provide SiriusPoint Bermuda with six months’ advance written notice of a termination for any reason other than Good Reason. SiriusPoint may elect to pay Mr. Egan a severance payment in lieu of providing the six-month notice period. Mr. Egan is subject to certain restrictive covenants, including perpetual confidentiality and nondisparagement, and non-compete and employee and customer non-solicitation covenants during the term of employment and for six months and twelve months, respectively, thereafter. David E. Govrin In connection with his appointment as Group President and Chief Underwriting Officer of the Company, Mr. Govrin entered into an Employment Agreement with the Company dated as of October 31, 2022 (“Govrin Agreement”). Under the terms of the Govrin Agreement, if Mr. Govrin’s employment is terminated by the Company without “Cause” or Mr. Govrin resigns for “Good Reason” (each as defined in the Govrin Agreement), then Mr. Govrin will be entitled to receive the following severance payments and benefits, subject to his execution and non-revocation of a severance and general release agreement in favor of the Company within sixty days of his termination:

  131. Employment Agreements and Offer Letter

    | 1. | An annual cash bonus for the year of termination, calculated by applying the business, but not the individual, performance modifier and pro-rated based on the number of full months that Mr. Govrin worked during the year, which bonus will be paid on the later of (a) the date bonuses are paid to other members of the Company’s management team, or (b) within thirty days of when his separation agreement becomes effective; |

  132. Employment Agreements and Offer Letter

    | 2. | A cash severance payment equal to twelve months of Mr. Govrin’s base salary at the rate in effect on his termination date, payable in installments over the severance period; |

  133. Employment Agreements and Offer Letter

    | 3. | Subsidized COBRA continuation coverage for twelve months at active employee rates (subject to certain limited exceptions); and |

  134. Employment Agreements and Offer Letter

    | 4. | Accelerated vesting of all outstanding RSUs and stock options that are unvested as of the termination date, with such stock options remaining outstanding and exercisable through the three-year anniversary of his termination date (or, if earlier, the expiration date of those options); provided that any stock options subject to performance hurdles that must be satisfied to be exercisable may be exercised only if the relevant performance hurdles have been met. |

  135. Employment Agreements and Offer Letter

    The Company is required to provide Mr. Govrin with six months’ advance written notice of a termination for any reason other than Cause, and Mr. Govrin is required to provide the Company with six months’ advance written notice of a termination for any reason other than Good Reason. The Company may elect to pay Mr. Govrin in lieu of providing the six-month notice period. If Mr. Govrin provides notice of his intent to voluntarily resign the Company will not exercise its right to pay in lieu of the six-month notice period. If Mr. Govrin voluntarily resigns from his employment with the Company without Good Reason, he is entitled to receive the following severance payments and benefits, subject to his execution of a separation agreement and release agreement in favor of the Company within sixty days of his termination:

  136. Employment Agreements and Offer Letter

    | 1. | Accelerated vesting of all outstanding RSUs and stock options which are unvested as of the termination date, with such stock options remaining outstanding and exercisable through the three-year anniversary of his termination date (or, if earlier, the expiration date of those options); and |

  137. Employment Agreements and Offer Letter

    | 2. | An annual cash bonus for the year of termination, calculated at target and pro-rated based on the number of full months that Mr. Govrin worked during the year, payable in lump sum. |

  138. Employment Agreements and Offer Letter

    Mr. Govrin is subject to certain restrictive covenants, including perpetual confidentiality and nondisparagement, and non-compete and employee and customer non-solicitation covenants during the term of employment and for six months and twelve months, respectively, thereafter. James McKinney In connection with the commencement of his employment as Chief Financial Officer of the Company, Mr. McKinney entered into an offer letter with the Company on May 21, 2024 (“McKinney Offer Letter”). The McKinney Offer Letter does not provide for severance payments or benefits in connection with any termination, but Mr. McKinney is entitled to severance payments and benefits pursuant to the Company’s Executive Severance Policy, which became effective August 1, 2025 (“Severance Policy”). If Mr. McKinney is terminated by the Company without Cause (as defined in the Severance Policy) or Mr. McKinney resigns with Good Reason (as defined in the Severance Policy), he will be entitled to receive the following severance payments and benefits, subject to his execution and non-revocation of a severance and general release agreement in favor of the Company:

  139. Employment Agreements and Offer Letter

    | 1. | A lump-sum payment equal to 52 weeks of his base salary at the rate in effect on his termination date; |

  140. Employment Agreements and Offer Letter

    | 2. | A lump-sum payment equal to 52 weeks of the Company paid premiums for group health, dental, and vision benefits in effect the day before his termination date; |

  141. Employment Agreements and Offer Letter

    | 3. | An annual cash bonus for the year of termination that equals either, (x) if the termination is on or before March 31st of the calendar year, the actual bonus that would have been payable under the STI, if any, had he remained employed through the date of payment, paid on the later of (a) the date on which such bonus would have been paid but for the termination and (b) as soon as administratively reasonable after the release requirement is satisfied, or (y) if the termination is on or after April 1st of the calendar, an amount determined by the plan administrator, pro-rated based on the number of days he worked during the performance period, paid on the date such bonus would have been paid but for the termination; |

  142. Employment Agreements and Offer Letter

    | 4. | Pro-rated vesting of RSUs that are set to vest on the next scheduled vesting date on such date, and all other unvested RSUs are forfeited on the date of termination; |

  143. Employment Agreements and Offer Letter

    | 5. | Pro-rated vesting of PSUs based on actual performance on the regularly scheduled vesting date; and |

  144. Employment Agreements and Offer Letter

    | 6. | Vested stock options will remain outstanding and exercisable through the three-year anniversary of his termination date (or, if earlier, the expiration date of those options). |

  145. Employment Agreements and Offer Letter

    Mr. McKinney is subject to certain restrictive covenants, including perpetual confidentiality and nondisparagement, and non-compete and employee and customer non-solicitation covenants during the term of employment and for six months and twelve months, respectively, thereafter. Thomas Leonardo In connection with his expanded role as Global Head of Accident & Health, Mr. Leonardo entered into an agreement with the Company on July 11, 2023 (“Leonardo Promotion Letter”). The Leonardo Promotion Letter does not provide for severance payments or benefits in connection with any termination, but Mr. Leonardo is entitled to severance payments and benefits pursuant to the Company’s 2018 Severance and Change in Control Plan (“Severance and CIC Plan”). If Mr. Leonardo is terminated by the Company without Cause (as defined in the Severance and CIC Plan) or Mr. Leonardo resigns with Good Reason (as defined in the Severance and CIC Plan), he will be entitled to receive the following severance payments and benefits, subject to his execution and non-revocation of a severance and general release agreement in favor of the Company:

  146. Employment Agreements and Offer Letter

    | 1. | Continued payment equal to 52 weeks of his base salary at the rate in effect on his termination date, in accordance with the Company’s regular payroll practices; |

  147. Employment Agreements and Offer Letter

    | 2. | A lump-sum payment equal to 52 weeks of the Company paid premiums for group health, dental, and vision benefits in effect the day before his termination date; |

  148. Employment Agreements and Offer Letter

    | 3. | Payment of any earned but unpaid annual bonus, paid when such bonuses are paid to eligible employees; |

  149. Employment Agreements and Offer Letter

    | 4. | Payment of Mr. Leonardo’s target annual bonus for the year of his termination, pro-rated based on the number of days he worked during the performance period, paid in a lump sum 60 days following his termination; and |

  150. Employment Agreements and Offer Letter

    | 5. | The full acceleration of vestal outstanding equity awards (with the attainment of applicable performance conditions determined under the terms of the applicable equity compensation plan or award agreement). |

  151. Employment Agreements and Offer Letter

    Mr. Leonardo is subject to certain restrictive covenants, including perpetual confidentiality and nondisparagement, and non-compete and employee and customer non-solicitation covenants during the term of employment and for six months and twelve months, respectively, thereafter.

  152. 2018 Severance and CIC Plan

    | 5. | The full acceleration of vestal outstanding equity awards (with the attainment of applicable performance conditions determined under the terms of the applicable equity compensation plan or award agreement). |

  153. Outstanding Equity Awards

    Outstanding Equity Awards Under the 2013 Omnibus Incentive Plan and the 2023 Omnibus Incentive Plan, and the applicable award agreement, upon a termination of the NEO’s employment by the Company without Cause or the resignation by the NEO with Good Reason in the 90 days prior to a Change in Control or 24 months following a Change in Control, subject to the NEO’s execution and non-revocation of a release of claims in favor of the Company, within 60 days of the termination, if applicable (as such terms are defined in the 2013 Omnibus Incentive Plan and 2023 Omnibus Incentive Plan):

  154. Outstanding Equity Awards

    | 1. | All unvested RSUs will become fully vested on the date of termination (or, if the termination occurs prior to a Change in Control, the Change in Control); |

  155. Outstanding Equity Awards

    | 2. | All unvested PSUs will vest on the effective date of the NEO’s termination of service (or, if the termination is prior to a Change in Control, the Change in Control) at the greater of target and actual performance achieved through the end of the fiscal quarter ending immediately prior to the change in control, and any remaining unvested PSUs will be forfeited; and |

  156. Outstanding Equity Awards

    | 3. | Vested stock options will remain outstanding and exercisable through the three-year anniversary of his termination date (or, if earlier, the expiration date of those options). |

  157. Outstanding Equity Awards

    Upon a termination of the NEO’s employment as a result of Death or Disability (as such terms are defined in the 2013 Omnibus Incentive Plan and 2023 Omnibus Incentive Plan), within 60 days of the termination:

  158. Outstanding Equity Awards

    | 1. | The unvested RSUs that are set to vest on the next scheduled vesting date will vest on such date. All other unvested RSUs are forfeited on the date of termination; |

  159. Outstanding Equity Awards

    | 2. | If the termination is prior to the end of the performance period, the unvested PSUs will vest on a pro-rated basis based on target performance; and |

  160. Outstanding Equity Awards

    | 3. | If the termination is after the end of the performance period, the unvested PSUs will vest based on actual performance. |

  161. Separation Agreement

    Separation Agreement In connection with his termination of employment on April 30, 2026, Mr. Gibbs, the former President and Chief Executive Officer of SiriusPoint International, entered into a separation agreement with SiriusPoint International, dated as of March 17, 2026 (“Gibbs Agreement”). Under the terms of the Gibbs Agreement, subject to Mr. Gibbs’s execution and non-revocation of a release of claims in favor of the Company, Mr. Gibbs will receive the following severance benefits:

  162. Separation Agreement

    | 1. | An aggregate payment of £401,700 ($539,644), which is equal to (a) a payment in lieu of six months’ notice, (b) a pro-rated annual bonus entitlement for calendar year 2026, and (c) Mr. Gibb’s contractual severance pay, paid in twelve equal monthly installments; |

  163. Separation Agreement

    | 2. | The continued payment of the employer contributions for benefits continuation through April 30, 2027, £42,828 ($61,383); |

  164. Separation Agreement

    | 3. | The continued payment of life assurance coverage through December 31, 2026, and £3,000 ($4,030) in life assurance for the period from January 1, 2027, through April 30, 2027; |

  165. Separation Agreement

    | 4. | Six coaching sessions at the same rates and duration as applicable to previous sessions £6,800 ($9,135); |

  166. Separation Agreement

    | 5. | Pro-rated vesting of RSUs that are set to vest on the next scheduled vesting date on such vesting date, and all other unvested RSUs are forfeited on the date of termination; |

  167. Separation Agreement

    | 6. | Pro-rated vesting of PSUs based on actual performance on the regularly scheduled vesting date; and |

  168. Separation Agreement

    | 7. | Vested stock options will remain outstanding and exercisable through December 12, 2029 (or, if earlier, the expiration date of those options). |

  169. Separation Agreement

    Mr. Gibbs is subject to a non-compete covenant through October 30, 2026, and remains subject to employee and customer non-solicitation and non-inducement covenants through April 30, 2027. Mr. Gibbs remains subject to confidentiality and nondisparagement covenants in perpetuity.

  170. Estimated Potential Payments and Benefits Upon a Deemed Employment Termination or

    Estimated Potential Payments and Benefits Upon a Deemed Employment Termination or

  171. Change in Control as of December 31, 2025

    | 3. | As discussed above, Mr. Gibbs will terminate his employment with the Company effective as of April 30, 2026. Please see “2025 Potential Payments Upon Termination or Change in Control – Separation Agreement” above for a discussion of the severance payments to be provided following his departure. Mr. Gibbs is paid in British pounds. The amounts reported in this table for Mr. Gibbs have been converted to U.S. dollars using the December 31, 2025, spot rate of 1.3434 U.S. dollars to British pounds. |

  172. CEO PAY RATIO DISCLOSURE

    CEO PAY RATIO DISCLOSURE We believe that our executive compensation program must be consistent and internally equitable to motivate our employees to perform in ways that enhance shareholder value. We are committed to internal pay equity, and the Compensation Committee monitors the relationship between the pay of our executive officers and the pay of our non-executive employees. The following disclosure presents the ratio of total annual compensation for fiscal year 2025 for our Chief Executive Officer to that of the median of the total annual compensation for all other employees (other than our CEO) below. We identified our median employee, using base salary for fiscal year 2025 of each of our employees (excluding our CEO) employed as of December 31, 2025. This included our full-time, part-time, and seasonal employees. We believe that base salary is a reflective indicator of the total annual compensation of our employee population worldwide. We examined our internal payroll and similar records to determine the base salary paid to our employees, and ranked the base salary of all employees (excluding our CEO) from lowest to highest to determine our median employee. For employees in non-U.S. jurisdictions, we converted amounts paid in foreign currencies to U.S. dollars using the exchange rate of the applicable currency to the U.S. dollar on December 31, 2025. We annualized the base salary for each employee who began employment after the start of the fiscal year or who was on an unpaid leave of absence during the fiscal year. Upon identifying the median employee, we calculated total compensation for this individual using the same methodology we use for our NEOs as set forth in the 2025 Summary Compensation Table. For fiscal year 2025:

  173. CEO PAY RATIO DISCLOSURE

    | EMPLOYEE | 2025 ANNUAL TOTAL COMPENSATION ($) | ESTIMATED PAY RATIO | | Scott Egan, CEO | 9,824,137 | 74:1 | | Median employee (excluding CEO) | 132,949 | |

  174. CEO PAY RATIO DISCLOSURE

    Based on this information, for 2025, the reasonable estimated ratio of the annual total compensation of our CEO to the median employee (excluding our CEO) for fiscal year 2025 was approximately 74:1.

  175. PAY VERSUS PERFORMANCE

    PAY VERSUS PERFORMANCE The following information depicts the relationship between “compensation actually paid” to our principal executive officers (“PEOs”) and, as an average, to our other NEOs (“Non-PEO NEOs”), and certain financial performance measures, in each case, for our five most recently completed fiscal years. For further information concerning the Company’s variable pay-for-performance philosophy and how the Company aligns executive compensation with the Company’s performance, refer to “Compensation Discussion & Analysis” above.

  176. PAY VERSUS PERFORMANCE

    | (a) | (b) | (b) | (b) | (c) | (c) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | | | | | | | | | | | Value of Initial Fixed $100 Investment Based on: | | | | | Year (1) | SCT Total for Mr. Egan ($) (2) | SCT Total for Mr. Malloy ($) (2) | SCT Total for Mr. Sankaran ($) (2) | Comp. Actually Paid to Mr. Egan ($) (3) | Comp. Actually Paid to Mr. Malloy ($) (3) | Comp. Actually Paid to Mr. Sankaran ($) (3) | Average SCT Total for Non-PEO NEOs ($) (1) (4) | Average Comp. Actually Paid to Non-PEO NEOs ($) (3) (4) | Total Shareholder Return ($) (5) | Comparator Group Total Shareholder Return ($) (5) | Net Income ($MMs) (6) | Core Combined Ratio (7) | | 2025 | 9,824,137 | — | — | 23,219,259 | — | — | 2,664,197 | 6,164,305 | 229.94 | 233.21 | 460 | 91.7% | | 2024 | 9,361,018 | — | — | 20,314,001 | — | — | 2,386,674 | 4,859,443 | 172.16 | 212.57 | 200 | 90.7% | | 2023 | 10,282,470 | — | — | 16,426,982 | — | — | 2,386,159 | 3,990,654 | 121.85 | 159.43 | 355 | 89.1% | | 2022 | 5,818,004 | 5,559,656 | 14,025,109 | 6,972,607 | 2,413,083 | 524,638 | 2,764,751 | 1,444,040 | 61.97 | 140.39 | - 387 | 101.5% | | 2021 | — | 4,168,265 | 12,374,251 | — | 3,786,356 | 8,977,855 | 2,794,042 | 2,459,819 | 85.40 | 122.08 | 58 | 99.7% |

  177. PAY VERSUS PERFORMANCE

    | (1) The following individuals are our PEOs and Non-PEO NEOs for each fiscal year: |

  178. PAY VERSUS PERFORMANCE

    | YEAR | PEOs* | Non-PEO NEOs | | 2025 | Scott Egan | James J. McKinney, Rob Gibbs, David E. Govrin and Thomas Leonardo | | 2024 | Scott Egan | Stephen Yendall, James J. McKinney, David E. Govrin, and Rob Gibbs | | 2023 | Scott Egan | Stephen Yendall, David E Govrin, Rob Gibbs, and Stuart Liddell | | 2022 | Scott Egan, Daniel Malloy, and Siddhartha Sankaran | Monica Cramér Manheim, Stuart Liddell, Prashanth Gangu, David E. Govrin, David W. Junius, Stephen Yendall, and Vievette Henry | | 2021 | Daniel Malloy and Siddhartha Sankaran | Monica Cramér Manheim, Prashanth Gangu, David E. Govrin, David W. Junius, and Christopher Coleman |

  179. PAY VERSUS PERFORMANCE

    | * Mr. Egan has served as our CEO since he was hired on September 21, 2022. Mr. Malloy served as our interim CEO from May 17, 2022, through September 20, 2022, and as our CEO, from May 10, 2019, through February 26, 2021. Mr. Sankaran served as our CEO from February 26, 2021, through May 16, 2022. |

  180. PAY VERSUS PERFORMANCE

    | (2) Represents the total compensation reported in the Summary Compensation Table for each PEO and the average of our Non-PEO NEOs, for the applicable fiscal year. |

  181. PAY VERSUS PERFORMANCE

    | (3) Represents the “compensation actually paid” to each PEO and the average to our Non-PEO NEOs, for the applicable fiscal year, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to any PEO or Non-PEO NEOs, for the applicable fiscal year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to the PEO and the Non-PEO NEOs’ total compensation, for the applicable fiscal year, to determine the compensation actually paid: |

  182. PAY VERSUS PERFORMANCE

    | | 2025 | | | Adjustments | Mr. Egan | Average non-PEO NEOs | | Deduction for Amounts Reported under the “Stock Awards” and “Option Awards” Columns in the SCT for Applicable FY | (4,134,123) | (1,246,760) | | Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Remain Unvested as of Applicable FY End, determined as of Applicable FY End | 5,471,340 | 1,650,035 | | Increase based on ASC 718 Fair Value of Awards Granted during Applicable FY that Vested during Applicable FY, determined as of Vesting Date | — | — | | Increased/deduction for Awards Granted during Prior FY that were Outstanding and Unvested as of Applicable FY End, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY End | 11,440,498 | 2,977,876 | | Increased/deduction for Awards Granted during Prior FY that Vested During Applicable FY, determined based on change in ASC 718 Fair Value from Prior FY End to Applicable FY Vesting Date | 617,407 | 118,956 | | Deduction of ASC 718 Fair Value of Awards Granted during Prior FY that were Forfeited during Applicable FY, determined as of Prior FY End | — | — | | Increase based on Dividends or Other Earnings Paid during Applicable FY prior to Vesting Date | — | — | | TOTAL ADJUSTMENTS | 13,395,122 | 3,500,107 |

  183. PAY VERSUS PERFORMANCE

    | (4) The amounts reported for 2024 were overstated in the 2025 proxy statement by immaterial amounts. The amounts in this proxy statement reflect the correct amounts. |

  184. PAY VERSUS PERFORMANCE

    | (5) “TSR” stands for Total Shareholder Return. The Peer Group TSR shown in this table uses the Dow Jones U.S. Property & Casualty Index, which we also use in the performance graph required by Item 201(e) of Regulation S-K. The total dollar amounts in columns (f) and (g) represent the value at the end of the applicable year of a hypothetical $100 investment in the Company’s common shares and the Dow Jones U.S. Property & Casualty Index, respectively, on the last trading day of 2020, assuming reinvestment of dividends. |

  185. PAY VERSUS PERFORMANCE

    | (6) The dollar amounts reported represent the net income (loss), as reflected in the Company’s audited financial statement for the applicable year. |

  186. PAY VERSUS PERFORMANCE

    | (7) “Core Combined Ratio” is a non-GAAP measure and defined in Appendix A (Non-GAAP Financial Measures) to this Proxy Statement. |

  187. Analysis of the Information Presented in the Pay Versus Performance Table

    Analysis of the Information Presented in the Pay Versus Performance Table The line graphs below compare the compensation actually paid to our PEO(s) and the average of the compensation actually paid to our Non-PEO NEOs, with (i) our cumulative TSR, (ii) Peer Group TSR, (iii) our Net Income, and (iv) our Core Combined Ratio, in each case, for the 2021, 2022, 2023, 2024, and 2025 fiscal years. TSR amounts reported in the graph assume an initial fixed investment of $100, and that all dividends, if any, were reinvested.