Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On May 18, 2021, Assurant, Inc. (the "Company") announced that Alan B. Colberg,
President, Chief Executive Officer and a director of the Company, will retire as
Chief Executive Officer and director on December 31, 2021. In light of
Mr. Colberg's retirement, on May 13, 2021, the Board of Directors of the Company
appointed Keith W. Demmings as Chief Executive Officer and director, effective
January 1, 2022, subject to customary regulatory approval. Mr. Demmings will
initially become President, effective May 18, 2021, at which time Mr. Colberg
will cease serving as President.
Mr. Demmings, 48, joined the Company in 1997. Over his 24 years with the
Company, Mr. Demmings has assumed increasing levels of responsibility across the
Company's global enterprise. Prior to his appointment as Executive Vice
President and President, Global Lifestyle effective July 2016, Mr. Demmings
served as Executive Vice President and President, Global Markets, beginning in
September 2015.
In connection with Mr. Demmings's appointment as President, (i) effective
May 18, 2021, Mr. Demmings's annual base salary will increase from $545,000 to
$700,000; (ii) effective May 18, 2021, Mr. Demmings's target annual incentive
opportunity for 2021 will increase from 100% to 110% of his applicable annual
base salary under the Assurant, Inc. Executive Short Term Incentive Plan; and
(iii) Mr. Demmings's target long-term incentive opportunity for 2021 will
increase from 225% to 365% of his adjusted annual base salary under the
Assurant, Inc. 2017 Long Term Equity Incentive Plan (the "ALTEIP"), which will
be effected through an equity award on May 18, 2021 with a grant date value of
approximately $1,400,000, with 25% of such amount in the form of restricted
stock units ("RSUs") and 75% of such amount in the form of performance stock
units ("PSUs") under the ALTEIP. The RSUs will vest in equal instalments over a
three-year period and the PSUs will vest in May 2024 at the end of the 2021-2023
performance period, in each case subject to Mr. Demmings's continued employment
through the applicable vesting dates. Other than as set forth above,
Mr. Demmings will continue to participate in the Company's compensation and
benefits programs in the manner described in the Company's 2021 proxy statement
filed on March 22, 2021.
There are no arrangements or understandings between Mr. Demmings and any other
person, naming such person, pursuant to which Mr. Demmings was selected as an
executive officer or as a director; there are no family relationships between
Mr. Demmings and any director or executive officer of the Company or any person
nominated or chosen by the Company to become a director or executive officer;
and no related party transactions involving Mr. Demmings are reportable under
Item 404(a) of Regulation S-K.
A copy of the Company's news release announcing these events is attached as
Exhibit 99.1 hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Exhibit
99.1 News Release, dated May 18, 2021.
104 The cover page from this Current Report on Form 8-K, formatted in
Inline XBRL.
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