Greenlight Capital Re, Ltd. Files Definitive Proxy Statement

TL;DR

<b>Greenlight Capital Re, Ltd. has filed its Definitive Proxy Statement (DEF 14A) for the fiscal year ending December 31, 2023.</b>

AI Summary

GREENLIGHT CAPITAL RE, LTD. (GLRE) filed a Proxy Statement (DEF 14A) with the SEC on April 25, 2024. Filing type is DEF 14A, filed on 2024-04-25. Reporting period covers fiscal year ending 2023-12-31. Company's Central Index Key is 0001385613. Standard Industrial Classification is FIRE, MARINE & CASUALTY INSURANCE [6331]. Business and mailing address is 65 Market Street, Suite 1207, Camana Bay, Grand Cayman.

Why It Matters

For investors and stakeholders tracking GREENLIGHT CAPITAL RE, LTD., this filing contains several important signals. This filing provides detailed information regarding the company's annual meeting, director elections, executive compensation, and other corporate governance matters. Investors and stakeholders can review the company's financial performance, executive compensation details, and voting matters for the past fiscal year.

Risk Assessment

Risk Level: low — GREENLIGHT CAPITAL RE, LTD. shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard corporate disclosures rather than significant new financial events or risks.

Analyst Insight

Review the proxy statement for details on executive compensation, board nominations, and any shareholder proposals to understand management's strategy and governance.

Key Numbers

• 2023-12-31 — Reporting Period End Date (Conformed Period of Report)
• 2024-04-25 — Filing Date (Filed as of Date)
• 0001385613-24-000044 — Accession Number (Unique identifier for the filing)
• 001-33493 — SEC File Number (Company's SEC file number)

Key Players & Entities

• GREENLIGHT CAPITAL RE, LTD. (company) — Filer name
• 0001385613 (company) — Central Index Key
• 6331 (company) — Standard Industrial Classification
• 65 MARKET STREET, SUITE 1207 (company) — Business Address
• CAMANA BAY (company) — Business Address
• GRAND CAYMAN (company) — Business Address

FAQ

Industry Context

Greenlight Capital Re, Ltd. operates within the FIRE, MARINE & CASUALTY INSURANCE industry.

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, specifically Form DEF 14A, which pertains to the solicitation of proxies.

What Investors Should Do

1. Analyze executive compensation packages disclosed in the proxy statement.
2. Review director nominations and qualifications presented for shareholder vote.
3. Examine any shareholder proposals and the company's recommendation.

Year-Over-Year Comparison

This is a DEF 14A filing for the fiscal year ending 2023-12-31, following previous filings for earlier periods.

Key Financial Figures

• $86.8 million — Value Per Share: 16.8% Net Income of $86.8 million Combined Ratio of 94.5% Underwritin
• $32 million — Ratio of 94.5% Underwriting Income of $32 million Net Premiums Earned increased 24.2 %
• $66.1 million — sed 24.2 % Total Investment Income of $66.1 million Over the past five years, Total Shar

Filing Documents

• glre-20240425.htm (DEF 14A) — 1224KB
• glre-20240425_g1.jpg (GRAPHIC) — 1220KB
• glre-20240425_g10.jpg (GRAPHIC) — 44KB
• glre-20240425_g11.jpg (GRAPHIC) — 79KB
• glre-20240425_g12.jpg (GRAPHIC) — 341KB
• glre-20240425_g13.jpg (GRAPHIC) — 896KB
• glre-20240425_g14.jpg (GRAPHIC) — 866KB
• glre-20240425_g2.jpg (GRAPHIC) — 128KB
• glre-20240425_g3.jpg (GRAPHIC) — 143KB
• glre-20240425_g4.jpg (GRAPHIC) — 147KB
• glre-20240425_g5.jpg (GRAPHIC) — 148KB
• glre-20240425_g6.jpg (GRAPHIC) — 132KB
• glre-20240425_g7.jpg (GRAPHIC) — 99KB
• glre-20240425_g8.jpg (GRAPHIC) — 137KB
• glre-20240425_g9.jpg (GRAPHIC) — 50KB
• 0001385613-24-000044.txt (&nbsp;) — 11779KB
• glre-20240425.xsd (EX-101.SCH) — 1KB
• glre-20240425_htm.xml (XML) — 147KB

From the Filing

glre-20240425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Pursuant to Section 240.14a-12 GREENLIGHT CAPITAL RE, LTD. (Name of Registrant As Specified in its Charter) N/A (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required. o Fee paid previously with preliminary materials o Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. GREENLIGHT CAPITAL RE, LTD. 65 Market Street, Suite 1207 Jasmine Court, Camana Bay P.O. Box 31110 Grand Cayman, KY1-1205 Cayman Islands NOTICE OF ANNUAL GENERAL MEETING OF SHAREHOLDERS JULY 25, 2024 Notice is hereby given that the Annual General Meeting of Shareholders, or the Meeting, of Greenlight Capital Re, Ltd., or the Company, will be held at the Company's offices at 65 Market Street, Suite 1207, Jasmine Court, Camana Bay, Grand Cayman, Cayman Islands on July 25, 2024 at 8:00 a.m. (local time), for the following purposes: 1. To consider and vote upon a proposal to elect ten (10) directors to serve on the Board of Directors of the Company until the Annual General Meeting of Shareholders of the Company in 2025, or the 2025 Meeting; 2. To consider and vote upon a proposal to ratify the appointment of Deloitte Ltd. as the independent auditors of the Company for the fiscal year ending December 31, 2024; 3. To consider and cast a non-binding advisory vote on a resolution approving the compensation of the Company's named executive officers as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission; and 4. To transact any other business that may properly come before the Meeting or any adjournment or postponement thereof. Information concerning the matters to be acted upon at the Meeting is set forth in the accompanying Proxy Statement. Only shareholders of record, as shown by the transfer books of the Company, at the close of business on May 1, 2024 will be entitled to notice of, and to vote at, the Meeting or any adjournments or postponements thereof. In accordance with rules adopted by the Securities and Exchange Commission, we are pleased to furnish these proxy materials to shareholders over the Internet rather than in paper form. We believe these rules allow us to provide our shareholders with expedited and convenient access to the information they need, while helping to conserve natural resources and lower the costs of printing and delivering proxy materials. Whether or not you plan to attend the Meeting, we hope you will vote as soon as possible. Voting your proxy will ensure your representation at the Meeting. We urge you to carefully review the proxy materials and to vote FOR the election of each director nominee named in proposal 1 and FOR proposals 2 and 3. By Order of the Board of Directors, /s/ David Sigmon David Sigmon General Counsel, Chief Compliance Officer & Corporate Secretary April 25, 2024 Grand Cayman, Cayman Islands MEETING INFORMATION DATE TIME PLACE July 25, 2024 8:00 a.m., Local Time 65 Market Street, Suite 1207, Jasmine Court, Camana Bay, Grand Cayman, Cayman Islands HOW TO VOTE Your vote is very important. Whether or not you plan to attend the Meeting, we encourage you to read this proxy statement and submit your proxy so that your shares can be voted at the Meeting and to help us ensure a quorum at the Meeting. You may nonetheless vote in person if you attend the Meeting. IN PERSON BY PHONE BY INTERNET BY MAIL You may come to the Meeting and cast your vote in person 1-800-690-6903 www.proxyvote.com Mark, sign and date your proxy card and return it in the postage-paid envelope IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE SHAREHOLDERS MEETING TO BE HELD ON JULY 25, 2024: THE NOTICE OF ANNUAL MEETING OF SHAREHOLDERS, PROXY STATEMENT AND THE ANNUAL REPORT TO STOCKHOLDERS ARE AVAILABLE AT www.envisionreports.com/GLRE TABLE OF CONTENTS Page GENERAL INFORMATION 1 PROXY SUMMARY 2 THE COMPANY AT A GLANCE 3 VOTING 9 VOTING SECURITIES AND VOTE REQUIRED 10 SOLICITATION AND REVOCATION 10 PROPOSAL ONE: ELECTION OF DIRECTORS OF THE COMPANY 11 CORPORATE GOVERNANCE AND BOARD OF DIRECTORS AND COMMITTEES 18 DIRECTOR COMPENSATION 27 PROPOSAL TWO: RATIFICATION OF APPOINTMENT OF THE COMPANY'S AUDITORS 28 PROPOSAL THREE: ADVISORY VOTE ON EXECUTIVE COMPENSATION 28 COMPENSATION DISCUSSION AND ANALYSIS 31 SUMMARY COMPENSATION TABLE 43 GRANTS OF PLAN BASED AWARDS IN FI

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View this DEF 14A filing on SEC EDGAR