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STOCK INCENTIVE COMPENSATION AND EMPLOYEE BENEFIT PLANS
12 Months Ended
Dec. 31, 2025
Share-Based Payment Arrangement [Abstract]  
STOCK INCENTIVE COMPENSATION AND EMPLOYEE BENEFIT PLANS STOCK INCENTIVE COMPENSATION AND EMPLOYEE BENEFIT PLANS
Stock Incentive Compensation Plans and Awards
The Company is authorized to issue restricted stock awards, restricted stock units, performance share awards, stock options and other share-based awards to its employees and directors pursuant to various stock incentive compensation plans.
On May 16, 2022, the Company’s shareholders approved the Company’s First Amended and Restated 2016 Long-Term Incentive Plan, which amended and restated the plan initially approved by the shareholders in May 2016 (as amended from time to time, the “2016 Long-Term Incentive Plan”). The Company is authorized to issue up to 3,060,092 common shares pursuant to the 2016 Long-Term Incentive Plan. The 2016 Long-Term Incentive Plan permits the grant of restricted stock awards, restricted stock units, performance share awards (including cash-based performance awards), stock options and other share-based awards to employees, officers, non-employee directors and consultants or advisors of the Company and its affiliates.
In November 2016, the Company instituted a cash settled restricted stock unit (“CSRSU”) plan, the 2016 Restricted Stock Unit Plan, which allows for the issuance of equity awards in the form of CSRSUs. There are currently no outstanding awards under this plan.
Restricted Stock Awards
Restricted stock awards granted to employees under the 2016 Long-Term Incentive Plan generally vest ratably over a four-year period. Restricted stock awards granted to non-employee directors generally vest ratably over a three-year period.
Performance Share Awards
Performance share awards granted to certain of the Company’s executive officers pursuant to the 2016 Long-Term Incentive Plan are subject to vesting conditions based on both continued service and the attainment of pre-established performance goals. If performance goals are achieved, the performance share awards will vest up to a maximum of 200% of target. Performance share awards generally cliff vest at
the end of a three-year vesting period based on the attainment of performance goals over the three-year performance period.
Performance Share Awards Granted Beginning in March 2020
Beginning with awards granted in March 2020, performance share awards have performance conditions, which are the average percentage change in the Company’s book value per common share plus change in accumulated dividends over three years and the three-year average underwriting expense ratio rank compared to peers, or, in the event of a change in control, a market condition, which is the Company’s total shareholder return relative to its peer group. The performance conditions are calculated in accordance with the terms of the applicable award agreement.
Performance Share Awards Granted to CEO in November 2023
On November 7, 2023, the Board of Directors granted performance-based restricted stock awards to the Company’s Chief Executive Officer. The performance condition is the average percentage change in the Company’s tangible book value per common share plus change in accumulated dividends over four years, commencing on January 1, 2023 and ending on December 31, 2026, or, in the event of a change in control, a market condition, which is the Company’s total shareholder return relative to its peer group. The performance conditions are calculated in accordance with the terms of the applicable award agreement.
Valuation Assumptions
Performance Share Awards Granted Beginning in March 2020
For performance share awards granted beginning in March 2020, the performance metrics relate to (i) the percentage change in book value per share plus change in accumulated dividends and (ii) average underwriting expense ratio rank compared to peers, both of which are classified as performance conditions under FASB ASC Topic 718, Compensation - Stock Compensation. As a result, the fair value of the performance share awards is determined based on the fair market value of RenaissanceRe’s common shares on the grant date. The estimated fair value of performance share awards is amortized as an expense over the requisite service period.
Restricted Stock Awards
The fair value of restricted stock awards is determined based on the fair market value of RenaissanceRe’s common shares on the grant date. The estimated fair value of restricted stock awards is amortized as an expense over the requisite service period. The Company has elected to recognize forfeitures as they occur rather than estimating service-based forfeitures over the requisite service period.
Summary of Stock Compensation Activity
Performance Share Awards
The following table provides a roll forward of the Company’s nonvested performance share awards:
Number of
Shares (1)
Weighted
Average 
Grant Date Fair Value
Nonvested at December 31, 2022191,264 $159.07 
Awards granted160,796 211.18 
Awards forfeited(26,994)— 
Nonvested at December 31, 2023286,220 185.73 
Awards granted50,654 223.35 
Awards vested(53,083)162.61 
Awards forfeited(2,793)— 
Nonvested at December 31, 2024280,998 197.11 
Awards granted50,978 237.62 
Awards vested(62,592)145.49 
Awards forfeited(6,956)— 
Nonvested at December 31, 2025262,428 218.71 
(1)For performance share awards, the number of shares is stated at the maximum number that can be attained if the performance conditions are fully met. Forfeitures represent shares forfeited due to vesting below the maximum attainable as a result of the Company not fully meeting the performance conditions.
Restricted Stock Awards
The following table provides a roll forward of the Company’s nonvested restricted stock awards:
Employee
Restricted Stock Awards
Non-Employee Director
Restricted Stock Awards
Total
Restricted Stock Awards
Number of
Shares
Weighted
Average Grant Date Fair 
Value
Number of
Shares
Weighted
Average Grant Date Fair 
Value
Number of
Shares
Weighted
Average Grant Date Fair 
Value
Nonvested at December 31, 2022712,796 $150.19 21,015 $154.40 733,811 $150.31 
Awards granted378,994 199.24 9,064 215.79 388,058 199.65 
Awards vested(279,363)151.15 (11,861)161.56 (291,224)151.57 
Awards forfeited(15,278)— — — (15,278)— 
Nonvested at December 31, 2023797,149 172.74 18,218 180.70 815,367 172.91 
Awards granted260,209 234.94 8,645 223.66 268,854 234.69 
Awards vested(293,175)164.67 (10,749)177.16 (303,924)165.11 
Awards forfeited(17,694)— — — (17,694)— 
Nonvested at December 31, 2024746,489 197.26 16,114 207.95 762,603 197.49 
Awards granted297,155 237.13 7,571 237.62 304,726 237.14 
Awards vested(281,696)185.34 (8,326)193.01 (290,022)185.56 
Awards forfeited(33,545)— — — (33,545)— 
Nonvested at December 31, 2025728,403 217.35 15,359 230.67 743,762 217.63 
There were 0.6 million shares available for issuance under the 2016 Long-Term Incentive Plan at December 31, 2025.
The aggregate fair value of restricted stock awards and performance share awards vested during 2025 was $82.9 million (2024 - $82.8 million, 2023 - $70.0 million). In connection with share vestings, there was a
$1.5 million excess windfall tax benefit realized by the Company in 2025 (2024 - $2.0 million, 2023 - $1.7 million).
The total stock compensation expense recognized in the Company’s consolidated statements of operations during 2025 was $77.5 million (2024 - $71.4 million, 2023 - $60.3 million). As of December 31, 2025, there was $112.3 million of total unrecognized compensation cost related to restricted stock awards and $15.0 million related to performance share awards, which will be recognized on a weighted average basis during the next 1.7 years and 1.4 years, respectively.
All of the Company’s employees are eligible for defined contribution pension plans. Contributions are primarily based upon a percentage of eligible compensation. The Company contributed $12.7 million to its defined contribution pension plans in 2025 (2024 - $12.0 million, 2023 - $9.5 million).