Not independent
Tenure on this board
2.5 yrs
Meeting calendar
GLRE · Annual meeting · Tuesday, July 28, 2026
Greenlight Capital Re Ltd
11 nominees · 3 ballot items.
Shareholders will vote to (1) elect eleven directors to serve until the 2027 annual meeting, (2) ratify Deloitte Ltd. as the Company’s independent auditors for the 2026 fiscal year, and (3) cast a non-binding advisory “Say-on-Pay” vote to approve the Company’s executive compensation disclosure.
Market cap
$540M
1Y TSR
+21.8%
Board grade
C
Record date
May 1, 2026
Filing
DEF 14A
Filed Apr 24, 2026 · DEF 14A
Proposals
On the ballot3
- 1
Election of Directors of the Company
ManagementBoard: FORElect eleven (11) directors to the Board to serve until the 2027 Annual General Meeting — nominees: Greg Richardson, David Einhorn, Johnny Ferrari, Ursuline Foley, Leonard Goldberg, Victoria Guest, Ian Isaacs, Bryan Murphy, Joseph Platt, Daniel Roitman and Ariel Warszawski.
- 2
Ratification of Appointment of the Company’s Auditors
ManagementBoard: FORRatify the appointment of Deloitte Ltd. as the Company’s independent auditors for the fiscal year ending December 31, 2026.
- 3
Advisory Vote on Executive Compensation (Say-on-Pay
ManagementBoard: FORNon-binding, advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement.
More detail
This non-binding advisory proposal asks shareholders to approve the Company’s disclosed executive compensation practices for the named executive officers, including the Compensation Discussion & Analysis, summary compensation tables and accompanying narrative. Management is seeking a shareholder endorsement to confirm that its multi-component pay program — consisting of base salary, an annual cash short-term incentive tied to Adjusted Operating Profit (AOP), and long-term equity awards (time-vesting RSUs and performance-vesting RSUs tied to fully diluted book value per share growth and combined ratio) — appropriately aligns management incentives with long-term shareholder value. The Company discloses target bonus percentages, the weighting between company and individual performance, and detailed terms of the 2023 Omnibus Incentive Plan and RSU performance metrics, and highlights safeguards including clawback provisions, share ownership guidelines and independent consultant review by Mercer. The Board emphasizes that the Say-on-Pay vote is advisory and non-binding but will be considered by the Compensation Committee in future decisions; the proxy notes prior shareholder support (over 95% in 2025) and states the Board’s unanimous recommendation to vote FOR. From a governance perspective, key contextual points are that a majority-independent Board oversees compensation, the Compensation Committee uses a refreshed peer group for benchmarking, and equity awards include multi-year performance periods with challenging targets (e.g., fully diluted book value and combined ratio thresholds). Investors evaluating this proposal should weigh the strength of the link between pay and multi-year performance metrics, the presence of anti-excess-risk features (balanced pay mix, clawbacks), recent company financial performance (positive net income, upgraded AM Best ratings) and historical shareholder support, against potential concerns such as the absolute quantum of awards to executives and related-party connections between certain directors and Greenlight-affiliated investment advisors. The Board’s rationale for recommending a FOR vote is that the program is designed to incentivize long-term value creation while maintaining retention and competitive pay, and the Compensation Committee retained independent advisors and conducted peer benchmarking and program reviews to support its decisions.
Director elections
Nominees on the ballot11
Not independent
Tenure on this board
22.5 yrs
Also a director at
Green Brick Partners Inc (GRBK)
Independent
Tenure on this board
5.0 yrs
Independent
Tenure on this board
5.0 yrs
Also a director at
Provident Financial Services Inc (PFS)
Independent
Tenure on this board
21.0 yrs
Independent
Tenure on this board
5.0 yrs
Independent
Tenure on this board
18.2 yrs
Independent
Tenure on this board
18.2 yrs
Independent
Tenure on this board
22.0 yrs
Also a director at
Core Natural Resources Inc (CNR)
Not independent
Tenure on this board
3.0 yrs
Ariel Warszawski
Independent
Tenure on this board
New nominee
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | DIMENSIONAL FUND ADVISORS LP | 5.0% | 1,643,663 | $28M |
| 2 | PRIVATE MANAGEMENT GROUP INC | 4.5% | 1,488,181 | $26M |
| 3 | MORGAN STANLEY | 4.0% | 1,318,307 | $23M |
| 4 | CWA Asset Management Group, LLC | 3.5% | 1,158,055 | $20M |
| 5 | BlackRock, Inc. | 3.0% | 996,371 | $17M |
| 6 | BlackRock, Inc. | 2.9% | 966,237 | $17M |
| 7 | AMERIPRISE FINANCIAL INC | 2.0% | 652,678 | $11M |
| 8 | STATE STREET CORP | 1.8% | 596,163 | $10M |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 1.6% | 538,376 | $9M |
| 10 | AMERICAN CENTURY COMPANIES INC | 1.3% | 441,789 | $8M |
Peers
Nearest market capOther Financial Services sector meetings6
Upcoming shareholder meetings at Greenlight Capital Re Ltd’s closest sector peers — compare boards, ballots, and ownership across the cohort.
Bit Digital IncBTBT
Annual meeting·Jul 29, 2026·$552M
Gladstone Investment CorporationGAIN
Annual meeting·Aug 6, 2026·$660M
Kingstone Companies IncKINS
Annual meeting·Aug 5, 2026·$283M
Oportun Financial CorpOPRT
Annual meeting·Aug 11, 2026·$259M
Capital Southwest CorpCSWC
Annual meeting·Jul 22, 2026·$1.5B
Hilltop Holdings IncHTH
Annual meeting·Jul 23, 2026·$2.3B
Reference
Frequently asked questions
- When is the Greenlight Capital Re Ltd 2026 annual meeting?
- Greenlight Capital Re Ltd (GLRE) holds its 2026 annual shareholder meeting on Tuesday, July 28, 2026.
- What is the record date for the Greenlight Capital Re Ltd 2026 meeting?
- The record date for the Greenlight Capital Re Ltd 2026 meeting is Friday, May 1, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Greenlight Capital Re Ltd's 2026 meeting?
- The board is presenting 11 director nominees at the Greenlight Capital Re Ltd 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Greenlight Capital Re Ltd 2026 meeting?
- Shareholders will vote on 3 proposals at the Greenlight Capital Re Ltd 2026 meeting, each tagged with who proposed it and the board's recommendation.
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