Kingstone Companies Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect six directors to serve until the next annual meeting and until their successors are elected and qualify; nominees are Meryl S. Golden, Thomas Newgarden, Floyd R. Tupper, William L. Yankus, Manmohan Singh, and Pranav Pasricha.

2. 2

   Ratification of Selection of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the Audit Committee’s selection of CBIZ CPAs P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

3. 3

   Advisory Vote on the Compensation of the Company’s Named Executive Officers (Say-on-Pay

   ManagementBoard: FOR

   Non-binding, advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement (Item 402 of Regulation S-K), including compensation tables and narrative disclosure.

   More detail

   This non-binding management proposal asks stockholders to approve the compensation paid to the Company’s Named Executive Officers as disclosed in the proxy statement (the 'say-on-pay' vote). Management and the Compensation Committee frame the program as designed to attract and retain executives, align executive pay with stockholder interests, reward financial and operational performance, and remain competitive in the industry. The advisory vote is not binding but the Board and Compensation Committee state they will consider the outcome and may adjust policies in response. The Company discloses detailed compensation tables, employment agreements (including CEO employment agreements with specified salary, bonus and equity grant terms), equity grant practices under the 2024 Plan, and change-in-control and termination provisions that can accelerate vesting. Key contextual points include material equity grants to the CEO and other NEOs in recent years, an explicit bonus formula for the CEO tied to consolidated income from operations (excluding certain investment and unrealized items), and severance/change‑in‑control protections that provide up to 1.5x salary in certain circumstances. The Board’s recommendation to vote FOR reflects confidence that compensation is structured to promote long-term stockholder value, but the advisory nature of the vote means stockholders can signal concerns without directly changing pay outcomes. Given the pay-versus-performance table and detailed narrative, an analyst should weigh recent increases in CEO total compensation and equity awards against company performance metrics (e.g., net income and total stockholder return) disclosed in the proxy. The Committee’s disclosure that it did not time equity grants around material nonpublic information in 2025 reduces potential timing-related governance concerns, but the presence of multi-year employment agreements and change-in-control protections merits scrutiny for potential entrenchment or excessive severance. Overall, the proposal is a standard corporate governance mechanism for stockholder feedback on pay; its informational disclosures provide the basis for evaluating alignment, but an informed judgment will require analyzing realized pay, equity vesting schedules, potential dilution from reserved shares, and whether compensation outcomes correlate with company performance over the relevant measurement periods.

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When is the Kingstone Companies Inc 2026 annual meeting?

Kingstone Companies Inc (KINS) holds its 2026 annual shareholder meeting on Wednesday, August 5, 2026.

What is the record date for the Kingstone Companies Inc 2026 meeting?

The record date for the Kingstone Companies Inc 2026 meeting is Friday, June 12, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Kingstone Companies Inc's 2026 meeting?

The board is presenting 6 director nominees at the Kingstone Companies Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Kingstone Companies Inc 2026 meeting?

Shareholders will vote on 3 proposals at the Kingstone Companies Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.