Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-09-30

Citizens (CIA)

CEO Jon Stenberg was paid $1,487,735 in fiscal year 2025, ↑ up 3.7% from fiscal year 2024, the 6th percentile of its disclosed peer group (SEC filing 0000024090-26-000019 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.

$1,487,735 ↑
Jon Stenberg total, FY2025
6th
CEO pay percentile vs peers
—
CEO-to-median pay ratio
99.05%
Say-on-pay support, latest vote

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Sample answer — “What is the CEO’s total compensation?”
- Jon Stenberg (Chief Executive Officer and President), FY2025 total compensation $1,487,735 (base salary $500,000) [exec_comp, SEC accession 0000024090-26-000019, filed 2026-04-30]

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CIA's next annual pay disclosure, estimated April 30, 2027.est. Filing ↗

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Jon Stenberg$500,000$0$450,000$0$460,000$0$77,735$1,487,735
Chief Executive Officer and President
Jeffery Conklin442,9000200,0000195,500011,273849,673
Chief Financial Officer, Chief Investment Officer and Treasurer
Sheryl Kinlaw360,5000175,0000172,500013,200721,200
Chief Legal Officer and Secretary

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Jon Stenberg$1,487,735$1,435,264—↑ +52,471
Jeffery Conklin849,673896,281644,465↓ −46,608
Sheryl Kinlaw721,200788,108556,606↓ −66,908

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

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Companies that benchmark against CIA
No companies currently name CIA as a compensation peer in their most recent disclosure.

This is the complete answer, not a partial one — the list is never padded.

01b

Executives — the named officers

One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.

ExecutiveRoleFY2025 total
Jon StenbergCEO$1,487,735
Sheryl KinlawGeneral Counsel$721,200
Jeffery ConklinCFO$849,673
01c

Board of directors

One page per director: the seat, the committees and the fee table, read for one person at a time.

DirectorRoleFY2025 total
Christopher W. ClausIndependent Director$155,000
Cynthia H. DavisIndependent Director$155,000
Dr. Terry S. ManessIndependent Director$155,000
Gerald W. ShieldsIndependent Director$33,542
J. Keith MorganIndependent Director$145,000
Jerry D. Davis JrIndependent Director$155,000
Mary TaylorIndependent Director$145,000
Michael HarwoodIndependent Director$16,188
Peter M. CarlsonIndependent Director$96,875
02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Jon StenbergRSU40,619—$196,190
Jon StenbergRSU90,498—437,105
Jon StenbergPSU45,696—220,712
Sheryl KinlawRSU52,153—251,899
Jeffery ConklinRSU49,901—241,022
Jon StenbergRSU39,560—191,075
Jon StenbergPSU29,670—143,306
Jeffery ConklinPSU28,037—135,419
Sheryl KinlawPSU24,533—118,494
Jeffery ConklinRSU17,582—84,921
Sheryl KinlawRSU15,384—74,305
Jeffery ConklinPSU13,187—63,693
Sheryl KinlawPSU11,538—55,729
Jeffery ConklinRSU9,668—46,696
Sheryl KinlawRSU8,536—41,229
05

Incentive-plan design — the Compensation Discussion & Analysis

Align executive short-term and long-term bonus opportunities with Company performance and set quantifiable performance objectives that incentivize executives to drive revenue and improve profitability.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultantMeridian
Clawback policytrue
Anti-hedgingtrue
Anti-pledgingtrue
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-06-168,766,66583,84137,32799.05%Passed
20252025-06-172,796,164465,160216,59985.74%Passed
20242024-06-184,983,332514,84339,36390.64%Passed
20222022-06-077,249,687149,62034,37997.98%Passed
20212021-06-015,399,1421,667,28336,45976.41%Passed
20202020-06-023,043,0363,755,408697,75244.76%Failed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

Meeting yearMeeting dateApproval — company's computation
20262026-06-1699.05%a
20252025-06-1785.74%b
20242024-06-1890.64%c

a. Voting standard not stated in the filing.

b. Voting standard not stated in the filing.

c. Approved under the standard stated in the filing — “Advisory Vote to Approve Executive Compensation -- Majority of Votes Cast | Abstentions: For these votes, abstentions and broker non-votes will be disregarded and will have no impact on the vote.”.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Cynthia H. DavisIndependent · Nominating and Corporate Governance (Chair) · Compensation$115,000$40,000———$155,000
Jerry D. Davis JrIndependent · Compensation · Investment115,00040,000———155,000
Dr. Terry S. ManessIndependent · Audit115,00040,000———155,000
Christopher W. ClausIndependent · Investment · Compensation (Chair)115,00040,000———155,000
J. Keith MorganIndependent · Investment · Nominating and Corporate Governance105,00040,000———145,000
Mary TaylorIndependent · Audit · Nominating and Corporate Governance · Compensation105,00040,000———145,000
Peter M. CarlsonIndependent · Audit · Compensation56,87540,000———96,875
Gerald W. ShieldsIndependent33,5420———33,542
Michael HarwoodIndependent16,1880———16,188
Jon StenbergEmployee director—————0
09

Board fee structure and ownership guideline

Annual cash retainer$105,000
Annual equity retainer$40,000
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)—
Stock ownership guideline—
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$776,605
Equity awards (grant-date value)$280,000
All other compensation$0
Total cost of the board$1,056,605

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

10

Disclosed peer group — fiscal year 2025

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

10a

Peer reciprocity

Of the companies Citizens names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.

Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including Citizens.

10b

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Palomar Holdings, Inc.2025Mac Armstrong$1,243,269$3,862,330$0$3,843,298$8,961,148
2HCI Group, Inc.2025Paresh Patel950,0000008,236,000
3Stewart Information Services Corporation2025Frederick Eppinger1,100,0004,399,91002,206,1747,865,929
4Medallion Financial Corp.2025Andrew Murstein1,084,1642,400,00002,141,5775,716,187
5Consumer Portfolio Services, Inc.2025Charles Bradley995,00001,139,7903,283,5005,439,647
6Heritage Insurance Holdings, Inc.2025Ernie Garateix875,5002,757,82401,663,4505,341,897
7Universal Insurance Holdings, Inc.2025Stephen Donaghy1,000,0001,750,01402,406,8445,240,829
8PRA Group, Inc.2025Martin Sjolund746,8293,312,3930827,7814,938,095
9Regional Management Corp.2025Robert Beck680,0002,999,99501,021,0204,824,409
10Safety Insurance Group, Inc.2025George Murphy850,0001,100,00001,476,8804,187,838
11Global Indemnity Group, LLC2025Joseph Brown1,000,000—494,50004,001,790
12World Acceptance Corporation2026J. Tobin Turner364,6622,564,635002,961,396
13American Coastal Insurance Corporation2025B. Bradford Martz681,042787,500262,500945,0002,811,555
14AMERISAFE, Inc.2025G. Janelle Frost803,146896,5000622,0902,369,553
15Atlantic American Corporation2024Hilton Howell, Jr.594,7920——1,559,908
16Citizens2025Jon Stenberg500,000450,0000460,0001,487,735
17NI Holdings, Inc.2025Cindy Launer167,614187,4930240,000712,516

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

10c

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
Citizensnot disclosedPSU 60 · RSU 40not disclosedMeridian
American Coastal Insurance Corporationnot disclosednot disclosedNoPay Governance LLC
AMERISAFE, Inc.95%PSU 70 · RSU 30NoAON
Atlantic American Corporationnot disclosednot disclosednot disclosednot disclosed
Consumer Portfolio Services, Inc.not disclosedOption 100not disclosednot disclosed
Global Indemnity Group, LLC76%not disclosedNonot disclosed
HCI Group, Inc.not disclosedRSU 100not disclosednot disclosed
Heritage Insurance Holdings, Inc.158%PSU 62 · RSU 38Nonot disclosed
Medallion Financial Corp.not disclosedRSU 50 · PSU 50NoMeridian Compensation Partners, LLC
NI Holdings, Inc.not disclosedRSU 100not disclosedMeridian
Palomar Holdings, Inc.176%PSU 50 · RSU 50NoPay Governance
PRA Group, Inc.not disclosedPSU 50 · RSU 50Yes — Relative TSRPearl Meyer
Regional Management Corp.100.1%PSU 50 · RSU 50Yes — relative TSRFrederic W. Cook & Co., Inc. (FW Cook)
Safety Insurance Group, Inc.139%PRSU 55 · RSU 45NoPay Governance
Stewart Information Services Corporation114.6%PSU 50 · RSU 50NoMercer (US) LLC
Universal Insurance Holdings, Inc.160.5%PSU 50 · RSU 50Nonot disclosed
World Acceptance Corporationnot disclosednot disclosedNonot disclosed

Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.

10d

Frequently asked questions

Who was the highest-paid executive at Citizens in fiscal 2025?
As disclosed, Jon Stenberg (Chief Executive Officer and President) was the highest-paid executive at Citizens in fiscal 2025, with total compensation of $1,487,735.
How does Citizens's chief executive pay compare to its disclosed peer group?
As disclosed, Jon Stenberg's total compensation ranked at the 6th percentile of Citizens's disclosed peer group.
How did shareholders vote on Citizens's executive compensation?
As disclosed, 99.05% of shareholders supported Citizens's executive compensation in the latest say-on-pay vote.
How much does Citizens spend in total on board compensation for fiscal 2025?
As disclosed, Citizens reported total board compensation of $1,056,605 for fiscal 2025.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

11

Source register

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, Jon StenbergDEF 14A2026-04-300000024090-26-000019Section “Compensation Tables” · page 38. As printed: 1,487,735. Filing ↗machine: span 554375–554384
2Section 01, Jeffery ConklinDEF 14A2026-04-300000024090-26-000019Section “Compensation Tables” · page 38. As printed: 849,673. Filing ↗machine: span 559704–559711
3Section 01, Sheryl KinlawDEF 14A2026-04-300000024090-26-000019Section “Compensation Tables” · page 38. As printed: 721,200. Filing ↗machine: span 565051–565058
4Section 08, Cynthia H. DavisDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 155,000. Filing ↗machine: span 269013–269133
5Section 08, Jerry D. Davis JrDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 155,000. Filing ↗machine: span 270133–270253
6Section 08, Dr. Terry S. ManessDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 155,000. Filing ↗machine: span 272368–272488
7Section 08, Christopher W. ClausDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 155,000. Filing ↗machine: span 267896–268016
8Section 08, J. Keith MorganDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 145,000. Filing ↗machine: span 273484–273604
9Section 08, Mary TaylorDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 145,000. Filing ↗machine: span 275829–275949
10Section 08, Peter M. CarlsonDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 96,875. Filing ↗machine: span 266776–266895
11Section 08, Gerald W. ShieldsDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 33,542. Filing ↗machine: span 274038–274157
12Section 08, Michael HarwoodDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 16,188. Filing ↗machine: span 270685–270804
13Section 08, Jon StenbergDEF 14A2026-04-300000024090-26-000019Section “Director Compensation”. As printed: 0. Filing ↗
14Section 06, 2026 voteForm 8-K2026-06-180000024090-26-000036Item 5.07 · say-on-pay result. As reported: 99.05% (votes for as printed: 8,766,665). Filing ↗
15Section 06, 2025 voteForm 8-K2025-06-200000024090-25-000096Item 5.07 · say-on-pay result. As reported: 85.74% (votes for as printed: 2,796,164 80%). Filing ↗
16Section 06, 2024 voteForm 8-K2024-06-200000024090-24-000109Item 5.07 · say-on-pay result. As reported: 90.64% (votes for as printed: 4,983,332). Filing ↗
17Section 01 trend, Δ column (computed)Computed——Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1)
18Section 09b board cost (computed)Computed——Cash 776,605 + equity 280,000 + all other 0 = 1,056,605, summed across the director compensation table rows.machine: formula: Σ = 1,056,605
19Palomar Holdings, Inc., Section 10b CEO totalDEF 14A2026-04-100002071876-26-000105CEO total compensation as printed in Palomar Holdings, Inc.'s own proxy. As printed: 8,961,148. Filing ↗machine: r1 · c6 · span 800817–800826
20HCI Group, Inc., Section 10b CEO totalDEF 14A2026-04-290001193125-26-191649CEO total compensation as printed in HCI Group, Inc.'s own proxy. As printed: 8,236,000. Filing ↗machine: span 700093–700102
21Stewart Information Services Corporation, Section 10b CEO totalDEF 14A2026-03-250001104659-26-034511CEO total compensation as printed in Stewart Information Services Corporation's own proxy. As printed: 7,865,929. Filing ↗machine: span 772754–772763
22Medallion Financial Corp., Section 10b CEO totalDEF 14A2026-04-300001193125-26-197272CEO total compensation as printed in Medallion Financial Corp.'s own proxy. As printed: 5,716,187. Filing ↗machine: span 1031888–1031897
23Consumer Portfolio Services, Inc., Section 10b CEO totalDEF 14A2026-09-300001683168-26-007507CEO total compensation as printed in Consumer Portfolio Services, Inc.'s own proxy. As printed: 5,439,647. Filing ↗machine: span 181482–181491
24Heritage Insurance Holdings, Inc., Section 10b CEO totalDEF 14A2026-04-300001193125-26-197339CEO total compensation as printed in Heritage Insurance Holdings, Inc.'s own proxy. As printed: 5,341,897. Filing ↗machine: r2 · c27 · span 259277–259286
25Universal Insurance Holdings, Inc., Section 10b CEO totalDEF 14A2026-04-240001193125-26-177529CEO total compensation as printed in Universal Insurance Holdings, Inc.'s own proxy. As printed: 5,240,829. Filing ↗machine: span 525027–525036
26PRA Group, Inc., Section 10b CEO totalDEF 14A2026-04-300001185348-26-000012CEO total compensation as printed in PRA Group, Inc.'s own proxy. As printed: 4,938,095. Filing ↗machine: r3 · c18 · span 716564–716573
27Regional Management Corp., Section 10b CEO totalDEF 14A2026-04-090001519401-26-000005CEO total compensation as printed in Regional Management Corp.'s own proxy. As printed: 4,824,409. Filing ↗machine: t16 · r4 · c23 · span 304618–304627
28Safety Insurance Group, Inc., Section 10b CEO totalDEF 14A2026-03-310001172052-26-000009CEO total compensation as printed in Safety Insurance Group, Inc.'s own proxy. As printed: 4,187,838. Filing ↗machine: r5 · c16 · span 552394–552403
29Global Indemnity Group, LLC, Section 10b CEO totalDEF 14A2026-04-290001193125-26-191942CEO total compensation as printed in Global Indemnity Group, LLC's own proxy. As printed: 4,001,790. Filing ↗machine: r2 · c38 · span 274562–274571
30World Acceptance Corporation, Section 10b CEO totalDEF 14A2026-07-220000108385-26-000029CEO total compensation as printed in World Acceptance Corporation's own proxy. As printed: 2,961,396. Filing ↗machine: r18 · c27 · span 390709–390718
31American Coastal Insurance Corporation, Section 10b CEO totalDEF 14A2026-04-010001401521-26-000023CEO total compensation as printed in American Coastal Insurance Corporation's own proxy. As printed: 2,811,555. Filing ↗machine: span 939420–939429
32AMERISAFE, Inc., Section 10b CEO totalDEF 14A2026-04-240001193125-26-177410CEO total compensation as printed in AMERISAFE, Inc.'s own proxy. As printed: 2,369,553. Filing ↗machine: span 978221–978230
33Atlantic American Corporation, Section 10b CEO totalDEF 14A2025-03-250001140361-25-010255CEO total compensation as printed in Atlantic American Corporation's own proxy. As printed: 1,559,908. Filing ↗machine: t23 · span 186123–186132
34Citizens (subject), Section 10b CEO totalDEF 14A2026-04-300000024090-26-000019CEO total compensation as printed in Citizens's own proxy. As printed: 1,487,735. Filing ↗machine: span 554375–554384
35NI Holdings, Inc., Section 10b CEO totalDEF 14A2026-04-080002077096-26-000051CEO total compensation as printed in NI Holdings, Inc.'s own proxy. As printed: 712,516. Filing ↗machine: r1 · c14 · span 896293–896300
36Section 10a, AMERISAFE, Inc. reciprocityDEF 14A—0001193125-26-177410AMERISAFE, Inc.'s most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
37Section 10a, Global Indemnity Group, LLC reciprocityDEF 14A—0001193125-26-191942Global Indemnity Group, LLC's most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
38Section 10a, PRA Group, Inc. reciprocityDEF 14A—0001185348-26-000012PRA Group, Inc.'s most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
39Section 10a, Heritage Insurance Holdings, Inc. reciprocityDEF 14A—0001193125-22-133773Heritage Insurance Holdings, Inc.'s most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
40Section 10a, NI Holdings, Inc. reciprocityDEF 14A—0002077096-26-000051NI Holdings, Inc.'s most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
41Section 10a, American Coastal Insurance Corporation reciprocityDEF 14A—0001401521-26-000023American Coastal Insurance Corporation's most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
42Section 10a, HCI Group, Inc. reciprocityDEF 14A—0001193125-26-191649HCI Group, Inc.'s most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
43Section 10a, Stewart Information Services Corporation reciprocityDEF 14A—0001104659-26-034511Stewart Information Services Corporation's most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
44Section 10a, Regional Management Corp. reciprocityDEF 14A—0001519401-26-000005Regional Management Corp.'s most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
45Section 10a, Safety Insurance Group, Inc. reciprocityDEF 14A—0001172052-26-000009Safety Insurance Group, Inc.'s most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
46Section 10a, Medallion Financial Corp. reciprocityDEF 14A—0001193125-26-197272Medallion Financial Corp.'s most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗
47Section 10a, Universal Insurance Holdings, Inc. reciprocityDEF 14A—0001193125-23-127177Universal Insurance Holdings, Inc.'s most recent proxy was read; its disclosed peer group does not include Citizens. Filing ↗