AMERISAFE (AMSF) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 10, 2026, at corporate headquarters in DeRidder, Louisiana.

• Shareholders will vote on director elections, executive compensation, auditor ratification, officer exculpation, and technical amendments to the Certificate of Formation.

• Record date for voting is April 16, 2026, with 18,703,771 shares outstanding.

• Board recommends voting in favor of all proposals.

Voting matters and shareholder proposals

• Election of three directors for terms expiring in 2029: Michael J. Brown, G. Janelle Frost, and Sean M. Traynor.

• Advisory vote on executive compensation (say-on-pay).

• Ratification of Ernst & Young LLP as independent auditor for 2026.

• Approval of officer exculpation amendment to limit personal liability of officers.

• Approval of technical and conforming amendments to the Certificate of Formation, including updates to special meeting rights and registered agent information.

• Shareholder proposals for the 2027 meeting must be received by December 28, 2026.

Board of directors and corporate governance

• Board consists of seven non-employee and one employee director, divided into three classes with staggered three-year terms.

• All non-employee directors are independent under NASDAQ rules.

• Board committees: Audit, Compensation, Nominating and Corporate Governance (NCG), and Risk Committee.

• Directors are subject to stock ownership and retention guidelines; all are in compliance.

• Board emphasizes diversity, with 25% women and 25% racially diverse members.

• Succession planning and shareholder communications are formalized.