NI Holdings (NODK) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for May 20, 2025, with shareholders voting on director elections, auditor ratification, and executive compensation approval.

• Shareholders can vote online, by phone, mail, or in person, with detailed instructions provided.

• Proxy materials and the 2024 Annual Report are available electronically or by request.

Voting matters and shareholder proposals

• Shareholders will elect eight directors, ratify Forvis Mazars, LLP as auditor, and vote on a non-binding say-on-pay resolution.

• The board recommends voting FOR all proposals.

• Shareholder proposals and director nominations for the 2026 meeting must comply with SEC rules and company bylaws.

Board of directors and corporate governance

• Eight directors are nominated; one current director is not standing for re-election.

• The board is majority independent, with separate chair and CEO roles.

• Four standing committees: Audit, Compensation, Investment, and Nominating & Corporate Governance, all chaired by independent directors.

• Board and committees met frequently in 2024, with high attendance.

• Stock ownership guidelines and annual evaluations are in place.