AMERICAN INTERNATIONAL GROUP INC
For the period ended May 14, 2025. Filed Apr 2, 2025.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 14, 2025 · Filed Apr 2, 2025
Contents
Summary Compensation Table
2024 Summary Compensation Table
| Name and PrincipalPosition as of December 31, 2024 · Year · Salary($) · Bonus($) · StockAwards($)(1) · OptionAwards($)(1) · Non-EquityIncentive PlanCompensation($)(2) · All OtherCompensation($)(3) · Total($) | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Peter ZaffinoChairman & Chief Executive Officer | 2024 | 1,500,000 | — | 10,339,947 | 3,499,984 | 9,000,000 | 298,442 | 24,638,373 | ||||||
| 2023 | 1,500,000 | — | 10,359,302 | 3,499,989 | 9,000,000 | 258,645 | 24,617,936 | |||||||
| 2022 | 1,571,923 | — | 62,422,889 | 3,224,990 | 7,830,000 | 264,397 | 75,314,199 | |||||||
| Keith WalshExecutive Vice President &Chief Financial Officer | 2024 | 200,000 | — | 3,185,056 | — | 2,150,000 | 10,765 | 5,545,821 | ||||||
| Charles Fry(4)Executive Vice President, Capital Risk Optimization | 2024 | 1,023,848 | — | 2,026,456 | 512,712 | 3,000,000 | 67,061 | 6,630,077 | ||||||
| Jonathan Hancock(4) Executive Vice President & Chief Executive Officer, International Commercial and Global Personal Insurance | 2024 | 1,023,848 | — | 1,738,710 | 590,484 | 3,250,000 | 57,922 | 6,660,964 | ||||||
| Claude Wade(4)Executive Vice President & Chief Digital Officer and Global Head of Business Operations & Claims | 2024 | 1,000,000 | 1,224,000 | (5) | 1,104,208 | 374,988 | 3,500,000 | 87,301 | 7,290,497 | |||||
| 2023 | 1,000,000 | 1,793,000 | 1,103,095 | 374,994 | 3,350,000 | 86,772 | 7,707,861 | |||||||
| Former Executive Officer | ||||||||||||||
| Sabra R. Purtill(4) Former Executive Vice President &Chief Financial Officer | 2024 | 1,000,000 | — | 2,134,758 | 724,998 | 2,425,000 | 56,690 | 6,341,446 | ||||||
| 2023 | 975,000 | 125,000 | 3,063,217 | 599,990 | 2,850,000 | 45,367 | 7,658,574 | |||||||
(1) Stock and Option Awards. The amounts listed in these columns for 2024 represent the grant date fair values of: (i) all PSUs granted in 2024 based on target performance which was the probable outcome of the performance conditions at the grant date; (ii) all RSUs granted in 2024 and (iii) all stock options granted in 2024, determined in accordance with Financial Accounting Standards Board Accounting Standards Codification (FASB ASC) Topic 718, excluding the effect of estimated forfeitures. The amounts shown for the awards granted in 2024 were calculated using the assumptions described in Note 19 to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2024. Further information regarding all stock-based awards granted in 2024 can be found under “Compensation Discussion and Analysis—2024 Compensation Decisions and Outcomes—2024 Annual Long-Term Incentive Awards” and “Compensation Discussion and Analysis—2024 Compensation Decisions and Outcomes—2024 Special Awards.” The following table presents the grant date fair value of the 2024 PSUs at target and maximum levels of performance:
| Name | 2024 PSUs Target ($) | 2024 PSUs Maximum ($) |
|---|---|---|
| Peter Zaffino | 10,339,947 | 20,679,895 |
| Keith Walsh | N/A | N/A |
| Charles Fry | 1,009,782 | 2,019,564 |
| Jonathan Hancock | 1,162,943 | 2,325,884 |
| Claude Wade | 738,554 | 1,477,106 |
| Former Executive Officer | ||
| Sabra R. Purtill | 1,427,841 | 2,855,683 |
All awards represented in the “Stock Awards” and “Option Awards” columns are subject to clawback under the Company's clawback policies.
70 AIG 2025 PROXY STATEMENT
2024 Executive Compensation 2024 Summary Compensation Table
(2)Non-Equity Incentive Plan Compensation. The amounts in this column for 2024 represent the awards earned under the STI plan for 2024 performance as determined by the CMRC (and approved by the Board in the case of Mr. Zaffino) in the first quarter of 2025. See “Compensation Discussion and Analysis—2024 Compensation Decisions and Outcomes—2024 Short-Term Incentive Awards” for further information.
All awards represented in the “Non-Equity Incentive Plan Compensation” column are subject to the Company's clawback policies.
(3)(a)Perquisites. This column includes the aggregate incremental costs of perquisites and benefits. The following table details the aggregate incremental cost to the Company of perquisites received by each named executive in 2024.
Perquisites
| Name | Personal Useof CompanyPool Cars / Car Allowance($)(i) | Personal Useof Aircraft($)(ii) | Financial Planning / Tax Services($)(iii) | Other ($)(iv) | Total ($) |
|---|---|---|---|---|---|
| Peter Zaffino | 8,788 | 161,466 | 17,750 | 79,088 | 267,092 |
| Keith Walsh | 4,199 | — | 3,058 | — | 7,257 |
| Charles Fry | 16,432 | — | — | — | 16,432 |
| Jonathan Hancock | 16,432 | — | — | — | 16,432 |
| Claude Wade | 48,477 | — | 7,474 | — | 55,951 |
| Former Executive Officer | |||||
| Sabra R. Purtill | 3,086 | — | 15,500 | 6,754 | 25,340 |
(i)Amounts in this column include the incremental costs of driver compensation, fuel and maintenance attributable to use of Company pool cars for commuting purposes. Mr. Fry and Mr. Hancock's amounts represent their annual car allowance.
(ii)The CMRC requires personal use of corporate aircraft for Mr. Zaffino and has approved an allowance for Mr. Zaffino of up to $195,000 per calendar year. Amounts in this column include personal use by Mr. Zaffino and his spouse of corporate aircraft, calculated based on the aggregate incremental cost of the travel to the Company. For use of corporate aircraft, aggregate incremental cost is calculated based on the direct operating cost of the aircraft, including fuel, maintenance, airport fees and assessments, crew expenses and in-flight supplies and catering, as applicable. If an aircraft traveled empty before picking up or after dropping off Mr. Zaffino and in some cases his spouse in connection with personal travel, the cost associated with this “deadhead” segment would be included in the incremental cost attributable to overall travel. For use of corporate aircraft owned by a third-party vendor, aggregate incremental cost is calculated based on the cost-per-flight-hour charged by the vendor as well as costs of fuel, taxes, crew expenses and airport fees and assessments, as applicable. For further information, see “Compensation Discussion and Analysis—2024 Compensation Decisions and Outcomes—Indirect Elements of Compensation—Perquisites."
(iii)Amounts in this column reflect the value of financial planning services and tax preparation services made available to our named executives.
(iv)Amounts in this column reflect (1) for Mr. Zaffino, residential security ($75,093), expenses related to spousal travel ($2,100) and executive medical services ($1,895) and (2) for Ms. Purtill, annual executive medical ($6,754).
(b)Other Benefits. This column also includes matching and non-elective Company contributions under the 401(k) plan in the amount of $31,050 for Mr. Zaffino, Mr. Wade and Ms. Purtill and $3,462 for Mr. Walsh. Mr. Fry and Mr. Hancock's amounts include a $44,367 and $38,986 cash allowance, respectively, in lieu of pension in 2024.
All named executives are covered under the AIG Basic Group Life Insurance Plan. This column also includes life insurance premiums paid for the benefit of the named executives.
We maintain a policy of directors’ and officers’ liability insurance for the directors and officers. The premium for this policy for the policy year ended September 22, 2024 was approximately $9.4 million and for the policy year ending October 31, 2025 is approximately $9.2 million.
(4)Mr. Fry and Mr. Hancock were not named executive officers prior to 2024. Mr. Wade and Ms. Purtill were not named executive officers prior to 2023. Also, for Mr. Fry and Mr. Hancock, their salary, non-equity incentive plan compensation and all other compensation were converted to US dollars using the December 2024 monthly average FX rate of 1.26401.
(5)For Mr. Wade, this represents a buy-out of the equity foregone from his prior employer.
AIG 2025 PROXY STATEMENT 71
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.