Verisk Analytics, Inc.
For the period ended May 19, 2026. Filed Apr 3, 2026.
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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 19, 2026 · Filed Apr 3, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
Filed by the Registrant
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Filed by a Party other than the Registrant
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Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material under Section 240.14a-12 |
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Verisk Analytics, Inc.
(Name of Registrant as Specified in its Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required. |
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| ☐ | Fee paid previously with preliminary materials. |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 |
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Letter from our Independent Chair Dear Shareholders, I invite you to participate in Verisk’s 2026 Annual Meeting of Shareholders, which will take place virtually on Tuesday, May 19, 2026 at 8:30 a.m. ET. You can join the live audio webcast by visiting www.virtualshareholdermeeting.com/VRSK2026, where you will be able to listen to the meeting, submit questions and vote. Consistent Performance and Disciplined Value Creation In 2025, Verisk delivered another year of resilient financial performance, meeting its commitments and reinforcing the durability of its growth model. The company continued to execute with focus on its strategic priorities: driving compounding growth through deeper client engagement, expanding margins through operational discipline and a high recurring revenue model, and maintaining a balanced, shareholder focused capital allocation framework. Strategic C-suite level engagement with clients further strengthened Verisk’s position within the insurance ecosystem, supporting strong renewals and incremental growth opportunities. Verisk also advanced its innovation agenda, investing behind proprietary data assets, advanced analytics, and AI enabled capabilities across its platforms, while returning substantial capital to shareholders through dividends and share repurchases. As Verisk enters 2026, it remains uniquely positioned as a mission critical partner to the insurance industry, delivering trusted insights, scalable innovation, and disciplined financial outcomes for shareholders amid an increasingly complex risk environment. Strengthening Governance and Board Refreshment Upon the Board’s recommendation and shareholder approval, governance improvements were implemented to (1) eliminate supermajority voting standards and shift to simple majority voting standards, (2) limit certain liability of officers as permitted by Delaware law, and (3) enable shareholders as a group owning 25% of Company stock to call special meetings of shareholders. The Board and its Risk Committee continued to strengthen its oversight of the Company’s strategic approach to the risk and opportunities presented by the evolving AI landscape and emerging technologies. We express our deep gratitude to Kathleen Hogenson, who will be departing from the Board as of the 2026 Annual Meeting of Shareholders. Kathleen’s leadership and extensive global commercial, operational risk management and strategic expertise were instrumental in guiding Verisk over her ten years of service on the Board. As the Board continues to refresh itself to align with the key issues and opportunities facing both Verisk and the insurance industry, we are nominating Pradip K. Patiath, a seasoned global leader serving institutions in the insurance and fintech sectors, as a new independent director to stand for election at the 2026 Annual Meeting of Shareholders.
Your support is important Your vote is important. I encourage you to take a moment to vote on the items in this year’s Proxy Statement. Voting takes only a few minutes, and it will ensure that your shares are represented at the meeting. On behalf of the Verisk Board of Directors, thank you for your continued support. Sincerely, Bruce Hansen Independent Chair April 3, 2026
Notice of 2026 Annual Meeting of Shareholders
To Our Shareholders:
NOTICE IS HEREBY GIVEN that the 2026 Annual Meeting of Shareholders of Verisk Analytics, Inc. will be held on Tuesday, May 19, 2026, at 8:30 a.m. ET, in a virtual format as a live audio webcast that can be accessed at www.virtualshareholdermeeting.com/VRSK2026, to:
| Proposal · Board Recommendation · Page | |||
|---|---|---|---|
| 1 | Elect eleven (11) members of the Board of Directors to serve one-year terms; | FOR each nominee | 3 |
| 2 | Approve the compensation of the Company’s named executive officers on an advisory, non-binding basis (“Say-on-Pay”); | FOR | 56 |
| 3 | Ratify the appointment of Deloitte & Touche LLP as independent auditor for the year ending December 31, 2026; | FOR | 57 |
| 4 | To vote on a shareholder proposal, if properly presented at the meeting. | AGAINST | 60 |
| Transact such other business as may properly be brought before the meeting by or at the direction of our Board of Directors. | |||
Our Board of Directors recommends that you vote“FOR” the election of directors, the approval of the compensation of the Company’s named executive officers on an advisory, non-binding basis, and the ratification of the appointment of the auditor. Our Board of Directors recommends that you vote“AGAINST” the shareholder proposal, if properly presented at the meeting.
We are pleased to take advantage of the Securities and Exchange Commission (the “SEC”) rule allowing companies to furnish proxy materials via the Internet. We believe this notice and access process expedites shareholders’ receipt of proxy materials and lowers the costs of our annual meeting of shareholders. Accordingly, we have sent to most of our beneficial owners the Notice of Internet Availability of Proxy Materials containing instructions on how to access the attached Proxy Statement and our Annual Report on Form 10-K via the Internet and how to vote online. The Notice of Internet Availability of Proxy Materials also contains instructions on how you can receive a paper copy of the proxy materials. We are mailing paper copies of our 2026 Annual Meeting materials to our shareholders of record, and to eligible participants in the ISO 401(k) Savings and Employee Stock Ownership Plan (the “ESOP”).
The Notice of Internet Availability of Proxy Materials is being sent to certain of our shareholders beginning on or about April 3, 2026. The Proxy Statement is being made available to our shareholders and eligible ESOP participants beginning on or about April 3, 2026.
On behalf of the Board of Directors,
Thomas C. Wong Assistant General Counsel and Corporate Secretary
Meeting Information Date and Time May 19, 2026 8:30 a.m. ET Location www.virtualshareholdermeeting. com/VRSK2026 Record Date March 23, 2026 Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to be held on May 19, 2026. Our Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 are available at www.proxyvote.com. Upon written request to our Corporate Secretary, we will provide a copy of our Annual Report on Form 10-K without charge. Please mail any written request to the attention of Corporate Secretary, Verisk Analytics, Inc., 545 Washington Boulevard, Jersey City, NJ 07310-1686
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