Lemonade Inc

Current report

(a) On October 28, 2024, Mwashuma Nyatta tendered his resignation as a director of Lemonade, Inc. (the “Company”), effective October 31, 2024. Mr. Nyatta serves as a Class I director, member of the Audit Committee and member of the Compensation Committee. Mr. Nyatta’s resignation was not the result of any disagreement with the Company on any matter related to the Company’s operations, policies or practices.

Current report

On October 28, 2024, the Board, upon the recommendation of its Nominating and Corporate Governance Committee, appointed Maria Angelidis-Smith to the Board effective October 31, 2024. Ms. Angelidis-Smith will serve as a Class I director for a term expiring at the Company’s annual meeting of stockholders to be held in 2027, until her successor is duly elected and qualified or her earlier death, disqualification, resignation or removal. She was also appointed to serve on the Audit Committee and the Compensation Committee, in each case to replace Mr. Nyatta, effective October 31, 2024.

Current report

Ms. Angelidis-Smith is eligible to participate in the Company’s Non-Employee Director Compensation Policy, which provides for: (i) an annual cash retainer of $30,000 for serving on the Board, earned on a quarterly basis; (ii) an annual cash retainer of $5,000 for serving as a member of the Compensation Committee and an annual cash retainer of $7,500 for serving as a member of the Audit Committee, each earned on a quarterly basis; (iii) an initial equity-based award of restricted stock units (the “Initial Award”) in an amount equal to $175,000 that vests in equal annual installments over three years following the grant date, subject to Ms. Angelidis-Smith’s continued service on the Board through each such vesting date; and (iv) following each annual meeting of the Company’s stockholders, an annual equity-based award of restricted stock units in an amount of $150,000 that vests on the first anniversary of the date of grant, subject to Ms. Angelidis-Smith’s continued service on the Board through such vesting date.

Current report

Ms. Angelidis-Smith has entered into the Company’s standard indemnification agreement for directors and officers.

Current report

There is no arrangement or understanding pursuant to which Ms. Angelidis-Smith was appointed to the Board. There are no family relationships between Ms. Angelidis-Smith and any director or executive officer of the Company as defined in Item 401(d) of Regulation S-K, and Ms. Angelidis-Smith has no direct or indirect material interest in any transaction or proposed transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Previous report

(a) As of July 26, 2024, the Company, together with certain of its wholly-owned subsidiaries, finalized the renewal of its Reinsurance Program, effective on July 1, 2024, and expiring on June 30, 2025. The Reinsurance Program includes Whole Account Quota Share Reinsurance Contracts by and among the Company, LIC, MIC and LINV, and each of Hannover Ruck SE, MAPFRE Re, and Swiss Reinsurance America Corporation. The contracts underlying the Reinsurance Program as well as the PPR Contract were renewed on substantially similar terms as the previous program and contain standard customary representations, warranties and covenants, and will continue to be in effect unless terminated by any party pursuant to its terms.

Previous report

Under the Reinsurance Program, which spans all products and geographies, the Company transfers, or "cedes," a share of premium to the Reinsurers. In exchange, these Reinsurers pay the Company a ceding commission on all premiums ceded to the Reinsurers, in addition to funding the corresponding claims, subject to certain limitations, including but not limited to, the exclusion of hurricane losses, and a limit of $10,000,000 per occurrence for non-hurricane catastrophe losses. The overall share of proportional reinsurance under the Reinsurance Program is approximately 55% of premium. The Per Risk Cap across the contracts is $750,000. Additionally, the contracts are subject to loss ratio caps and variable commission levels, which align the Company's interests with those of its Reinsurers.

Previous report

In addition, LIC and MIC renewed the PPR Contract with a panel of reinsurers, under which claims in excess of $750,000 are 100% ceded up to a maximum recovery of $2,250,000, subject to certain limitations.

Previous report

The foregoing description of the contracts underlying the Reinsurance Program and the PPR Contract does not purport to be complete and is qualified in its entirety by reference to the full text of those contracts, a copy of each is filed as Exhibit 10.2, Exhibit 10.3, Exhibit 10.4 and Exhibit 10.5 to this Quarterly Report on Form 10-Q and incorporated herein by reference.