UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-K

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

The aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was $6.12$6.63 billion as of the last business day of the fiscal quarter ended June 30, 20202023 based on the closing sale price of $103.29$125.72 per share for the common stock on such date as traded on the New York Stock Exchange.

The number of shares of the registrant’s common stock outstanding at February 16, 20219, 2024 was 57,903,055.51,977,634.

Assurant, Inc. was incorporated as a Delaware corporation in 2004.

We are a leading global provider of lifestylebusiness services company that supports, protects and housing solutions that support, protect and connectconnects major consumer purchases. We partnersupport the advancement of the connected world by partnering with the world’s leading brands to develop innovative products and servicessolutions and to deliver an enhanced customer experience. We operate in North America, Latin America, Europe and Asia Pacific through threetwo operating segments: Global Lifestyle Global Housing and Global Preneed.Housing. Through our Global Lifestyle segment, we provide mobile device solutions, and extended service productscontracts and related services for mobile devices, consumer electronics and appliances, (referred to as “Connected Living”); vehicle protection and related services (referred to as “Global Automotive”); and credit protection and other insurance products (referred to as “Connected Living”); and vehicle protection services, commercial equipment services and other related services (referred to as “Global Financial Services and Other”Automotive”). Through our Global Housing segment, we provide lender-placed homeowners, insurance, lender-placed manufactured housing and flood insurance, as well as voluntary manufactured housing, condominium and lender-placed floodhomeowners insurance (referred to as “Lender-placed Insurance”“Homeowners”); and renters insurance and relatedother products (referred to as “Multifamily Housing”); and voluntary manufactured housing insurance, voluntary homeowners insurance and other specialty products (referred to as “Specialty“Renters and Other”). Through our Global Preneed segment, we provide pre-funded funeral insurance, final need insurance and related services. In October 2020, we announced we are exploring strategic alternatives for Global Preneed, including the possible sale of the business, to focus on opportunities within the broader Global Lifestyle and Global Housing portfolio, as discussed below. We have since then made progress toward the possible sale of the business; however, there can be no assurance we will complete a sale.

Our financial strength and capabilities across our businesses create competitive advantages that we believe allow us to support our clients, deliver a superior experience for their customers and drive sustainable profitable growth over the long term.

Our vision is to be the premier providerleading global business services company supporting the advancement of lifestyle and housing solutions globally to support the increasingly connected lifestyle of consumers. To achieve thisworld. As we focus on executing our vision, we believe we are positioned ourselves for continued long-term profitable growth by:

We achieved significant profitable growth in 2023, maintained a strong capital position and generated significant momentum throughout our talent, with abusinesses. Our results reflect our focus on diversity, equityfurther strengthening our business portfolio and inclusion.driving operational excellence, including implementing digital-first initiatives across our operations, while accelerating innovation and investing in our businesses. Through active portfolio management, we exited businesses that are not core to our long-term strategy. We continued to expand partnerships with key clients and win new clients, deliver new and innovative solutions and execute on our commitment to being a socially responsible company for our stakeholders. We advanced our goals to reduce our environmental impact, and we remained focused on engaging and developing our diverse talent pool.

In November 2023, we realigned our workforceexecutive team to work-from-home in the beginning of the pandemic, we have approved a limited return to office within certain Asian and European locations, as well as limited essential business travel. For those employees who need to work in our offices or global facilities, we’ve maintained safety and hygiene protocols, such as social distancing, mandatory use of personal protective equipment and regular cleaning and disinfecting of our locations. To support our employees, we have implemented additional floating holidays,global growth strategy by appointing Keith Meier as Chief Financial Officer and Francesca Luthi as Chief Operating Officer. The appointments represented our ability to deploy our deep bench of talent and evolve from a one-time COVID-19 relief payment for eligible work-from-home employees and incentive bonuses for eligible on-site employees, as well as increased wellbeing and mental health support services. We offered financial support through a special COVID-19 Emergency Relief Program to eligible employees who experienced severe financial hardship caused by the pandemic. We also have been active in maintaining our support within our local communities through charitable contributions.

Throughout the year, we also undertookhave maintained a strong balance sheet, generated $772.6 million in dividends or returns of capital initiatives to drive shareholder value. In 2020, wefrom our subsidiaries (net of infusions of liquid assets and excluding amounts used for acquisitions or received from dispositions) and returned $454.4$352.3 million to shareholders through share repurchases and common stock dividends. We alsoIn February 2023, we issued $250.0$175.0 million of 5.25% subordinated6.10% senior notes due 20612026 and used the net proceeds, together with cash on hand, to financeredeem a portion of the acquisition$225.0 million outstanding aggregate principal amount of HYLA.our 4.20% senior notes due 2023.

The composition of our reportable segments matchesaligns with how we view and manage our business. For additional information on our segments, see “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations – Results of Operations” and Note 6 to the Consolidated Financial Statements included elsewhere in this Report.

Global Lifestyle

    In May 2020,Within Connected Living, our global financial services business maintains a suite of protection and assurance products that deliver a combination of features and benefits for varying customer segment needs. With major financial services clients, we sold our minority interestsprovide value-added financial services in Iké, which primarily provided roadside assistance, home assistancethe U.S. and internationally, ranging from credit insurance to inclusive credit card benefits, packaged bank account benefits and travel mobile and other protection products and services.coverages.

Global Lifestyle operates globally, with approximately 79%83% of its revenue from North America (the U.S. and Canada), 8%7% from Latin America (Brazil, Argentina, Puerto Rico, Mexico, Chile, Colombia and Peru), 8%6% from Europe (the United Kingdom (the “U.K.”), France, Italy, Spain, Germany and the Netherlands) and 6%4% from Asia Pacific (South(Japan, Australia, New Zealand, South Korea, China, Japan, Australia, India, Singapore and New Zealand)China (including Hong Kong) for the year ended December 31, 2020.2023. In fourth quarter 2023, we made the decision to fully exit our operations in mainland China (other than Hong Kong). Global Lifestyle focuses on establishing strong, long-term relationships with clients that are leaders in their markets, including leading distributors of our products and services. In Connected Living, we partner with mobile network operators,service providers (including carriers, retailers, MSOs, OEMs and cable operators) and financial and other institutions to market our mobile device solutions, and with some of the largest OEMs, consumer electronics retailers, appliance retailers (including e-commerce retailers) and MSOscable operators to market our ESC productsextended service contracts and related services.services, and with financial institutions, insurers and retailers to market our credit and other insurance products. Most of our distribution agreements are exclusive. In Global Automotive, we partner with auto dealers and agents, third-party administrators, manufacturers, equipment retailers and manufacturerslarge banks and financing companies to market our vehicle protection, commercial equipment-related products and other related services. In

Consumer needs relating to mobile devices are continuing to expand in scope, particularly demand for certified pre-owned devices. We believe there are growth opportunities in bundled protection products, which support customers as they take full advantage of pre-funded funeral insurancethe features and the numberfunctions of preneed counselors or enrollers marketing thetheir mobile devices through their daily interaction with a connected world. Expanded capabilities like repair and logistics, technical support for customers and enhanced customer experience through digital solutions allow us to create product and expansionservice offerings that customers find compelling. We believe there are additional growth opportunities in salesexpanding protection to other devices and marketing capabilities. In addition,technologies within the home.

Our business is subject to fluctuations in mobile device trade-in and upgrade volumes based on the release of new devices and carrier promotional programs, as alternative distribution channels are identified, suchwell as targeting affinity groups and employers,customer preferences. As a general trend, we believe growth in this market could accelerate. We believe that the preneed marketaverage smartphone replacement cycle is characterized by an aging population combined with low penetration of the over-65 market.

In the vehicle sales markets, U.S. new vehicle sales have shown modest improvements as increased vehicle availability and pent-up demand are driving sales. OEMs with sufficient inventory are starting to increase their local market share. In theincentives, which should help mitigate headwinds from higher interest rates which have had an adverse impact on attachment rates for our core products. However, we expect U.S., we also intend new vehicle sales to direct funerals to SCI’s funeral locations and reduce SCI’s cost to sell and manage its preneed operation through itsincrease modestly, thereby providing more opportunities for product sales counselors and third-party sellers. We integrate our processes with SCI’s insurance production to support SCI’sas an

Consumers are becoming increasingly connected across their mobile devices, vehicles and homes, which is creating a global market for smart home devices and related services. As we continue into the “Connected Decade”, we believe it will create long-term opportunities for Assurant as consumers’ lifestyles will increasingly intertwine with their connected ecosystems, which we call the connected world. Due to our capabilities, including device protection, premium technology support, service delivery and financing, as well as technology components such as dynamic fulfillment, which integrates a dynamic mobile claims management process with risk and fraud mitigation, we are well positioned to support customers as the smart home market continues to grow.

We earn premiums on our insurance and extended service contracts and fees for our other services. For a portion of its preneedour contracts, we share in the underwriting risk with our clients through reinsurance or profit-sharing agreements. We believe that these arrangements better align our clients’ interests with ours and help us to better manage risk exposure. For additional risks relating to our Global Lifestyle segment, please see “Item 1A – Risk Factors.”

We experience seasonal fluctuations that impact demand in each of our lines of business. For example, seasonality for extended service contracts and VSCs aligns with the seasonality of the retail and automobile markets. In addition, our mobile results may fluctuate quarter to quarter due to the actual and anticipated timing and availability of the release of new devices and carrier promotional programs.

Global Housing establishes long-term relationships with leading mortgage lenders and servicers, manufactured housing lenders, property managers, and financial, insurance and other institutions. Lender-placed insurance products are distributed primarily through mortgage lenders, mortgage servicers and financial and other institutions. The majority of our lender-placed agreements are exclusive. Typically, these agreements have terms of three to five years and allow us to integrate our systems with those of our clients. Renters products are distributed primarily through property management companies and affinity marketing partners. We offer our voluntary insurance programs primarily through manufactured housing lenders and retailers, along with independent specialty agents. Independent specialty agents also expanding our complementary non-insurancedistribute flood products and services,other property products.

In the lender-placed market, placement rates have increased in certain areas due to reduced availability of voluntary homeowners’ insurance. We continue to monitor the state of the overall housing market and the potential impact of loan modifications, forbearances and foreclosure delays, including the impact to REO volumes. Should the housing market deteriorate for a prolonged period, we could experience a longer-term increase in our executor assist product that helps executors manageplacement rates over time. In addition to the overall market, our lender-placed results are also impacted by inflation and the costs of paying claims, and the mix of loans we service.

The U.S. renters insurance market is a deceased’s accounts.growing market with new building development, high occupancy and favorable relocation trends. We believe there is opportunity to increase our market share and attachment rates with new and existing clients through our investments in digital platforms designed to deliver superior, digital-first customer experience and our expanded offerings to provide end-to-end solutions.

Because several of our business lines (such as homeowners, manufactured housing and other property policies) are exposed to catastrophe risks, we purchase reinsurance coverage to reduce our financial exposure, protect capital, and mitigate earnings and cash flow volatility. Our reinsurance program generally writes whole life insurance policiesincorporates a provision to allow for the reinstatement of coverage, which provides protection against the risk of multiple catastrophes in a single year.

For 2023, our property catastrophe reinsurance program included U.S. per-occurrence catastrophe coverage providing $1.28 billion of protection in excess of a $125.0 million retention in the main reinsurance program for a first event, which decreases to $100.0 million for a second and third event. All layers of the program allow for one automatic reinstatement. When combined with increasing death benefitsthe Florida Hurricane Catastrophe Fund, the U.S. program was covered for gross Florida losses of up to approximately $1.58 billion. The 2023 catastrophe reinsurance program also included Caribbean catastrophe coverage providing up to $55.0 million, in excess of a $5.0 million retention.

We experience seasonal fluctuation in several of our lines of business, which are exposed to the difference between the death benefit growth rates on pre-funded funeral insurance policiesrisk of catastrophe and the investment returns generated on the assets we hold related to those policies. To manage these spreads, we monitor the movement in new money yields and evaluate our actual net new achievable yields monthly. This information is used to evaluate rates to be credited on applicable new and in force pre-funded funeral insurance policies and annuities. In addition, we review asset benchmarks and perform asset/liability matching studies to maximize yield and reduce risk.

TheA cornerstone of Assurant is the employees who bring our purpose, values and commitments to life each day for the millions of customers we serve worldwide. We believe in fostering a diverse, equitable and inclusive culture to drive sustained profitable growth andthrough innovation. We regularly evaluate our policies, practices and policiesprograms to ensure we continue to attract, develop and retain the best talent to support our strategy. This includes ongoing investments in competitive total rewards and wellbeing offerings, and providing programs for learning, development and learning and development opportunities,engagement, while prioritizingcontinuously enhancing the safetyexperience of our employees who are critical to our long-term success.

As of December 31, 2020,2023, Assurant had approximately 14,100 employees, including approximately 13,600 full-time employees in 21 countries. While 82% of thecountries representing 68 nationalities. Our diverse workforce was in North America, our presence continues to grow in Europe, Latin America and Asia Pacific. Our employees spanspans a wide range of roles and possessskills to further our vision of supporting the advancement of the connected world. While 77% of our employee base was located in North America, we continued to expand our presence in key international markets across Europe, Latin America and Asia Pacific to support our increasingly global client portfolio. As of December 31, 2023, approximately 63% of our employees were frontline workers, predominantly in hourly roles such as customer care, claims administration, mobile repair and logistics. The remaining 37% were in managerial roles, predominantly salaried employees engaged in an array of skills, including both insurancebusiness and business services,support functions. As of December 31, 2023, 60% of our global workforce identified as female. In the U.S., our largest market, women accounted for 62% of employees while other underrepresented minority groups accounted for 54% of our domestic workforce. We continue to promote a more diverse and inclusive workforce across all levels of the Company in support of our strategy to enable the increasingly connected lifestyles of consumers. This is reflected in our workforce mix with 51% hourly and 49% salaried employees, as well as our global turnover rate. Including all hourly employees in our service and logistics centers, where annual turnover rates are much higher in the market,business strategy.

For full-year 2023, our global turnover rate was 16%; for salaried18%, reflecting our blended workforce of frontline and managerial roles; turnover for managerial and salaried roles our globalwas 7%, and turnover for frontline employees was 24%, which is typically higher given the nature of the roles. The turnover rate was 9%. for both managerial and frontline employees improved by 3 and 8 percentage points, respectively, year-over-year. Overall, this is attributed to ongoing actions to identify and remediate talent risks and enhance the employee experience as well as signs of stabilization in select labor markets.

The Board, of Directors (the “Board”), through the NominatingCompensation and Corporate GovernanceTalent Committee, and Compensation Committee, overseeoversees the significant human capital management programs of Assurant, which are led by Assurant’s Chief Executive Officer (“CEO”), its Chief Operating Officer and Chief AdministrativePeople Officer.

At Assurant, we believe diversity, equity and inclusion (“DE&I”) fosters innovation and creates growth opportunities by strengthening employee engagement for the benefit of all of our stakeholders. We believe diverse teams and inclusive cultures perform better by improving our ability to respond to the changing global marketplace and social landscape.

We are committed to gender, racial and ethnic diversity at all levels of the Company. As of December 31, 2020,2023, those identifying as women comprised 63%60% of our global workforce, 35%43% at the managerial levels, 33%11% at the Assurant Management Committee level and 25%31% of our Board; and 52%54% of our globalU.S. workforce, 37%45% at the managerial levels, no current representation22% at the Assurant Management Committee level and 25%31% of our Board identified as racially or ethnically diverse. Four of the Company’s diverse directors held Board Chair and committee chair roles.

Assurant is committed to pay equity. Our compensation practices and programs consider a variety of factors designed to set fair and equitable compensation levels. We take a holistic approach to evaluating and aligning roles with compensation levels based on job responsibilities, market competitiveness, geographical location, strategic importance of roles and other relevant factors. We periodically evaluate our compensation practices and for the last several years have engaged in 2020, we launched a multi-step process to ensure that we are compensating equitably across employees performing similar job responsibilities. Results from our last review completed in 2023, which examined base pay for U.S.-, U.K.-, Argentina- and Canada-based employees, confirmed that we are fairly administering pay and see no evidence of systemic and material pay equity issues across demographic groups for substantially similar roles. In addition, we evaluated short-term incentive pay percentage ranges for the U.S. population enrolled in the short-term incentive plan and determined that those are fair and equitable. We expect to continue to assess compensation practices annually and remain committed to remediate any significant pay disparities we may discover. We also have identified other priorities, including ensuringcontinue to monitor and adjust market wages as necessary to ensure we haveprovide competitive wages, consistent with our ongoing compensation practices.

We remain committed to investing in our people through competitive rewards and development opportunities. We continued to reward high performers and invest in merit increases, allocating more funding to front-line employees in recognition of the disproportionate impact of the current challenging economic environment. We have advanced our commitment to pay transparency, particularly in North America, by providing employees with base salary ranges for our hourly employees.their role and grade beginning in 2023.

We are committed to the health and safety of our employees as we believe the success of our business is directly connected to their wellbeing. In addition to providing robust compensation and benefits programs and opportunities to invest in their financial future, we also offer employees and their families access to a variety of health and wellness programs. Our Total Rewards programs help to provide protection and security concerningrelated to events that may require time away from work or that impact their financial wellbeing, such as paid time off, family leave, family care resources and flexible work schedules. Our Global Employee Assistance Plan provides additional support to help employees and their families access critical resources for their wellbeing, including financial, social, physical and mental health.

We gatherhave adapted our learning and development programs and delivery modes to meet the voicevarying needs of our business and our predominantly virtual workforce. We provide a broad array of training on topics such as managing virtual and hybrid teams, mental health awareness and building resilience, managerial skills, and diversity and inclusion. In 2023, we also enhanced our internal career site to support employees in discovering new job opportunities as partthey become available.

An important element of regular surveysour talent strategy is succession planning and building diverse leadership pipelines for our most critical roles across the organization.

We assess the performance and potential of current incumbents, identify and assess potential successors, and create targeted development plans to strengthen the preparedness and diversity of our talent pipeline. Annually, we conduct a comprehensive talent review to discuss potential successors of our Management Committee and other key leadership roles, as well as a broader group of top talent as we look to ensure better visibility into our strengths and opportunities for prioritized roles. In 2023, we engaged an external partner to assess skills and strength of the overall succession pool. The Board and the Compensation & Talent Committee annually review the CEO succession plan and succession plans for senior executives, which includes emergency successors for each role, with the last one completedgoal to ensure we have the right leadership in 2019. Our overall employee engagement score was 81% favorable, highlighting that employees are generally engaged and aligned withplace to execute the Company’s priorities. In 2020, the Company began working with a third-party to rollout an enterprise listening program designed to offer opportunities for anonymous, real-time feedback between managers and employees and allow for predictive data analysis capabilities so that the enterprise can proactively address needs.long-term strategic plans.

Rating agencies also use an “outlook statement” of “positive,” “stable,” “negative” or “developing” to indicate a medium- or long-term trend in credit fundamentals which, if continued, may lead to a rating change. A rating may have a stable outlook to indicate that the rating is not expected to change; however, a stable outlook does not preclude a rating agency from changing a rating at any time, without notice.

Most of our domestic and significant international operating insurance subsidiaries are rated by A.M. Best Company (“A.M. Best”). In addition, fourthree of our domestic operating insurance subsidiaries are rated by Moody’s Investors Service, Inc. (“Moody’s”) and five are rated by S&P Global Ratings, a division of S&P Global Inc. (“S&P”). The ratings issued on our operating insurance subsidiaries by these agencies are announced publicly and are available from the agencies.

The following table summarizes the financial strength ratings and outlooks of our domestic and significant international operating insurance subsidiaries as of December 31, 2020:2023:

We are subject to extensive federal, state and international regulation and supervision in the jurisdictions in which we do business. Regulations vary from jurisdiction to jurisdiction.

Holding Company Insurance Regulations

U.S. Insurance Regulation

We are subject to the insurance holding company laws in the states and territories where our insurance companies are domiciled. These laws generally require insurance companies within the insurance holding company system to register with the insurance departments of their respective states and territories of domicile and furnish reports to such insurance departments regarding capital structure, ownership, financial condition, risk management, corporate governance, general business operations and intercompany transactions. These laws also require that transactions between affiliated companies be fair and equitable. In addition, certain intercompany transactions, changes of control, certain dividend payments and certain transfers of assets between the companies within the holding company system are subject to prior notice to, or approval by, regulatory authorities in such states and territories.

We are licensed to sell insurance through our insurance subsidiaries in all 50 states, Puerto Rico and the District of Columbia. Like all U.S. insurance companies, our insurance subsidiaries are subject to regulation and supervision in the jurisdictions where they do business. In general, these regulations are designed to protect the interests of policyholders, and not necessarily the interests of shareholders and other investors. To that end, the laws of the various jurisdictions establish insurance departments with broad powers with respect to such things as:

In addition, in December 2020, the NAIC adopted a group capital calculation tool using an RBC aggregation methodology for all entities within the insurance holding company system, including non-U.S. entities. The goal is to provide U.S. regulators with a method to aggregate the available capital and the minimum capital of each entity in a group in a way that applies to all groups

Federal Regulation

In the new Dutch entities. Post-transition period changes topast few years, the E.U. and U.K. legal, trade and regulatory frameworks could increase our compliance costs and subject us to operational challenges in the region.

As a company with publicly-traded securities, we are subject to certain legal and regulatory requirements applicable generally to public companies, including the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and the New York Stock Exchange (the “NYSE”) relating to public reporting and disclosure, accounting and financial reporting, corporate governance and other matters. One of our subsidiaries is a broker-dealer that is registered with the SEC and with the state securities commissions in all 50 states, and is a member of the Financial Industry Regulatory Authority. Additionally, we and our subsidiaries are subject to the corporate governance laws of our respective jurisdictions of incorporation or formation.

Anti-Corruption Regulation

We are subject to certain U.S. and foreign laws applicable to businesses generally, including anti-corruption laws. The Foreign Corrupt Practices Act of 1977 (the “FCPA”) regulates U.S. companies in their dealings with foreign officials and prohibits bribes and similar practices. In addition, the U.K. Anti-Bribery Act has wide applicability to certain activities that affect U.K. companies, their commercial activities in the U.K., and potentially that of their affiliates located outside of the U.K.

Cybersecurity, and Privacy Regulation and Artificial Intelligence

We are subject to a variety of laws and regulations in the U.S. and abroad regarding privacy, data protection and data security. These laws and regulations are continuously evolving and developing. For example, the E.U. General Data Protection Regulation (“GDPR”), which became effective in May 2018, greatly increased the jurisdictional reach of the European Commission’s laws and added a broad array of requirements for handling personal data, such as the public disclosure of significant data breaches, privacy impact assessments, data portability and the appointment of data protection officers. GDPR’s goal is to impose increased individual rights and protections for all personal data located in or originating from the E.U. GDPR is extraterritorial in that it applies to all business in the E.U. and any business outside the E.U. that processes E.U. personal data of individuals in the E.U. There are significant fines associated with non-compliance with GDPR. Since the enactment of GDPR, other countries where we conduct business have or are in the process of enacting stricter data protections laws that model GDPR, including Brazil, China, Japan and Japan.India.

At the state level, the NAIC Insurance Data Security Model Law is beinghas been enacted in a number ofmultiple states, imposing an array of detailed security measures, reporting and attestation requirements on insurance companies and requiring annual attestation of our security program. In 2020, California passed a secondcompanies. With respect to privacy rights, multiple states in the U.S. have enacted comprehensive privacy lawlaws that further increases California residents’increase privacy rights in a manner similar to GDPRthe GDPR. The accelerated rate of adoption of privacy legislation by states poses challenges for businesses as implementation and establishedcompliance may necessitate modifications to businesses processes, technological infrastructure, security measures and customer-facing websites.

Cybersecurity risks and incidents remain a focus for regulators. In July 2023, the California Protection Privacy Agency to regulateSEC adopted new rules for public companies requiring disclosure of material cybersecurity incidents and enforce the new privacy law. In addition,periodic disclosures regarding cybersecurity risk management, strategy and governance. Furthermore, in November 2023, the New York State Department of Financial Services (“NYDFS”(the “NYDFS”) finalized amendments to its cybersecurity rule applicable to financial institutions licensed by the NYDFS.

We are monitoring increased regulatory activity related to artificial intelligence, including machine learning tools. For example, the NAIC has adopted guiding principles on artificial intelligence to inform and articulate general expectations for businesses, professionals and stakeholders across the insurance industry as they implement artificial intelligence tools to facilitate operations. While not effective until adopted by a specific state, we expect these guidelines to be adopted by at least some states. In addition, in October 2023, the Biden administration issued cybersecurity regulations that impose an array of detailed security measures on covered entities. The regulation specifically provides for: (i) controls relatingExecutive Order to, the governance framework for a cybersecurity program; (ii) risk-based minimumamong other things, establish extensive new standards for technology systems for data protection; (iii) minimum standards for cyber breach responses, including noticeartificial intelligence safety and security. Internationally, in December 2023, the European Commission, the European Parliament and the European Council reached political agreement on the terms of the European Union Artificial Intelligence Act, which aims to NYDFSregulate the use of material events; and (iv) identification and documentation of material deficiencies, remediation plans and annual certifications of regulatory compliance toartificial intelligence in the NYDFS.European Union.

Because we own and operate real property, we are subject to federal, state and local environmental laws. Potential environmental liabilities and costs in connection with any required remediation of such properties is an inherent risk in property ownership and operation. Additionally, under the laws of several states, contamination of a property may give rise to a lien on the property to secure recovery of the costs of the cleanup, which could have priority over the lien of an existing mortgage against the property. To the extent we hold a mortgage loan on any property subject to such a lien, our ability to foreclose on that property should the related loan be in default would be impaired. Further, under certain circumstances, we may be liable for the costs of addressing releases or threatened releases of hazardous substances at properties securing mortgage loans held by us.

Other Regulation

As we continue to grow and evolve our business mix to cover other non-insurance basednon-insurance-based products and services, we have and will continue to become subject to other legal and regulatory requirements, including regulations of the CFPB and other federal, state and municipal regulatory bodies, as well as additional regulatory bodies in non-U.S. jurisdictions. Examples include U.S. and local customs and trade regulations for the movement of mobile devices across geographic borders; health, safety, labor and environmental regulations, including those impacting our mobile supply chain operations; U.S. and international laws and regulations broadly relating to the performance, transparency and reporting of environmental, social and governance matters, including the SEC’s proposed rules to enhance climate-related disclosures; U.S. and international laws and regulations relating to the use of artificial intelligence; and antitrust and competition-related laws and regulations that may impact future transactions or business practices.

We employ a risk governance structure, overseen by our Board and senior management and our Board and coordinatedled by the Global Risk Management function, to provide a common framework for evaluating the risks embedded in and across our businesses and functional areas, developing risk appetites, managing these risks, and identifying current and future risk challenges and opportunities.

Board of Directors and Committee Oversight

Management Oversight

Risk Management coordinates our risk management activities and is headed by our Global Head of Risk, who reports to the Chief Strategy and Risk Officer. Risk Management develops risk assessment and risk management policies, and facilitates the identification management, measurementand assessment, monitoring and reporting, and mitigation of risks.

Certain factors may have a material adverse effect on our business, financial condition, results of operations and cash flows. You should carefully consider them, along with the other information presented in this Report. It is not possible to predict or identify all such factors. Additional risks and uncertainties that are not yet identified or that we currently believe to be immaterial may also materially harm our business, financial condition, results of operations and cash flows.

The following is a summary of the principalmaterial risks that could adversely affect our business, financial condition, results of operations and cash flows.

Business, Strategic and Operational Risks

Macroeconomic, Political and Global Market Risks

Financial Risks

Technology, Cybersecurity and Privacy Risks

Legal and Regulatory Risks

General Risk Factors

Our common stock may be subject to stock price and trading volume volatility.

Our common stock price and trading volume has from time to time and could in the future materially fluctuate or decrease in response to a number of events and factors, including: quarterly variations in our quarterly operating results;results, including against expectations; client or business losses; catastrophe and non-catastrophe losses; the operating and stock price performance of comparable companies; changes in our insurance subsidiaries’ financial strength ratings; changes in our corporate debt ratings; changes to our registered securities; limitations on premium levels or the ability to maintain or raise premiums on existing policies; regulatory developments;developments affecting our products or services; and negative publicity relating to us or our competitors. In addition, broad marketmacroeconomic, geopolitical conflicts and industry fluctuations, including those as a result of the COVID-19 pandemic,current inflationary environment, may materially and adversely affect the trading price or volume of our common stock, regardless of our actual operating performance.

Employee misconduct could harm us by subjecting us to significant legal liability, regulatory scrutiny and reputational harm.

Our ability to attract, recruit, hire, motivate, develop and retain employees and clients depends upon our corporate culture. Our employees are the cornerstone of our culture and acts of misconduct by any employee, and particularly by senior management, could erode trust and confidence and damage our reputation. Our employees could engage or be accused of engaging in misconduct that subjects us to litigation, regulatory sanctions, financial costs and serious harm to our reputation or financial position. Employee misconduct could also prompt regulators to allege or determine, on the basis of such misconduct, that we have not established an adequate program to inform employees of applicable rules or to detect and deter violations of such rules. It is not always possible to deter employee misconduct and the precautions we take to detect and prevent misconduct may not be effective. Misconduct by employees, or even unsubstantiated allegations, could have a material adverse effect on our financial position, reputation and business.

For a description of any material pending legal proceedings in which we are involved, see “Commitments and Contingencies – Legal and Regulatory Matters” in Note 27 to the Consolidated Financial Statements included elsewhere in this Report, which is hereby incorporated by reference.

Payments of dividends on shares of common stock aremay be subject to the preferential rights of the MCPS and otherany preferred stock that the Board may create from time to time. As of December 31, 2020, we had 2,875,000 shares of the MCPS issued and outstanding. Pursuant to its terms, the MCPS will convert into shares of common stock on March 15, 2021.

See Item 12 of this Report for information about securities authorized for issuance under our equity compensation plans.