April 6, 2023March 27, 2024

To Our Fellow Stockholders:

Our purpose is to create financially independent families. We remain committed to serving middle-income households throughout the United States and Canada and have created a culture that aligns the needs of our stockholders, clients, the independent sales force and our employees. During 2022,2023, our Board of Directors continued to guide and oversee management in the creation of long-term stockholder value through effective and sustainable business strategies, performance-aligned compensation programs, a commitment to corporate ethics, valuing human capital and strong governance practices. This letterWe strongly encourage you to review the entire accompanying Proxy Statement, which provides an overview of the priorities of our Board and senior management, and we strongly encourage you to review the entire accompanying Proxy Statement.

Corporate Strategy

We recognize that our Board’s engagement with management in setting the strategic direction of our Company is essential to our ability to create long-term value for our stockholders. Our Board continues to be actively engaged in discussions about Primerica’s strategy and its execution. Through presentations and discussion at regular Board meetings and written senior management updates between meetings, our Board oversees Company strategy as well as events that bear upon those planned initiatives. The Company acquired 80% of e-TeleQuote Insurance, Inc. and its subsidiaries, a Florida-based senior health insurance distributor of Medicare-related insurance products in all 50 states and Puerto Rico, in July 2021 and acquired the remaining 20%, at no additional cost, in July 2022. This acquisition supports our strategic pillar to broaden and strengthen our protection product portfolio, and we expect it to enhance our ability to serve the financial needs of middle-income families and to enhance stockholder value over the long term.management.

Continued Alignment of Compensation and Performance

Our compensation philosophy includes a strong commitment to provide compensation programs that link executive pay to Company performance. The Compensation Committee of our Board reviews our executive compensation program with independent experts as part of its ongoing effort to appropriately align compensation with performance. As part of this effort, the Compensation Committee is focused on ensuring that our key executives are incentivized to execute on the strategic priorities of our Company. Please read a message from the Compensation Committee beginning on page 4345 of the accompanying Proxy Statement.

representatives creates a cycle that enhances our impact on underrepresented markets. The products we provide – primarily term life insurance and a range of investment and savings products – help meet critical needs and put families on the path toward financial security. When families are empowered to make informed financial decisions, their households and the communities around them are positively impacted. For more information on the social impact of our business, see our 20222023 Corporate Sustainability Report, which can be found in the GovernanceSustainability section of our investor relations website at https://investors.primerica.com.

Cultivating a Strong Corporate Culture

Integrity and accountability are at the foundation of our culture, which contributes to Primerica’s long-term success. Senior management defines and shapes Primerica’s corporate culture and sets the expectations and tone for a work environment founded on integrity and a commitment to doing the right thing. As such, the Company is dedicated to promoting equality and an inclusive workplace that offersfeatures open lines of communication and attracts and develops talented employees, with a focus on increasing diversity at the senior levels of our organization. Our Board shares this commitment and provides valuable oversight for the Company’s overall culture. Further, our Board collaborates with management to establish and communicate an ethical tone at the top, which guides employee and sales force conduct and helps protect Primerica’s reputation.

Valuing Human Capital

Our people are essential to our ability to deliver forvalue to our stockholders. Primerica took steps to ensure the health and safety of our employees during the height of the COVID-19 pandemic. While we moved the vast majority of employees to remote work in 2020, we brought most of our employees back into our office facilities on a hybrid schedule in 2022.

Leading Corporate Governance Practices

We are committed to strong governance practices, which we believe are important to our stockholders and protect the long-term vitality of Primerica. Our accountability to you is illustrated in many of the governance practices that are described in the accompanying Proxy Statement.

We strongly encourage all of our stockholders to vote promptly.

On behalf of our Board of Directors and management, we want to thank you for your continued support of, and confidence in, our Company.

Sincerely,

D. RICHARD WILLIAMS		P. GEORGEARY BL. CENSONRITTENDEN
Non-Executive Chairman of the Board		Lead Director

Possible Meeting by

By Order of Our Board of Directors,

STACEY K. GEER

Executive Vice President, Chief Governance and Risk Officer

and Corporate Secretary

Duluth, Georgia

April 6, 2023March 27, 2024

This summary highlights selected information about Primerica, Inc. (the “Company”, “Primerica” or “we”) but it does not contain all of the information you should consider. We urge you to read the entire Proxy Statement before you vote. You may also wish to review Primerica’s Annual Report on Form 10-K (the “2022“2023 Annual Report”) for the fiscal year ended December 31, 20222023 (“fiscal 2022”2023”), which is available on our investor relations website at https://investors.primerica.com.

This Proxy Statement will be made available to stockholders on or about April 6, 2023.March 27, 2024.

Meeting Agenda and Voting Recommendations

See “Matters To Be Voted On” beginning on page 8 for more information.

20232024 Annual Meeting of Stockholders

You are entitled to vote at the Company’s Annual Meeting of Stockholders to be held on May 17, 20238, 2024 and any adjournment or postponement thereof (the “Annual Meeting”) if you were a holder of record of our common stock at the close of business on March 20, 2023.12, 2024. Please see page 9497 for instructions on how to vote your shares and other important information.

Financial Accomplishments

We were pleased with the results we delivered in fiscal 20222023 despite a challenging economic environment. Highlights included:

Our total stockholder return (“TSR”), including dividends, (which includes the payment and reinvestment of dividends) for fiscal 20222023 and the five-year period from January 1, 20182019 through December 31, 20222023 was (5.9)%47.1% and 48.6%125.1%, respectively. Although total stockholder returnTSR for fiscal 20222023 was negative, it compares favorably tofar higher than the S&P MidCap 400 Index return for 20222023 of (13.1)%. For 2022,16.4% and the S&P 500 Insurance Index return was 10.1%of 9.3%.

Corporate Performance

The bar graphs below depict our performance over the past five fiscal years for the four metrics that we use to measure annual corporate performance under our incentive compensation program. These metrics do not reflect financial results prepared in accordance with United States generally accepted accounting principles (“GAAP”). See “Reconciliation of GAAP and Non-GAAP Financial Measures” in Exhibit A to this Proxy Statement for a reconciliation to 20222023 GAAP results. Reconciliations for earlier years are available through the Financial Info section of our investor relations website at https://investors.primerica.com.

(1)
				Fiscal 2022 and the fiscal year ended December 31, 2021 (“fiscal 2021”) amounts reflect adjustments due to the adoption of Accounting Standards Update No. 2018-12, Financial Services — Insurance (Topic 944) — Targeted Improvements to the Accounting for Long-Duration Contracts (“ASU 2018-12”) or (“LDTI”).

Strategic Initiatives

Primerica is a leading provider of financial products to middle-income households in the United States and Canada with 135,208141,572 licensed independent sales representatives as of December 31, 2022.2023. These licensed independent sales representatives assist our clients in meeting their needs for term life insurance, which we underwrite, and mutual funds, annuities, managed investments and other financial products, which we distribute primarily on behalf of third parties. We insured overapproximately 5.7 million lives and had approximately 2.82.9 million client investment accounts as of December 31, 2022.2023. Our business model uniquely positions us to reach underserved middle-income consumers in a cost-effective manner and has proven itself in both favorable and challenging economic environments.

Our mission is to serve middle-income families by helping them make informed financial decisions and providing them with a strategy and the tools to gain financial independence. We believe there is significant opportunity to meet the increasing array of financial services needs of our clients. We intend to leverage the independent sales force to meet these client needs, which will drive long-term value for all of our stakeholders. Our Board of Directors (our or the “Board” or “Board of Directors”) oversees strategy, which is organized across four primary areas:

In July 2021, the Company executed on its strategy to broaden and strengthen its protection product portfolio by acquiring 80% of e-TeleQuote Insurance, Inc. and its subsidiaries, a Florida based senior health insurance distributor of Medicare-related insurance products in all 50 states and Puerto Rico (“e-TeleQuote”). In July 2022, the Company executed its call option to acquire the remaining 20% of e-TeleQuote at no additional cost.

Corporate Governance Highlights

See “Governance” beginning on page 12 for more information.

Our Board of Directors currently consists of eleven members. After the Annual Meeting, our Board will have one vacancy which it expects to fill in the coming months. We are pleased that our Board reflects the diversity of the communities that we serve, with female directors comprising 36% of our director nominees and directors with racial or ethnic diversity comprising 27%36% of our director nominees.

The highlights of our corporate governance program are set forth below:

Environmental, Social and GovernanceSustainability Highlights

See “Environmental, Social and Governance (ESG)“Sustainability Matters” beginning on page 1617 for more information.

The Corporate Governance Committee of our Board of Directors (the “Corporate Governance Committee”), to which the Board has delegated oversight responsibility for the Company’s social,

environmental and sustainability initiatives, receives regular updates from members of management on environmental, social and governance (“ESG”)-relatedsustainability-related topics, such as employee engagement and wellness, andtalent management, diversity, equality, inclusion and inclusionbelonging (“DEI”DEIB”). and climate. In addition, the Company publishes an annual Corporate Sustainability Report, which is available in the Sustainability section of our investor relations website at https://investors.primerica.com.

Our ESG-relatedWe are proud of our sustainability-related awards and recognition, which include:

Our Corporate Sustainability Report and the information available in the Sustainability section of our investor relations website are not deemed part of this Proxy Statement and are not incorporated herein by reference.

Executive Compensation Highlights

See “Executive Compensation” beginning on page 4345 for more information.

The Compensation Committee of our Board of Directors (the “Compensation Committee”) has structured our executive compensation program to pay for performance and, over the long term, to provide compensation to our executive officers that is market competitive. Further, a meaningful percentage of compensation is tied to the achievement of challenging corporate performance objectives. Set forth below is a brief description of our executive compensation program for fiscal 2022.2023.

Upholding Strong Governance

The Company complies with the Corporate Governance Principles published by the Investor Stewardship Group (“ISG”), as described below. ISG is an investor-led effort of more than 70 organizations that includes some of the largest U.S.-based institutional investors and global asset managers, along with several of their international counterparts.

Board Members

The following information about each nominee for our Board of Directors includes their business experience, director positions held currently or at any time during the last five years, and the experiences, qualifications attributes or skills that caused the Corporate Governance Committee and our Board of Directors to determine that each individual should be elected to serve as a director. One of our directors, P. George Benson, is not standing for re-election due to our mandatory retirement age. The Board waived this requirement with respect to Mr. Benson in 2022, but did not grant a waiver with respect to the upcoming Annual Meeting. Mr. Benson has served as a director since April 2010, and we thank him for his years of distinguished service.

JOHN A. ADDISON, JR.

		Board Committees:   None   Top Relevant Competencies:   - Regulated Industry - Sales and Marketing - Strategic Planning - Government/Regulatory Affairs		Public Directorships: None Former Public Directorships:   Direct Selling Acquisition Corporation Former Public Directorships: None
Chief Executive Officer of Addison Leadership Group   Age: 6566   Director Since October 2009   Not Independent
Mr. Addison has been the Chief Executive Officer of Addison Leadership Group, a company that provides leadership training and consulting, since April 2015. He also serves as Non-Executive Chairman of Primerica Distribution. Mr. Addison served as the Company’s Co-Chief Executive Officer from 1999 through March 2015 and served the Company in various capacities since 1982 when he joined us as a business systems analyst. He has served in numerous officer roles with Primerica Life Insurance Company (“Primerica Life”), a life insurance underwriter, and Primerica Financial Services, LLC, a general agent, both of which are subsidiaries of Primerica. He served as Vice President and Senior Vice President of Primerica Life, as well as Executive Vice President and Group Executive Vice President of Marketing. In 1995, he became President of the Primerica operating unit of Citigroup Inc. (“Citigroup”) and was promoted to Co-Chief Executive Officer in 1999. Mr. Addison serves on the boardsboard of Brenau University and served on the board of Direct Selling Acquisition Corporation and Breneau University.from September 2021 to November 2023. Mr. Addison received his B.A. degree in Economics from the University of Georgia and his M.B.A. from Georgia State University.   Mr. Addison brings to our Board his 15 years of experience as our Co-Chief Executive Officer and over 30 years of understanding the Company, the independent sales force and our business, along with general management and sales and marketing and strategic planning expertise.

JOEL M. BABBIT

		Board Committees:   Compensation   Top Relevant Competencies:   - Sales and Marketing - Strategic Planning - ESG/Sustainability - Human Capital Management - Enterprise Risk Management		Public Directorships:   None   Former Public Directorships:   Greensky, Inc.
Co-Founder and Chief Executive Officer of Narrative Content Group, LLC   Age: 6970   Director Since August 2011   Independent
Mr. Babbit is the Co-Founder and Chief Executive Officer of Narrative Content Group, LLC (“NCG”), one of the nation’s leading resources for the production and distribution of digital content. Prior to launching NCG in 2009, Mr. Babbit spent more than 20 years in the advertising and public relations industry, creating two of the largest advertising agencies in the Southeastern US – Babbit and Reiman (acquired by London-based GGT) and 360 (acquired by WPP’s Grey Global Group). Following the acquisition of 360 by Grey Global Group in 2002, Mr. Babbit served as President and Chief Creative Officer of the resulting entity, Grey Atlanta, until 2009. He also previously served as President of WPP’s GCI Group, one of the world’s ten largest public relations firms, and as Executive Vice President and General Manager for the New York office of advertising agency Chiat/Day Inc. Following his hometown of Atlanta being awarded the 1996 Summer Olympics, and at the request of Mayor Maynard Jackson, Mr. Babbit took a leave of absence from the private sector to serve as Chief Marketing and Communications Officer for the City of Atlanta and as a member of the Mayor’s cabinet. Mr. Babbit served on the board of directors of Greensky, Inc. from March 2015 to April 2022. He received a B.A. degree in Journalism from the University of Georgia and was awarded the Henry Grady School of Journalism Lifetime Achievement Award in 2015.   Mr. Babbit brings to our Board over 35 years of experience in marketing and advertising his management experience,and his expertise in social media, ESGsales and his experience as an entrepreneur.marketing, strategic planning, sustainability, human capital management and enterprise risk management.

AMBER L. COTTLE

		Board Committees:   Corporate Governance   Top Relevant Competencies:   - Government/Regulatory Affairs - Strategic Planning - ESG/Sustainability - Human Capital Management - Enterprise Risk Management		Public Directorships:Directorships   None   Former Public Directorships:   None
Vice President of Global Public Policy & Government Affairs, Social Impact & Sustainability, and Risk & Compliance of Dropbox, Inc.   Age: 5253   Director Since May 2022   Independent

Ms. Cottle has been the Vice President of Global Public Policy & Government Affairs, Social Impact & Sustainability, and Risk & Compliance of Dropbox, Inc. (“Dropbox”) since May 2022. She joined Dropbox in July 2015 and served as the Head of Global Public Policy and Government Affairs until she also assumed responsibility for Social Impact work in June 2016, was promoted to Vice President in August 2016 and assumed responsibility for Risk and Compliance in May 2022. Ms. Cottle oversees Dropbox’s Global Public Policy and Government Affairs teams, serving as lead strategist for all of Dropbox’s public policy and government affairs issues globally including privacy. She also oversees Dropbox’s Social Impact team, which is responsible for all of Dropbox’s philanthropic endeavors as well as Dropbox’s sustainability and ESG-related work. In addition, Ms. Cottle also oversees Dropbox’s Risk and Compliance team, which is responsible for all of Dropbox’s risk governance, compliance, business continuity and business incident response programs.

Prior to joining Dropbox, Ms. Cottle served as Vice President of Government Affairs and Public Policy for the Americas of Apple Inc. from 2014 to 2015. She has over 25 years of government affairs experience, including for the U.S. Senate Finance Committee, where she served as the chief strategist for all policy areas under its jurisdiction, and the Office of the U.S. Trade Representative (“USTR”), where she served as the chief negotiator of the investment provisions of multiple U.S. free trade agreements and bilateral investment treaties. Prior to her work at the USTR, Ms. Cottle worked in the International Group of the law firm Wilmer, Cutler & Pickering (now WilmerHale) and clerked on the U.S. Court of Appeals for the Fourth Circuit. Ms. Cottle has a B.A. degree from Saint Louis University and a J.D. degree from the University of Chicago Law School.

Ms. Cottle brings to our Board expertise in governmental and regulatory affairs, strategic planning, ESG,

Ms. Cottle has been the Vice President of Global Public Policy & Government Affairs, Social Impact & Sustainability, and Risk & Compliance of Dropbox, Inc. (“Dropbox”) since May 2022. She joined Dropbox in July 2015 and served as the Head of Global Public Policy and Government Affairs until she also assumed responsibility for Social Impact work in June 2016, was promoted to Vice President in August 2016 and assumed responsibility for Risk and Compliance in May 2022. Ms. Cottle oversees Dropbox’s Global Public Policy and Government Affairs teams, serving as lead strategist for all of Dropbox’s public policy and government affairs issues globally including privacy. She also oversees Dropbox’s Social Impact team, which is responsible for all of Dropbox’s philanthropic endeavors as well as Dropbox’s sustainability-related work. In addition, Ms. Cottle also oversees Dropbox’s Risk and Compliance team, which is responsible for all of Dropbox’s risk governance, compliance, business continuity and business incident response programs.

Prior to joining Dropbox, Ms. Cottle served as Vice President of Government Affairs and Public Policy for the Americas of Apple Inc. from 2014 to 2015. She has over 25 years of government affairs experience, including for the U.S. Senate Finance Committee, where she served as the chief strategist for all policy areas under its jurisdiction, and the Office of the U.S. Trade Representative (“USTR”), where she served as the chief negotiator of the investment provisions of multiple U.S. free trade agreements and bilateral investment treaties. Prior to her work at the USTR, Ms. Cottle worked in the International Group of the law firm Wilmer, Cutler & Pickering (now WilmerHale) and clerked on the U.S. Court of Appeals for the Fourth Circuit. Ms. Cottle has a B.A. degree from Saint Louis University and a J.D. degree from the University of Chicago Law School.

Ms. Cottle brings to our Board expertise in governmental and regulatory affairs, strategic planning, sustainability, enterprise risk management, and human capital management.

GARY L. CRITTENDEN

		Board Committees:   Audit (Chair)   Compensation   Executive		Public Directorships:Directorships   Extra Space Storage Inc.   Zions Bancorporation   Former Public Directorships:   Pluralsight, Inc.   Staples Inc.   Ryerson Inc.   TJX Companies
Private Investor   Age: 6970   Director Since July 2013   Independent		Top Relevant Competencies:   - Strategic Planning - Regulated Industry - Human Capital Management - Enterprise Risk Management

Mr. Crittenden has been a private investor and has served as a non-employee Executive Director of HGGC, LLC (“HGGC”), a California-based middle-market private equity firm, since January 2017. He previously served as a Managing Partner of HGGC from July 2009 to January 2017, Chairman of HGGC from August 2013 to January 2017 and Chief Executive Officer of HGGC from April 2012 to August 2013. From March 2009 to July 2009, Mr. Crittenden was Chairman of Citi Holdings, an operating segment of Citigroup that comprised financial services company Citi Brokerage and Asset Management, Global Consumer Finance and Special Assets Portfolios, and from March 2007 to March 2009 he served as Chief Financial Officer of Citigroup. He served as the Chief Financial Officer of the American Express Company from 2000 to 2007. Prior to American Express, he was the Chief Financial Officer of Monsanto, Sears Roebuck and Company, Melville Corporation and Filene’s Basement. On three separate occasions, the readers of Institutional Investor Magazine named Mr. Crittenden one of the “Best CFOs in America.” Mr. Crittenden spent the first twelve years of his career at Bain & Company, an international management consulting firm, where he became a partner. Mr. Crittenden also serves on the boards of directors of Extra Space Storage Inc. and Zions Bancorporation. He served on the board of directors of Pluralsight, Inc. from June 2016 to April 2021; Staples Inc. from March 2004 to September 2007; TJX Companies from June 2000 to January 2007; and Ryerson Inc. from February 1999 to March 2004. He received a B.S. degree from Brigham Young University and an M.B.A. from Harvard Business School.

Mr. Crittenden brings to our Board expertise in general management, strategic planning, enterprise risk management, human capital management, investment banking and capital markets, as well as experience serving as chief financial officer of several large public companies and serving on the boards of directors of several large public companies.

CYNTHIA N. DAY

		Board Committees:   Audit   Corporate Governance (Chair)   Top Relevant Competencies:   - Regulated Industry - Strategic Planning - Human Capital Management - Enterprise Risk Management - Government/Regulatory Affairs		Public Directorships:   PROG Holdings, Inc.   Former Public Directorships:   Aaron’s Holdings, Inc.
President and Chief Executive Officer of Citizens Bancshares Corporation and Citizens Trust Bank   Age: 5758   Director Since January 2014   Independent

Ms. Day has been the President and Chief Executive Officer of Citizens Bancshares Corporation and Citizens Trust Bank since February 2012. Citizens Bancshares Corporation was a publicly held corporation until it completed a going private transaction in January 2017. Prior to becoming Chief Executive Officer, she served as Chief Operating Officer and Senior Executive Vice President of Citizens Trust Bank from February 2003 to January 2012 and served as its acting President and Chief Executive Officer from January 2012 to February 2012. Prior to her banking career, she served as an audit manager for KPMG until joining Citizens Trust Bank in 1993. Ms. Day also serves on the board of directors of PROG Holdings, Inc., the National Banker’s Association, the Atlanta Metro Chamber of Commerce, and the Federal Reserve Bank of Atlanta. She served on the board of directors of Aaron’s Holdings, Inc. from October 2011 until December 2020. She is a member of the American Institute of Certified Public Accountants, the Georgia Society of CPAs and the Rotary Club of Atlanta. Ms. Day received a B.S. degree from the University of Alabama.

Ms. Day brings to our Board experience as the chief executive officer, including the chief executive officer of a formerly publicly held company, as well as expertise in general management, finance and accounting, strategic planning, human capital management and enterprise risk management. She also has experience serving on the boards of directors of several public companies. In addition, the customer base served by Citizens Bancshares Corporation is very similar to that served by the Company, giving her a great understanding of their buying habits, the products they purchase and effective marketing and communication methods.

SANJEEV DHEER

		Board Committees:   Audit Compensation   Top Relevant Competencies:   - Sales and Marketing - Strategic Planning - Technology		Public Directorships:   None   Former Public Directorships:   None
Founder and Chief Executive Officer of CENTRL, Inc.   Age: 6364   Director Since October 2019   Independent

Mr. Dheer has been the Founder and Chief Executive Officer of CENTRL, Inc., a privacy management and risk platform for enterprises, since September 2015. He previously served as a consultant to Apple Inc. in the payments area from July 2014 to August 2015. In November 1999, Mr. Dheer founded CashEdge, a pioneer in developing innovative payments products for banks, which was acquired by Fiserv, a global leader in fintech and payments, in 2011. He led the CashEdge business division at Fiserv from September 2011 to June 2013. In addition, Mr. Dheer served as a Principal at McKinsey & Co., where he worked from September 1992 to October 1999. Mr. Dheer received an M.B.A. from the Stanford Graduate School of Business where he was an Arjay Miller Scholar, an M.A. in Computer Science from Queens College, City University of New York, an M.A. in Economics from Washington State University, and a B.A. degree and M.A. degree in History from Delhi University. He has authored over 14 patents.

Mr. Dheer brings to our Board experience as the chief executive officer of a start-up technology company, as well as expertise in consumer-facing digital technology, general management, management consulting

Mr. Dheer has been the Founder and Chief Executive Officer of CENTRL, Inc., a privacy management and risk platform for enterprises, since September 2015. He previously served as a consultant to Apple Inc. in the payments area from July 2014 to August 2015. In November 1999, Mr. Dheer founded CashEdge, a pioneer in developing innovative payments products for banks, which was acquired by Fiserv, a global leader in fintech and payments, in 2011. He led the CashEdge business division at Fiserv from September 2011 to June 2013. In addition, Mr. Dheer served as a Principal at McKinsey & Co., where he worked from September 1992 to October 1999. Mr. Dheer received an M.B.A. from the Stanford Graduate School of Business where he was an Arjay Miller Scholar, an M.A. in Computer Science from Queens College, City University of New York, an M.A. in Economics from Washington State University, and a B.A. degree and M.A. degree in History from Delhi University. He has authored over 14 patents.

Mr. Dheer brings to our Board experience as the chief executive officer of a start-up technology company, as well as expertise in consumer-facing digital technology, sales and marketing and strategic planning.

BEATRIZ R. PEREZ

		Board Committees:   Corporate Governance   Top Relevant Competencies:   - Regulated Industry - Sales and Marketing - Strategic Planning - ESG/Sustainability - Human Capital Management - Enterprise Risk Management - Government/Regulatory Affairs		Public Directorships:   W.W. Grainger, Inc.   Former Public Directorships:   HSBC Finance Corporation
SVPEVP and Chief Communications, Sustainability and Strategic Partnerships Officer for The Coca-Cola Company   Age: 5354   Director Since May 2014   Independent

Beatriz “Bea” Perez has been the SVP and Chief Communications, Sustainability and Strategic Partnerships Officer for The Coca-Cola Company since May 2017. In this role, she leads an integrated team across public affairs and communications, sustainability and strategic partnerships to support The Coca-Cola Company’s new growth model and path to become a total beverage company. She also oversees The Coca-Cola Company’s strategic partnerships and operational efforts for The Coca-Cola Company’s Retail, Licensing and Attractions portfolio of assets. Ms. Perez has served as The Coca-Cola Company’s first Chief Sustainability Officer since 2011, where she developed and led progress against comprehensive global sustainability commitments with a focus on water stewardship and women’s economic empowerment. She previously served as Chief Marketing Officer for Coca-Cola North America. Ms. Perez began her career at The Coca-Cola Company in 1996 and held various roles in brand management and field operations before becoming Chief Marketing Officer. Ms. Perez also serves on the board of directors of W.W. Grainger, Inc. and served on the board of directors of HSBC Finance Corporation from May 2008 to April 2014. She received a B.S. degree from the University of Maryland.

Among Ms. Perez’ recognitions are membership in the American Advertising Hall of Achievement and the Sports Business Journal’s Hall of Fame. The Association of Latino Professionals for America named Ms. Perez to its 2017 “50 Most Powerful Latinas” ranking. She has been recognized as a “Conservation Trailblazer” by The Trust for the Public Land. She was on Hispanic Executive magazine’s list of “Top 10 Leaders”, and she was featured as one of the “25 Most Powerful Latinas” on CNN and in People en Español. In 2020, Ms. Perez was named to Latino Leaders Magazine’s 2020 list of “Latinos on Boards” and named to the magazine’s 2020 “Top 100 Most Influential Latinas” across all industries.

Ms. Perez brings to our Board expertise in ESG. Human capital management, strategic planning, enterprise risk management, sales and marketing, and government and regulatory affairs.

Beatriz “Bea” Perez has been the EVP and Chief Communications, Sustainability and Strategic Partnerships Officer for The Coca-Cola Company since January 2024. She was SVP and Chief Communications, Sustainability and Strategic Partnerships Officer for The Coca-Cola Company from May 2017 to January 2024. She leads an integrated team across public affairs and communications, sustainability and strategic partnerships to support The Coca-Cola Company’s new growth model and path to become a total beverage company. She also oversees The Coca-Cola Company’s strategic partnerships and operational efforts for The Coca-Cola Company’s Retail, Licensing and Attractions portfolio of assets. Ms. Perez has served as The Coca-Cola Company’s first Chief Sustainability Officer since 2011, where she developed and led progress against comprehensive global sustainability commitments with a focus on water stewardship and women’s economic empowerment. She previously served as Chief Marketing Officer for Coca-Cola North America. Ms. Perez began her career at The Coca-Cola Company in 1996 and held various roles in brand management and field operations before becoming Chief Marketing Officer. Ms. Perez also serves on the board of directors of W.W. Grainger, Inc. and served on the board of directors of HSBC Finance Corporation from May 2008 to April 2014. She received a B.S. degree from the University of Maryland.

Among Ms. Perez’ recognitions are membership in the American Advertising Hall of Achievement and the Sports Business Journal’s Hall of Fame. The Association of Latino Professionals for America named Ms. Perez to its 2017 “50 Most Powerful Latinas” ranking. She has been recognized as a “Conservation Trailblazer” by The Trust for the Public Land. She was on Hispanic Executive magazine’s list of “Top 10 Leaders”, and she was featured as one of the “25 Most Powerful Latinas” on CNN and in People en Español. In 2020, Ms. Perez was named to Latino Leaders Magazine’s 2020 list of “Latinos on Boards” and named to the magazine’s 2020 “Top 100 Most Influential Latinas” across all industries.

Ms. Perez brings to our Board expertise in sales and marketing, human capital management, strategic planning, and sustainability. In particular, our Board considered her significant current and past experience serving in several senior management positions at The Coca-Cola Company and her continued commitment to the Hispanic community and firsthand knowledge of trends affecting this important demographic for the Company.

D. RICHARD WILLIAMS

		Board Committees:   Executive (Chair)   Top Relevant Competencies:   - Regulated Industry - Sales and Marketing - Strategic Planning - Enterprise Risk Management		Public Directorships:   Crawford & Company   Former Public Directorships:   Usana Health Services, Inc.
Chairman of the Board   Age: 6667   Director Since October 2009   Not Independent

Mr. Williams has served as non-executive Chairman of the Board of Primerica since April 2015 and as Chairman from October 2009 through March 2015. He served as our Co-Chief Executive Officer from 1999 through March 2015 and has served the Company since 1989 in various capacities, including as the Chief Financial Officer and Chief Operating Officer of the Primerica operating unit of Citigroup. Mr. Williams also serves on the board of directors of Crawford & Company. He served on the board of directors of Usana Health Sciences, Inc. from March 2016 to May 2018. Mr. Williams received both his B.S. degree and his M.B.A. from the Wharton School of the University of Pennsylvania.

Mr. Williams led the Company as Co-Chief Executive Officer for 15 years and brings to our Board more than 20

Mr. Williams has served as non-executive Chairman of the Board of Primerica since April 2015 and as Chairman from October 2009 through March 2015. He served as our Co-Chief Executive Officer from 1999 through March 2015 and has served the Company since 1989 in various capacities, including as the Chief Financial Officer and Chief Operating Officer of the Primerica operating unit of Citigroup. Mr. Williams also serves on the board of directors of Crawford & Company. He served on the board of directors of Usana Health Sciences, Inc. from March 2016 to May 2018. Mr. Williams received both his B.S. degree and his M.B.A. from the Wharton School of the University of Pennsylvania.

Mr. Williams led the Company as Co-Chief Executive Officer for 15 years and brings to our Board more than 30 years of knowledge of the Company’s business, finances and operations along with expertise in senior management, finance, strategic planning, and enterprise risk management.

GLENN J. WILLIAMS

		Board Committees:   Executive   Top Relevant Competencies:   - Regulated Industry - Sales and Marketing - Strategic Planning - Human Capital Management		Public Directorships:   None   Former Public Directorships:   None
Chief Executive Officer   Age: 6364   Director Since April 2015   Not Independent
Mr. Williams has served as our Chief Executive Officer since April 2015. He served as the Company’s President from 2005 through March 2015. Previously, he served as Executive Vice President of Field and Product Marketing for our international operations from 2000 to 2005, as President and Chief Executive Officer of Primerica Canada from 1996 to 2000, and in roles of increasing responsibility as part of Primerica’s international expansion team in Canada from 1985 to 2000. He began his career with Primerica in 1981 as a member of the Company’s independent sales force and joined the home office team in 1983. Mr. Williams received his B.S. degree in Education from Baptist University of America. Mr. Williams brings to our Board more than 40 years of experience with the Company, including time in the field as a sales representative, as well as expertise in general management, sales and marketing, strategic planning and human capital management.

Mr. Williams has served as our Chief Executive Officer since April 2015. He served as the Company’s President from 2005 through March 2015. Previously, he served as Executive Vice President of Field and Product Marketing for our international operations from 2000 to 2005, as President and Chief Executive Officer of Primerica Canada from 1996 to 2000, and in roles of increasing responsibility as part of Primerica’s international expansion team in Canada from 1985 to 2000. He began his career with Primerica in 1981 as a member of the Company’s independent sales force and joined the home office team in 1983. Mr. Williams received his B.S. degree in Education from Baptist University of America.

Mr. Williams brings to our Board more than 40 years of experience with the Company, including time in the field as a sales representative, as well as expertise in general management, sales and marketing.

DARRYL L. WILSON

BARBARA A. YASTINE

		Board Committees:   Compensation (Chair)   Audit   Executive		Public Directorships:   AXIS Capital Holdings Limited   Zions Bancorporation   Alkami Technology, Inc.   Former Public Directorships:   First Data Corporation
Former Chairman, President and CEO, Ally Bank   Age: 6364   Director Since December 2010   Independent		Top Relevant Competencies:   - Regulated Industry - Strategic Planning - Human Capital Management - Enterprise Risk Management

Ms. Yastine served as Co-Chief Executive Officer of Lebenthal Holdings LLC, a private asset management firm, from September 2015 to June 2016. She previously served as Chair, President and Chief Executive Officer of Ally Bank from March 2012 to September 2015 and as Chair of Ally Bank and Chief Administrative Officer of Ally Financial Inc. (“Ally Financial”) from May 2010 to March 2012. Prior to joining Ally Financial, she served as a Principal of Southgate Alternative Investments beginning in June 2007. She served as Chief Financial Officer for investment bank Credit Suisse First Boston from October 2002 to August 2004. From 1987 through 2002, Ms. Yastine worked at Citigroup and its predecessor companies in various roles including Chief Auditor and Chief Financial Officer of its Consumer Finance and Corporate and Investment Bank businesses. Ms. Yastine also serves on the board of directors of AXIS Capital Holdings Limited, Zions Bancorporation, and Alkami Technology, Inc. She served on the board of directors of First Data Corporation from September 2016 to July 2019. She received a B.A. degree in Journalism and an M.B.A. from New York University.

Ms. Yastine brings to our Board expertise in general management, enterprise risk management, finance, human capital management, strategic planning, and direct to consumer digital strategies.

Ms. Yastine served as Co-Chief Executive Officer of Lebenthal Holdings LLC, a private asset management firm, from September 2015 to June 2016. She previously served as Chair, President and Chief Executive Officer of Ally Bank from March 2012 to September 2015 and as Chair of Ally Bank and Chief Administrative Officer of Ally Financial Inc. (“Ally Financial”) from May 2010 to March 2012. Prior to joining Ally Financial, she served as a Principal of Southgate Alternative Investments beginning in June 2007. She served as Chief Financial Officer for investment bank Credit Suisse First Boston from October 2002 to August 2004. From 1987 through 2002, Ms. Yastine worked at Citigroup and its predecessor companies in various roles including Chief Auditor and Chief Financial Officer of its Consumer Finance and Corporate and Investment Bank businesses. Ms. Yastine also serves on the board of directors of AXIS Capital Holdings Limited, Zions Bancorporation, and Alkami Technology, Inc. She served on the board of directors of First Data Corporation from September 2016 to July 2019. She received a B.A. degree in Journalism and an M.B.A. from New York University.

Ms. Yastine brings to our Board expertise in general management, enterprise risk management, finance, human capital management, and strategic planning. In particular, our Board considered her significant experience in a broad range of consumer financial services companies and her consumer-facing digital experience.

Director Qualifications

Set forth below is a chart that highlights certain skills and experiences of the director nominees, along with the reasons such expertise is desired for our Board.

The following chart shows the membership of each of our Board’s standing committees as of December 31, 2022:2023:

* – Chairman of the Board

LD – Lead Director

I – Independent Director

F – Audit Committee Financial Expert

The key responsibilities of each of the Board’s standing committees are described below: