STOCK TITAN

New CFO Guillermo Ramos joins AMERISAFE (NASDAQ: AMSF) with $1M RSU grant

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

AMERISAFE, Inc. appointed Guillermo A. Ramos as Executive Vice President and Chief Financial Officer, effective May 7, 2026. He joins from Hiscox US, where he served as Head of Finance Strategy and Senior Vice President, and previously held senior finance roles at Equifax.

Ramos entered a three-year employment agreement with automatic one-year renewals, a base salary of at least $500,000, eligibility for incentive plans, and customary severance if terminated without cause, including 12 months of salary and average bonus. He will also receive restricted stock units valued at $1,000,000 under AMERISAFE’s 2022 Equity and Incentive Compensation Plan.

Positive

  • None.

Negative

  • None.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Base salary $500,000 per year Minimum annual base salary under employment agreement
Equity award value $1,000,000 RSUs Restricted stock units granted on first day of employment
Employment term 3 years Initial term of employment agreement before automatic one-year renewals
Severance period 12 months Duration of severance and continued health benefits if terminated without cause
CFO start date May 7, 2026 Effective date of Guillermo Ramos’s appointment as CFO
Press release date April 16, 2026 Date AMERISAFE announced Ramos’s appointment
restricted stock units financial
"will receive an award of restricted stock units with a value of $1,000,000"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
non-compete provision financial
"The Employment Agreement also contains a customary non-compete provision."
severance compensation financial
"he will be entitled to receive cash severance compensation paid in monthly installments"
Equity and Incentive Compensation Plan financial
"The Equity Award will be made under the Company’s 2022 Equity and Incentive Compensation Plan."
workers’ compensation insurance financial
"a specialty provider of workers’ compensation insurance focused on high hazard industries"
Workers’ compensation insurance is a policy that pays medical bills, part of lost wages, and sometimes legal costs when employees are hurt or sick because of their job. Think of it as a company’s financial safety net or bandage that prevents a single workplace injury from causing a big outflow; for investors it matters because premiums, claims, and compliance affect a company’s expenses, cash flow predictability, and legal risk profile.
AMERISAFE INC false 0001018979 0001018979 2026-04-15 2026-04-15
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 15, 2026

 

 

AMERISAFE, INC.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Texas   001-12251   75-2069407

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

2301 Highway 190 West

DeRidder, Louisiana 70634

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (337) 463-9052

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered or to be registered pursuant to Section 12(b) of the Act.

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.01 per share   AMSF   Nasdaq Stock Market LLC

 

 
 


Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 15, 2026, the Board of Directors (the “Board”) of AMERISAFE, Inc. (the “Company”) appointed Guillermo A. Ramos, age 56, as Executive Vice President and Chief Financial Officer of the Company, effective May 7, 2026.

Since 2018, Mr. Ramos has served as Head of Finance Strategy and Senior Vice President for Hiscox US. From 2016 through 2018, Mr. Ramos served as Vice President, Global Consumer Solutions of Equifax, and from 2010 through 2016, Mr. Ramos was Senior Financial Officer of FP&A International at Equifax.

In connection with his appointment as an executive officer of the Company, the Company entered into an employment agreement with Mr. Ramos (the “Employment Agreement”). The Employment Agreement is substantially similar to the employment agreements between the Company and each of the Company’s other executive officers.

The Employment Agreement has an initial term of three years. The term automatically extends for an additional one-year term, unless either party provides notice not to extend the term at least 30 days prior to expiration of the initial three-year term. The Employment Agreement provides for an annual base salary of not less than $500,000. Mr. Ramos is also eligible to participate in the Company’s incentive plans and receive similar benefits provided to the Company’s other executive officers.

Under the Employment Agreement, if the Company terminates Mr. Ramos’s employment without cause, he will be entitled to receive cash severance compensation paid in monthly installments and continued health benefits, for a period of 12 months from the date of his termination. The cash severance payment is an amount equal to his then current annual base salary plus the average annual incentive award received in the prior three years. The severance benefits exclude any long-term incentive-based compensation. The Employment Agreement also contains a customary non-compete provision.

In connection with his employment, Mr. Ramos will receive an award of restricted stock units with a value of $1,000,000 (the “Equity Award”) pursuant to the terms of the Company’s form of 2022 Equity and Incentive Compensation Plan Restricted Share Units Award Agreement (“RSU Agreement”). The grant date of the Equity Award will be Mr. Ramos’s first day of employment with the Company. Mr. Ramos is expected to start on May 7, 2026. The Equity Award will be made under the Company’s 2022 Equity and Incentive Compensation Plan.

The foregoing descriptions of the Employment Agreement and the RSU Agreement are not complete and each is qualified in its entirety by reference to the full text of these agreements, copies of which are attached hereto as Exhibit 10.1 and Exhibit 10.2, respectively, and are incorporated herein by reference.

 

 

2


Item 7.01.

Regulation FD Disclosure.

On April 16, 2026, the Company issued a press release (the “Press Release”) announcing Mr. Ramos’s appointment. A copy of the Press Release is furnished as Exhibit 99.1 to this current report on Form 8-K.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
Number

  

Description

10.1    Employment Agreement, effective as of May 7, 2026, between the Company and Guillermo A. Ramos.
10.2    Form of 2022 Equity and Incentive Compensation Plan Restricted Share Units Award Agreement (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on August 25, 2022)
99.1    Press release, dated April 16, 2026
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

3


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    AMERISAFE, INC.
    By:  

/s/ Kathryn H. Shirley

      Kathryn H. Shirley, Executive Vice
      President, Chief Administrative Officer and Secretary
Date: April 16, 2026      

 

4

Exhibit 99.1

 

LOGO   

LOGO

 

G. Janelle Frost, President and CEO

AMERISAFE

337.463.9052

AMERISAFE APPOINTS NEW CHIEF FINANCIAL OFFICER

DeRidder, LA – April 16, 2026 – AMERISAFE, Inc. (Nasdaq: AMSF), a specialty provider of workers’ compensation insurance focused on high hazard industries, today announced that Guillermo A. Ramos will become the Company’s Executive Vice President and Chief Financial Officer effective May 7, 2026.

Mr. Ramos is currently the Head of Finance Strategy and formerly Senior Vice President for Hiscox US. Previously, he served as Vice President, Global Consumer Solutions for Equifax and as the Senior Financial Officer, FP&A International.

Janelle Frost, AMERISAFE’s Chief Executive Officer, commented: “We are excited to welcome Guillermo to the AMERISAFE leadership team. He brings not only strong financial and strategic expertise, but also a collaborative leadership style that fits our culture. Guillermo’s experience guiding organizations through growth and change positions him well to support AMERISAFE’s continued success.”

About AMERISAFE

AMERISAFE, Inc. is a specialty provider of workers’ compensation insurance focused on small to mid-sized employers engaged in hazardous industries, principally construction, trucking, logging and lumber, agriculture, services, manufacturing and maritime. AMERISAFE actively markets workers’ compensation insurance in 27 states.

FAQ

What executive change did AMERISAFE (AMSF) announce?

AMERISAFE appointed Guillermo A. Ramos as Executive Vice President and Chief Financial Officer effective May 7, 2026. He brings senior finance and strategy experience from Hiscox US and Equifax, stepping into a key leadership role overseeing the company’s financial management and planning.

What is Guillermo Ramos’s compensation package at AMERISAFE (AMSF)?

Ramos will receive an annual base salary of at least $500,000 and be eligible for company incentive plans. In addition, he will be granted restricted stock units valued at $1,000,000 under AMERISAFE’s 2022 Equity and Incentive Compensation Plan, aligning part of his pay with shareholder value.

What are the main terms of Guillermo Ramos’s employment agreement with AMERISAFE (AMSF)?

The employment agreement has an initial three-year term with automatic one-year renewals unless notice is given. It provides base salary, incentive eligibility, standard executive benefits, severance if terminated without cause, continued health benefits for 12 months, and a customary non-compete provision.

What severance protections does AMERISAFE (AMSF) provide to its new CFO?

If AMERISAFE terminates Guillermo Ramos without cause, he receives 12 months of severance and health benefits. The cash severance equals his then-current annual base salary plus the average annual incentive award from the prior three years, excluding any long-term incentive-based compensation.

What equity award will AMERISAFE (AMSF) grant to its new CFO?

Ramos will receive restricted stock units with a grant-date value of $1,000,000. The award will be granted on his first day of employment under AMERISAFE’s 2022 Equity and Incentive Compensation Plan and the company’s standard Restricted Share Units Award Agreement.

What experience does Guillermo Ramos bring to AMERISAFE (AMSF)?

Ramos most recently served as Head of Finance Strategy and Senior Vice President for Hiscox US. Previously, he held senior finance roles at Equifax, including Vice President, Global Consumer Solutions, and Senior Financial Officer for FP&A International, providing extensive financial and strategic expertise.

Filing Exhibits & Attachments

5 documents