| Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
CFO Departure
On November 5, 2025, Slide Insurance Holdings, Inc. (the “Company”) announced that Jesse Schalk will no longer serve as Chief Financial Officer (“CFO”), effective November 28, 2025. Thereafter, Mr. Schalk will serve as a consultant to the Company until March 2, 2026, to assist with transition matters. The Company expects to enter into a separation agreement with Mr. Schalk, the material terms of which will be disclosed once they have been finalized and approved. Mr. Schalk’s departure is not the result of any disagreement with the Company regarding its financial statements, internal control over financial reporting, operations, policies, or practices.
New CFO Appointment
In connection with Mr. Schalk’s departure, the Board of Directors of the Company (the “Board”) appointed Anastasios (Andy) Omiridis as CFO, effective December 1, 2025. Mr. Omiridis, age 58, brings over 20 years of finance and leadership experience to the Company’s financial executive team. Since September 2022, Mr. Omiridis has served as Executive Vice President and CFO of Amerisafe, Inc. From September 2019 to August 2022, Mr. Omiridis served as the Senior Vice President, Deputy Chief Financial Officer and Principal Accounting Officer of Kemper Corporation. Prior to that, he served as Senior Vice President and Chief Financial Officer with Chubb Life from 2017 to 2019; and as the Chief Accounting Officer for ARGO Limited from 2013 to 2017. Prior to 2013, Mr. Omiridis served in multiple leadership positions with American Life Insurance Company.
The Company entered into an employment agreement, dated October 31, 2025, with Mr. Omiridis (the “Omiridis Employment Agreement”), pursuant to which Mr. Omiridis will become the CFO of the Company, effective as of December 1, 2025. The Omiridis Employment Agreement provides for a term of employment through December 31, 2027 (subject to automatic renewal) unless terminated earlier by either party. Under Mr. Omiridis’ Employment Agreement, he is entitled to (i) an annual base salary of $650,000; (ii) a sign-on bonus in the amount of $350,000, subject to repayment if Mr. Omiridis voluntarily terminates employment with the Company or is terminated by the Company for cause within twelve months following Mr. Omiridis’ employment start date; (iii) an annual cash incentive bonus, beginning in 2026, with a target opportunity of 100% of Mr. Omiridis’ then current base salary, based on attainment of performance measures established by the Board or Compensation Committee of the Board; and (iv) performance-based restricted stock units (“PSUs”) with a target grant date fair value of $1,500,000, subject to approval by the Board, and in accordance with the provisions of the Company’s 2025 Omnibus Incentive Plan. The PSUs will vest in three installments as follows: one-sixth will vest on April 30, 2026, subject to continued employment; one-third will vest on December 31, 2026; and the remaining one-half will vest on December 31, 2027. The second and third installments are subject to continued employment and attainment of applicable performance goals. In addition, Mr. Omiridis will also receive other benefits from the Company, including health, life, and disability insurance. The Omiridis Employment Agreement also includes standard confidentiality, non-competition, non-solicitation, and non-disparagement provisions.
If the Company terminates Mr. Omiridis’ employment without Cause or he terminates his employment for Good Reason (as defined in the Omiridis Employment Agreement), in each case within twelve months following a Change of Control (as defined in the Omiridis Employment Agreement) Mr. Omiridis will be eligible to receive certain severance benefits, subject to execution and non-revocation of a general release of claims. If such termination occurs, Mr. Omiridis will be entitled to receive (i) the sum of (x) his then current base salary plus (y) his target bonus for the year of termination, payable within 60 days following termination, and (ii) any annual bonus earned for the previous fiscal year to the extent not paid. In addition, the Company will pay COBRA premiums for Mr. Omiridis (and his dependents) until the earlier of (i) the twelve month anniversary of his termination date, and (ii) the date on which he becomes eligible to receive substantially similar coverage from another employer.
