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0000094344
STEWART INFORMATION SERVICES CORP
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2026-11-04
2026-11-04
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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): November 4, 2026
STEWART INFORMATION SERVICES CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED
IN ITS CHARTER)
| Delaware |
|
001-02658 |
|
74-1677330 |
(STATE OR OTHER
JURISDICTION) |
|
(COMMISSION FILE
NO.) |
|
(I.R.S. EMPLOYER
IDENTIFICATION
NO.) |
1360 Post Oak Blvd, Suite 100, Houston, Texas 77056
(Address Of Principal Executive Offices) (Zip
Code)
Registrant’s Telephone Number,
Including Area Code: (713) 625-8100
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:
| |
¨ |
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)) |
Securities 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, $1 par value |
STC |
New York Stock Exchange (NYSE) |
Indicate by check mark whether the
registrant is an emerging growth company 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. ¨
| ITEM 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers. |
On November 4, 2026, the Board of Directors (the
“Board”) of Stewart Information Services Corporation (the “Company”), on recommendation of its Nominating and
Corporate Governance Committee, took action to increase the size of the Board from ten to eleven persons and appointed Michael Brown as
a new director to fill the vacancy created by such increase, effective immediately. Mr. Brown’s term shall expire at the Company’s
2027 Annual Meeting of Stockholders and until his successor has been elected and qualified, or until his earlier death, resignation, or
removal. The Board appointed Mr. Brown to serve as a member of the Audit Committee.
Mr. Brown is the Chief Operating Officer and a
director of MC Bancshares, Inc., a bank holding company. From November 2025, he served as the Chief Operating Officer of DMMS Holdings,
LLC, a holding company formed to build a regional banking franchise, until its acquisition by MC Bancshares, Inc. in May 2026. Mr. Brown
also currently serves on the board of directors of Amerisafe, Inc. (since November 2014) and MC Bank and Trust Company (since May 2026)
and was previously a director of Red River Bancshares, Inc. (from January 2024 to November 2025). Mr. Brown was President of Regional
Banking for First Horizon Corporation from July 2020, when First Horizon Corporation completed its merger with IBERIABANK, until his retirement
on December 31, 2021. From September 2009 until July 2020, Mr. Brown was the Vice Chairman and Chief Operating Officer of IberiaBank,
managing IberiaBank’s retail and commercial banking operations. He is a Chartered
Financial Analyst and earned a Bachelor of Arts from Louisiana State University, a Master of Business Administration from Tulane University,
and a Master of Science in Accounting from the University of Texas at Dallas.
The Board has determined that Mr. Brown is an independent
director within the rules and regulations of the Securities and Exchange Commission and the listing requirements and rules of the New
York Stock Exchange. The Board has also determined that Mr. Brown qualifies as an “audit committee financial expert” as defined
in Item 407(d)(5) of Regulation S-K.
There are no arrangements or understandings between
Mr. Brown and any other person pursuant to which he was selected to serve on the Board, and there are no relationships between Mr. Brown
and the Company that require disclosure under Item 404(a) of Regulation S-K.
Mr. Brown will be compensated in accordance with
the Company’s cash and equity compensation arrangements for non-employee directors, which are described in greater detail in the
Company’s definitive proxy statement on Schedule 14A relating to its 2026 Annual Meeting of Stockholders, which was filed with the
Securities and Exchange Commission on March 25, 2026. On November 4, 2026, Mr. Brown received an equity award representing a pro-rated
portion of the annual equity compensation paid to non-employee directors, based on the closing price of the Company’s common stock
on November 4, 2026. Mr. Brown also received a prorated cash payment representing his Board and committee retainer.
A copy of the Company’s press release announcing
the appointment of Mr. Brown to the Board is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by
reference.
| ITEM 9.01. | Financial Statements and Exhibits. |
(d) EXHIBITS
| Exhibit No. |
Description |
| |
|
| 99.1 |
Press release of Stewart Information Services Corporation dated November 5, 2026, announcing the appointment of Mr. Brown as a director of the Company. |
| |
|
| 104 |
Cover Page Interactive Date File (embedded within the Inline XBRL document) |
SIGNATURE
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 thereunto duly authorized.
| |
STEWART INFORMATION SERVICES CORPORATION
(Registrant) |
| |
|
| |
By: |
/s/ Elizabeth K. Giddens |
| |
Elizabeth K. Giddens, Chief Legal Officer and Corporate Secretary |
Date: November 5, 2026
Exhibit 99.1

NEWS RELEASE
STEWART INFORMATION SERVICES CORP.
P.O. Box 2029
Houston, Texas 77252-2029
www.stewart.com |
CONTACT
David Hisey
Chief Financial Officer
(713) 625-8043 |
STEWART INFORMATION
SERVICES CORPORATION APPOINTS MICHAEL BROWN AS NEW DIRECTOR
HOUSTON, November 5, 2026 /PRNewswire/
-- Stewart Information Services Corporation (NYSE:STC) today announced that Michael Brown has been appointed to its Board of Directors.
“We are extremely pleased to welcome
Michael Brown to our Board of Directors,” said Chief Executive Officer Fred Eppinger. “Mr. Brown's extensive experience in
finance, banking and insurance, along with a proven track record of leadership and success at the executive level, will further strengthen
our Board and provide valuable insight as we execute our strategy, capitalize on opportunities for growth and continue delivering long-term
value for our customers, shareholders and colleagues.”
“Mr. Brown brings a valuable combination
of executive leadership, public company board service and deep financial services expertise to Stewart,” said Tom Apel, Chairman
of the Stewart Board. “On behalf of the entire Board, I am delighted to welcome him and look forward to working together.”
Michael Brown is the Chief Operating
Officer and a director of MC Bancshares, Inc., a bank holding company. From November 2025, he served as the Chief Operating Officer of
DMMS Holdings, LLC, a holding company formed to build a regional banking franchise, until its acquisition by MC Bancshares, Inc. in May
2026. Mr. Brown also currently serves on the board of directors of Amerisafe, Inc. (since November 2014) and MC Bank and Trust Company
(since May 2026) and was previously a director of Red River Bancshares, Inc. (from January 2024 to November 2025). Mr. Brown was President
of Regional Banking for First Horizon Corporation from July 2020, when First Horizon Corporation completed its merger with IBERIABANK,
until his retirement on December 31, 2021. From September 2009 until July 2020, Mr. Brown was the Vice Chairman and Chief Operating Officer
of IBERIABANK, managing IBERIABANK’s retail and commercial banking operations. He is a Chartered Financial Analyst and earned a
Bachelor of Arts from Louisiana State University, a Master of Business Administration from Tulane University, and a Master of Science
in Accounting from the University of Texas at Dallas.
About Stewart
Stewart Information Services Corporation
(NYSE:STC) is a global real estate services company, offering products and services through our direct operations, network of
Stewart Trusted Providers™ and family of companies. From residential and commercial title insurance and closing and settlement
services to specialized offerings for the mortgage industry, we offer the comprehensive service, deep expertise and solutions our customers
need for any real estate transaction. Learn more at stewart.com. ST-IR