Corporate Governance

The Board of Directors of Amtrust Financial Services (the "Company") sets high standards for the Company's employees, officers and directors. Implicit in this philosophy is the importance of sound corporate governance. It is the duty of the Board of Directors to serve as a prudent fiduciary for shareholders and to oversee the management of the Company's business. To fulfill its responsibilities and to discharge its duty, the Board of Directors follows the procedures and standards that are set forth in these guidelines. These guidelines are subject to modification from time to time as the Board of Directors deems appropriate in the best interests of the Company or as required by applicable laws and regulations.

Essential Governance Documents

Audit Committee Charter

Compensation Committee Charter

Nominating and Corporate Governance Committee Charter

Corporate Governance Guidelines

Code of Business Conduct and Ethics

Certificate of Incorporation

By-Laws

Board of Directors Committee Composition

Donald T. DeCarlo

Director

Donald T. DeCarlo, Director since 2006, is an attorney in private practice. Mr. DeCarlo served as the Chairman of the Board of Commissioners of the New York State Insurance Fund from 2011 until October 2012 and served as a Commissioner from 1997 through 2009. From 1996 to 2004, Mr. DeCarlo practiced in the New York offices of Lord, Bissell & Brook, LLP, a law firm, where he was managing partner prior to his departure. He is a director of Broadwell Point LLP, Gramercy Indemnity Company, Greater New York Mutual Insurance Company and its subsidiaries, Greater New York Custom Insurance Company, Insurance Company of Greater New York, Strathmore Insurance Company, Greater Midwestern Indemnity Company and Greater Mid-Atlantic Indemnity Company, and several of our subsidiaries. From 1987 to 1997, Mr. DeCarlo held a number of positions with the Travelers Group’s insurance companies, including serving as Senior Vice President and General Counsel of all of the companies from 1994 to 1997. From 1973 to 1986, Mr. DeCarlo was vice president and general counsel of the National Council on Compensation Insurance, a national association that collects, tabulates and provides data used in formulating rates for workers compensation insurance. Mr. DeCarlo has also written four books and numerous articles on workers’ compensation insurance.

Chair of the Compensation Member of the Audit

Susan C. Fisch

Director

Susan C. Fisch, Director since 2010, has over 30 years of experience in the insurance industry as a reinsurance broker specializing in workers’ compensation. From 2001 to 2009, Ms. Fisch was an executive at Willis Re, Inc., an insurance broker, where she created and directed the Workers’ Compensation Practice Group that was responsible for the creation of new products, placement of workers’ compensation programs, relationship coordination with reinsurers and new client prospecting. In addition, she provided guidance and strategic direction to Willis Re clients and prospects in all aspects of workers’ compensation. From 1992 through 2001, Ms. Fisch was a senior vice president and team leader specializing in workers’ compensation at Benfield Blanch. From 1987 through 1992, she was a reinsurance treaty broker focusing on workers’ compensation at Enan & Company. From 1978 through 1987, she was employed by Thomas A. Greene Company as a facultative broker and, ultimately, as head of the casualty facultative department in the company’s San Francisco office. She began her career with Towers Perrin, an actuarial company, in 1976. Ms. Fisch has been a frequent speaker at workers’ compensation seminars.

Member of the Compensation Member of the Audit

George Karfunkel

Director

George Karfunkel, Director since 1998, is currently the Chairman of Sabr Group, a consulting company based in New York City. Mr. Karfunkel was a director, the former Senior Vice President and co-owner of American Stock Transfer & Trust Company, LLC, a stock transfer company, which he founded in 1971 with his brother, Michael Karfunkel, and sold in 2008. Mr. Karfunkel’s real estate holdings include major office buildings in New York, Chicago and several other cities, which he holds through entities he controls with Leah Karfunkel. The Karfunkels also are co-owners of Worldwide TechServices, LLC, a computer maintenance and services company. Mr. Karfunkel serves as a director of The Berkshire Bank, an independent bank based in New York.

Leah Karfunkel

Director

Leah Karfunkel, Director since 2016, is a private investor and one of the Company's largest stockholders. She has served in various positions for community and charitable organizations, is currently a trustee of the Hod Foundation and was on the Board of Trustees of Touro College until March 2020.

Adam Karkowsky

President

Adam Karkowsky joined the Company in March 2011 and became President in December 2019. He has been a member of the Board of Directors of AmTrust Financial Services, Inc. since January 2019. Prior to his current role, Mr. Karkowsky held the positions of Chief Financial Officer and Executive Vice President, Strategic Development and Mergers & Acquisitions. He also serves as an officer and director of several AmTrust subsidiaries.

Mr. Karkowsky has served in various finance and strategy roles in the private equity and insurance industries, including Vice President, Mergers & Acquisitions Insurance Group at AIG. He began his career as a corporate associate at Katten Muchin Rosenman LLP following his graduation from Georgetown University Law Center in 1999.

Member of the Nominating and Corporate Governance

Mark Serock

Director

Mark Serock, Director since March 2018, was employed by KPMG LLP from 1973 to 2011. He was elected to the partnership of KPMG in 1984 and served in that capacity until his retirement in 2011. As a partner, Mr. Serock’s principal responsibility was the performance of financial statement audits of public and non-public companies, including many financial services companies.

Chair of the Audit

Chris Stroup

Director

Chris Stroup, Director since January 2019, is currently a Managing Director of Stone Point. Prior to joining Stone Point in 2004, Mr. Stroup was with Swiss Re Life & Health America Inc. where he held the position of Chief Executive Officer, and prior to that was an audit partner at EY. Mr. Stroup was the Chief Executive Officer and Chairman of the Board of Directors of Wilton Re from September 2004 until July 2021 and a director of LTCG from December 2015 until April 2022. He currently serves as a director of Mitchell International.

Barry Zyskind

Chairman of the Board and Chief Executive Officer

Prior to being named one of Forbes’ 20 most successful CEOs under 40 in 2012, Barry Zyskind graduated from the New York University – Leonard N. Stern School of Business. He then started the first leg of his career as an investment banker at Janney Montgomery Scott LLC in New York.

From there, Barry Zyskind was involved in the founding of AmTrust Financial, at which he held multiple senior management positions, and where today he serves as the Chairman of the Board of Directors and Chief Executive Officer. He also stands as the Officer and Director of many of AmTrust’s wholly-owned subsidiaries. Barry Zyskind most notably serves as the non-executive Chairman of the Board of the insurance holding company, Maiden Holdings, Ltd.

His successes at these positions have allowed him to achieve recognition for both himself as well as AmTrust Financial. In 2012, AmTrust was featured in Forbes’ Top 100 Fastest-Growing Companies list under the leadership of Barry Zyskind. In 2014, Barry Zyskind was again featured in Forbes when they listed AmTrust Financial in that year’s Best Managed Companies list.

✩ Chairman of the Board Member of the Nominating and Corporate Governance