AIZ

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			Preliminary Proxy Statement
			Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
			Definitive Proxy Statement
			Definitive Additional Materials
			Soliciting Material under § 240.14a-12

Assurant, Inc.

						No fee required.
						Fee paid previously with preliminary materials.
						Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.

PROXY STATEMENT 2023

Notice of 2023 Annual Meeting of Stockholders and Proxy Statement

Helping people thrive in a connected world.

As our strategy continues to evolve, our Board has added directors who bring relevant business expertise that underpins our strategic growth enablement, including in areas such as technology, operations, governance and finance, both domestically and globally. These appointments of highly qualified, diverse members to our Board has resulted in the addition of five new independent directors in the last five years. Our directors’ expertise enables them to provide Assurant with sound judgment and global guidance. We believe the Board’s diversity of race, ethnicity, gender, age, background, experience and perspective contributes to its effectiveness in overseeing risk and providing strategic direction that positions Assurant for long-term success and value creation in a dynamic environment. We are proud that nearly two-thirds of our exceptional Board is gender, racially or ethnically diverse.

Sincerely,

Elaine D. Rosen Non-Executive Chair of the Board Assurant, Inc.			Keith W. Demmings President, Chief Executive Officer and Director Assurant, Inc.

									May 11, 2023, 8:00 a.m. Eastern Time
									Virtual Meeting Website: www.virtualshareholdermeeting.com/AIZ2023
									•To elect thirteen directors named in the accompanying proxy statement to our Board of Directors to serve until the 2024 Annual Meeting of Stockholders; •To ratify the appointment of PricewaterhouseCoopers LLP as Assurant’s Independent Registered Public Accounting Firm for the year ending December 31, 2023; •To cast an advisory say-on-pay vote approving the compensation of the Company’s named executive officers for 2022; •To cast an advisory vote approving an annual frequency of say-on pay votes; and •To transact such other business as may properly come before the Annual Meeting or any adjournments or postponements thereof.
									Holders of record of the Company’s common stock at the close of business on March 13, 2023 are entitled to receive this notice and to vote at the Annual Meeting or any adjournments or postponements of the Annual Meeting.
									Whether or not you plan to attend the Annual Meeting, we hope that you will read this proxy statement and submit your vote via the Internet, by telephone, or by requesting a printed copy of the proxy materials and completing, signing and returning the proxy card as instructed. VOTE BY INTERNET – www.proxyvote.com Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 p.m. Eastern Time on May 10, 2023 for shares held directly and by 11:59 p.m. Eastern Time on May 8, 2023 for shares held in a plan. Have your proxy card in hand when you access the website and follow the instructions to obtain your records and to create an electronic voting instruction form. VOTE BY MAIL Mark, sign and date your proxy card and return it in the postage-paid envelope provided or return it to Vote Processing, c/o Broadridge, 51 Mercedes Way, Edgewood, New York 11717. VOTE BY PHONE – 1-800-690-6903 Use any touch-tone telephone to transmit your voting instructions. Vote by 11:59 p.m. Eastern Time on May 10, 2023 for shares held directly and by 11:59 p.m. Eastern Time on May 8, 2023 for shares held in a plan. Have your proxy card in hand when you call and then follow the instructions.

MATTERS TO BE VOTED ON

Proposals

Board Recommendation

Page

Election of 13 Director Nominees

FOR

12

Ratification of Appointment of PricewaterhouseCoopers LLP as Assurant’s Independent Registered Public Accounting Firm for 2023

FOR

22

Advisory Approval of 2022 Compensation of Named Executive Officers

FOR

23

Advisory Approval of Annual Frequency of Say-on-Pay Votes

Advisory Approval of the Annual Frequency of Say-on-Pay Votes

FOR

24

2022 HIGHLIGHTS

			Financial Highlights1
						2022 net earned premiums, fees and other income from the Global Housing and Global Lifestyle segments of $9.95 billion
						2022 net income from continuing operations of $276.6 million, Adjusted EBITDA, excluding reportable catastrophes, of $1.13 billion, and net operating income (“NOI”), excluding reportable catastrophes, of $690.3 million
						2022 net income from continuing operations per diluted share of $5.05, Adjusted earnings, excluding reportable catastrophes, per diluted share of $13.61 and NOI per diluted share (“NOI EPS”), excluding reportable catastrophes, of $12.60
						2019-2021 cumulative net income from continuing operations per diluted share of $23.03 and NOI EPS, excluding reportable catastrophes, of $31.27
						Total stockholder return was (18.34)% in 2022 and 85.07% from 2019-20212

1 Certain measures are non-GAAP. A reconciliation of these non-GAAP measures to their most comparable GAAP measures can be found in Appendix A hereto. 2 Total stockholder return is based on stock price plus reinvestment of dividends. For additional information, see “Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities—Stock Performance Graph” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “2022 Form 10-K”).

			Strong Balance Sheet and Disciplined Capital Management
			In 2022, Assurant:
						Returned approximately $717.8 million to stockholders through share repurchases and common stock dividends
						Repurchased shares at a cost of approximately $567.6 million
						Increased the quarterly common stock dividend in November by 3% to $0.70 per share
						Redeemed $75.0 million of debt
						Ended the year with $446.1 million of holding company liquidity and $221.1 million of deployable capital
						Maintained investment grade debt ratings and, as of December 31, 2022, an overall leverage ratio of 33.5%

CORPORATE GOVERNANCE HIGHLIGHTS

Board of Directors

Independent Board Chair and independent Board (except for CEO), with 100% independent Board committees

Annual election of directors

Majority vote and director resignation policy for directors

Annual Board and Committee self-evaluations with third-party facilitation, including individual director evaluations from time to time

Limits on public company board and audit committee service

Regular executive sessions of independent directors, generally at each Board and Committee meeting

Board skills and experience have continued to evolve with strategy, with continued focus on diversity

Appropriate mix of director diversity and tenure, with four diverse directors holding Board Chair and Committee Chair roles

Ongoing Board refreshment with five new independent directors added in the last five years

Data for Director Nominees

Stockholder Rights and Stockholder Engagement

No supermajority voting provisions

Proxy access rights for stockholders

No stockholder rights plan

Regular stockholder engagement

			Commitment to Sustainability
						Ongoing Board / committee oversight of environmental, social, and governance (“ESG”) strategy, initiatives and policies
						Assurant’s ESG Oversight & Action Committee, comprised of select Management Committee members and senior management across key functional areas, provides oversight of the Company’s business-aligned ESG strategy
						Demonstrated commitment to ongoing transparency, including the Company’s annual sustainability report, incorporating third party independent verification of GHG emissions information, as well as voluntary disclosure of the Company’s CDP Climate Change submission and EEO-1 Consolidated Report
						Regular stockholder engagement includes discussion regarding sustainability strategy and initiatives

For additional information about our commitment to sustainability, please see “Sustainability” beginning on page 36.

COMPENSATION HIGHLIGHTS

Executive Compensation Program Changes for 2023

In 2022, given the Company’s ongoing shift to more fee-based businesses, Assurant introduced Adjusted EBITDA, excluding reportable catastrophes, and Adjusted earnings, excluding reportable catastrophes, per diluted share, as its performance metrics for the enterprise. For 2023, the Company will adjust the metrics of its compensation plans to align with the evolution of its performance metrics.

For the short-term incentive compensation plan, we will move to the following metrics and weighting: Adjusted EBITDA, excluding reportable catastrophes (50%), net earned premiums, fees and other income (30%), and a new individual performance factor (20%).

For the long-term incentive compensation plan, we will move to the following metrics and weighting: Adjusted earnings, excluding reportable catastrophes, per diluted share (50%), and no change to the relative TSR metric (50%).

Continuing Pay for Performance Commitment

A significant portion of short- and long-term executive compensation is directly tied to the Company’s overall performance and profitable growth; in 2022, 87% of the CEO’s and 77% of the NEOs’ average target compensation was variable

The performance stock unit (“PSU”) component of the Company’s long-term incentive award represented 75% of the overall incentive compensation opportunity for NEOs and the restricted stock unit (“RSU”) component represented 25% of this opportunity

Maximum payout under the Company’s incentive compensation plans is capped at 200% of each executive officer’s target opportunity

There is no payout under the Company’s incentive compensation plans if performance does not meet a minimum performance level

Strong Executive Compensation Governance

A clawback policy applies to current and former executive officers in the event of financial statement restatement and specified personal misconduct

There are robust stock ownership guidelines for executive officers and directors

Employees and directors are prohibited from hedging and pledging of Company securities

No dividend equivalents are paid on unvested PSUs

Executive officer change in control agreements contain a “double trigger” and no excise tax gross-ups

Equity Plan Features

No single trigger change in control vesting

No tax gross-ups

Awards are subject to both minimum vesting requirements and the Company’s clawback policy

No liberal share recycling on stock options and stock appreciation rights (“SAR”)

No stock option and SAR repricing in the event such awards are granted

Support for Executive Compensation

Strong support for our executive compensation programs with approximately 96% of votes cast approving our advisory say-on-pay resolution in 2022

Regular stockholder engagement includes discussion regarding executive compensation

PROPOSALS REQUIRING YOUR VOTE						12
PROPOSAL ONE			PROPOSAL ONE			12
			ELECTION OF DIRECTORS			12
PROPOSAL TWO			PROPOSAL TWO			22
			RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM			22
			PROPOSAL THREE			23
			ADVISORY VOTE ON EXECUTIVE COMPENSATION FOR 2022			23
			PROPOSAL FOUR			24
			ADVISORY VOTE ON FREQUENCY OF ADVISORY VOTES ON EXECUTIVE COMPENSATION			24
EXECUTIVE OFFICERS						25
CORPORATE GOVERNANCE						27
			Overview			27
			Corporate Governance Guidelines and Code of Ethics			28
			Board and Committee Leadership, Composition and Refreshment			28
			Director Recruitment, Nomination and Qualifications			30
			Director Independence			31
			Board and Committee Evaluations			31
			Director Orientation and Continuing Education			32
			Management Succession Planning			32
			Board Role in Risk Oversight			32
			Board and Committee Meetings and Executive Sessions			32
			Nominating and Corporate Governance Committee			33
			Audit Committee			33
			Compensation Committee			34
			Compensation Committee Interlocks and Insider Participation			35
			Finance and Risk Committee			35
			Information Technology Committee			35
			Communicating with the Independent Chair, the Board of Directors and The Audit Committee			36
			Sustainability			36
			Political Activities Policy Statement			39
COMPENSATION DISCUSSION AND ANALYSIS						40
			Executive Summary			40
			What Guides Our Program			43
			2022 Executive Compensation Program			46
			Our Executive Compensation Practices, Policies & Guidelines			52
			Other Elements of Compensation			54
COMPENSATION COMMITTEE REPORT						55

EXECUTIVE COMPENSATION						56
			Summary Compensation Table			56
			Grants of Plan-Based Awards			58
			Outstanding Equity Awards at Fiscal Year End			59
			Stock Vested in Fiscal Year 2022			61
			Pension Benefits			62
			Nonqualified Deferred Compensation Plans			64
			Narrative to The Nonqualified Defined Contribution and Other Nonqualified Deferred Compensation Plans Table			65
			Potential Payments Upon Termination or Change in Control			66
			Narrative to The Potential Payments Upon Termination or Change in Control			68
			CEO Pay Ratio			70
			Pay Versus Performance			71
DIRECTOR COMPENSATION						75
			Director Compensation Table for Fiscal Year 2022			75
			Narrative to the Director Compensation Table			75
EQUITY COMPENSATION PLAN INFORMATION						77
TRANSACTIONS WITH RELATED PERSONS						78
			Transactions with Related Persons			78
			Review, Approval and Monitoring of Transactions with Related Persons			78
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS						80
SECURITY OWNERSHIP OF DIRECTORS AND EXECUTIVE OFFICERS						81
AUDIT COMMITTEE MATTERS						82
			Audit Committee Report			82
			Fees of Principal Accountants			83
INCORPORATION BY REFERENCE						85
ANNUAL REPORT AND FORM 10-K						86
ADDITIONAL ANNUAL MEETING INFORMATION						87
STOCKHOLDER PROPOSALS						90
APPENDIX A: Reconciliation of Non-GAAP Financial Measures						A-1

PROPOSAL ONE - ELECTION OF DIRECTORS

						Corporate Governance & Sustainability.  Experience with corporate governance, including with public company boards, or with sustainability initiatives, including diversity, equity and inclusion, supports our goals of strong Board and management accountability, transparency, and long-term stockholder value through a sustainable model.
						Finance, Capital and Investments. Knowledge and experience in finance, accounting and financial reporting, as well as financial markets, capital management and investments, helps our directors oversee our financial position, financial reporting and internal controls, as well as financing activities, capital structure and investment strategy.
						Industry Experience. Directors with relevant industry experience, including insurance, business services and the industries supporting the connected world, such as mobile, auto, and supply chain, offer a valuable perspective when reviewing our strategy and businesses.
						Global.  A global perspective, whether through a director’s background or experience in global business and operations, including exposure to cultures, consumer preferences and economic, political and regulatory conditions globally, helps directors oversee the Company’s global strategy and businesses.
						Risk Management. Experience with risk management and compliance develops a director’s ability to appreciate, anticipate and effectively oversee risks, which is critical to the Board’s role in overseeing the risks facing the Company.
						Leadership.  Serving in an executive leadership position equips directors with deep understanding of organizational behavior, talent management, culture and other aspects of complex organizations, including strategic planning and operations, which are critical to support our strategy and businesses.
						Consumer Focus. Directors with consumer expertise, including experience developing, leading or supporting consumer strategies, offer valuable insights as the Company leverages consumer insights to introduce new and innovative products and services to meet the evolving needs of consumers.
						Technology. Understanding of information technology and cybersecurity matters, as well as digital expertise, is increasingly important to the Company’s digital-first strategy and focus on customer experience, and to Board oversight of cybersecurity.

			Elaine D. Rosen   •Non-Executive Chair of the Board: Since November 2010  •Director:   Since February 2009  •Age:   70  •Board Committees:   Nominating and Corporate Governance (Chair)  •Other Public Company Boards:   Kforce Inc. (since 2003)			Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Risk Management •Leadership
Ms. Rosen served as Executive Vice President of UNUM/Provident Corporation from 1999 to 2001 and as President of UNUM Life Insurance Company of America from 1997 to 1999 after serving in various positions at the company since 1975. Ms. Rosen currently serves as Lead Independent Director of the Board of Directors of Kforce Inc., where she is a member of its Compensation Committee and chairs its Corporate Governance Committee. She serves on the Board of Directors of Preble Street, a collaborative for the homeless and low income community in Portland, Maine. She also serves as a founding trustee and a member of the Executive Committee of the Foundation for Maine’s Community Colleges. From January 2007 to March 2022, Ms. Rosen served as the Board Chair of The Kresge Foundation, and in June 2022, she retired from its Board of Trustees after 18 years of service. Ms. Rosen’s extensive experience as a senior executive in the insurance industry and as a public company director including in leadership roles, provides significant industry, corporate governance and leadership expertise to our Board.

			Paget L. Alves   •Director:   Since November 2019 •Age:   68  •Board Committees: Finance and Risk, Information Technology •Other Public Company Boards:   Yum! Brands, Inc. (since 2016); Synchrony Financial (since 2015); and International Game Technology PLC (2010-2020)			. Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Risk Management •Leadership •Consumer Focus •Technology
Mr. Alves served as Chief Sales Officer of Sprint Corporation from January 2012 to September 2013, after serving as President of the company’s Business Markets Group from 2009 to 2012. Prior to that role, Mr. Alves held various senior executive positions at Sprint Corporation, including President, Sales and Distribution, Senior Vice President, Enterprise Markets and President, Strategic Markets. From 2002 to 2003, he served as President and Chief Operating Officer of Centennial Communications Corp., and from 2000 to 2001, he served as President and Chief Executive Officer of PointOne Telecommunications Inc. Mr. Alves currently chairs the Audit Committee of Yum! Brands, Inc., serves on the Audit and Nominating and Corporate Governance Committees of Synchrony Financial, and is Chairman of the board of directors of Sorenson Communications, a communication device company for the deaf community. Mr. Alves previously served on the board of directors of International Game Technology PLC and was a member of its Audit and Compensation Committees. Mr. Alves brings to the Board deep knowledge of the mobile industry and consumer focus through his former executive leadership roles with large wireless service providers, as well as significant corporate governance expertise through his extensive public company board service.

			Rajiv Basu   •Director:   Since March 2023 •Age:   64  •Board Committees: Audit •Other Public Company Boards:  None			. Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Risk Management •Leadership
Mr. Basu held various global audit and advisory leadership roles at Deloitte & Touche LLP in the firm’s financial services practice, specializing in insurance, from 1987 until his retirement as chief audit quality leader for Southeast Asia in May 2021, having previously served as audit and advisory partner from 2004 to 2020. While with Deloitte, Mr. Basu worked in New York, London, Singapore and Mumbai, and led the firm’s diversity initiative in the northeast from 2005 to 2014. Mr. Basu is a Fellow member of the Institute of Chartered Accountants in England & Wales and a New York Certified Public Accountant. Mr. Basu was a founding member of Ascend, a Pan-Asian leadership organization, and previously served as an officer and on its board. A senior finance professional with global experience in financial services and insurance, financial reporting and M&A transactions, Mr. Basu brings to the Board deep financial expertise and a global perspective, as well as significant leadership skills including with diversity, equity and inclusion initiatives.

			J. Braxton Carter   •Director:   Since July 2020 •Age: 64 •Board Committees:   Audit, Finance and Risk •Other Public Company Boards:   DigitalBridge Group, Inc. (f/k/a Colony Capital, Inc.) (since 2021)			Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Risk Management •Leadership •Consumer Focus •Technology
Until his retirement in July 2020, Mr. Carter served as Executive Vice President and Chief Financial Officer of T-Mobile US, Inc. (TMUS), where he led the financial organization for nearly a decade. During that time, he also served on the TMUS Information Technology (IT) Steering Committee. He was previously Chief Financial Officer and Vice Chairman for MetroPCS Communications, Inc., until its acquisition by T-Mobile in 2013, where he also oversaw all finance, logistics and IT operations. Prior to that, Mr. Carter held senior finance leadership roles at PrimeCo Personal Communications, L.P. (now Verizon Wireless Inc.) and Neostar Retail Group, Inc. (now GameStop Corporation). Mr. Carter is a Certified Public Accountant and serves as a Senior Adviser for Deutsche Telekom Capital Partners and on the Board of Advisors for Tap Advisors. Mr. Carter brings to the Board extensive mobile industry expertise, combined with deep financial, capital and leadership expertise, through his former chief financial officer and other executive leadership roles with leading wireless service providers.

			Juan N. Cento •Director:   Since May 2006 •Age:   71 •Board Committees:   Compensation, Nominating and Corporate Governance •Other Public Company Boards:   None			Skills & Experience •Corporate Governance & Sustainability •Industry Experience •Global •Leadership •Consumer Focus
Mr. Cento served as Regional President of the Latin America and Caribbean Division of FedEx Express, headquartered in Miami, Florida, until his retirement in 2021. He has more than 40 years of experience in the air cargo and express transportation industry. He previously worked with Flying Tigers Line, Inc. and transitioned to FedEx in 1989 when the two companies were combined. Mr. Cento is currently a member of the International Advisory Board for the Baptist Health System in Florida. Mr. Cento previously served as a Board member of the Conference of Latin American and Caribbean Express Companies (CLADEC), where he served as chairman from 2020 to 2022, and as a Board member of the Council of the Americas, and as a member of the University of Miami Business School Latin America and Caribbean Advisory Board. Mr. Cento brings to the Board deep global, logistics and leadership experience through his decades of executive leadership at a large global transportation company.

			Keith W. Demmings   •Director:   Since January 2022 •Age:   50 •Board Committees:   None •Other Public Company Boards:   None			Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Risk Management •Leadership •Consumer Focus
Mr. Demmings is President and Chief Executive Officer of Assurant, Inc. He was named the Company’s President in May 2021, and became Chief Executive Officer and director in January 2022. Before assuming his current position, Mr. Demmings served as Executive Vice President and President, Global Lifestyle from July 2016 to May 2021. Mr. Demmings also served as Executive Vice President and President, Global Markets from September 2015 to July 2016 and Executive Vice President and President, International from June 2013 to September 2015. Since joining Assurant in 1997, Mr. Demmings has held a number of executive leadership positions, including serving as President and Chief Executive Officer of Assurant Canada. Mr. Demmings’s deep knowledge of the Company and the industries in which it operates, through various global executive positions with the Company, brings to the Board global, leadership, industry and consumer focus expertise.

			Harriet Edelman •Director: Since August 2017 •Age: 67 •Board Committees: Audit, Compensation, Information Technology (Chair) •Other Public Company Boards: Bed Bath & Beyond Inc. (since 2019), Brinker International, Inc. (since 2008)			Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Leadership •Consumer Focus •Technology
Ms. Edelman serves as Vice Chairman of Emigrant Bank, the largest privately held, family owned and operated community bank in the U.S. She previously served as Special Advisor to the chairman of the bank. From 2010 to 2021, she led the bank’s finance, information technology and credit administration operations. She joined the bank in 2008, after spending 29 years at Avon Products, Inc., rising to the roles of Chief Information Officer, Senior Vice President of global supply chain and business transformation and member of the company’s executive committee. Ms. Edelman currently chairs the Board of Directors of Bed Bath & Beyond Inc. She also chairs the Compensation Committee of Brinker International and is a member of its Audit Committee. Over the past 20 years, Ms. Edelman’s public company board experience has included software company Ariba, Inc., The Hershey Company, and the biopharmaceutical firm UCB, Inc., among others. Ms. Edelman previously served as Vice Chairman on the Board of Trustees of Bucknell University. Ms. Edelman brings to the Board a deep understanding of technology, operations and consumer focus, through her former executive leadership roles in financial services and multinational organizations, and significant corporate governance expertise given her extensive public company board experience.

			Sari Granat •Director: Since May 2022 •Age: 52 •Board Committees: Nominating and Corporate Governance •Other Public Company Boards: None			Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Global •Risk Management •Leadership •Technology
Since March 2022, Ms. Granat has served as the president and chief operating officer of Chainalysis, a blockchain data platform, where she manages the company’s general and administrative functions, including finance, business operations, human resources, legal, information security and information technology. From 2012 to 2022, Ms. Granat was with IHS Markit, a formerly NYSE-listed data, analytics and technology company, prior to its merger with S&P Global in February 2022, where she most recently served as executive vice president, chief administrative officer and general counsel, leading information security, information technology, legal, risk management, privacy and compliance functions. Ms. Granat brings to the Board expertise in technology and information security, as well as risk management, corporate governance and compliance, through her current and former executive leadership roles in technology and data focused companies.

			Lawrence V. Jackson   •Director:   Since July 2009 •Age:   69 •Board Committees:   Compensation (Chair), Nominating and Corporate Governance •Other Public Company Boards:   Bloomin Brands, Inc. (since 2020), John Bean Technologies Corporation (since 2020)			Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Leadership •Consumer Focus
Since 2008, Mr. Jackson has served as a senior advisor with New Mountain Capital, LLC, a private investment firm based in New York, and as a board member for several of the firm’s private portfolio companies. He has also chaired the board of SourceMark LLC since 2007. Previously, Mr. Jackson served as the President and Chief Executive Officer of the global procurement division of Walmart Inc., and as its Executive Vice President and Chief People Officer. Prior to that, he was President and Chief Operating Officer of Dollar General Corporation and Senior Vice President, Supply Operations for Safeway, Inc. He also served in various executive roles with PepsiCo, Inc. for 16 years. Mr. Jackson currently serves on the board of directors of Bloomin Brands, Inc. and is a member of its Audit and Nominating and Governance Committees. He also serves on the board of directors of John Bean Technologies Corporation and is a member of its Nominating and Governance and Compensation Committees. Mr. Jackson previously served as a director on the board of Snyder’s-Lance, Inc., and as a director on the board of Parsons Corporation and as chair of its Compensation Committee. Mr. Jackson’s broad experience with operations and logistics and human capital management, as well as capital and investments, through his various former executive leadership roles in multinational retail corporations and in private equity bring to the Board finance, leadership and consumer focus expertise.

			Debra J. Perry  •Director:   Since August 2017  •Age:   71 •Board Committees:   Finance and Risk (Chair), Nominating and Corporate Governance  •Other Public Company Boards:   Korn Ferry International (since 2008), Bernstein Funds (since 2011), Genworth Financial, Inc. (2016-2022)			Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Risk Management •Leadership
Ms. Perry is the former Senior Managing Director for global ratings and research at Moody’s Investors Service, a unit of Moody’s Corporation. She served as the senior business leader for the company’s Americas Corporate Finance Group, the U.S. Public Finance Group and the Global Non-Bank Financial Institutions Group and previously served as Chief Administrative Officer of Moody's Corporation. Ms. Perry also worked in fixed income research at First Boston Corporation and in a variety of corporate lending and capital markets roles at Chemical Bank in the US and Europe. She currently serves as Chair of the Audit Committee of Korn Ferry International and as a member of its Nominating and Corporate Governance Committee, and as Chair of the respective boards of the Bernstein Funds (a mutual fund complex that includes the Sanford C. Bernstein Fund, Inc. (since 2011), the Bernstein Fund, Inc. (since 2015) and AB Multi-Manager Alternative Fund (since 2018)). Ms. Perry previously served on the boards of MBIA Inc., CNO Financial Inc., PartnerRe Ltd. and Genworth Financial, Inc., and the board of trustees of Bank of America Funds. Ms. Perry brings leadership expertise and deep financial acumen to the Board through her former executive leadership positions in a preeminent credit ratings company and other financial institutions, as well as significant corporate governance expertise through her public company board service.

			Ognjen (Ogi) Redzic   •Director:   Since November 2019 •Age:   52 •Board Committees:   Finance and Risk, Information Technology •Other Public Company Boards:   None			Skills & Experience •Corporate Governance & Sustainability •Industry Experience •Global •Leadership •Consumer Focus •Technology
Mr. Redzic serves as Chief Digital Officer and Senior Vice President of Caterpillar Inc., with responsibility for Cat Digital. Mr. Redzic manages key components of the company’s digital strategy including connectivity, enterprise data and e-commerce platforms, the digital platform, analytics and applications. Prior to joining Caterpillar in 2018, he led Renault-Nissan Alliance’s connected car and mobility activities as Senior Vice President, Connected Vehicles and Mobility Services. Mr. Redzic has more than 20 years’ experience, including positions at Nokia HERE, NAVTEQ, Motorola, Inc., PCTEL, Inc. and at wireless communication startup cyberPIXIE. Mr. Redzic brings to the Board extensive information technology, data and digital expertise, as well as experience with connected vehicles in the auto industry, through his current and former executive leadership roles with a leading equipment company and automotive manufacturer.

			Paul J. Reilly  •Director:  Since June 2011  •Age:   66 •Board Committees:   Audit (Chair), Compensation  •Other Public Company Boards:   CMC Materials, Inc. (formerly Cabot Microelectronics Corporation) (2017 - 2022), comScore, Inc. (2017 - 2019)			Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Risk Management •Leadership
Until his retirement in January 2017, Mr. Reilly was Executive Vice President of Arrow Electronics, Inc., a distributor of electronic components and computer products. He was Executive Vice President, Finance and Operations and Chief Financial Officer of Arrow Electronics from 2001 until May 2016. Mr. Reilly held various positions within the company prior to assuming the role of Chief Financial Officer. Prior to joining Arrow Electronics in 1991, Mr. Reilly was a Certified Public Accountant in the business assurance practice of the New York office of KPMG Peat Marwick. Mr. Reilly previously served as Chair of the Audit Committee of CMC Materials, Inc., and as a member of its Compensation Committee. Mr. Reilly brings to the Board deep financial expertise combined with global and leadership experience through his former role as chief financial officer and other leadership positions with a large public company specialized is distribution of electronics.

			Robert W. Stein   Director:   Since October 2011   Age:   74   Board Committees:   Audit, Information Technology   Other Public Company Boards:   None			Skills & Experience •Corporate Governance & Sustainability •Finance, Capital and Investments •Industry Experience •Global •Risk Management •Leadership
Mr. Stein was a Global Managing Partner, Actuarial Services at Ernst & Young LLP and held various leadership roles in the firm’s actuarial and insurance practice from 1976 until his retirement in 2011. He is a Certified Public Accountant, a Fellow of the Society of Actuaries and a Trustee Emeritus of the Actuarial Foundation. He is also member of the AICPA and the American Academy of Actuaries. Mr. Stein serves on the board of Talcott Financial Group, the ultimate parent of Talcott Resolution Life Insurance Company and its subsidiaries and affiliates. Mr. Stein chairs its Audit Committee and is a member of its Risk Committee. Mr. Stein also serves on the board of directors of Worldwide Reinsurance Ltd., currently a wholly owned subsidiary of Digital Ally. Mr. Stein previously served on the boards of Aviva plc and Resolution Life Holdings, Inc. As a certified public accountant and an actuary, Mr. Stein brings to the Board decades of extensive financial, actuarial, risk management and insurance knowledge and experience.

			Skills and Experience						Ms. Rosen			Mr. Alves			Mr. Basu			Mr. Carter			Mr. Cento			Mr. Demmings			Ms. Edelman			Ms. Granat			Mr. Jackson			Ms. Perry			Mr. Redzic			Mr. Reilly			Mr. Stein
			Corporate Governance & Sustainability, including DE&I and other sustainable initiatives
			Finance, Capital and Investments, including accounting, financial reporting, financial markets, capital management and investments
			Industry Experience, including insurance, business services, mobile, auto and supply chain
			Global background or experience
			Risk Management, including compliance
			Leadership, including in strategy, operations and talent management
			Consumer Focus
			Technology, including digital or cybersecurity
			Demographic Background
			Age						70			68			64			64			71			50			67			52			69			71			52			66			74
			Tenure (Years)						14			4			0			3			17			1			6			1			14			6			4			12			12
			Gender, Racial or Ethnic Diversity			Gender
						Racial or Ethnic

The Board of Directors recommends that stockholders vote FOR each of the nominees named above to serve until the 2024 Annual Meeting or until their respective successors have been elected and qualified.

PROPOSAL TWO - RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors recommends that stockholders vote FOR the ratification of the appointment of PricewaterhouseCoopers LLP as Assurant’s Independent Registered Public Accounting Firm for the year ending December 31, 2023.

PROPOSAL THREE - ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION FOR 2022

“RESOLVED, that the 2022 compensation provided to the Company’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K of the U.S. Securities and Exchange Commission, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, is hereby APPROVED.”

The Board of Directors recommends that stockholders vote FOR the approval of the 2022 compensation of our NEOs as disclosed pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion.

PROPOSAL FOUR - ADVISORY VOTE ON FREQUENCY OF ADVISORY VOTES ON EXECUTIVE COMPENSATION

The Board of Directors recommends that you vote FOR the one year frequency option.

The table below sets forth certain information, as of February 14, 2023, concerning each person deemed to be an Executive Officer of the Company. There are no arrangements or understandings between any Executive Officer and any other person pursuant to which the officer was selected.

Name

Age

Position

Keith W. Demmings

50

President, Chief Executive Officer and Director

Richard S. Dziadzio

59

Executive Vice President, Chief Financial Officer

Michael P. Campbell

55

Executive Vice President and President, Global Housing

Robert A. Lonergan

46

Executive Vice President, Chief Strategy and Risk Officer

Francesca L. Luthi

47

Executive Vice President, Chief Administrative Officer

Keith R. Meier

53

Executive Vice President, Chief Operating Officer

Jay E. Rosenblum

56

Executive Vice President, Chief Legal Officer

Keith W. Demmings, President, Chief Executive Officer and Director. Mr. Demmings is President and Chief Executive Officer of Assurant, Inc. He was named the Company’s President effective May 18, 2021, and became Chief Executive Officer and director on January 1, 2022. Before assuming his current position, Mr. Demmings served as Executive Vice President and President, Global Lifestyle from July 2016 to May 2021. Mr. Demmings served as Executive Vice President and President, Global Markets beginning in September 2015 and Executive Vice President and President, International beginning in June 2013. Since joining Assurant in 1997, Mr. Demmings has held a number of executive leadership positions, including serving as President and Chief Executive Officer of Assurant Canada.

Richard S. Dziadzio, Executive Vice President, Chief Financial Officer. Mr. Dziadzio was appointed Executive Vice President, Chief Financial Officer effective July 2016 and Interim Chief Accounting Officer and Controller from February through September 2020. Mr. Dziadzio also served as the Company’s Treasurer from July 2016 through November 2018. Before joining Assurant, Mr. Dziadzio served as Chief Financial Officer of QBE North America beginning in August 2013. From April 2012 to July 2013, Mr. Dziadzio was Chief Financial Officer of ANV, a specialty underwriter.

Michael P. Campbell, Executive Vice President and President, Global Housing. Mr. Campbell was appointed Executive Vice President and President, Global Housing effective July 2016. Before assuming his current position, Mr. Campbell served as Executive Vice President and Chief Operating Officer for the Company’s specialty property lines of business beginning in January 2014. Mr. Campbell joined Assurant in 2006 through the acquisition of Safeco’s Financial Institution Solutions subsidiary where he held several executive roles.

Robert A. Lonergan, Executive Vice President, Chief Strategy and Risk Officer. Mr. Lonergan was appointed Executive Vice President, Chief Strategy Officer effective July 2016, and became Chief Strategy and Risk Officer effective January 2020. Mr. Lonergan joined Assurant in 2012 as Vice President, M&A Sourcing. In January 2015, he was promoted to Senior Vice President, Growth and Innovation. Prior to joining Assurant, Mr. Lonergan worked for Bain & Company, Inc.

Francesca L. Luthi, Executive Vice President, Chief Administrative Officer. Ms. Luthi was appointed Executive Vice President, Chief Administrative Officer effective July 2020. Before assuming her current position, Ms. Luthi served as Executive Vice President, Chief Communication and Marketing Officer since September 2015, and prior to that served as Senior Vice President, Investor Relations and Corporate Communications since July 2014. Ms. Luthi joined Assurant in August 2012 as Senior Vice President, Investor Relations.

Keith R. Meier, Executive Vice President, Chief Operating Officer. Mr. Meier was appointed Chief Operating Officer effective January 2022. Before assuming his current position, Mr. Meier was Executive Vice President and President, International since June 2016 with responsibility for all product lines outside of the U.S., spanning 20 countries across Asia Pacific, Canada, Europe and Latin America. Prior to that, he served as Senior Vice President, Global Strategy and M&A for Assurant beginning in January 2013. Mr. Meier held a number of executive positions since joining Assurant in 1998.

Jay E. Rosenblum, Executive Vice President, Chief Legal Officer. Mr. Rosenblum was appointed Executive Vice President, Chief Legal Officer effective July 2020. Before assuming his current position, Mr. Rosenblum served as Co-Interim General Counsel since February 2020. Mr. Rosenblum joined Assurant in June 2019 as Senior Vice President, Government Relations and Regulatory Affairs. Prior to joining Assurant, Mr. Rosenblum served as Chief Human Resources Officer at Guardian Life Insurance Company of America after being promoted from his role as Senior Vice President of Government Affairs.

OVERVIEW

•Board and Committee Independence and Independent Board Chair. All of our directors are independent, except our CEO, and the Chair of the Board is independent. The members of each of the Board’s committees are also independent.

•Annual Election of Directors, Majority Voting in Director Elections and No Supermajority Voting Provisions. Directors are elected annually. In uncontested elections, directors must be elected by a majority of votes cast. A director is required to tender his or her resignation if he or she fails to receive the required number of votes for election and the Board will then determine whether to accept or reject the resignation. No supermajority voting provisions are required for stockholders to amend the charter or by-laws.

•Annual Board and Committee Self-Evaluations. The Board, in coordination with the Nominating and Corporate Governance Committee, conducts a self-evaluation of the Board as a whole and each of its committees at least annually. Each committee also conducts a self-evaluation. This process helps inform the annual director nomination process and Board refreshment.

•Annual Board Evaluation of CEO. The Chair of the Board leads the evaluation process of the CEO’s performance with the independent directors, including the Nominating and Corporate Governance Committee and the Compensation Committee.

•Limits on Public Company Board and Audit Committee Service. No independent director may serve on more than four public company boards (including the Company’s Board) and directors who are also serving as a chief executive officer, including the Company’s CEO, may not serve on more than two public company boards (including the Company’s Board). No member of the Audit Committee may simultaneously serve on the audit committee of more than three public companies (including the Company’s Audit Committee), unless the Board determines that such service would not impair the effectiveness of their service on the Company’s Audit Committee. A director must seek approval of the Nominating and Corporate Governance Committee in advance of serving on the board of another entity.

•Regular Executive Sessions of Independent Directors. The independent directors hold regular executive sessions, generally at each regularly scheduled meeting of the Board and each committee, at which management, including the CEO, is not present.

•Proxy Access. A stockholder, or a group of up to 20 stockholders, owning 3% or more of the Company’s outstanding common stock continuously for at least three years, has the right to nominate and include in the Company’s proxy materials director nominees constituting the greater of two or 20% of the total number of directors, if the stockholder(s) and nominee(s) meet the requirements in the Company’s by-laws.

•Stockholder Engagement. As a part of our ongoing stockholder engagement, we continue to reach out and engage with a wide array of institutional investors. In 2022, we continued our stockholder engagement program. We spoke with holders of nearly 30% of our outstanding common stock across a broad spectrum of matters facing the Company, including corporate governance, executive compensation and ESG practices. Through this outreach, we highlighted our progress under board refreshment, changes to align the 2023 executive compensation plans with the evolution of the Company’s performance metrics, and advancements in our ESG efforts related to talent, products and climate. This included progressing our talent strategy focused on employee engagement, investments in programs to support career development and recognizing and rewarding performance. In addition, we enhanced emissions reporting and set our near-term, science-based carbon emissions reduction target of 40% for Scope 1 and Scope 2 emissions by 2030 from a 2021 base year. We look forward to continuing this important dialogue with our investors in 2023.

•No Stockholder Rights Plan. The Company does not have a stockholder rights agreement, also known as a poison pill.

CORPORATE GOVERNANCE GUIDELINES AND CODE OF ETHICS

The Company and the Board formalize many of our governance practices in our Corporate Governance Guidelines. The Nominating and Corporate Governance Committee reviews our Corporate Governance Guidelines periodically to ensure they reflect current corporate governance standards and the Company’s practices. The Corporate Governance Guidelines can be found under the “Corporate Governance” subsection of the “Investor Relations” section of our website at http://ir.assurant.com, or by writing to our Corporate Secretary at Assurant, Inc., 260 Interstate North Circle SE Atlanta, GA 30339 and via email at corporatesecretary@assurant.com.

The Assurant Code of Business Conduct and Ethics (the “Code of Ethics”) is applicable to all of our employees, officers and directors, including the principal executive officer, the principal financial officer and the principal accounting officer. Our Code of Ethics helps to guide our actions and reinforces our commitment to integrity and ethical business conduct. The Code of Ethics highlights our commitment to respecting the human rights and dignity of everyone. The Code of Ethics can be found under the “Corporate Governance” subsection of the “Investor Relations” section of our website at http://ir.assurant.com, or by writing to our Corporate Secretary at Assurant, Inc., 260 Interstate North Circle SE Atlanta, GA 30339 and via email at corporatesecretary@assurant.com. We intend to post any amendments to or waivers from the Code of Ethics that are required to be disclosed under SEC rules at this location on our website.

BOARD AND COMMITTEE LEADERSHIP, COMPOSITION AND REFRESHMENT

In line with corporate governance best practices, our Board has been chaired by an independent director since Assurant became a publicly traded company in 2004. The Board generally believes that the Chair

Name

Audit

Compensation

Finance and Risk

Information Technology

Nominating and    Corporate Governance

Elaine D. Rosen

Paget L. Alves

Rajiv Basu

J. Braxton Carter

Juan N. Cento

Sari Granat

Harriet Edelman

Lawrence V. Jackson

Debra J. Perry

Ogi Redzic

Paul J. Reilly

Robert W. Stein

			Non-Executive Chair of the Board. Denotes Committee Chair.
			This table does not include Jean-Paul Montupet, who will not stand for re-election at the Annual Meeting based on our director retirement policy.

The Board is committed to effective and ongoing refreshment that is reflective of the evolution of the Company’s strategy and provides a balanced mix of tenure and diversity. Since 2019, the Board has added five new independent directors with deep insurance, mobile and auto industry experience, consumer focus, and information technology, cyber, data and digital expertise.

DIRECTOR RECRUITMENT, NOMINATION AND QUALIFICATIONS

DIRECTOR INDEPENDENCE

In compliance with the listing standards applicable to Assurant under the NYSE Listed Company Manual, the Board has adopted categorical standards to assist in evaluating the independence of the Company’s directors. They are included in our Corporate Governance Guidelines available under the “Corporate Governance” subsection of the “Investor Relations” section of our website at http://ir.assurant.com.

•The Company owns immaterial amounts of publicly-traded bonds of companies with which Messrs. Alves, Carter and Redzic are affiliated as officers or directors.

•Mses. Edelman, Granat, Perry and Rosen and Messrs. Alves, Basu, Carter, Cento, Jackson and Stein serve, or within the past three years, have served as officers, directors or affiliates of companies with which the Company engaged in ordinary course, arms-length business transactions that were immaterial to the Company and in which such directors had no material direct or indirect interest.

•Matching contributions and grants have been made to non-profit and charitable institutions with which certain directors are affiliated, in accordance with the matching gift policies described on page 76.

BOARD AND COMMITTEE EVALUATIONS

DIRECTOR ORIENTATION AND CONTINUING EDUCATION

MANAGEMENT SUCCESSION PLANNING

BOARD ROLE IN RISK OVERSIGHT

The Audit Committee reviews the Company’s policies with respect to risk assessment and risk management and coordinates with the Finance and Risk Committee with respect to Board oversight of risk management and global risk management activities. The Audit Committee also focuses on risks relating to financial statements, internal control over financial reporting, disclosures (including disclosure of the Company’s material risks), and compliance with legal and regulatory requirements. The Audit Committee receives reports at least quarterly from the Chief Internal Auditor and the Global Ethics and Compliance Officer. The Finance and Risk Committee has primary oversight responsibility of the Global Risk Management function and corresponding risk activities, and receives risk management updates at least quarterly from the Chief Strategy and Risk Officer and the Global Head of Risk that include the identification, assessment, reporting and mitigation of existing and emerging key enterprise risks. The Finance and Risk Committee also focuses on risks relating to investments, capital management and catastrophe reinsurance. The Compensation Committee focuses on risks relating to executive retention and compensation plan design, and the Nominating Committee focuses on risks relating to director and management succession, and has ultimate oversight responsibility for how the Company manages sustainability. The Information Technology Committee is responsible for oversight of information technology risk assessment and risk management. This includes oversight of cybersecurity policies, controls and procedures, such as procedures to identify and assess internal and external cybersecurity risks. The Information Technology Committee receives updates from management, including the Chief Information Security Officer, on internal and external cybersecurity risks at least quarterly. In fulfilling its responsibilities, the Board and each committee has the authority to retain external advisors.

BOARD AND COMMITTEE MEETINGS AND EXECUTIVE SESSIONS

combined total meetings of the full Board and the committees on which he or she served in 2022. All directors then serving on the Board attended the 2022 Annual Meeting of Stockholders.

In 2022, the Board and its committees met as described in the table below. Directors meet in executive sessions consisting exclusively of independent directors generally at each Board meeting. Each committee also holds executive sessions without any members of management present, generally at each meeting.

						Board			Audit			Compensation			Finance and Risk			Information Technology			Nominating and Corporate  Governance
			Number of Meetings in 2022			6			13			9			6			4			5

NOMINATING AND CORPORATE GOVERNANCE COMMITTEE

•identifying individuals qualified to become directors, consistent with criteria approved by the Board, and selecting, or recommending to the Board select, the candidates for all directorships to be filled by the Board or by the stockholders;

•developing and recommending to the Board a set of corporate governance guidelines applicable to the Company;

•overseeing the evaluation of the Board and management, including evaluating annually the performance of each committee of the Board; and

•otherwise taking a leadership role in shaping the corporate governance of the Company.

•developing director orientation and continuing education programs to ensure that the directors are fully informed as to their responsibilities;

•overseeing the evaluation of the Board and the CEO and providing input on senior management; and

•overseeing the senior management succession planning process.

The Nominating Committee also oversees ESG, including diversity, equity and inclusion, talent and political activities, and coordinates with other committees of the Board, such as the Compensation Committee, regarding matters within their purview. The Board has determined that all members of the Nominating Committee are independent under both NYSE listing standards and SEC rules. The Charter of the Nominating Committee can be found under the “Corporate Governance” subsection of the “Investor Relations” section of our website at http://ir.assurant.com.

AUDIT COMMITTEE

•the integrity of our quarterly and annual financial statements;

•our compliance with legal and regulatory requirements;

•our independent auditor’s qualifications and independence; and

•the performance of our internal audit function and independent auditors.

The Board has determined that all members of the Audit Committee are independent under both NYSE listing standards and SEC rules. The Charter of the Audit Committee can be found under the “Corporate Governance” subsection of the “Investor Relations” section of our website at http://ir.assurant.com.

COMPENSATION COMMITTEE

•providing oversight of our compensation programs and practices and compensation of the Company’s executives; and

•producing an annual report for executive compensation for inclusion in the Company’s annual proxy statement.

The Board has determined that all members of the Compensation Committee are independent under both NYSE listing standards and SEC rules. Each member of the Compensation Committee is a “non-employee director” under Section 16 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”). The Charter of the Compensation Committee can be found under the “Corporate Governance” subsection of the “Investor Relations” section of our website at http://ir.assurant.com.

The Compensation Committee engaged Semler Brossy through July 2022. Following an extensive, competitive review process, effective August 2022, the Compensation Committee engaged Pearl Meyer to serve as its independent compensation consultant to provide analysis and advice on such items as pay competitiveness, incentive plan design, performance measurement and other relevant market practices and trends with respect to executive and director compensation. For more information on the role of the independent compensation consultant in compensation recommendations and decisions, and the Compensation Committee’s assessment of the independence of the consultant, please see “CD&A — Input from Independent Compensation Consultant” on page 45.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

FINANCE AND RISK COMMITTEE

•reviewing our policies and strategies for achieving finance (capital and liquidity management) objectives and reviewing outcomes;

•reviewing our policies and strategies for achieving investment (investing of the Company’s assets for investment return) objectives and reviewing outcomes; and

•acting as the focus committee of the Board for oversight of the Company’s enterprise risk management activities in conjunction with the Audit Committee and its risk management responsibilities.

The Board has determined that all members of the Finance and Risk Committee are independent. The Charter of the Finance and Risk Committee can be found under the “Corporate Governance” subsection of the “Investor Relations” section of our website at http://ir.assurant.com.

INFORMATION TECHNOLOGY COMMITTEE

•reviewing the effectiveness of our information technology strategy, operations and investments in support of our overall business and operating strategy;

•providing input and perspective on technology advances and innovation and their potential to further our strategy; and

•reviewing the effectiveness of our policies with respect to information technology risk assessment and risk management, including cybersecurity policies, controls and procedures.

The Board has determined that all members of the Information Technology Committee are independent. The Charter of the Information Technology Committee can be found under the “Corporate Governance” subsection of the “Investor Relations” section of our website at http://ir.assurant.com.

COMMUNICATING WITH THE INDEPENDENT CHAIR, THE BOARD OF DIRECTORS AND THE AUDIT COMMITTEE

•business solicitations;

•junk mail, mass mailings and spam;

•new product and new services suggestions;

•resumes and other employment inquiries; and

•surveys.

SUSTAINABILITY

			Reinforced Company Culture			We refreshed the key tenets of our culture, specifically to foster greater understanding of our renewed purpose and why the work we do each day and behaviors we model matter to the stakeholders we serve.
			Ongoing Employee Feedback & Listening			We regularly engage with our employees to seek feedback through an array of forums and channels designed to provide opportunities for anonymous, real-time feedback. Results from our most recent enterprise-wide listening program, which concluded in June 2022, benefited from strong employee participation and highlighted that employees generally feel engaged and aligned with the Company’s priorities. To ensure our Total Rewards remain competitive, we also conducted employee focus groups that helped validate that recommended plan changes for 2023 met the needs of our diverse workforce particularly around predictability and affordability of health care costs.

			Commitment to Diversity & Inclusion			We launched three employee resource groups (including Women@Assurant, Veterans@Assurant and Mosaic@Assurant) to provide forums for employees to raise topics that are important to underrepresented groups. We sponsored an inaugural, enterprise-wide diversity and inclusion mentorship program. We expanded employee participation in targeted development programs for women and underrepresented groups including HACE (Hispanic Alliance for Career Enhancement), ELC (Executive Leadership Council) and LEAP (Leadership Acceleration Program) forums.
			Investing in Our People			We continue to invest in our employees’ career growth and provide employees with a wide range of training and development opportunities. In 2022, we delivered live-virtual training to support the initial rollout of our redefined culture tenets which will continue as we further embed into our talent practices. We also implemented key initiatives to increase adoption of new technology and processes providing both learning tools and change support, furthering our focus on a digital-first mindset.

			Electric Vehicle Product			EV-One, our electric vehicle and hybrid protection policy, is available in 12 countries. EV-One was expanded and enhanced to include comprehensive battery coverage, helping to support the adoption of energy-efficient vehicles.
			Repurposing Mobile Devices			Since 2009, Assurant has repurposed more than 135 million mobile devices. Whether by repairing, reselling or recycling devices through certified partners, we are enabling the reuse of valuable materials and reduction of e-waste from landfills.

			Reduce GHG Emissions by 40 Percent by 2030			In December 2022, the Company announced its science-based aligned target to reduce Scope 1 and Scope 2 GHG emissions by 40% by 2030 from a 2021 base year. The target, which aligns with the Paris Agreement and the Science-based Targets initiative, was set as part of the Company’s ESG guiding principle to ensure its facilities around the world adhere to sustainability practices.
			Enhanced and Verified Emissions Reporting			We continue to enhance our emissions reporting. In 2022, we expanded Scope 3 reporting to include our investment portfolio (by industry and asset class) in addition to purchased goods and services, and use of sold products, a category that pertains exclusively to our mobile business. We engaged a third party to conduct an independent verification of all Scope 1, Scope 2, and relevant Scope 3 category, excluding investment portfolio, GHG emissions.
			Climate Action Policy			In addition to our Responsible Investing Commitment Policy, in 2022, we implemented our Climate Action Policy, which identifies the steps that we will take to continue to integrate our environmental commitment into our business operations and maintain the appropriate governance and oversight to monitor, manage, and continuously improve our climate action and environmental performance.

Additional information about our sustainability efforts, and our most recent Sustainability Report, can be found on our website at http://www.assurant.com/our-story/sustainability.

POLITICAL ACTIVITIES POLICY STATEMENT

We have a policy governing our political activities to ensure they are conducted in full compliance with applicable law and align with our corporate purpose and values. Among other things, the policy states that Assurant does not use corporate resources for political contributions to political candidates, parties, or committees, even where it is allowed by law. As permitted by federal election law, Assurant sponsors the Assurant Inc. Political Action Committee (“PAC”), a federal political action committee registered with the Federal Election Commission, and funded solely through voluntary employee contributions. As legally permitted, Assurant supports the modest cost of administering the PAC. The Nominating Committee exercises oversight over our political activities, including our public policy priorities, engagement with officials and other stakeholders, and compliance with laws and regulations. Our Political Activities Policy is available under the “Corporate Governance” subsection of the “Investor Relations” section of our website at http://ir.assurant.com.

EXECUTIVE SUMMARY

Name

Title

Keith W. Demmings

President and Chief Executive Officer

Richard S. Dziadzio

Executive Vice President, Chief Financial Officer

Robert A. Lonergan

Executive Vice President, Chief Strategy and Risk Officer

Keith R. Meier

Executive Vice President, Chief Operating Officer

Francesca L. Luthi

Executive Vice President, Chief Administrative Officer

In 2022, given the Company’ ongoing shift to more fee-based businesses, Assurant introduced Adjusted EBITDA, excluding reportable catastrophes, and Adjusted earnings, excluding reportable catastrophes, per diluted share, as its performance metrics for the enterprise. During this transition year, we continued to use legacy financial metrics in our compensation plans designed to focus management on driving continued profitable growth. For 2022, the financial metrics for the Executive Short-Term Incentive Plan (“ESTIP”) were 60% net operating income (“NOI”), excluding reportable catastrophes, and 40% net earned premiums, fees and other income, and the financial metrics for the Long-Term Equity Incentive Plan (“ALTEIP”) were 50% TSR relative to the S&P 500 Index and 50% absolute NOI per diluted share (“NOI EPS”), excluding reportable catastrophes.

For 2023, the Company will adjust the metrics of its compensation plans to align with the evolution of its performance metrics. For the ESTIP, we will move to metrics comprised of 50% Adjusted EBITDA, excluding reportable catastrophes, 30% net earned premiums, fees and other income, and 20% a new individual performance factor introduced to better allow the CEO to differentiate total payouts for the NEOs based on their individual contributions and attainment of strategic goals. For the ALTEIP, we will move to 50% Adjusted earnings, excluding reportable catastrophes, per diluted share, with no change to the 50% TSR relative to the S&P 500 Index.

•Annual base salary: The Compensation Committee set the fixed cash compensation for our CEO and reviewed and approved the fixed cash compensation for our other NEOs based on

•Annual Incentive Plan (“ESTIP”): The Compensation Committee set ESTIP performance goals for 2022 based on NOI and net earned premiums, fees and other income of the consolidated enterprise. These goals were designed to support the Company’s strategic and financial objectives, including continued profitable growth. Based on the Company’s performance against the ESTIP performance goals, our NEOs received annual incentive payments calculated on the basis of net earned premiums, fees and other income (weighted 40%) performing at 89% and NOI (weighted at 60%) performing at a 78% for a total 0.82 performance multiplier. ESTIP metrics and NEO payouts are described in greater detail in “Annual Incentive Compensation” beginning on page 47.

•Long-Term Equity Incentive Plan (“ALTEIP”): For 2022, our NEOs received 75% of their annual ALTEIP awards in the form of PSUs and 25% in the form of RSUs. PSUs are designed to support the Company’s ongoing strategic and financial objectives, including continued profitable growth and sustainable long-term stockholder return, thereby closely aligning the interests of management and stockholders. Payouts under the PSUs are determined at the end of a three-year performance cycle based on the Company’s TSR results relative to the S&P 500 Index and absolute NOI EPS performance, excluding reportable catastrophes. Generally, PSUs vest on the third anniversary of the grant date. For PSUs granted in 2019, based on actual performance results, NEOs received shares of common stock equal to 112% of their target PSUs. ALTEIP metrics and NEO payouts are described in greater detail in “Long-Term Equity Incentive Compensation” beginning on page 48.

At our 2022 Annual Meeting, stockholders again voted strongly in support of Assurant’s executive compensation program with approximately 96% of votes cast in support of our say-on-pay proposal. Executive compensation was a key topic of discussion during our ongoing stockholder engagement during which we highlighted our proposed changes to the executive compensation plans for 2023 to align with the evolution of the Company’s performance metrics and advancements in our ESG efforts related to talent and DE&I. Our stockholder engagement program is described in further detail in “Stockholder Rights and Engagement” beginning on page 27.

What We Do

What We Don’t Do

☑ Heavy emphasis on variable compensation

☒ No “single trigger” change in control agreements

☑ Significant portion of annual and long-term incentives are performance based “at risk”

☒ No tax gross ups upon change in control

☑ Robust stock ownership guidelines for directors and executive officers

☒ No hedging or pledging of company stock

☑ Incentive recoupment (clawback) policy

☒ No significant perquisites

☑ Proactive stockholder engagement

☒ No dividends paid on unvested PSUs

☑ Annual risk assessments

☒ No employment agreements with executive team

WHAT GUIDES OUR PROGRAM

Executive compensation programs should align the interests of our executives with those of our stockholders by tying compensation to the Company’s stock price and financial performance.

•Significant portions of executive compensation are variable and tied to the Company’s stock price and financial performance. 87% of our CEO’s and 77% of our other NEOs’ total target direct compensation is variable. The charts below do not include any one-time equity grants or awards outside of target annual total direct compensation, if any.

Executive compensation opportunities should be sufficiently competitive to motivate and retain talent while aligning their interests with those of our stockholders.

•When setting target total direct compensation opportunities (base salary, ESTIP and ALTEIP) for our NEOs, the Compensation Committee considered comparable positions at companies included in a Willis Towers Watson general industry survey and select secondary references. The Compensation Committee also considered the scope of an NEO’s role and his or her individual performance, contributions and experience.

•The Company selects performance metrics that seek to achieve the appropriate balance between annual and long-term incentives that are supportive of the Company’s strategic and financial goals.

•Stock-based compensation outweighs cash-based compensation to further align NEOs with long-term value creation.

•Each NEO’s annual incentive opportunity and PSUs are contingent on the Company’s performance. If the Company does not achieve threshold performance with respect to its ESTIP or PSU metrics, there is no payout under those plans.

•75% of the annual long-term equity incentive award granted to our NEOs in 2022 was delivered in the form of PSUs, with a three-year cumulative performance period, and 25% was delivered in the form of RSUs, with a three-year annual vesting schedule.