Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 21, 2020, Enstar Group Limited (the “Company”) agreed to terms with Zachary Wolf to join the Company as its Deputy Chief Financial Officer, with an anticipated start date of September 21, 2020. Mr. Wolf will become the Company’s Chief Financial Officer following the transition of the Company’s current Chief Financial Officer, Guy Bowker, who previously agreed to remain with the Company until February 28, 2021 pursuant to the terms of a transition agreement. Mr. Wolf’s service as Chief Financial Officer is expected to begin on March 1, 2021, which date is subject to occur earlier or later in the discretion of the Board of Directors (but in no event later than April 30, 2021). It is anticipated that Mr. Wolf will become the Company’s principal financial officer and principal accounting officer at such time.
Mr. Wolf’s employment agreement with Enstar (US), Inc., a wholly-owned subsidiary of the Company, provides for base salary, eligibility to participate in the Company’s Annual Incentive Program beginning with the 2020 calendar year, eligibility to participate annually in the Company’s Equity Incentive Plan, and sign-on equity incentive awards. He will be eligible to participate in the Enstar (US), Inc. benefit and 401(k) plans generally available to all employees in the United States and to receive severance payments upon termination without cause or resignation for good reason.
Mr. Wolf, age 40, joins the Company from AmTrust Financial Services, Inc. (“AmTrust”), where he has served as Executive Vice President, Strategic Development since January 2020. From 2017 to 2020, he served as Deputy CFO and Senior Vice President at AmTrust, and prior to that was Vice President of Strategic Development from 2013 to 2017. Before joining AmTrust, Mr. Wolf worked in the financial services industry, including for six years at Standard & Poor’s as a senior director.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include statements regarding the intent, belief or current expectations of the Company and its management team. Investors are cautioned that any such forward-looking statements speak only as of the date they are made, are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors. Important risk factors regarding Enstar can be found under the heading "Risk Factors" in the Company's Form 10-K for the year ended December 31, 2019 and in the Company’s Form 10-Q for the period ended June 30, 2020 and are incorporated herein by reference. Furthermore, the Company undertakes no obligation to update any written or oral forward-looking statements or publicly announce any updates or revisions to any of the forward-looking statements contained herein, to reflect any change in its expectations with regard thereto or any change in events, conditions, circumstances or assumptions underlying such statements, except as required by law.