EX-10.16



 






Exhibit 10.16




COMPENSATION OF NAMED EXECUTIVE OFFICERS OF ALLEGHANY CORPORATION (THE “COMPANY”)




     The following information relates to the compensation of the chief executive officer and the
four other most highly compensated executive officers of the Company serving as executive officers
at the end of 2005.



SUMMARY COMPENSATION TABLE




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Annual Compensation	 	Long-Term	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	Other Annual	 	Incentive	 	All Other
	Name and Principal	 	 	 	 	 	 	 	 	 	Bonus	 	Compensation	 	Plan Payouts	 	Compensation
	Position	 	Year	 	Salary	 	(1)	 	(2)	 	(3)	 	(4)
	Weston M. Hicks,
	 	 	2005	 	 	$	800,000	 	 	$	810,000	 	 	$	8,074	 	 	$	—	 	 	$	126,915	 
	President and chief
	 	 	2004	 	 	 	700,000	 	 	 	518,007	 	 	 	5,104	 	 	 	—	 	 	 	111,430	 
	executive officer(5)
	 	 	2003	 	 	 	624,000	 	 	 	468,000	 	 	 	4,743	 	 	 	—	 	 	 	99,866	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Roger B. Gorham
	 	 	2005	 	 	$	416,667	 	 	$	337,500	 	 	$	6,457	 	 	$	—	 	 	$	67,227	 
	Senior Vice President –
Finance and Investments
and chief financial
officer (6)
	 	 	2004	 	 	 	25,189	 	 	 	—	 	 	 	277	 	 	 	—	 	 	 	142	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Robert M. Hart,
	 	 	2005	 	 	$	491,497	 	 	$	292,507	 	 	$	7,347	 	 	$	886,104	 	 	$	83,544	 
	Senior Vice President,
	 	 	2004	 	 	 	472,593	 	 	 	282,703	 	 	 	6,787	 	 	 	706,485	 	 	 	79,956	 
	General Counsel
and Secretary
	 	 	2003	 	 	 	454,416	 	 	 	268,149	 	 	 	6,304	 	 	 	460,788	 	 	 	76,581	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	James P. Slattery,
	 	 	2005	 	 	$	432,640	 	 	$	257,637	 	 	$	4,622	 	 	$	557,163	 	 	$	71,512	 
	Senior Vice President —
	 	 	2004	 	 	 	416,000	 	 	 	227,136	 	 	 	4,756	 	 	 	293,781	 	 	 	68,733	 
	Insurance
	 	 	2003	 	 	 	400,000	 	 	 	229,200	 	 	 	4,569	 	 	 	—	 	 	 	66,024	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Peter R. Sismondo,
	 	 	2005	 	 	$	239,455	 	 	$	136,203	 	 	$	3,208	 	 	$	455,328	 	 	$	40,200	 
	Vice President, Controller,
	 	 	2004	 	 	 	230,245	 	 	 	103,749	 	 	 	3,030	 	 	 	363,114	 	 	 	38,579	 
	Treasurer and Assistant
Secretary
	 	 	2003	 	 	 	221,389	 	 	 	101,485	 	 	 	2,867	 	 	 	236,940	 	 	 	37,034	 









 




			
	(1)	 	These amounts represent (i) bonuses earned in respect of the relevant year under the 2005
Management Plan, which is designed to reward executive officers for the attainment of one or
more performance goals established by the Compensation Committee, subject to reduction or
elimination of any such bonus based on such criteria as the Compensation Committee shall
determine, including, but not limited to, individual objectives established by the
Compensation Committee, and (ii) in the case of the 2005 amounts for Messrs. Gorham and
Sismondo, additional discretionary bonuses of $76,969 and $25,000, respectively, paid outside
the 2005 Management Plan.
	 
	(2)	 	These amounts represent (i) payments for reimbursement of taxes on income imputed pursuant to
the Company’s long-term disability and group term life insurance policies, and (ii) in the
case of the 2005 amounts for each of Messrs. Hicks and Gorham, the additional amount of $2,500
representing the payment of luncheon club dues and fees.
	 
	(3)	 	These amounts represent payouts in February 2005 in settlement of performance shares awarded
under the 1993 Long-Term Incentive Plan (the “1993 Plan”), which entitled the holder thereof
to payouts of cash and/or Common Stock (in such proportion as is determined by the
Compensation Committee) up to a maximum amount equal to the value of one share of Common Stock
on the payout date for each performance share, depending upon the average annual compound
growth in the Company’s Earnings Per Share (as defined by the Compensation Committee pursuant
to the 1993 Plan) for the 2001-2004 award period. Such payout was made in cash to the extent
of minimum statutory withholding requirements in respect of the award, with the balance in
Common Stock.
	 
	(4)	 	The 2005 amounts listed for Messrs. Hicks, Gorham, Hart, Slattery and Sismondo include (i)
savings benefits of $119,375, $61,875, $73,606, $64,792 and $35,861, respectively, credited
pursuant to the Deferred Compensation Plan; and (ii) benefits valued at $3,520, $1,332,
$5,918, $2,700 and $1,130, respectively, pursuant to the Securities and Exchange Commission
rules, of life insurance maintained by the Company on their behalf. Such life insurance
policies provide a death benefit to an executive




 









 









			
	 	 	officer who is an employee at the time of his death equal to four times the amount of such
executive officer’s annual salary at January 1 of the year of his death. The 2005 amounts listed
for each of Messrs. Hicks, Gorham, Hart and Slattery also include compensation of $4,020, and the
2005 amount listed for Mr. Sismondo also includes compensation of $3,209, in respect of other
insurance coverage.
	 
	(5)	 	Mr. Hicks was appointed President and chief executive officer of the Company effective
December 31, 2004, and was Executive Vice President of the Company prior thereto.
	 
	(6)	 	Mr. Gorham has been a Senior Vice President of the Company since December 2004 and chief
financial officer since May 1, 2005.