Everest Group (EG) 10-K risk factor changes: FY2023 vs FY2022

[removed: Our] [added: *Our] results could be adversely affected by catastrophic [added: events.*]

[removed: financial][added: FINANCIAL]

[added: | Calendar year: | | |] Pre-tax net catastrophe losses [added: | | |]

[added: |] (Dollars in millions) [added: | | | | | |]

[added: |] 2022 [added: | | | 1,055 | | |]

[added: |] 2021 [added: | | | 1,135 | | |]

[added: |] 2020 [added: | | | 425 | | |]

[added: |] 2019 [added: | | | 576 | | |]

[removed: Our] [added: *Our] losses from future catastrophic events [added: could exceed our projections.*]

[removed: in a decrease to our] [added: | Calendar year: | | | Effect on] pre-tax net income [added: | | | | | |]

[added: | 2023 | | | $ | 5 | |] increase [added: | | |]

[removed: underwriting][added: UNDERWRITING]

[added: This could reduce our net] income [removed: or] [added: and even] result in a net loss.

[added: Our success depends on our ability to accurately] assess the risks associated with the businesses [added: on which the risk is retained.]

[removed: Decreases] [added: *Decreases] in pricing for property and casualty reinsurance [added: and insurance could reduce our net income.*]

[removed: credit][added: Credit Risk.]

[added: The termination provision would generally be triggered if a] rating fell below A.M. Best’s [added: A- rating level.]

[removed: and/or] [added: We] rely [added: on brokers and agents.]

[removed: our strategic][added: STRATEGIC]

[added: |] Percentage of ceded written premiums to gross [added: written premiums | | | 11.5 | | % | 11.5 | | % | 12.3 | | % | 13.0 | | % | 14.3 | | % |]

[removed: Our] [added: *Our] industry is highly [removed: competitive] [added: competitive,] and we may not be able [added: to compete successfully in the future.*]

[removed: We] [added: *We] are dependent on our key [added: personnel.*]

[removed: equity][added: Equity Risk.]

[added: The value of these assets fluctuates] with changes in the markets.

[added: *We may experience foreign currency exchange losses that] reduce our net income and capital [removed: levels.][added: levels.*]

[removed: 2022,][added: | 2022 | | | 1 | | | increase | | |]

[removed: that] [added: *We are subject to cybersecurity risks* *that] could negatively impact our business [removed: operations.][added: operations.*]

[removed: regulations] [added: These types of actions] could have a material adverse effect on [added: our business.]

Some of these changes are also impacting the insurance [added: industry.]

[removed: Regulatory] [added: *Regulatory] challenges in the United States [added: could adversely affect the ability of Bermuda Re to conduct business.*]

[removed: Bermuda] [added: *Bermuda] Re may need to be licensed or admitted [added: in additional jurisdictions to develop its business.*]

[removed: receipt] [added: *Because] of [added: our holding company structure, our ability to pay] dividends, [added: interest and principal is dependent on receiving dividends,] loan payments and other funds from our [removed: subsidiaries.][added: subsidiaries.*]

[added: - the total voting power of any shareholder owning more than] 9.9% of the [added: common shares will be reduced to 9.9% of the] total voting power of the common shares;

[added: Committees of] the [removed: board] [added: Board] of [added: Directors.]

[removed: shareholders;][added: Shareholders’ Suits.]

[removed: Applicable] [added: *Applicable] insurance laws may [removed: also] have an anti-takeover [added: effect.*]

[removed: Investors] [added: *Investors] in Group may have more difficulty in protecting [added: their interests than investors in a U.S. corporation.*]

[removed: of] [added: Interested] Directors.

[removed: Under] Delaware [removed: law,][added: law allows the]

[added: -] the transaction is fair to the corporation [added: as of the time it is authorized, approved or ratified.]

Our business, results of operations and financial conditions are subject to numerous risks and uncertainties.

While we seek to identify, manage and mitigate risks to our business, risk and uncertainty cannot be eliminated or necessarily predicted.

In connection with any investment decision with respect to our securities, you should carefully consider the following risk factors, as well as the other information contained in this report and our other filings with the SEC.

Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also impair our business operations.

Should any of these risks materialize, actual results could differ materially from the disclosed information, the trading value of our securities could be negatively impacted and our business, financial condition, and results of operations could be materially and adversely affected.

We are exposed to unpredictable catastrophic events, including weather-related and other natural catastrophes, as well as acts of terrorism and wars.

The frequency and/or severity of catastrophic events may be impacted in the future by the continued effects of climate change.

Climate change and resulting changes in global temperatures, weather patterns, and sea levels may both increase the frequency and severity of natural catastrophes and the resulting losses in the future and impact our risk modeling assumptions.

We cannot predict the impact that changing climate conditions, if any, may have on our results of operations or our financial condition.

Additionally, we cannot predict how legal, regulatory and/or social responses to concerns around global climate change and the resulting impact on various sectors of the economy may impact our business.

Any material reduction in our operating results caused by the occurrence of one or more catastrophes could inhibit our ability to pay dividends or to meet our interest and principal payment obligations.

By way of illustration, during the past five calendar years, pre-tax catastrophe losses, net of reinsurance, were as follows:

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| 2023 | | | $ | 470 | |

We use projections of possible losses from future catastrophic events of varying types and magnitudes as a strategic underwriting tool.

We use these loss projections to estimate our potential catastrophe losses in certain geographic areas and decide on the placement of retrocessional coverage or other actions to limit the extent of potential losses in a given geographic area.

These loss projections are approximations, reliant on a mix of quantitative and qualitative processes, and actual losses may exceed the projections by a material amount.

*If our loss reserves are inadequate to meet our actual losses, our net income would be reduced or we could incur a loss.*

We are required to maintain reserves to cover our estimated ultimate liability of losses and LAE for both reported and unreported claims incurred.

These reserves are only estimates of what we believe the settlement and administration of claims will cost based on facts and circumstances known to us.

In setting reserves for our reinsurance liabilities, we rely

Table of Contents

on claims data supplied by our ceding companies and brokers, and we employ actuarial and statistical projections.

The information received from our ceding companies is not always timely or accurate, which can contribute to inaccuracies in our loss projections.

Because of the uncertainties that surround our estimates of loss and LAE reserves, we cannot be certain that ultimate losses and LAE payments will not exceed our estimates.

If our reserves are deficient, we would be required to increase loss reserves in the period in which such deficiencies are identified which would cause a charge to our earnings and a reduction of capital.

During the past five calendar years, the reserve re-estimation process resulted in an increase to our pre-tax net income in 2023, 2022, 2021 and 2019 and resulted in a decrease to our pre-tax net income in 2020:

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| (Dollars in millions) | | | | | | | | |

| 2020 | | | 401 | | | decrease | | |

The difficulty in estimating our reserves is significantly more challenging as it relates to reserving for potential A&E liabilities.

As of December 31, 2023, 1.0% of our gross reserves were comprised of A&E reserves.

A&E liabilities are especially hard to estimate for many reasons, including the long delays between exposure and manifestation of any bodily injury or property damage, difficulty in identifying the source of the asbestos or environmental contamination, long reporting delays and difficulty in properly allocating liability for the asbestos or environmental damage.

Legal tactics and judicial and legislative developments affecting the scope of insurers’ liability, which can be difficult to predict, also contribute to uncertainties in estimating reserves for A&E liabilities.

*The failure to accurately assess underwriting risk and establish adequate premium rates could reduce our net income or result in a net loss.*

If we fail to accurately assess the risks we retain, we may fail to establish adequate premium rates to cover our losses and LAE.

In addition, losses may arise from events or exposures that are not anticipated when the coverage is priced.

In addition to such unanticipated events, we also face the unanticipated expansion of our exposures, particularly in long-tail liability lines.

RISK FACTORS

In addition to the other information

provided in this report,

the following risk factors

should be considered when

evaluating

an

investment

in

our

securities.

If

the

circumstances

contemplated

by

individual

risk

factors

materialize, our business, financial condition

and results of operations could

be materially and adversely affected

and the trading price of our common shares could

decline significantly.

RISKS RELATING TO

OUR BUSINESS

events.

We are exposed

to unpredictable catastrophic

events, including weather-related

and other natural

catastrophes,

as well as acts of

terrorism.

The frequency and/or

severity of catastrophic

events may be

impacted in the future

continued

effects

[removed: year ended] [added: | | | | Years Ended] December 31, [removed: 2020.][added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

All comparisons in this discussion are to the corresponding [added: prior year unless otherwise indicated.]

[removed: Industry Conditions.][added: Industry Conditions.]

[removed: reinsurance][added: Reinsurance Recoverables.]

[removed: and insurance][added: | Insurance | | | — | | | | | | — | | | | | | — | | |]

[removed: financial][added: Financial Summary.]

[removed: of reinsurance][added: Reinsurance Recoverables.]

[removed: other][added: | Other | | | 59 | | | | | | 29 | | | | | | 63 | | |]

[added: (NM -] not [added: meaningful)]

[removed: losses][added: | Losses | | | — | | | | | | (53) | | | | | | (15) | | | | | | 53 | | | | | | (38) | | |]

[added: |] 2022 [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

[removed: losses such][added: | Losses | | | — | | | | | | (5) | | | | | | (4) | | | | | | 5 | | | | | | (1) | | |]

[added: The impact on pricing conditions is likely to] change depending on the line of business and geography.

[removed: investment][added: | Investment expenses | | | 53 | | | | | | 62 | | | | | | 54 | | |]

[added: We monitor and evaluate] our overall performance based upon [added: financial results.]

[removed: net income (loss), ratios and shareholders’][added: Net Income (Loss).]

[added: | | | |] Years Ended December 31, [added: | | | | | | | | | | | | | | |]

[added: | | | | At December 31, | | | | | | | | | | | | | | | | | |] Percentage Increase/(Decrease) [added: | | | | | | | | |]

[added: |] (Dollars in millions) [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

[added: |] 2021 [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

[added: | Variance] 2022/2021 [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

[removed: 2021/2020][added: | 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

[removed: Gross written premiums][added: Premiums Written and Earned.]

[added: |] REVENUES: [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

[removed: Net investment income][added: Net Investment Income.]

[removed: Net gains (losses)] [added: Net Gains (Losses)] on [removed: investments][added: Investments.]

Other [removed: income (expense)][added: Income (Expense).]

[added: |] Total [removed: revenues][added: | | | — | | | | | | 13 | | | | | | 6 | | | | | | (13) | | | | | | 7 | | |]

[added: |] CLAIMS AND EXPENSES: [added: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |]

Incurred [removed: losses] [added: Losses] and [removed: loss adjustment expenses][added: Loss Adjustment Expenses.]

[removed: 8,100][added: | | | | \-200 | | | | | | \-100 | | | | | | 0 | | | | | | 100 | | | | | | 200 | | |]

Commission, [removed: brokerage, taxes][added: Brokerage, Taxes and Fees.]

Other [removed: underwriting expenses][added: Underwriting Expenses.]

[added: |] Corporate expenses [added: | | | 73 | | | | | | 61 | | | | | | 68 | | | | | | 19.9 | | % | | | | (10.1) | | % |]

Interest, [removed: fees] [added: Fees] and [removed: bond issue][added: Bond Issue Cost Amortization Expense.]

[added: |] Total claims and expenses [added: | | | 12,432 | | | | | | 11,472 | | | | | | 10,321 | | | | | | 8.4 | | % | | | | 11.2 | | % |]

[added: |] INCOME (LOSS) BEFORE TAXES [added: | | | 2,154 | | | | | | 588 | | | | | | 1,546 | | | | | | NM | | | | | | (62.0) | | % |]

Income [removed: tax expense (benefit)][added: Tax Expense (Benefit).]

[added: |] NET INCOME (LOSS) [added: | | | $ | 2,517 | | | | | $ | 597 | | | | | $ | 1,379 | | | | | NM | | | | | | (56.7) | | % |]

[added: | RATIOS: | | | | | | | | | | | | | | | | | | | | |] Point Change [added: | | | | | | | | |]

The following is a discussion and analysis of our results of operations and financial condition for the years ended December 31, 2023 and 2022.

This discussion should be read in conjunction with the Consolidated Financial Statements and related Notes, under ITEM 8 of this Form 10-K.

Pursuant to the FAST Act Modernization and Simplification of Regulation S-K, comparisons between 2022 and 2021 have been omitted from this Form 10-K but can be found in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our Form 10-K for the year ended December 31, 2022.

The worldwide insurance and reinsurance businesses are highly competitive, as well as cyclical by product and market.

As a result, financial results tend to fluctuate with periods of constrained availability, higher rates and stronger profits followed by periods of abundant capacity, lower rates and constrained profitability.

Competition in the types of insurance and reinsurance business that we underwrite is based on many factors, including the perceived overall financial strength of the reinsurer or insurer, ratings of the reinsurer or insurer by A.M. Best and/or Standard & Poor’s, underwriting expertise, the jurisdictions where the reinsurer or insurer is licensed or otherwise authorized, capacity and coverages offered, premiums charged, other terms and conditions of the insurance and reinsurance business offered, services offered, speed of claims payment and reputation and experience in lines written.

Furthermore, the market impact from these competitive factors related to insurance and reinsurance is generally not consistent across lines of business, domestic and international geographical areas and distribution channels.

Financial instruments such as side cars, catastrophe bonds and collateralized reinsurance funds, provided capital markets with access to insurance and reinsurance risk exposure.

The capital markets demand for these products is primarily driven by the desire to achieve greater risk diversification and potentially higher returns on their investments.

This competition generally has a negative impact on rates, terms and conditions; however, the impact varies widely by market and coverage.

Based on recent competitive behaviors in the insurance and reinsurance industry, natural catastrophe events and the macroeconomic backdrop, there has been dislocation in the market which has had a positive impact on rates and terms and conditions, generally, though specifics in local markets can vary.

Specifically, recent market conditions in property, particularly catastrophe excess of loss, have resulted in rate increases.

As a result of the rate increases, most of the lines within property have been affected.

Other casualty lines have been experiencing modest rate increases, while some lines such as workers’ compensation and directors and officers liability have been experiencing softer market conditions.

Our capital position remains a source of strength, with high quality invested assets, significant liquidity and a low operating expense ratio.

Our diversified global platform with its broad mix of products, distribution and geography is resilient.

The recent emergence of the Middle East war and the ongoing war in the Ukraine are evolving events.

Economic and legal sanctions have been levied against Russia, specific named individuals and entities connected to the Russian government, as well as businesses located in the Russian Federation and/or owned by Russian nationals in numerous countries, including the United States.

The significant political and economic uncertainty surrounding these wars and associated sanctions have impacted economic and investment markets both within Russia, Ukraine, the Middle East region, and around the world.

The following table displays a summary of the consolidated net income (loss), ratios and shareholders’ equity for the periods indicated:

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | Years Ended December 31, | | | | | | | | | | | | | | | | | | Percentage Increase/(Decrease) | | | | | | | | |

| (Dollars in millions) | | | 2023 | | | | | | 2022 | | | | | | 2021 | | | | | | 2023/2022 | | | | | | 2022/2021 | | |

| Gross written premiums | | | $ | 16,637 | | | | | $ | 13,952 | | | | | $ | 13,050 | | | | | 19.2 | | % | | | | 6.9 | | % |

| Net written premiums | | | 14,730 | | | | | | 12,344 | | | | | | 11,446 | | | | | | 19.3 | | % | | | | 7.9 | | % |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Premiums earned | | | $ | 13,443 | | | | | $ | 11,787 | | | | | $ | 10,406 | | | | | 14.0 | | % | | | | 13.3 | | % |

| Net investment income | | | 1,434 | | | | | | 830 | | | | | | 1,165 | | | | | | 72.7 | | % | | | | (28.8) | | % |

| Net gains (losses) on investments | | | (276) | | | | | | (455) | | | | | | 258 | | | | | | (39.3) | | % | | | | NM | | |

| Total revenues | | | 14,587 | | | | | | 12,060 | | | | | | 11,866 | | | | | | 20.9 | | % | | | | 1.6 | | % |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Incurred losses and loss adjustment expenses | | | 8,427 | | | | | | 8,100 | | | | | | 7,391 | | | | | | 4.0 | | % | | | | 9.6 | | % |

| Commission, brokerage, taxes and fees | | | 2,952 | | | | | | 2,528 | | | | | | 2,209 | | | | | | 16.7 | | % | | | | 14.5 | | % |

| Other underwriting expenses | | | 846 | | | | | | 682 | | | | | | 583 | | | | | | 24.1 | | % | | | | 17.0 | | % |

| Interest, fees and bond issue cost amortization expense | | | 134 | | | | | | 101 | | | | | | 70 | | | | | | 33.2 | | % | | | | 43.9 | | % |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Income tax expense (benefit) | | | (363) | | | | | | (9) | | | | | | 167 | | | | | | NM | | | | | | NM | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Loss ratio | | | 62.7 | | % | | | | 68.7 | | % | | | | 71.0 | | % | | | | (6.0) | | | | | | (2.3) | | |

prior year unless otherwise indicated.

The worldwide

businesses

are highly

competitive,

as well

as cyclical

by

product

and

market.

As

such,

results

tend

to

fluctuate

with

periods

of

constrained

availability,

higher

rates

stronger

profits

followed

abundant

capacity,

lower

profitability.

Competition

in

the

types

insurance

business

that

we

underwrite

See “Market Sensitive Instruments” [added: in ITEM 7.]

Table of Contents

QUANTITATIVE

AND QUALITATIVE

DISCLOSURES ABOUT MARKET RISK

in ITEM 7.

ITEM 8.

FINANCIAL STATEMENTS

AND SUPPLEMENTARY

DATA

The financial

statements

and schedules

listed in

the accompanying

Index to

on page F-1 are filed as part of this report.

ITEM 9.

CHANGES

IN

AND

DISAGREEMENTS

WITH

ACCOUNTANTS

ON

ACCOUNTING

FINANCIAL

DISCLOSURE

None.

[removed: BUSINESS][added: Business is written in]

[removed: The Company.][added: The Company.]

[removed: operations.][added: Our Operations.]

[removed: reinsurance][added: Reinsurance Segment.]

[added: | | | |] December [added: 31, | | | | | | | | | | | | | | | | | | | | | | | | | | |]

[removed: holding company][added: Insurance Holding Company Regulation.]

[removed: 2022,][added: | | | | 2023 | | | | | | | | | | | | 2022 | | | | | | | | |]

[added: | | | | 2023 | | | | | | | | | | | |] 2022 [added: | | | | | | | | |]

[removed: pursue][added: Pursue Better.]

[added: | Instrument | | | | | |] A.M. Best [removed: Company (“A.M.][added: | | | | | | | | | S&P (1) | | | | | | | | | Moody's | | | | | |]

Following is a summary of the Company’s [added: principal operating subsidiaries:]

[added: | | | |] At December [added: 31, | | | | | | | | | | | | | | | | | | | | |]

[added: | | | |] At December 31, [added: | | | | | | | | | | | | | | | | | | | | |]

[added: Everest Denali is licensed in all 50 states] and the District of Columbia.

[removed: insurance and] [added: Everest is a Bermuda-based] reinsurance [added: and insurance organization.]

[added: The majority of Everest National’s] business is reinsured by its parent, [added: Everest Reinsurance Company.]

[removed: other][added: Other Countries.]

There are two basic [added: types of reinsurance arrangements: treaty and facultative.]

[removed: loss][added: Loss Reserves.]

[added: There is usually no] ceding commission on [added: treaty] excess of loss [added: reinsurance.]

[removed: Business Strategy.][added: Business and Underwriting Strategy.]

[removed: enterprise risk management practices.][added: Enterprise Risk Management.]

[removed: products][added: *Products*]

[removed: segments][added: Segments Overview.]

[added: See ITEM 7, “Management’s] Discussion and Analysis of Financial Condition and Results [added: of Operations — Loss and LAE Reserves”.]

[removed: Certain totals and subtotals] [added: (Some amounts] may not reconcile due to [removed: rounding.][added: rounding.)]

The main perils covered include hurricane, [added: earthquake, flood, convective storm and fire.]

[added: In 2023, the Company’s Insurance] segment wrote [removed: $4.6] [added: $5.2] billion of gross written [added: premiums.]

[removed: Products),][added: *Products*]

[removed: is to "lead"][added: Lead by Example.]

[removed: Claims.][added: Claims.]

Reserves for Unpaid Property and Casualty Losses and [added: LAE.]

[removed: insurer and] [added: Bermuda Re is also an authorized reinsurer in] the [added: UK, registered as a] reinsurer [added: in China,] and [added: also an authorized insurer in Singapore.]

[removed: available][added: Available Information.]

[added: Everest Re is licensed as a] property and casualty [added: reinsurer in Canada.]

[added: For reconciliation] of beginning and ending reserves, see Note [removed: 3] [added: 4] of Notes [added: to Consolidated Financial Statements.]

Reserves for Asbestos and Environmental [added: Loss and LAE.]

[removed: Investments.][added: Investments.]

[removed: This global fixed] [added: | Fixed] maturity securities [removed: portfolio][added: | | | | | | | | | | | | | | | | | | | | | | | |]

[removed: regulatory][added: Regulatory Matters.]

As part of the S&P 500 Index, we are a leading financial services institution focused on diversifying our portfolio and geographic presence.

Through our direct and indirect subsidiaries operating in the U.S. and internationally, we serve a diverse group of clients worldwide, providing what we believe are extensive product and distribution capabilities, a strong balance sheet, an innovative culture and access to world-class talent.

At December 31, 2023, we had shareholders’ equity of $13.2 billion and total assets of $49.4 billion.

The Company’s principal business, conducted through its Reinsurance and Insurance operating segments, is the underwriting of reinsurance and insurance in the U.S., Bermuda and other international markets.

Our global network of operations spans more than 100 countries across six continents.

In 2023, the Company had gross written premiums of $16.6 billion with approximately 68.9% representing reinsurance and 31.1% representing insurance.

The Company underwrites reinsurance both through brokers and directly with ceding companies, giving it the flexibility to pursue business based on the ceding company’s preferred reinsurance purchasing method.

The Company underwrites insurance principally through brokers, including for surplus lines, and general agent relationships.

Group’s active operating subsidiaries are each rated A+ (“Superior”) by A.M. Best Company (“A.M. Best”), a leading provider of insurer ratings that assigns financial strength ratings to insurance companies based on their ability to meet their obligations to policyholders.

- Bermuda Re, a Bermuda insurance company and a direct subsidiary of Group, is registered in Bermuda as a Class 4 insurer and long-term insurer and is authorized to write both reinsurance and insurance property and casualty.

Bermuda Re’s UK branch writes property and casualty reinsurance to the United Kingdom, China and European markets.

As of December 31, 2023, Bermuda Re had shareholder’s equity of $4.2 billion.

- Everest International Reinsurance, Ltd. (“Everest International”), a Bermuda insurance company and a direct subsidiary of Group, is registered in Bermuda as a Class 4 insurer and is authorized to write property and casualty business.

Everest International’s Singapore branch writes property and casualty reinsurance to the Singapore market.

A majority of Everest International’s business is assumed reinsurance from its affiliates: Everest Re, Bermuda Re, Ireland Re and Ireland Insurance.

As of December 31, 2023, Everest International had shareholder’s equity of $1.4 billion.

- Ireland Re, an Ireland reinsurance company and an indirect subsidiary of Group, is licensed to write non-life reinsurance, both directly and through brokers, for the London and European markets through its Ireland office as well as through its Zurich branch.

- Ireland Insurance, an Ireland insurance company and an indirect subsidiary of Group, is licensed to write insurance for the European markets through its Ireland office as well as through its branches in the United

Kingdom, the Netherlands, Spain, France and Germany.

In addition, Ireland Insurance is considered an approved/eligible alien surplus lines insurer in all 50 states and the District of Columbia.

- Lloyd's of London (Lloyd's) Syndicate 2786, a wholly-owned Everest syndicate supported by funds at Lloyd’s provided by Everest Corporate Member Limited, was established in 2015 as a platform to facilitate the further expansion of Everest's international insurance operations.

The syndicate is managed by a third-party managing agency.

- Everest Compañia de Seguros Generales Chile S.A., a Chile based insurance company, is licensed to write insurance and reinsurance within Chile.

- Everest Insurance Company of Canada (“Everest Canada”), a Canadian insurance company and direct subsidiary of Holdings Ireland, is licensed to write property and casualty insurance in all Canadian provinces.

- Everest Reinsurance Company, a Delaware reinsurance company and a direct subsidiary of Holdings, is a licensed property and casualty insurer and/or reinsurer in all 50 states, the District of Columbia, Puerto Rico and Guam and is authorized to conduct reinsurance business in Canada, Singapore and Brazil.

Everest Reinsurance Company underwrites property and casualty reinsurance for insurance and reinsurance companies in the U.S. and international markets, through its U.S. offices as well as through its branches in Canada and Singapore.

As of December 31, 2023, Everest Reinsurance Company had statutory surplus of $7.0 billion.

- Everest National Insurance Company (“Everest National”), a Delaware insurance company and a direct subsidiary of Everest Reinsurance Company, is licensed in all 50 states, the District of Columbia and Puerto Rico and is authorized to write property and casualty insurance on an admitted basis in the jurisdictions in which it is licensed.

- Everest Indemnity Insurance Company (“Everest Indemnity”), a Delaware insurance company and a direct subsidiary of Everest Reinsurance Company, writes excess and surplus lines insurance business in the U.S. on a non-admitted basis.

Excess and surplus lines insurance is specialty property and liability coverage that an insurer not licensed to write insurance in a particular jurisdiction is permitted to provide to insureds when the specific specialty coverage is unavailable from admitted insurers.

Everest Indemnity is a Delaware domestic surplus lines insurer and is eligible to write business on a non-admitted basis in all other U.S. states, the District of Columbia and Puerto Rico.

The majority of Everest Indemnity’s business is reinsured by its parent, Everest Reinsurance Company.

- Everest Security Insurance Company (“Everest Security”), a Delaware insurance company and a direct subsidiary of Everest Reinsurance Company, is licensed to write property and casualty insurance on an admitted basis in Delaware, Georgia and Alabama.

The majority of Everest Security’s business is reinsured by its parent, Everest Reinsurance Company.

- Everest Premier Insurance Company (“Everest Premier”), a Delaware insurance company and a direct subsidiary of Everest Reinsurance Company, is licensed to write property and casualty insurance in all 50 states and the District of Columbia.

The majority of Everest Premier’s business is reinsured by its parent, Everest Reinsurance Company.

- Everest Denali Insurance Company (“Everest Denali”), a Delaware insurance company and a direct subsidiary of Everest Reinsurance Company, is licensed to write property and casualty insurance in all 50 states and the District of Columbia.

The majority of Everest Denali’s business is reinsured by its parent, Everest Reinsurance Company.

- Everest International Assurance, Ltd. (“Everest Assurance”), a Bermuda company and a direct subsidiary of Holdings is registered in Bermuda as a Class 3A general business insurer and as a Class C long-term insurer.

Everest Assurance has made a one-time election under section 953(d) of the U.S. Internal Revenue Code to be a U.S. income tax paying “Controlled Foreign Corporation.” By making this election, Everest Assurance is authorized to write life reinsurance and casualty reinsurance in both Bermuda and the U.S. In addition, Everest Assurance is considered an approved/eligible alien surplus lines insurer in all 50 states and the District of Columbia.

Group, a Bermuda company,

was established in

1999 as a wholly-owned

subsidiary of Holdings.

On February 24,

2000, a corporate restructuring

was completed and Group

became the new parent holding company

of Holdings.

Holdings

continues

to

be the

holding

company

for

the Company’s

U.S.

based

Holders

of shares

of

common

stock

automatically

became

the

same

number

shares

Group.

Prior to the

restructuring, Group

had no significant

assets or capitalization

and had

not engaged

in any

or prior activities other than in connection with the restructuring.

In

In the ordinary course of business, the Company is involved in lawsuits, arbitrations and other formal and informal dispute resolution procedures, the outcomes of which will determine the Company’s rights and obligations under insurance and reinsurance agreements.

In some disputes, the Company seeks to enforce its rights under an agreement or to collect funds owing to it.

In other matters, the Company is resisting attempts by others to collect funds or enforce alleged rights.

These disputes arise from time to time and are ultimately resolved through both informal and formal means, including negotiated resolution, arbitration and litigation.

In all such matters, the Company believes that its positions are legally and commercially reasonable.

The Company considers the statuses of these proceedings when determining its reserves for unpaid loss and loss adjustment expenses.

Table of Contents

Aside from litigation and arbitrations related to these insurance and reinsurance agreements, the Company is not a party to any other material litigation or arbitration.

LEGAL PROCEEDINGS

In

the

ordinary

course

of

business,

Company

is

involved

lawsuits,

arbitrations

and

other

formal

informal

dispute

resolution

procedures,

outcomes

which

will

determine

Company’s

rights

obligations

under insurance

and reinsurance

agreements.

In some

disputes,

the Company

seeks

to

enforce

its

rights under an agreement or to

collect funds owing to it.

In other matters, the Company

is resisting attempts by

[removed: UNITED STATES][added: UNITED STATES]

[removed: SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION][added: COMMISSION]

Washington, D.C. [added: 20549]

[removed: FORM][added: FORM 10-K]

[removed: Annual] [added: | | | | X | | | | | | Annual] Report Pursuant to Section [added: 13 or 15(d) of the Securities Exchange Act of 1934 | | |]

[added: | | | | | | | | | | Transition Report Pursuant to Section] 13 or 15(d) of the Securities Exchange Act of [added: 1934 | | |]

[added: | | | | | | | | | |] For the fiscal year ended [added: December 31, 2023 | | |]

[added: Securities registered pursuant] to Section [removed: 13 or 15(d)] [added: 12(b)] of the [removed: Securities Exchange][added: Act:]

Commission file number [added: 1-15731]

[removed: EVEREST RE] [added: EVEREST] GROUP, [removed: LTD.][added: LTD.]

(Exact name of registrant as specified [added: in its charter)]

[removed: Bermuda][added: | Bermuda | | | | | | 98-0365432 | | |]

[removed: 295-0006][added: 441-295-0006]

[removed: (Address, including zip code, and] [added: (Registrant’s] telephone number, [added: including area code)]

Securities registered pursuant [added: to Section 12(b) of the Act:]

[added: Securities registered pursuant] to Section 12(g) of the Act: [added: None]

Indicate by check mark if the registrant [added: is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.]

[added: Indicate by check mark if the registrant is a well-known seasoned issuer,] as defined in Rule 405 of the Securities Act.

[removed: YES][added: | Yes | | | X | | | | | | No | | | | | |]

[removed: by reference in Part III][added: | | | | [PART III](#ia008d2037b804bfcb1aaf1203b6d9295_118) | | | | | |]

[removed: this Form 10-K.][added: FORM 10-K]

[removed: large] [added: | | | | Large] accelerated [removed: filer,][added: filer | | | X | | | | | | Accelerated filer | | | | | | | | |]

[removed: a non-accelerated filer,][added: | | | | Non-accelerated filer | | | | | | | | | Smaller reporting company | | | | | | | | |]

[removed: or an emerging] [added: | | | | | | | | | | | | | Emerging] growth [added: company | | | | | | | | |]

Indicate by check mark whether the registrant [added: is a shell company (as defined in Rule 12b-2 of the Exchange Act).]

[added: | Class | | | | | | Trading Symbol | | | | | |] Name of Exchange where [added: Registered | | |]

[added: | Class | | | | | | | | | | | | | | | | | |] Number of Shares Outstanding [added: At February 1, 2024 | | |]

[removed: Common] [added: | Common] Shares, $0.01 par [removed: value][added: value | | | | | | | | | | | | | | | | | | 43,381,573 | | |]

[removed: New] [added: | Common Shares, $0.01 par value | | | | | | EG | | | | | | New] York Stock [removed: Exchange][added: Exchange | | |]

DOCUMENTS INCORPORATED BY [added: REFERENCE]

[removed: into Part][added: PART I]

[removed: EVEREST RE] [added: EVEREST] GROUP, [added: LTD]

[removed: Page][added: | | | | | | | Page | | |]

[removed: PART I][added: | | | | [PART I](#ia008d2037b804bfcb1aaf1203b6d9295_10) | | | | | |]

[removed: Item 1A.][added: | [Item 1A.](#ia008d2037b804bfcb1aaf1203b6d9295_16) | | | [Risk Factors](#ia008d2037b804bfcb1aaf1203b6d9295_16) | | | [20](#ia008d2037b804bfcb1aaf1203b6d9295_16) | | |]

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| (State or other jurisdiction of incorporation or organization) | | | | | | (I.R.S. Employer Identification No.) | | |

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Seon Place – 4th Floor 141 Front Street PO Box HM 845 Hamilton, Bermuda | | | | | | HM 19 | | |

| (Address of principal executive offices) | | | | | | (Zip Code) | | |

_____________________

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

_____________________

_____________________

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Yes | | | | | | | | | No | | | X | | |

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Yes | | | X | | | | | | No | | | | | |

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Yes | | | X | | | | | | No | | | | | |

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company.

See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

| | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

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.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Yes | | | | | | | | | No | | | X | | |

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Yes | | | X | | | | | | No | | | | | |

20549

10-K

_X_

1934

December 31, 2022

___

Transition Report Pursuant

Act of 1934

1-15731

in its charter)

98-0365432

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

Seon Place – 4

th

Floor

141 Front Street

PO Box HM 845

Hamilton

HM 19

\-

including area code, of registrant’s

principal executive office)

None

is a well-known seasoned issuer,

NO

is not required to file reports pursuant

to Section 13 or Section 15(d) of the Act.

Indicate by check

mark whether the registrant:

(1) has filed all reports

required to be

filed by Section 13

or 15(d) of the

Securities Exchange Act

of 1934 during the

preceding 12 months

(or

None.

[Unresolved Staff Comments](#a6478)

Item 2.

[Properties](#a6483)

Item 3.

[Legal Proceedings](#a6508)

Item 4.

[Mine Safety Disclosures](#a6536)

PART II

Item 5.

[Market for Registrant’s Common Equity, Related Shareholder Matters and](#a6550)

[Issuer Purchases of Equity Securities](#a6550)

Item 6.

[(Reserved)](#a7156)

Item 7.

[Management’s Discussion and Analysis of Financial Condition and Results of](#a7195)

[Operations](#a7195)

Item 7A.

[Quantitative and Qualitative Disclosures About Market Risk](#a16296)

Item 8.

[Financial Statements and Supplementary Data](#a16305)

*Cybersecurity Risk Management and Strategy*

Everest has aligned and operationalized its cybersecurity program and controls to the National Institute of Standards and Technology (“NIST”) Cybersecurity Incident Response Framework to provide preventative, detective and responsive measures that are timely, comprehensive, systematic, and in alignment with industry standards, regulatory requirements, and the Company’s risk management framework.

As part of the Company’s cybersecurity program, Everest has established cross-functional teams with roles and responsibilities for cybersecurity incident response.

The Company has a formal incident response escalation process, which involves a dedicated Security Operation Center (“SOC”) as well as a cybersecurity incident response team (“CSIRT”), to further escalate to senior management and the Board, as appropriate.

While the actual methods of incident response employed may differ based on the type and nature of the incident, our approach uses a combination of internal teams, external advisors and vendors with specialized skills to support the response and recovery efforts, including a process for escalating issues as needed to senior management and providing timely notification of cybersecurity incidents to law enforcement and regulatory bodies, as appropriate.

Everest uses a multi-layered process for assessing, identifying and managing material risks from cybersecurity threats and manages its systems and processes both internally and with the assistance of specialized third-party service providers.

The Company obtains timely cyber-threat intelligence from various sources and maintains intrusion detection, network firewall protections, advanced threat protection, endpoint detection and response, email filtering, DDoS and other protections to secure the company’s critical infrastructure.

The SOC provides enhanced early detection of threat intelligence services, actively manages security tools, and monitors and responds to security alerts.

The SOC also initiates incident response protocols, including escalating threats as needed to the CSIRT, including the Chief Information Security Officer (“CISO“), who can further escalate to other members of senior management and the Board, as may be appropriate.

Various processes, including compiling security metrics, vulnerability scans, regular patching of software and hardware vulnerabilities, external penetration testing, internal phishing tests, red team exercises, and cyber incident response exercises are used to test the effectiveness of the overall cybersecurity control environment.

In addition to periodic self-assessment of various cybersecurity controls, the Company conducts annual independent NIST assessments to review its cybersecurity posture and to identify opportunities to enhance its cybersecurity controls and mitigate cybersecurity risk.

Everest outsources certain business, technological and administrative functions and relies on third-party vendors to perform certain functions or provide certain services on its behalf.

The Company negotiates contractual provisions to address identified cybersecurity risk(s) with third-party vendors.

Third party security assessments of these vendors are also performed as part of the Company’s third-party vendor management processes.

The Company also maintains processes to oversee and manage material risks from cybersecurity threats associated with its use of third-party service providers.

Table of Contents

Everest provides resources and learning opportunities to educate all of our colleagues on how to identify, report, and be vigilant against cybersecurity threats in the workplace.

In addition, we conduct cybersecurity incident simulation exercises with business, information technology, management, and other key stakeholders to practice and test response processes.

Furthermore, the Company collaborates with industry associations, government and regulatory authorities, peer companies and external advisors to monitor the threat environment and to inform its cybersecurity practices.

For the year ended December 31, 2023, Everest has not experienced any cybersecurity incident that materially affected the Company, including its business strategy, results of operations or financial conditions.

*Governance*

Cybersecurity threats present a persistent and dynamic threat to our entire industry.

The Company views cybersecurity risk as an enterprise-wide concern that involves people, processes and technology.

Accordingly, the Company’s Board, through the RMC, referenced above in ITEM 1 “Business” - Enterprise Risk Management, has ultimate responsibility for risk oversight, as described more fully in our Proxy Statement, while management is tasked with the day-to-day management of the Company’s cybersecurity risks.

The Company’s Board has a practical understanding of information systems and technology use in our business operations and processes, as well as a recognition of the risk management aspects of cyber risks and cybersecurity.

The RMC, which oversees controls for the Company's major risk exposures, has principal responsibility for oversight of cybersecurity risk.

The Company also appointed a certified Chief Information Security Officer (“CISO”) with significant public and private cybersecurity experience.

The CISO is dedicated to assessing the Company’s data security risk, monitoring cyber threat intelligence and taking the steps necessary to implement pertinent safeguards and protocols to manage the risk.

In addition, the Executive Risk Committee or ERC, referenced above in ITEM 1 “Business” - Enterprise Risk Management, annually reviews the Company’s cyber exposure across all lines of business and security safeguards for privacy-protected data held by the Company.

The ERC, through its sub-committees, including the Operational Risk Committee and the Global IT and Cyber Risk Management Committee, works in conjunction with the Company’s CISO to assess the Company’s vulnerabilities to cybersecurity threats, including the operational risk of such threats to our business, as continuous dialogue throughout the year is essential in assessing the operational risk to our business of cybersecurity threats.

The Operational Risk Committee and the Global IT and Cyber Risk Management Committee sub-committees meet quarterly in advance of the quarterly ERC meetings to, among other things, report on material cybersecurity risks.

From a governance perspective, in addition to the CISO, senior members of Information Technology provide briefs on cybersecurity matters, the overall cyber resiliency posture of the Company, and the effectiveness of the Company’s cybersecurity program to the RMC.

The topics covered by these updates include the Company's activities, policies and procedures to prevent, detect and respond to cybersecurity incidents, as well as lessons learned from cybersecurity incidents and internal and external testing of our cyber defenses.

[added: The Company’s 29 other locations occupy a total of approximately 329,100] square feet, all of which are leased.

Everest Re’s corporate offices are located in approximately 321,500 square feet of leased office space in Warren, New Jersey.

Bermuda Re’s corporate offices are located in approximately 12,300 total square feet of leased office space in Hamilton, Bermuda.

PROPERTIES

Everest Re’s

corporate offices are

located in approximately

321,500 square feet of

leased office space in Warren,

New

Jersey.

Bermuda

Re’s

corporate

offices

are

located

in

approximately

12,300

total

square

feet

of

leased

office space

in Hamilton,

Bermuda.

The Company’s

other 24

locations occupy

a total

of approximately

271,200

[removed: PART II][added: PART II]

MINE SAFETY DISCLOSURES

[removed: MARKET][added: Market Information.]

[removed: PURCHASES OF EQUITY SECURITIES][added: | Issuer Purchases of Equity Securities | | | | | | | | | | | | | | |]

[added: The quarterly high] and low closing market prices of Group’s [added: common shares for the periods indicated were:]

[added: | | | | 2023 | | | | | | | | | | | |] 2022 [added: | | | | | | | | |]

[added: | | | |] High [added: | | | | | | Low | | | | | | High | | | | | | Low | | |]

[removed: Number] [added: Number] of Holders of Common [removed: Shares.][added: Shares.]

[removed: Dividend] [added: Dividend] History and [removed: Restrictions.][added: Restrictions.]

[removed: Purchases] [added: Purchases] of Equity Securities by the Issuer and [added: Affiliated Purchasers]

[added: | January 1 - 31, 2023 | | | 0 | | | $ | — | | 0 | | |] 1,228,908 [added: | | |]

[removed: Recent] [added: Recent] Sales of Unregistered [added: Securities.]

[removed: ][added: ]

[removed: Performance Graph.][added: Performance Graph.]

*$100 invested on [removed: 12/31/22] [added: 12/31/18] in stock or index, including reinvestment of dividends.

Copyright© [removed: 2021] [added: 2024] Standard & Poor's, a division of S&P Global.

The common shares of Group trade on the New York Stock Exchange under the symbol, “EG”.

| | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| First Quarter | | | $ | 390.84 | | | | | $ | 333.38 | | | | | $ | 304.72 | | | | | $ | 267.35 | |

| Second Quarter | | | 387.10 | | | | | | 332.87 | | | | | | 307.10 | | | | | | 265.00 | | |

| Third Quarter | | | 392.47 | | | | | | 339.63 | | | | | | 285.67 | | | | | | 245.79 | | |

| Fourth Quarter | | | 414.59 | | | | | | 350.69 | | | | | | 337.94 | | | | | | 260.84 | | |

The number of record holders of common shares as of February 1, 2024 was 863.

That number does not include the beneficial owners of shares held in “street” name or held through participants in depositories, such as The Depository Trust Company.

The Company’s Board has an established policy of declaring regular quarterly cash dividends and has paid a regular quarterly dividend in each quarter since the fourth quarter of 1995.

The Company declared and paid its quarterly cash dividend of $1.55 per share for the first quarter of 2022, declared and paid its quarterly cash dividend of $1.65 per share for the second quarter of 2022 through the second quarter of 2023, and declared and paid its quarterly cash dividend of $1.75 per share for the remaining two quarters of 2023.

The declaration and payment of future dividends, if any, by the Company will be at the discretion of the Board and will depend upon many factors, including the Company’s earnings, financial condition, business needs and growth objectives, capital and surplus requirements of its operating subsidiaries, regulatory restrictions, rating agency considerations and other factors.

As an insurance holding company, the Company is partially dependent on dividends and other permitted payments from its subsidiaries to pay cash dividends to its shareholders.

The payment of dividends to Group by Holdings and to Holdings by Everest Re is subject to Delaware regulatory restrictions and the payment of dividends to Group by Bermuda Re is subject to Bermuda insurance regulatory restrictions.

See “Regulatory Matters - Dividends” and ITEM 8, “Financial Statements and Supplementary Data”- Note 17 of Notes to Consolidated Financial Statements.

Table of Contents

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | (a) | | | (b) | | | (c) | | | (d) | | |

| *Period* | | | Total Number of Shares (or Units) Purchased | | | Average Price Paid per Share (or Unit) | | | Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs | | | Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs (1) | | |

| February 1 - 28, 2023 | | | 44,937 | | | $ | 382.9829 | | 0 | | | 1,228,908 | | |

| March 1 - 31, 2023 | | | 6,273 | | | $ | 340.8460 | | 0 | | | 1,228,908 | | |

| April 1 - 30, 2023 | | | 78 | | | $ | 374.9276 | | 0 | | | 1,228,908 | | |

| May 1 - 31, 2023 | | | 619 | | | $ | 372.0318 | | 0 | | | 1,228,908 | | |

| June 1 - 30, 2023 | | | 205 | | | $ | 341.5675 | | 0 | | | 1,228,908 | | |

| July 1 - 31, 2023 | | | 69 | | | $ | 349.7200 | | 0 | | | 1,228,908 | | |

| August 1 - 31, 2023 | | | 0 | | | $ | — | | 0 | | | 1,228,908 | | |

| September 1 - 30, 2023 | | | 6,934 | | | $ | 377.3661 | | 0 | | | 1,228,908 | | |

| October 1 - 31, 2023 | | | 0 | | | $ | — | | 0 | | | 1,228,908 | | |

| November 1 - 30, 2023 | | | 3,750 | | | $ | 397.1126 | | 0 | | | 1,228,908 | | |

| December 1 - 31, 2023 | | | 84 | | | $ | 352.7550 | | 0 | | | 1,228,908 | | |

| Total | | | 62,949 | | | $ | — | | 0 | | | 1,228,908 | | |

(1) On May 22, 2020, the Company’s executive committee of the Board approved an amendment to the share repurchase program authorizing the Company and/or its subsidiary Holdings, to purchase up to a current aggregate of 32.0 million of the Company’s shares (recognizing that the number of shares authorized for repurchase has been reduced by those shares that have already been purchased) in open market transactions, privately negotiated transactions or both.

As of December 31, 2023, the Company and/or its subsidiary Holdings have repurchased 30.8 million of the Company’s shares.

Table of Contents

The following Performance Graph compares cumulative total shareholder returns on the Common Shares (assuming reinvestment of dividends) from December 31, 2018 through December 31, 2023, with the cumulative total return of the Standard & Poor’s 500 Index and the Standard & Poor’s Insurance (Property and Casualty) Index.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | 12/18 | | | | | | 12/19 | | | | | | 12/20 | | | | | | 12/21 | | | | | | 12/22 | | | | | | 12/23 | | |

| Everest Group, Ltd. | | | 100.00 | | | | | | 130.16 | | | | | | 113.17 | | | | | | 135.62 | | | | | | 167.77 | | | | | | 182.39 | | |

FOR

REGISTRANT’S

COMMON

EQUITY,

RELATED

SHAREHOLDER

MATTERS

AND

ISSUER

Market Information.

The common shares of Group

trade on the New York

Stock Exchange under

the symbol, “RE”.

The quarterly high

common shares for the periods indicated

were:

2021

Low

First Quarter

304.72

267.35

255.97

211.08

Second Quarter

307.10

265.00

276.95

236.21

Third Quarter

285.67

245.79

273.68

236.68

Fourth Quarter

337.94

260.84

286.62

250.41

The number of record

Table of Contents

SELECTED FINANCIAL DATA

Information for Item 6 is not

required pursuant to General

Instruction I(2) of Form 10-K.

ITEM 7.

MANAGEMENT’S

DISCUSSION

AND

ANALYSIS

OF

FINANCIAL

CONDITION

RESULTS

OPERATION

The following is

a discussion and analysis

of our results of

operations and financial

condition for the

years ended

December

31,

2022

2021.

This

should

be

read

in

conjunction

with

the

Consolidated

Statements

related

Notes,

under

ITEM

Form

10-K.

The financial statements and schedules listed in the accompanying Index to Financial Statements and Schedules on page F-1 are filed as part of this report.

“Financial Statements

and

Supplementary Data” - Notes 1 and 3

of Notes to the Consolidated Financial Statements.

Reinsurance

Recoverables.

We

have

purchased

to

reduce

our

exposure

adverse

claim

experience,

large

claims

and catastrophic

loss

occurrences.

Our ceded

provides

for

recovery

from

reinsurers

of

portion

losses

expenses

under

certain

circumstances.

Such

does

not

relieve us of our

obligation to

our policyholders.

None.

[Changes in and Disagreements With](#a16320)

[Accountants on Accounting and Financial](#a16320)

[Disclosure](#a16320)

Item 9A.

[Controls and Procedures](#a16329)

[removed: CONTROLS AND PROCEDURES][added: Disclosure Controls and Procedures.]

[removed: on] [added: Changes in] Internal Control [removed: Over] [added: over] Financial [removed: Reporting.][added: Reporting.]

[removed: over financial reporting.][added: Management’s Report on Internal Control Over Financial Reporting.]

[added: Based on that evaluation, we have determined that] there has been no such change during the fourth [added: quarter.]

As required by Rule 13a-15(b) of the Exchange Act, our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act).

Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of the end of the period covered by this annual report.

Our management is responsible for establishing and maintaining adequate internal control over financial reporting.

Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external purposes in accordance with generally accepted accounting principles.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Management has assessed the effectiveness of our internal control over financial reporting as of December 31, 2023.

In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in *Internal Control - Integrated Framework (2013)*.

Based on our assessment we concluded that, as of December 31, 2023, our internal control over financial reporting is effective based on those criteria.

The effectiveness of the Company’s internal control over financial reporting as of December 31, 2023, has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report, which appears herein.

As required by Rule 13a-15(d) of the Exchange Act, our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated our internal control over financial reporting to determine whether any changes occurred during the fourth fiscal quarter covered by this annual report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Disclosure Controls and Procedures.

As

required

by

Rule

13a-15(b)

of

the

Securities

Exchange

Act

1934

(the

“Exchange

Act”), our

management,

including our Chief Executive Officer

and Chief Financial Officer,

has evaluated the effectiveness

of our disclosure

controls

and procedures

(as defined

in Rule

13a-15(e) under

the Exchange

Act).

Based on

that evaluation,

Chief

Executive

Officer

and

Financial

have

concluded

that

our disclosure

were effective as of the

end of the period covered by this annual report.

During the fiscal quarter ended December 31, 2023, none of our directors or officers adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408.

Additionally, as part of Everest’s commitment to ethical standards of business and compliance with applicable laws, rules and regulations, we have an Insider Trading Policy governing the purchase, sale, and/or other dispositions of our securities by our directors, officers, employees and third-party contractors that we believe is reasonably designed to

Table of Contents

promote compliance with insider trading laws, rules and regulations, and the exchange listing standards applicable to us.

A copy of our Insider Trading Policy is included in the Ethics and Guidelines and Index to Compliance Policies and Procedures filed as Exhibit 14.1 to this Annual Report on Form 10-K.

[Other Information](#a16405)

[removed: PART III][added: PART III]

None.

[Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](#a16413)

Item 10.

[Directors, Executive Officers and Corporate Governance](#a16425)

Item 11.

[Executive Compensation](#a16448)

Item 12.

[Security Ownership of Certain Beneficial Owners and Management and](#a16461)

[Related Shareholder Matters](#a16461)

Item 13.

[Certain Relationships and Related Transactions, and Director Independence](#a16470)

Item 14.

[Principal Accountant Fees and Services](#a16480)

PART IV

Item 15.

[Exhibits and Financial Statement Schedules](#a16492)

PART I

Unless otherwise

indicated,

all financial

data

in this

document have

been prepared

using

accounting

principles

generally accepted

in the United

States of America

(“GAAP”).

As used in

this document, “Group”

means Everest

Re

Group,

Ltd.;

“Holdings

Ireland”

means

Everest

Reference is made to the sections captioned “Information Concerning Director Nominees”, “Information Concerning Executive Officers”, “Audit Committee”, “Nominating and Governance Committee”, “Code of Ethics for CEO and Senior Financial Officers” and “Section 16(a) Beneficial Ownership Reporting Compliance” in our proxy statement for the 2024 Annual General Meeting of Shareholders, which will be filed with the Commission within 120 days of the close of our fiscal year ended December 31, 2023 (the “Proxy Statement”), which sections are incorporated herein by reference.

DIRECTORS, EXECUTIVE OFFICERS

AND CORPORATE GOVERNANCE

Reference

is

made

to

the

sections

captioned

“Information

Concerning

Nominees”,

Continuing

Directors

and

Executive

Officers”,

“Audit

Committee”,

“Nominating

Governance

“Code

of

Ethics

for

CEO

Senior

Financial

Officers”

“Section

16(a)

Beneficial

Ownership

Reporting

Compliance” in

our proxy

statement

the 2023

Annual

General

Reference is made to the sections captioned “Compensation Committee Report”, “Directors’ Compensation”, “Compensation of Executive Officers” and “Compensation Committee Interlocks and Insider Participation” in the Proxy Statement, which are incorporated herein by reference.

On November 1, 2023, the Company’s Board adopted an updated Clawback Policy (the “Clawback Policy”) in order to comply with Section 10D of the Exchange Act, Rule 10D-1 of the Exchange Act and the listing standards adopted by the New York Stock Exchange.

The Clawback Policy provides for the mandatory recovery of erroneously awarded incentive-based compensation from current and former executive officers (as defined in the Clawback Policy) of the Company (“Section 16 Officers”) in the event that the Company is required to prepare an accounting restatement.

The foregoing description of the Clawback Policy is a summary only and is qualified in its entirety by reference to the full text of the Clawback Policy and the form of Acknowledgment, copies of which are filed as Exhibit 97 to this Annual Report on Form 10-K.

EXECUTIVE COMPENSATION

Reference

is

made

to

the

sections

captioned

“Directors’

Compensation”

and

“Compensation

of

Executive

Officers” in the Proxy Statement,

which are incorporated herein

by reference.

Reference is made to the applicable sections in the Proxy Statement, which are incorporated herein by reference.

SECURITY

OWNERSHIP

OF

CERTAIN

BENEFICIAL

OWNERS

AND

MANAGEMENT

RELATED

SHAREHOLDER MATTERS

Reference

is

made to

the

sections

captioned

“Common

Share

by

Directors

Executive

Officers”,

“Principal

Common

Shares”

“Securities

Authorized

for

Issuance

Under

Equity

Compensation Plans” in the Proxy Statement,

which are incorporated herein

by reference.

Reference is made to the applicable sections in the Proxy Statement, which are incorporated herein by reference.

CERTAIN RELATIONSHIPS

AND RELATED TRANSACTIONS,

AND DIRECTOR INDEPENDENCE

Reference

is made to

the section captioned

“Certain Transactions

with Directors”

in the Proxy

Statement, which

is incorporated herein by

reference.

[removed: PART IV][added: PART IV]

Reference is made to the section captioned “Audit Committee Report” in the Proxy Statement, which is incorporated herein by reference.

Table of Contents

PRINCIPAL ACCOUNTANT

FEES AND SERVICES

Reference is made to the section

captioned “Audit

Committee Report” in the Proxy Statement,

which is

incorporated herein by

reference.

[removed: Financial] [added: Financial] Statements and [removed: Schedules.][added: Schedules.]

[removed: statements][added: CONSOLIDATED STATEMENTS OF]

[removed: and schedules][added: INDEX TO FINANCIAL STATEMENTS AND SCHEDULES]

[removed: Index to][added: INDEX TO EXHIBITS]

[removed: Financial Statements][added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS]

[added: The financial statements and schedules listed in the accompanying Index to Financial Statements and Schedules] on page F-1 are filed as part of this report.

[removed: Exhibits.][added: Exhibits.]

[removed: in] [added: |] Exhibit [removed: 32][added: No. | | | | | | | | |]

[removed: SIGNATURES][added: SIGNATURES]

[removed: on] February [removed: 24,][added: 28, 2024]

[added: | | | |] EVEREST [removed: RE] GROUP, [added: LTD. | | | | | | | | |]

[added: | | | | By: | | |] /S/ JUAN C. [added: ANDRADE | | | | | |]

[removed: ANDRADE][added: | Juan C. Andrade | | | | | | | | | | | | | | |]

[added: | | | | | | | Juan C. Andrade] (President and Chief Executive [added: Officer) | | | | | |]

[added: | /S/ JUAN C. ANDRADE | | | | | |] President and Chief Executive [added: Officer (Principal Executive Officer) | | | | | | February 28, 2024 | | |]

[removed: /S/ MARK KOCIANCIC][added: | Mark Kociancic | | | | | | | | | | | | | | |]

[added: | /S/ MARK KOCIANCIC | | | | | |] Executive Vice President and Chief [added: Financial Officer | | | | | | February 28, 2024 | | |]

[removed: /S/ ROBERT] [added: | Robert] J. [added: Freiling | | | | | | | | | | | | | | |]

[added: | /S/ ROBERT J. FREILING | | | | | |] Senior Vice President and Chief [added: Accounting Officer | | | | | | February 28, 2024 | | |]

[removed: /S/ JOSEPH] [added: | Joseph] V. [added: Taranto | | | | | | | | | | | | | | |]

[removed: /S/ JOHN] [added: | John] J. [added: Amore | | | | | | | | | | | | | | |]

[added: |] John [removed: J.][added: A. Graf | | | | | | | | | | | | | | |]

[added: | William F.] Galtney, Jr. [added: | | | | | | | | | | | | | | |]

[removed: /S/ MERYL HARTZBAND][added: | Meryl Hartzband | | | | | | | | | | | | | | |]

[removed: Meryl Hartzband][added: | /S/ MERYL HARTZBAND | | | | | | Director | | | | | | February 28, 2024 | | |]

[removed: /S/ GERALDINE LOSQUADRO][added: | Geraldine Losquadro | | | | | | | | | | | | | | |]

[removed: Geraldine Losquadro][added: | /S/ GERALDINE LOSQUADRO | | | | | | Director | | | | | | February 28, 2024 | | |]

[removed: /S/ HAZEL McNEILAGE][added: | Hazel McNeilage | | | | | | | | | | | | | | |]

[removed: Hazel McNeilage][added: | /S/ HAZEL McNEILAGE | | | | | | Director | | | | | | February 28, 2024 | | |]

[removed: /S/ ROGER] [added: | Roger] M. [added: Singer | | | | | | | | | | | | | | |]

[added: | 2.1 | | | | | |] [Agreement and Plan of Merger among Everest Reinsurance Holdings, [removed: Inc.,] [added: Inc.,](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt) [Everest](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt) [Group, Ltd.](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt) [and] Everest Re [removed: Group,](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt)][added: Merger Corporation, incorporated herein by reference to Exhibit 2.1 to the Registration Statement on Form S-4 (No. 333-87361)](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt) | | |]

[removed: [Ltd. and Everest Re Merger Corporation,] [added: | 3.1 | | | | | | [Memorandum of Association of](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt) [Everest](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt) [Group, Ltd](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt)[.,] incorporated herein by reference to Exhibit [removed: 2.1] [added: 3.1] to [removed: the](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt)][added: the Registration Statement on Form S-4 (No. 333-87361)](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt) | | |]

[removed: [Registration] [added: | 4.1 | | | | | | [Specimen](http://www.sec.gov/Archives/edgar/data/1095073/000095013199006791/0000950131-99-006791.txt) [Everest](http://www.sec.gov/Archives/edgar/data/1095073/000095013199006791/0000950131-99-006791.txt) [Group, Ltd](http://www.sec.gov/Archives/edgar/data/1095073/000095013199006791/0000950131-99-006791.txt)[. common share certificate, incorporated herein by reference to Exhibit 4.1 of the Registration] Statement on Form S-4 (No. [removed: 333-87361)](http://www.sec.gov/Archives/edgar/data/1095073/000095013199005385/0000950131-99-005385.txt)][added: 333-87361)](http://www.sec.gov/Archives/edgar/data/1095073/000095013199006791/0000950131-99-006791.txt) | | |]

[added: | 3.2 | | | | | |] [Bye-Laws [removed: of Everest Re Group, Ltd.,] [added: of](http://www.sec.gov/Archives/edgar/data/1095073/000109507311000053/bylawsexhibit.htm) [Everest](http://www.sec.gov/Archives/edgar/data/1095073/000109507311000053/bylawsexhibit.htm) [Group, Ltd](http://www.sec.gov/Archives/edgar/data/1095073/000109507311000053/bylawsexhibit.htm)[.,] incorporated herein by reference to exhibit 3.2 to the](http://www.sec.gov/Archives/edgar/data/1095073/000109507311000053/bylawsexhibit.htm) [added: [Everest](http://www.sec.gov/Archives/edgar/data/1095073/000109507311000053/bylawsexhibit.htm) [Group, Ltd](http://www.sec.gov/Archives/edgar/data/1095073/000109507311000053/bylawsexhibit.htm)[., Quarterly Report for Form 10-Q for the quarter ended June 30, 2011 (the “second quarter 2011 10-Q”)](http://www.sec.gov/Archives/edgar/data/1095073/000109507311000053/bylawsexhibit.htm) | | |]

[removed: [Exhibit] [added: | *10.2 | | | | | | [Everest](http://www.sec.gov/Archives/edgar/data/1095073/000095013103003076/dex41.htm) [Group, Ltd](http://www.sec.gov/Archives/edgar/data/1095073/000095013103003076/dex41.htm)[. 2003 Non-Employee Director Equity Compensation Plan, incorporated herein by reference to Exhibit] 4.1 [removed: of] [added: to] the Registration Statement on Form [removed: S-4] [added: S-8] (No. [removed: 333-87361)](http://www.sec.gov/Archives/edgar/data/1095073/000095013199006791/0000950131-99-006791.txt)][added: 333-105483)](http://www.sec.gov/Archives/edgar/data/1095073/000095013103003076/dex41.htm) | | |]

[added: | 4.2 | | | | | |] [Indenture, dated March 14, 2000, between Everest Reinsurance Holdings, Inc. and The [removed: Chase](http://www.sec.gov/Archives/edgar/data/914748/000095013100001763/0000950131-00-001763.txt)][added: Chase Manhattan Bank (now known as JPMorgan Chase Bank), as Trustee, incorporated herein by reference to Exhibit 4.1 to Everest Reinsurance Holdings, Inc. Form 8-K filed on March 15, 2000](http://www.sec.gov/Archives/edgar/data/914748/000095013100001763/0000950131-00-001763.txt) | | |]

[added: | 4.3 | | | | | |] [Fourth Supplemental Indenture relating to Holdings $400.0 million 4.868% Senior Notes [removed: due](http://www.sec.gov/Archives/edgar/data/914748/000119312514226501/d736264dex41.htm)][added: due June 1, 2044, dated June 5, 2014, between Holdings and The Bank of New York Mellon, as Trustee, incorporated herein by reference to Exhibit 4.1 to Everest Reinsurance Holdings, Inc. Form 8-K filed on June 5, 2014](http://www.sec.gov/Archives/edgar/data/914748/000119312514226501/d736264dex41.htm) | | |]

[added: | 4.4 | | | | | |] [Fifth Supplemental Indenture relating to Holdings $1.0 billion 3.5% Senior Notes due [removed: October](http://www.sec.gov/Archives/edgar/data/914748/000119312520265240/d17079dex41.htm)][added: October 15, 2050, dated October 7, 2020, between Holdings and The Bank of New York Mellon, as Trustee, incorporated herein by reference to Exhibit 4.1 to Everest Reinsurance Holdings, Inc. Form 8-K filed on October 7, 2020](http://www.sec.gov/Archives/edgar/data/914748/000119312520265240/d17079dex41.htm) | | |]

[added: | 4.5 | | | | | |] [Sixth Supplemental Indenture relating to Holdings $1.0 billion 3.125% Senior Notes due [removed: October](http://www.sec.gov/Archives/edgar/data/914748/000119312521290543/d233237dex41.htm)][added: October 15, 2052, dated October 4, 2021, between Holdings and The Bank of New York Mellon, as Trustee, incorporated herein by reference to Exhibit 4.1 to Everest Reinsurance Holdings, Inc. Form 8-K filed on October 4, 2021](http://www.sec.gov/Archives/edgar/data/914748/000119312521290543/d233237dex41.htm) | | |]

[removed: *10.][added: 10.]

The exhibits listed on the accompanying Index to Exhibits on page E-1 are filed as part of this report except that the certifications in Exhibit 32 are being furnished to the SEC, rather than filed with the SEC, as permitted under applicable SEC rules.

Pursuant to the requirements of Section 13 or 15(d) 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 on February 28, 2024.

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | |

| | | | | | | | | | | | |

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Signature | | | | | | Title | | | | | | Date | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /S/ JOSEPH V. TARANTO | | | | | | Chairman | | | | | | February 28, 2024 | | |

| | | | | | | | | | | | | | | |

| /S/ JOHN J. AMORE | | | | | | Director | | | | | | February 28, 2024 | | |

| | | | | | | | | | | | | | | |

| /S/ WILLIAM F. GALTNEY, JR. | | | | | | Director | | | | | | February 28, 2024 | | |

| | | | | | | | | | | | | | | |

| /S/ JOHN A. GRAF | | | | | | Director | | | | | | February 28, 2024 | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /S/ ROGER M. SINGER | | | | | | Director | | | | | | February 28, 2024 | | |

Table of Contents

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| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

| | | | | | | | | |

EXHIBITS AND FINANCIAL STATEMENT

SCHEDULES

The financial

listed in

the accompanying

The exhibits

listed on

Exhibits on page

E-1 are

filed as part

of this report

except that

the certifications

are being furnished

to the SEC,

rather than

filed with the

SEC, as permitted

under

applicable SEC rules.

Pursuant

to the

requirements

of Section

13 or

15(d) 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

LTD.

By:

Juan C.

Officer)