By Order of Our Board of Directors,

Stacey k. Geer

Executive Vice President, Chief Governance

and Risk Officer and Corporate Secretary

Duluth, Georgia

April 2, 2026

This summary highlights selected information about Primerica, Inc. (the “Company”, “Primerica” or “we”) but it does not contain all of the information you should consider. We urge you to read the entire Proxy Statement before you vote. You may also wish to review Primerica’s Annual Report on Form 10-K (the “2025 Annual Report”) for the fiscal year ended December 31, 2025 (“fiscal 2025”), which is available on our investor relations website at https://investors.primerica.com.

This Proxy Statement will be made available to stockholders on or about April 2, 2026.

2026 Annual Meeting of Stockholders

You are entitled to vote at the Company’s Annual Meeting of Stockholders to be held on May 21, 2026 and any adjournment or postponement thereof (the “Annual Meeting”) if you were a holder of record of our common stock at the close of business on March 23, 2026. Please see page 94 for instructions on how to vote your shares and other important information.

Financial Accomplishments

We were pleased with the results we delivered in fiscal 2025. Highlights included:

Our total stockholder return (which includes the payment and reinvestment of dividends) (“TSR”) for fiscal 2025 and the five-year period from January 1, 2021 through December 31, 2025 was -3.3% and 107.1%, respectively. TSR for fiscal 2025 was lower than the S&P 500 Insurance Index return of 4.1% and the S&P MidCap 400 Index return of 7.5%. However, TSR for the five-year period was well above the S&P 400 MidCap Index return of 54.7% and consistent with the S&P 500 Insurance Index return of 109.9%.

Distribution Results

Our business showed mixed results in fiscal 2025 with record performance by the Investment and Savings Products ("ISP") segment and results from the Term Life Insurance segment that were lower versus exceptionally strong 2024 performance. In particular:

Corporate Performance

The bar graphs below depict our performance over the past five fiscal years for the four metrics that we use to measure annual corporate performance under our incentive compensation program. These metrics do not reflect financial results prepared in accordance with United States generally accepted accounting principles (“GAAP”). See “Reconciliation of GAAP and Non-GAAP Financial Measures” in Exhibit A to this Proxy Statement for a reconciliation to 2025 GAAP results. Reconciliations for earlier years are available through the Financial Info section of our investor relations website at https://investors.primerica.com.

Strategic Plan

Primerica is a leading provider of financial products and services to middle-income households in the United States and Canada with 151,524 life insurance-licensed independent sales representatives as of December 31, 2025. These licensed independent sales representatives assist our clients in meeting their needs for term life insurance, which we underwrite, and mutual funds, annuities, managed investments and other financial products, which we distribute primarily on behalf of third parties. We insured over 5.5 million lives and had approximately 3.1 million client investment accounts as of December 31, 2025. Our business model uniquely positions us to reach underserved middle-income consumers in a cost-effective manner and has proven itself in both favorable and challenging economic environments.

Our purpose is to create financially independent families. Our strategic vision, in support of this purpose, is to build unparalleled financial services distribution capabilities that enable our clients, independent sales force, home office associates and stockholders to achieve their financial goals. The guiding principles that underlie our strategic vision are serving middle-income families, maximizing the success of the independent sales force, preserving and strengthening our culture, and protecting our business model.

Our Board of Directors (our "Board" or "Board of Directors") oversees our corporate strategic plan, which includes the following growth pillars:

We believe there is significant opportunity to meet the increasing array of financial services needs of our clients. We intend to leverage the independent sales force to meet these client needs, which will drive long-term value for all of our stakeholders.

Corporate Governance Highlights

See “Governance” beginning on page 12 for more information.

Our Board of Directors currently consists of eleven members. We are pleased that our Board reflects the diversity of the independent sales representatives and the communities that we serve. Our Board members bring an array of backgrounds and expertise that benefit the middle-income market.

Two of our directors, Gary L. Crittenden and Beatriz R. Perez, have chosen not to stand for re-election at the Annual Meeting and, therefore, their terms as directors will expire at the Annual Meeting. The Corporate Governance Committee has commenced a search to fill these vacancies with qualified candidates who will add backgrounds, skills and experiences to our Board that will enhance its strength and ability to serve our stockholders. As the search is ongoing, no nominees are being presented for election at the Annual Meeting with respect to these Board seats and our Board will have two vacancies immediately after the Annual Meeting.

The highlights of our corporate governance program as of the date of this Proxy Statement are set forth below:

Sustainability Highlights

See “Sustainability Matters” beginning on page 17 for more information.

The Corporate Governance Committee of our Board of Directors (the “Corporate Governance Committee”), to which the Board has delegated oversight responsibility for the Company’s social, environmental and sustainability initiatives, receives regular updates from members of management on sustainability-related topics, such as employee engagement and wellness, talent management, succession planning and climate risk. In addition, the Company publishes an annual Corporate Sustainability Report, which is available in the Sustainability section of our investor relations website at https://investors.primerica.com.

We are proud of our sustainability-related awards and recognition, which include:

Our Corporate Sustainability Report and the information available in the Sustainability section of our investor relations website are not deemed part of this Proxy Statement and are not incorporated herein by reference.

The Company provides only limited perquisites, and the Compensation Committee has adopted an Executive and Director Perquisites Policy. This policy provides that all perquisites paid to directors and senior executives must be approved by the Compensation Committee and it lists certain categories of perquisites that have been pre-approved.

The table below highlights the fiscal 2025 compensation for our named executive officers as disclosed in the “Summary Compensation Table” on page 67.

*Percentages may not add to 100% due to rounding.

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Our Board oversees the business and affairs of the Company, aligns management and stockholder interests and is driven by the directors’ belief that good corporate governance is a critical factor in our continued success. Through the Governance section of our investor relations website at https://investors.primerica.com, our stockholders have access to key governing documents such as our Code of Conduct, Corporate Governance Guidelines and the charters of each committee of the Board.

Board Structure

Our Board currently consists of eleven directors. Two of our directors, Gary L. Crittenden and Beatriz R. Perez, have chosen not to stand for re-election at the Annual Meeting and, therefore, their terms as directors will expire at the Annual Meeting. The Corporate Governance Committee has commenced a search to fill these vacancies with qualified candidates who will add backgrounds, skills and experiences to our Board that will enhance its strength and ability to serve our stockholders. As the search is ongoing, no nominees are being presented for election at the Annual Meeting with respect to these Board seats and our Board will have two vacancies immediately after the Annual Meeting.

The Company’s governance documents provide our Board with flexibility to select the appropriate leadership structure for the Company. The Company has a non-executive Chairman of the Board and an independent Lead Director. Our Board believes that this structure is the most appropriate leadership structure for the Company at this time and is in the best interests of our stockholders because it provides decisive and effective leadership and, when combined with the Company’s other governance policies and procedures, provides appropriate opportunities for oversight, discussion and evaluation of decisions and direction by our Board. In the event of a potential change to the Board’s leadership structure, we expect to seek prior input from our largest stockholders.

Mr. R. Williams has served as non-executive Chairman of the Board since April 2015. He previously served as Chairman of the Board and Co-Chief Executive Officer. Mr. G. Williams has served as Chief Executive Officer since April 2015. He previously served as President from 2005 through March 2015. Mr. Crittenden, one of our independent directors and Chairman of the Audit Committee, has served as the Lead Director of our Board since May 2023, and he joined our Board in July 2013. Mr. Crittenden is not standing for re-election at the Annual Meeting due to personal reasons. A new Lead Director will be appointed in May 2026 upon the conclusion of the Annual Meeting.

As the primary interface between management and our independent directors, the Lead Director provides a valuable supplement to the non-executive Chairman and the Chief Executive Officer roles and serves as a key contact for the non-employee directors, thereby enhancing our Board’s independence from management. The duties and responsibilities of our Chairman of the Board and our Lead Director are set forth below.

Committee annually reviews our Corporate Governance Guidelines, assesses their effectiveness and recommends any changes to the Board, if needed.

Board Evaluation Process

Our Corporate Governance Guidelines require that the Corporate Governance Committee conduct an annual review of Board performance and further require that each standing committee conduct an annual evaluation of its own performance. In furtherance of this requirement, the Corporate Governance Committee oversees an annual self-evaluation of Board performance and each standing committee conducts an annual evaluation of its own performance. The Board self-assessment is conducted at a different time during the year than the committee self-assessments, so that the directors have adequate time to reflect on the functioning of the Board as a whole. The evaluation processes, as described below, have resulted in enhancements over time that increase the effectiveness of our Board and committees.

With respect to the Board evaluation, the Corporate Governance Committee prepares a written self-assessment questionnaire that is completed by all members of the Board. The questions are designed to gather suggestions to improve Board effectiveness and solicit feedback on topics such as skills, composition, structure, culture and dynamics. The Corporate Governance Committee discusses the Board self-assessment and the Corporate Governance Committee Chair leads a discussion of the self-assessment among the full Board. Following these discussions, management and the Corporate Governance Committee Chair identify and prioritize any action items and develop a plan to address them. The Corporate Governance Committee monitors progress on action items, which may impact agendas, director education, committee composition, or other governance enhancements.

Biannually, an independent third party is used to facilitate a more in-depth Board self-assessment to support candid feedback and incorporate evolving best practices. In fiscal 2025, the Corporate Governance Committee retained a third party to facilitate a Board self-assessment, consistent with the process it followed during fiscal 2023. The third party, which was a different third party than the one used to facilitate the 2023 Board self-assessment in order to provide a different perspective, collected questionnaires from each director, met with each director individually and solicited feedback on Board function and meetings, composition, succession, leadership, as well as other matters. The third party then compiled the results from the questionnaires and interviews and provided an oral report to the Board of Directors with recommendations for improvements. The Corporate Governance Committee expects to continue using a third-party facilitator to conduct the Board self-assessment on a biannual basis.

To facilitate the committee evaluations, each independent committee prepares a written self-assessment questionnaire that is completed by the members of the committee. The questions are designed to gather suggestions to improve committee effectiveness and solicit additional feedback on topics including but not limited to: (i) committee skills and composition; (ii) committee structure and responsibilities; and (iii) committee culture, dynamics and operations. Our Corporate Secretary compiles the results of each committee self-assessment and shares those results with all directors. The committee chairs lead discussions during their committee meetings of the results of the self-assessments, highlighting areas that require additional attention.

Board’s and Management’s Roles in Risk Oversight

Our Board is ultimately responsible for overseeing the Company’s management of the various risks facing the Company as well as the Company’s compliance culture and overall risk tolerance. The Board and management actively collaborate on the topic of risk management and, if applicable, would work together to resolve any potential disagreements relating to risk management. The Board has delegated to the

Audit Committee responsibility for regularly monitoring the oversight of our enterprise risk management (“ERM”) program, including: (i) ensuring that all risk areas are monitored by senior management; (ii) confirming that all risk management matters are reported to the Board or the appropriate Board committee and addressed as needed; and (iii) approving our Enterprise Risk Management Policy, which describes our ERM program and delineates the major functions and roles and responsibilities within the program, at least annually. The Audit Committee does a quarterly review of our ERM dashboard, which includes a current rating of the risk level of each enterprise level risk. The Board and each Board committee actively oversee and monitor the management of enterprise and intermediate level risks that could impact the Company’s operations in connection with their respective subject matter areas as illustrated in the following graphic.

Management is responsible for implementing the Company's risk management strategy and developing policies, controls, processes and procedures to identify and manage risk. Senior management is responsible for ensuring that appropriate risk management is carried out in the business lines, promoting a strong culture of risk management within each business unit or department, identifying all known and emerging risks, recommending appropriate risk limits for identified risk exposures, and developing programs that monitor, test, and report control deficiencies. Each quarter, senior management reviews the enterprise and intermediate risks for highlights, trends, and emerging issues. Matters requiring attention are added to a watch list or heatmap for monitoring and reporting to the Board of Directors.

Annually, management identifies and evaluates the Company’s material risk areas, defines mitigating controls (which are documented by our Risk Management and Internal Controls Department), assigns each enterprise risk area to a member of senior management (with the underlying intermediate risks

assigned to a senior business leader) and reviews the results of the foregoing with the Audit Committee and the Board of Directors. Management has developed and implemented a Governance, Risk and Compliance tool to monitor ongoing risk, record findings from our testing programs and track mitigating controls across all business areas.

We have established a Business Risk and Control Committee (the “BRCC”) led by our Chief Governance and Risk Officer. The BRCC is our governing body for enterprise risk management and testing programs and is comprised of senior management, including our Chief Executive Officer, and all enterprise and intermediate risk owners. The BRCC meets quarterly to monitor all ERM categories and assess the risk heatmap and watch list. Risk updates are provided by each enterprise risk owner. During BRCC meetings, emerging risks outside of the currently defined risk areas are monitored for additional exposure. Our Chief Internal Auditor monitors our ERM program by attending each BRCC meeting to observe and provide feedback and all quarterly meetings of the Audit Committee during which the ERM program and related developments are reviewed and discussed.

In fiscal 2025, our Chief Governance and Risk Officer presented a risk profile and provided quarterly status updates to the Board and each Board committee that has oversight responsibility for one or more key risks. She also provided the Board a quarterly heatmap that highlights the status of significant risks. Further, management provides a detailed quarterly update on significant risk areas, including cybersecurity and privacy risks presented by our Chief Information Officer and legal and regulatory matters presented by our General Counsel. At least annually, the cybersecurity presentation includes additional information on system readiness and protection, our incident response plan, internal training exercises and recovery plans.

Our Chief Internal Auditor reports directly to the Audit Committee. She presents quarterly to the Audit Committee with respect to internal audit findings and recommendations and meets in executive session with the Audit Committee at least quarterly. The Audit Committee uses the results of its discussions with our Chief Internal Auditor to monitor the Company’s internal audit plan.

Stockholder Engagement

We value regular dialogue with our stockholders and view engagement as an important and effective way to gain input on the Company and the Board's oversight responsibilities. In late fiscal 2025, we invited the Company’s largest stockholders, whose holdings together represented over 75% of our outstanding shares, to speak with senior management and, if requested, the Lead Director about topics important to them. Stockholders that participated in these conversations represented over 48% of our outstanding shares. Specific topics covered during these conversations included Board composition, refreshment and succession planning; CEO succession planning; executive compensation; and sustainability-related matters (including human capital management; cybersecurity and artificial intelligence; data privacy; and climate-related risks). We were pleased with the stockholder feedback, which indicated that our stockholders are generally satisfied with the Company’s corporate governance and executive compensation practices as well as the format and content of the Company’s proxy statement and Corporate Sustainability Report. Following the stockholder engagement conversations, management prepared a detailed summary of questions and comments raised by stockholders, as well as key themes from the engagements. The summary was shared with the Board and relevant Board committees so that the Board can consider stockholder perspectives in connection with governance practices, executive compensation decisions and oversight priorities. The table below describes certain requests received during these conversations in 2025 and our responses to those requests.

Our People and Culture -The Primerica Way

We recognize the importance of doing business the right way. The culture of Primerica is a result of the unique beliefs that we hold and their impact on every facet of our organization. In 2025, we formally adopted The Primerica Way, a statement of Company values, to solidify our culture:

More information on The Primerica Way is available at https://theprimericaway.com.

We strive to create a workplace that offers our employees a wide range of opportunities to learn, grow and thrive in their careers while also fostering an engagement environment ruled by collaboration and inclusion. Our employees consistently give the Company high scores in our annual employee survey for “operating by strong values.” Our employees and the independent sales force serve as the foundation of our success and engaging and empowering them is essential if we are to fulfill the mission of enabling families to live financially independent lives.

We continue to increase our focus on inclusivity and our culture. To achieve this, we collaborate within our employee base and the independent sales force to be more intentional about educating, engaging and managing our businesses in a way that demonstrates our commitment to our culture and values. We believe that a diversity of opinions, skills, backgrounds and personal experiences in our workforce is critical to our success and supports our mission to serve middle-income families. At Primerica, we respect and appreciate all individuals and embrace both our differences and similarities. We believe that diverse ideas drive better client solutions, innovation and business results.

The Corporate Governance Committee has responsibility for oversight of our human capital management initiatives. Our Chief People Officer oversees our Human Resources and Talent Management functions, leads the Company's culture program efforts and strategies and provides regular updates to the Corporate Governance Committee.

With the adoption of The Primerica Way, we are taking actions to help ensure that our values are embedded throughout our organization:

For information about the composition of our U.S. employee base, see “Item 1. Business — Human Capital Management — Employees” in the 2025 Annual Report.

The independent sales force utilizes specialized groups, which we refer to as Strategic Markets, to encourage professional and personal growth and development, including Women in Primerica, the African American Leadership Council, the Hispanic American Leadership Council, and the Asian Pacific Islander Leadership Council. These groups provide opportunities for networking and mentorship, sales and business management training and deep learning opportunities. Additional information about the diversity of the independent sales force is available in our 2025 Corporate Sustainability Report in the Sustainability section of our investor relations website at https://investors.primerica.com.

We continue to be recognized for our inclusive culture. In 2026, Newsweek again recognized Primerica as one of America's Greatest Workplaces for Culture, Belonging and Community. In 2025, Newsweek recognized Primerica for the third time as one of America's Greatest Workplaces and for the second time as one of America's Greatest Workplaces for Diversity. Primerica Life Insurance Company of Canada, our Canadian insurance subsidiary, received the 2025 Corporate Award by The Canadian Foundation for Physically Disabled Persons. In 2025, we were recognized by Forbes as one of America's Best Employers for Women for the seventh consecutive year. In 2024, Newsweek recognized Primerica as one of America's Greatest Workplaces for Women.

Supporting Employee Engagement

In 2026, we were again recognized by Forbes as one of America's Best Midsize Employers and, for the first time, as one of Canada's Best Employers. In 2025, we were again recognized by USA Today as a Top Workplaces USA and named a regional Top Workplaces by the Atlanta-Journal Constitution for the thirteenth consecutive year. Also in 2025, Newsweek again named us as one of America's Greatest Workplaces.

We are committed to enhancing our culture and investing in our employees. To monitor our progress and gauge employee satisfaction, we conduct annual employee surveys and provide detailed results to department heads and managers as well as the Board of Directors. Adjustments to policies, programs, compensation and benefits packages are often made based on this feedback. In 2025, the Company

realized a nearly all-time high participation rate of 74% and a very strong employee satisfaction score of 4.66 out of 6.

Annually, the Company holds a town hall meeting at our U.S. headquarters that is broadcast virtually to all of our workplace locations. A town hall meeting is also held annually at our Canada headquarters for our employees in Canada. At both town hall meetings, our Chief Executive Officer, President and Chief People Officer jointly lead and provide updates on the Company's performance and strategic direction, as well as information on benefits enhancements, policy changes and other workplace topics. The meetings always end with a question-and-answer segment, and employees are encouraged to raise issues of concern and offer suggestions for improvement. Employees are also provided the opportunity to submit questions and suggestions in advance.

Work-Life Balance

We understand and value the importance of an effective work-life balance for employees. We offer many flexible work options and schedules to meet the needs of our employees. The vast majority of our employees work on either a hybrid schedule where they are able to work both at home and in the office or are fully remote. Offering flexible workplace options has become an expectation of employees across many industries and may be necessary to remain competitive and attract top talent.

In addition to flexible workplace options, our full-time and part-time employees receive several benefits that are aligned with achieving a better work-life balance such as paid planned and unplanned time off, 11 paid holidays, and paid time off for volunteering. We also have a dedicated work-life balance ERG called PRI-Bold that offers employees an opportunity to share ways to maintain an active and healthy work-life balance, have access to speakers and gather to share information and participate in social activities.

Talent Development and Succession Planning

Employees are highly satisfied at Primerica, as evidenced by our employee retention rate in 2025 of 91%. Many employees have been with Primerica for over 20 years, a result of a continued high employee retention rate. The tenure of our named executive officers ranges from 2.2 years to 45 years, with an average tenure of 24 years.

The result of this longevity and loyalty is that many employees will reach retirement age over the coming years. Management is committed to a strong culture that reflects the diversity of the independent sales representatives and our clients while ensuring that our succession planning and internal and external talent pipeline identification processes incorporate our values. Consistent with The Primerica Way and Leaders Building Leaders described above, the Company has implemented several initiatives to help actively develop talent. These opportunities create awareness into the various aspects of the Company and allow talent to obtain on-the-job work experience with projects and business applications. For example, the Company's Leadership Development Program focuses on high potential leaders at the mid- level manager through Senior Vice President level and provides opportunities for emerging leaders to grow their skills for future roles in the organization. This program includes multi-dimensional assessments such as 360-degree feedback, leadership and professional coaching, business acumen, team building and community involvement. In early 2026, the Company launched a year-long mentorship program for lower-level employees consisting of small group mentorship circles to further cultivate potential talent and foster relationship building. Additional information about our talent development

initiatives can be found in our 2025 Corporate Sustainability Report in the Sustainability section of our investor relations website at https://investors.primerica.com.

Our Board of Directors maintains a succession plan for our Chief Executive Officer and other key members of management, which includes a contingency plan if our Chief Executive Officer were to depart unexpectedly. At least annually, the Corporate Governance Committee reviews the succession plan and leadership pipeline for these key roles and discusses them with the Board of Directors, taking into account the Company’s long-term corporate strategy. In addition, the Corporate Governance Committee oversees the Company’s talent development initiatives. Board members also engage and spend time with our high potential leaders at Board meetings and other events.

Environmental Responsibility and Impact on Our Business

Our business as a term life insurance and financial services company, by its nature, does not have a significant impact on the environment. Nevertheless, we recognize the significant challenges presented by climate change and the growing importance of this issue to investors and the communities we serve. We continue our efforts, such as electronic document delivery to our clients, energy efficiency at our corporate headquarters, robust recycling initiatives and promotion of transportation alternatives and flexible working options, to reduce our impact on the Earth’s resources.

Environmental issues, particularly those related to climate change, have the potential to present risks and opportunities to our business. We address those risks and opportunities in the following ways:

In May 2025, we completed a second climate risk materiality assessment facilitated by a different third-party consultant than the consultant that facilitated our first climate risk materiality assessment in 2022. The 2025 assessment determined that climate-related physical and transition risks are not expected to have a material adverse impact on Primerica over the short-, medium-, or long-term (1-5 years, 5-10 years, 10-25 years). The below climate-related risks were identified as potentially impacting Primerica in the medium- and/or long-term and are balanced by climate change-related opportunities associated with Primerica's businesses:

See “— Board's and Management’s Roles in Risk Oversight” for additional information on the Board's and management’s respective roles in risk oversight.

In 2025, we were named by USA Today for the second time as one of America's Climate Leaders for our low emission intensity (the amount of greenhouse gas a company produces relative to its revenues).

outside affiliations, our Board has determined that none of the remaining directors who served on our Board during fiscal 2025 has or had a material relationship with Primerica other than through his or her role as director and, except as set forth above, each is independent because he or she satisfies:

A determination of independence under these standards does not mean that a director is disinterested under Section 144 of the Delaware General Corporation Law. Each director, relevant committee and our full Board may also consider whether any director is interested in any transaction brought before our Board or any of its committees for consideration.

Independence of Committee Members

Throughout fiscal 2025, the Audit, Compensation and Corporate Governance Committees have been fully independent in accordance with the NYSE Listed Company Manual and our Board’s director independence standards described above. In fiscal 2025, no member of these committees received any compensation from Primerica other than directors’ fees, and no member of the Audit Committee was or is an affiliated person of Primerica (other than by virtue of his or her directorship). All members of the Audit Committee meet the additional standards of audit committee members of publicly traded companies required by the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”). Throughout fiscal 2025, all members of the Compensation Committee qualified as non-employee directors as defined in Rule 16b-3 under the Exchange Act.

Categorical Standards of Independence

The Company has established categorical standards of independence for our Board, which are described in our Corporate Governance Guidelines and are available in the Governance section of our investor relations website at https://investors.primerica.com. To be considered independent for purposes of the director qualification standards: (i) the director must meet independence standards under the NYSE Listed Company Manual; and (ii) our Board must affirmatively determine that the director otherwise has no material relationship with the Company, directly or as an officer, shareowner or partner of an organization that has a relationship with the Company.

To assist it in determining each director’s independence in accordance with the NYSE’s rules, our Board has established guidelines, which provide that a director will be deemed independent unless:

Director Nomination Process

Our Board maintains a robust process in which the members focus on identifying, considering and evaluating Board candidates. Our Corporate Governance Committee leads this process, which culminates in recommending individuals for nomination to the Board.

In carrying out this responsibility, the Corporate Governance Committee annually assesses the current composition of the Board, anticipated director retirements resulting from the Board's mandatory retirement age of 75 and otherwise, and the skills, experiences and perspectives that would likely enhance the Board's effectiveness in light of the Company’s strategic plan and long-term objectives. The Corporate Governance Committee seeks input from other Board members and senior management, and also considers and evaluates any candidates recommended by our stockholders.

Any stockholder who wishes to have the Corporate Governance Committee consider a candidate for election to our Board is required to give written notice of his or her intention to make such a nomination. For a description of the procedures required to be followed for a stockholder to nominate a director, see

“Other Stockholder Information – Proxy Access Director Nominees” and “Other Stockholder Information – Other Proposals and Director Nominees.” A proposed nomination that does not comply with these requirements will not be considered by the Corporate Governance Committee. There are no differences in the manner in which the Corporate Governance Committee considers or evaluates director candidates it identifies and director candidates who are recommended by our stockholders.

Our Board has determined that its members should bring to the Company a broad range of experience, knowledge and judgment. A successful Board candidate must be prepared to represent the interests of the Company and all of its stockholders. The factors considered by the Corporate Governance Committee and our Board in their review of potential candidates (whether current Board members seeking re-election or potential new director candidates) include whether:

The Corporate Governance Committee carefully reviews all current directors seeking re-election and new director candidates in light of these factors based on the context of the current and anticipated composition of our Board, the current and anticipated operating requirements of the Company and the long-term interests of our stockholders. In reviewing any candidate, the Corporate Governance Committee considers the integrity of the candidate and whether the candidate would be independent as defined in our Corporate Governance Guidelines and the NYSE Listed Company Manual. The Corporate Governance Committee expects a high level of involvement from our directors and a candidate must confirm that they have the capacity to fully contribute to our Board.

With respect to the recruitment of a new director, the Corporate Governance Committee oversees a structured search and evaluation process. The Corporate Governance Committee typically identifies new director candidates through a variety of sources, and often engages an independent third-party search firm, which could differ from prior searches based on the needs of the Board. The Corporate Governance Committee decides whether to further evaluate each candidate, which would include a thorough reference check, interviews, background check and discussions about the candidate’s qualifications, availability and commitment. Upon the completion of such evaluation, the Corporate Governance Committee makes a recommendation to our Board with respect to the election of the new director candidate to our Board. Our Board expects that all new candidates recommended to our Board will have received the approval of all members of the Corporate Governance Committee.

Director Orientation and Continuing Education

Pursuant to our Corporate Governance Guidelines, the Company provides a comprehensive orientation program for new directors. New director orientation includes briefings from senior management on Primerica's business model, operations, strategy, risk management framework, regulatory environment, corporate governance practices, and Board and committee responsibilities. New directors also receive background materials and have opportunities to meet with members of management and fellow directors.

Directors are expected to stay current on recent developments in industry matters and corporate governance through participation in outside director education programs that promote and enhance Board oversight and informed decision-making. Such programs can include seminars, conferences and web-based programs addressing topics such as corporate governance, regulatory and legislative developments, industry trends, accounting and financial reporting, cybersecurity, data privacy, artificial intelligence, human capital management, and other topics. Directors are strongly encouraged to participate in at least one outside continuing education program per year, and the Company reimburses directors for reasonable expenses related to such programs. The Company provides a list of available director education programs to directors at least annually. In addition, the Company provides education about various aspects of the Company and its business at in-person Board meetings.

Proxy Access

A stockholder or group of no more than 20 stockholders that has owned at least 3% of our common stock for at least three years may nominate directors to our Board and have the nominees included in our proxy materials to be voted on at the Company's Annual Meeting of Stockholders. The maximum number of stockholder nominees that will be included in our proxy materials with respect to any such annual meeting is the greater of (i) two or (ii) 20% of directors to be elected. A stockholder who seeks to nominate a director or directors to our Board must provide proper notice to our Corporate Secretary under our By-Laws. See “Other Stockholder Information – Proxy Access Director Nominees” and “Other Stockholder Information – Other Proposals and Director Nominees.”

Majority Voting Standard for Director Elections

In an uncontested election, each director will be elected by the vote of the majority of votes cast with respect to that director's election. (An uncontested election is an election where the number of nominees is the same as the number of directors to be elected.) A majority of the votes cast means that the number of shares voted “FOR” a nominee's election must exceed the votes cast “AGAINST” such nominee's election.

If an incumbent director does not receive a greater number of shares voted “FOR” such director than shares voted “AGAINST” such director, then such director must tender his or her resignation to the Board. In that situation, the Corporate Governance Committee would make a recommendation to the Board about whether to accept or reject the resignation, or whether to take other action. Within 90 days from the date the election results are certified, the Board will act on the Corporate Governance Committee’s recommendation and will publicly disclose its decision and the rationale behind its decision. In a contested election, director nominees are elected by a plurality vote. Under the plurality standard, the number of persons equal to the number of vacancies to be filled who receive more votes than other nominees are elected to the Board, regardless of whether they receive a majority of votes cast. An election is considered contested under our By-Laws if, outside of the proxy access process, a stockholder has submitted notice of a director nomination to our Corporate Secretary in compliance with the requirements for stockholder nominees for directors set forth in our By-Laws and such nomination has not been withdrawn by such stockholder on or prior to the tenth day preceding the date the Company first mails its notice of meeting.

Communicating With Our Board of Directors

Our stockholders and other interested persons may communicate with our directors, or any specified individual director, by addressing such communications to them in care of our Corporate Secretary, at the Company’s principal executive office located at One Primerica Parkway, Duluth, Georgia 30099. Our stockholders and other interested persons may also communicate with our directors by sending an e-mail message as follows:

In accordance with a policy approved by the Audit Committee, our Corporate Secretary (or, solely with respect to matters that are not reasonably likely to have legal implications for the Company, our Chief Governance and Risk Officer or Chief Compliance Officer, as applicable) is required to:

If the correspondence is specifically marked as a private communication to our Board (or a specific member or members of our Board), then our Corporate Secretary will not open or read the correspondence and will forward it to the addressee. These procedures may change from time to time, and you are encouraged to visit our investor relations website at https://investors.primerica.com for the most current means of communicating with our directors.

Board Members

The following information about each nominee for our Board of Directors includes their business experience, director positions held currently or at any time during the last five years, and the experiences, qualifications, attributes or skills that caused the Corporate Governance Committee and our Board of Directors to determine that each individual should be elected to serve as a director.

Two of our directors, Gary L. Crittenden and Beatriz R. Perez, have chosen not to stand for re-election at the Annual Meeting. Each of them advised the Board that their decision is not related to any differences or disagreement with the Company, the Board, management or the Company's operations, policies or practices. Mr. Crittenden has served as a director since July 2013 and Ms. Perez has served as a director since May 2014. We thank them for their years of distinguished service and contributions to the Board.

Director Qualifications

Set forth below is a chart that highlights certain skills and experiences of the director nominees, along with the reasons such expertise is desired for our Board.

Board Meetings

During fiscal 2025, our Board held four meetings. Each director attended 88% or more, collectively, of the meetings of our Board and its committees on which he or she served during fiscal 2025. We expect our directors to attend each of the Company’s Annual Meeting of Stockholders absent extraordinary circumstances, and each director attended the 2025 Annual Meeting.

Director Service on Other Public Boards (Overboarding Policy)

Our Corporate Governance Guidelines state that directors shall limit other board memberships to a number which permits them, given their individual circumstances, to responsibly perform all of their director duties, with no director serving on the board of more than four publicly traded companies (inclusive of our Board). This is to ensure that our directors devote adequate time for preparation and attendance at Board and committee meetings, as well as the Company’s Annual Meeting of Stockholders. In addition, our Corporate Governance Guidelines prohibit members of the Audit Committee from serving on more than three public company audit committees, including the Company's Audit Committee, recognizing the significant time and oversight responsibilities associated with audit committee service.

Our Corporate Governance Guidelines also state that if a director has a substantial change in professional responsibilities, occupation or business association, he or she should notify the Corporate Governance Committee and offer his or her resignation from the Board. The Corporate Governance Committee will evaluate the facts and circumstances and make a recommendation to the Board whether to accept the resignation or request that the director continue to serve on the Board. If a director assumes a significant role in a not-for-profit entity, then he or she should promptly notify the Corporate Governance Committee.

The Corporate Governance Committee reviews the public, private and/or not-for-profit board memberships of each Board member at least annually in connection with their respective nomination by the Board and as needed throughout the year when directors consider additional commitments or when circumstances change. In addition, director nominees are asked annually to certify that they expect to be able to devote sufficient time to fulfill their duties as a director.

Board Committees

Our Board has four standing committees that assist it in carrying out its duties – the Audit Committee, the Compensation Committee, the Corporate Governance Committee and the Executive Committee. The charter of each committee is available in the Governance section of our investor relations website at https://investors.primerica.com and may be obtained, without charge, by contacting the Corporate Secretary, Primerica, Inc., One Primerica Parkway Duluth, Georgia 30099.

The following chart shows the membership of each of our Board’s standing committees during fiscal 2025 and through the date of this Proxy Statement:

* – Chairman of the Board

LD – Lead Director

I – Independent Director

F – Audit Committee Financial Expert

The key responsibilities of each of the Board’s standing committees are described below: