Prudential’s Group Insurance Key Account Program Key Acct...Confidential: No further distribution...

Confidential: No further distribution permitted. Internal Use Only.

Prudential’s Group Insurance Key Account Program

Group Insurance Executive Sponsor: Andy Sullivan

Group Insurance Relationship Manager: Jessica Gillespie and Carlina Torres

GI Account Team: Diane Tidwell (Account Executive) and Deborah Schmidt (Account Manager)

SSG Key Executive: David Hunt

SSG Key Account Relationship Manager: Sylvia Pozezanac

Client Contact: Michael Rendel, Francesca Murphy, Lilly Wyttenbach, Katharine O'Neill

Relationship Length: 1/1/2005

Renewal: 1/1/2017

Last Meeting Date: 5/21/2014

Upcoming Meeting Date: TBD

Control Number: 44048

Website: http://www.goldmansachs.com

http://www.goldmansachs.com/


Current Premium with Prudential’s Group Insurance

Premium as of 4th Qtr 2014

Coverage # of Lives Annualized Premium 2012 ALR 2013 ALR 2014 ALR 2014 ELR

Long Term Disability 14,441 8,118,451.20 63% 59% 45% 72%

Life 70 16,123.68 14% 2% 5% 65%

Total

8,134,574.88

Coverage Information

Coverage Carrier Renewal Date Additional Information

Basic Term Life MetLife 1/1/17 Renewed with Met 1-1-13 for 4 years. Same broker as LTD (Frenkel) (*Prudential has small piece of Canadian Group Life coverage)

Optional Life MetLife 1/1/17 See Above

Dependent Life MetLife 1/1/17 See Above

Retiree Life MetLife 1/1/17 See Above

GUL/GVUL n/a Travel AIG AD&D Marsh VAD&D Marsh Accident n/a Critical Illness

STD Insured n/a

ASO/ATP STD In-house (Reed Grp)

Late in 2010, they outsourced their FML/STD to the Reed Group which sits in-house at Goldman Sachs

Statutory STD LTD Insured Prudential 1/1/2017

ASO/ATP LTD n/a


LTC None Absence FMLA In-house (Reed Grp)

Consultant

Name Contact Contact Information

Frenkel Benefits, LLC Mark Telling, Senior Vice

President 212-488-0268,

[email protected]

TPA

Name Contact Contact Information

Aon Hewitt Meghan Mehalik 908.595.3243

[email protected]

Key Decision Makers

Name Title Contact Information

Lloyd C. Blankfield Chairman & CEO as of 6/2006 Gary D. Cohn President & COO as of 6/2006 Harvey M. Schwartz Exec VP, CFO as of 1/1/13

Edith W. Cooper Exec VP& Global Head of Human Capital Management

Michael Rendel Vice President, Human Capital Management

212-934-33908, [email protected]

Francesca Murphy VP, Human Capital Management

212-357-3232, [email protected]

mailto:[email protected]

mailto:[email protected]


Company Overview

Founded in 1869, the firm is headquartered in New York City and over 20 offices in the United States, Goldman Sachs’ presence is extensive.

Every one of their U.S. locations plays a vital role in their businesses. Goldman Sachs professionals are financial advisors, lenders, investors and

asset managers. Their role is not always visible to consumers, and they do not engage in many traditional commercial banking activities. They

connect buyers and sellers, linking investors and capital with the businesses and governments in need of it. This fuels job creation and

innovation, while increasing tax revenue and facilitating economic development.

NEW YORK--(BUSINESS WIRE)--The Goldman Sachs Group, Inc. (GS) today reported net revenues of $9.13 billion and net earnings of $2.04 billion for the second quarter ended June 30, 2014. Diluted earnings per common share were $4.10 compared with $3.70 for the second quarter of 2013 and $4.02 for the first quarter of 2014. Annualized return on average common shareholders’ equity (ROE) (1) was 10.9% for both the second quarter of 2014 and the first half of 2014.

Read more: http://www.businessinsider.com/goldman-sachs-q2-earnings-2014-7#ixzz3EArlLthw

Recent News

January 14, 2015 (Dow Jones Newswires) J.P. Morgan Results Hint At What's In Store For Goldman, Morgan Stanley J.P. Morgan Chase & Co.'s earnings report Wednesday holds signs of how the rest of fourth-quarter big bank earnings season could shake out. Credit Suisse analyst Christian Bolu warns that J.P. Morgan's trading results indicate that there could be some downside risk to his estimates for Goldman Sachs Group Inc., which reports Friday, and Morgan Stanley, which reports Tuesday. Trading revenue at J.P. Morgan was "weaker than anticipated," says Mr. Bolu, noting that the bank's fixed income, currencies and commodities, or FICC, revenue of $2.5 billion missed his estimate by about $200 million. December 24, 2014 (Wall Street Journal) Goldman In Pact To Sell Metal-Warehousing Unit Goldman Sachs Group Inc. has ended its four-year ownership of its metal-warehousing unit, unloading it to an investment firm run by two British brothers. Just last month, Goldman executives were grilled before a U.S. Senate panel about accusations that the warehousing unit, Metro International Trade Services, withheld metal supplies and drove up aluminum prices in the U.S. December 20, 2014 (Wall Street Journal) Goldman Sachs Adds Two More Members To Board

http://finance.yahoo.com/q?s=gs

http://www.businessinsider.com/goldman-sachs-q2-earnings-2014-7#ixzz3EArlLthw


Goldman Sachs Group Inc. has appointed Mark O. Winkelman, a former executive at the firm, and Mark A. Flaherty to its board, bringing the total number of directors to 14. December 9, 2014 (Dow Jones Newswires) Goldman Sachs Ordered To Pay Sacked Advisers More Than $7.5 Million Goldman Sachs Group Inc.'s brokerage unit has to pay two former financial advisers more than $7.5 million for wrongly firing them and withholding their bonuses, an arbitration panel has ruled. December 2, 2014 (FundFire) Pensions Sue Goldman, Carlyle For Lost Billions Amid Bribery Claims Two public pensions are suing a group of investment and private equity firms that includes Goldman Sachs and Carlyle Group, for allegedly

costing investors billions by not properly disclosing information regarding an oil firm they controlled. November 19, 2014 (Dow Jones Newswires) Goldman Cements Position As Top Bank On Deals Goldman Sachs Group Inc. has cemented its position as the top Wall Street bank for mergers and acquisitions in one of the busiest years in the business. The New York bank, whose name is synonymous with deal making, this week landed roles on two big acquisitions worth a combined $100 billion: Actavis PLC's $66 billion agreement to buy Allergan Inc. and Halliburton Co.'s $34.6 billion planned purchase of Baker Hughes Inc. November 19, 2014 Jerusalem Post Goldman Sachs Adding Staff To European Business Goldman Sachs Group Inc. says it's adding staff to its European asset-backed securities business as the bank prepares for a resurgence in the

$305 billion market that shrank more than 40 percent over the past four years. Award & Recognition

Working Mother: 2014 List of 100 Best Companies (September 2014) Listed

Vault: Top 50 Banking Employers (September 2014) #2 Overall #1 Most Prestigious Bank in the US and UK #1 Best Banking Companies For Diversity #1 Best Banking Companies for Individuals with Disabilities #1 Best Banking Companies for LGBT Individuals


The Chronicle of Philanthropy: 10 Companies That Gave the Most Cash in 2013 (July 2014) Ranked #4

Springboard Consulting: Asia Pacific Disability Matters Awards (July 2014) Workforce Award Recipient Recognized for recruiting activities and workplace support of people with disabilities in Japan

eFinancialCareers: Top 20 “Ideal” Financial Services Employers (June 2014) Ranked #1

Universum: 2014 Top 100 MBA Employers (June 2014) #8 Among MBA students

Asia Society: 2014 Corporate Award (June 2014) Overall Best Employer for Asian Pacific Americans

Families and Work Institute: 2014 Veterans Employment Transition (VET) Award (June 2014) 2014 Honorable Mention Recipient

Working Mother: Best Companies for Multicultural Women (May 2014) Named a ‘Best Company for Multicultural Women’

The Times: Top 50 Employers for Women 2014 (April 2014) Listed

The Guardian UK 300 (April 2014) Ranked #22 out of 300 of the most popular graduate employers in the UK

International Women Leadership Forum (IWLF): Women Leadership and Innovation Awards (April 2014) Woman Initiative of the Year

Universum: Top 100 IDEAL Employers (March 2014) #9 Overall for undergraduates in the US #7 Among undergrad business students in Singapore


FORTUNE: World’s Most Admired Companies (February 2014) #33 Overall

DiversityBusiness.com: Top 50 Organizations for Multicultural Opportunities (February 2014) Listed

FORTUNE: 100 Best Companies to Work For (January 2014) Ranked #45 Included on the list every year since its inception

Client Meeting Schedule

Our last face to face Stewardship meeting was held in August 2014 with Goldman Sachs and their consultant, Mark Telling from Frenkel Benefits.

We continue to have Quarterly meetings with Goldman Sachs to review open items and the status of ongoing projects. Our last conference call

was 1.9.15. We will schedule our next Stewardship Meeting by 2nd Qtr 2015. We continue to have monthly status calls with The Reed Group to

review claims that are transitioning from STD to LTD. These calls ensure open communication regarding claim decisions and possible adverse

outcomes.

SWOT ANALYSIS

STRENGTHS:

There is a good relationship between the Prudential account team and the benefits team at Goldman Sachs. Goldman Sachs’ benefits team

appreciates our honesty and our up-front approach to continuing to cultivate and sustain our existing relationship. Goldman Sachs was up for

renewal effective 1/1/2014 and their plan was running well. We successfully renewed the LTD with a slight overall decrease (-6%) with a 3 year

rate guarantee until 1/1/17. We delivered the 4.1.15 Canadian Life renewal on 1.13.15. This renewal also calls for a moderate reduction in rates

so we expect the coverage will be renewed and has a low probability for lapse.


WEAKNESS:

There were some claim issues that surfaced in 2013 which bled into early 2014. Account Management and the Claim team had several calls with

Dr. Rendel and the STD carrier, The Reed Group, to discuss our claim handling processes and the service issues. As a result of these calls, we did

make some process changes and replaced the LTD claim manager. The relationship has since improved greatly and currently there are no

service concerns. Account Management and the claim team continue to have monthly calls with the STD vendor, The Reed Group to ensure

regular communication on claim decisions.

Continued concentration of risk concerns threaten our ability to expand our relationship with GS should the opportunity arise.

OPPORTUNITIES:

A potential opportunity may exist to eventually obtain Goldman’s Group Voluntary Life. Group Life was renewed with Met effective 1/1/13 so

any opportunities in that regard will have to wait for at least four years. We will continue to work our relationship with Frenkel and perhaps they

can get us some entry on the Life plan earlier than that. While we will continue to work our relationship with Frenkel to determine if there are

any opportunities to secure the US Life plans, Goldman Sachs has been very up front and honest about their loyalty to their vendors (both

Prudential and MetLife). Thus, it is unlikely these relationships will change. For 2015, we will discuss our new CI and Accident products with GS.

THREATS:

MetLife is their Life carrier, so they may actively pursue Prudential’s existing LTD business in the future. Goldman, however, has made is very

clear and has recently reiterated to Prudential that they are a loyal partner- to both Prudential as well as MetLife. With this, we feel the threat

of losing the LTD business is low, as is the opportunity to obtain the US Group Life coverage.

Goldman Sachs advised on 1/7/14 that they will be doing a marketing for broker services for their insured products, including the LTD. Goldman

made it very clear that they have no intention to replace Prudential and will preclude the selected broker from doing a marketing of the LTD

coverage. In July 2014, Goldman Sachs confirmed that Frenkel Benefits retained the BOR.


Additional Case Comments

Goldman’s focus for 2015 will be centered on reviewing the LTD class descriptions, resolving issues with the eligibility file and the creation of a

job bank.

Meeting Notes

Meeting Date Client Attendees Pru Attendees Meeting Type Discussion Details Notes Follow-Up Needed?

1/21/2015 Teresa Stringham, Katie Gulasey, Meghan Mehalik, Mark Telling

Diane Tidwell, Deborah Schmidt

Client Service Meeting

LTD Eligibility File and Class Mapping

Discussed current mapping process, agreed that Hewitt would research alternatives to job codes for mapping of LTD classes. Follow up meeting scheduled for 2/9

Yes

1/9/2015 Teresa Stringham, Katie Gulasey



Review of the activity log and current projects

Lisa Resnick is no longer with GS so we met with new benefits managers, Teresa Stringham and Katie Gulasey to introduce ourselves and review the activity log. We also discussed status of current projects and goals for 2015. We have a follow up call for 1/22/15

Yes

12/12/2014 Mark Telling, Lisa Resnick, Fran Murphy, Meghan Edwards



Eligibility file feed and class discriptions

Some employees are being passed with incorrect branch numbers on the eligibility file we receive from AH. This appears to be due to new code codes that have not been mapped to the correct branch. We alos discussed the possibility of redefining the eligibile classes

Yes

8/27/14 Mark Telling, Lisa Andrew Sullivan, Face to Face Key Account Meeting, It is difficult to schedule face


Resnick, Francesca Murphy, Bruce Dunn, Sue Duncan, Beth Robotham, Dr. Rendel

Diane Tidwell, Deborah Schmidt, Regina Carter, Joseph Ingream, Richard Day and Jodi Lejuez

Financial Review and Relationship Discussion

to face time with GS so this meeting was a combination of a Key Account Meeting, a review of the financials and a discussion of Prudential/GS partnership. We also discussed the issues and concerns of the past year, the progress and accomplishments of the past year and what items we need to address going forward. Everyone felt that the meeting was very productive and that a lot of progress had been made in the past year.

5/21/2014 Fran Murphy, Lilly Wyttenbach, Lisa Resnick, Chris Mazinni-Chinn

Deborah Schmidt, Diane Tidwell

Face to Face Allsup Medicare services Discussed Allsup Medicare services

No

12/17/2013 Michael Rendel, Francesca Murphy, Rachel Goldin

Andy Sullivan, John Stadtmiller, Diane Tidwell

Face to Face Key Acct Mtg Discussed recent claim service issues, the addition of further enhancement (referral to single doc) for discussion of complex clms, possible change in claim team

Yes

9/25/2013 Mark Telling Diane Tidwell , Nina Matias

Renewal Meeting 1/1/14 Renewal Frenkel confirmed 1/1/14 Renewal. Core rate to reduce by 7%; buy up rate to remain the same

No

8/14/2013 Mark Telling Diane Tidwell , Nina Matias

Renewal Meeting 1/1/14 Renewal Revised Renewal offer, to include 2 options- Pru's recommended 7% reduction on core LTD vs. Frenkel's requested decrease that will account for commision they may want to recover with reduction- provided to Mark Telling at Frenkel

Yes


1/15/2013 Sue Duncan, Joe Cassano, Michael Rendel, Katharine O'Neill

Renita Powell, Nina Matias, Carla Barbalaci, Diane Tidwell


Introduce new claim team member (Carla), LTD claim process and disallowal notification

Yes

12/19/2012 Peter Johnson, Francesca Murphy

Andrew Sullivan, Diane Tidwell

Other Truven Analytics agreement, Guarantee Life Solutions product, and Life Insurance

Key Account Meeting w/ Andy Sullivan Provide client with updates on all of the above noted

Yes

12/12/2012 Peter Johnson, Francesca Murphy, Katharine O'Neill, Lilly Wyttenbach, Michael Rendel, Sue Duncan , Joe Cassano, Elizabeth Pilger, Bruce Dunn, Katie Gulasey, Mark Telling

Nina Matias, Diane Tidwell

Other Semi-annual Financial Update f/u mtg with The Reed Group to discuss LTD disallowals and notification process to Reed in advance of disallowals

Yes

11/7/2012 Peter Johnson, Francesca Murphy, Katharine O'Neill, Lilly Wyttenbach, Michael Rendel, Sue Duncan , Joe Cassano, Elizabeth Pilger, Bruce Dunn, Katie Gulasey, Mark Telling

Diane Tidwell Client Service Meeting

Called to follow up on post-Sandy status and to schedule Key Acct Mtg

Call on 11/9 to schedule meeting date with Beth (exec asst)

Yes

8/6/2012 Katharine O'Neill, Dhawan Gaurav

Diane Tidwell, Nina Matias, Gail Spadacenta


VISR Annual Technology Survey

Review of security procedures and protocols surrounding web facing technology. We need to provide updates on 3 outstanding questions.

Yes

5/23/2012 Lilly Wyttenbach Diane Tidwell, Nina Matias


Def of Earnings and impacts on S. Adebiyi claim

Compared BSAM earnings and those that we used for open LTD claims. Result is that we underpaid 2 claimants as the correct earnings weren't passed to us.

Yes


Pru to update LTD earnings for these 2 claimants, process underpayments and adjust certificate to capture the change in def of earnings

5/18/2012 Francesca Murphy, Lilly Wyttenbach, Katharine O'Neill

Diane Tidwell, Nina Matias

Year End Review Meet new members of benefits team and review YE financials

GS asked that we provide industry and BOB comparisons in presentation slides (as well as in PruAnalzyer) going forward. GS also asked that we verify the security of the fax line used by Reed to remit LTD claim submission documents.

Yes

3/9/2012 Fran Murphy, Lilly Wyttenbach


Plan Change Discussions

S. Adebiyi claim/ LTD Def of earnings

Goldman proposed using their BSAM earnings for all ee's which reflects an average of their pay for the last 5 years or for the # of years they've worked at Goldman. This is different than what they send to us currently which is frozen pay which isn't written into their contract, but it is their administrative practice. Pru to discuss with Underwriting and Claims to get agreement

Yes

2/9/2012 Fran Murphy, Lilly Wyttenbach


Client Service Meeting,Other

S. Adebiyi claim - LTD def of earnings

No

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