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UNIVERSAL INSURANCE HOLDINGS, INC.

For the period ended Dec 31, 2025. Filed Feb 27, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 27, 2026

UVE$48.16+3.6%Stored close · as of Nov 10, 2026

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Contents

Notes to Consolidated Financial Statements

NOTE 1 –NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Nature of Operations

Universal Insurance Holdings, Inc. (“UVE,” and together with its wholly-owned subsidiaries, “the Company”) is a Delaware corporation incorporated in 1990. The Company is a vertically integrated insurance holding company performing all aspects of insurance underwriting, distribution, and claims. Through its wholly-owned insurance company subsidiaries, Universal Property & Casualty Insurance Company (“UPCIC”) and American Platinum Property and Casualty Insurance Company (“APPCIC,” and together with UPCIC, the “Insurance Entities”), the Company is principally engaged in the property and casualty insurance business offered primarily through its network of independent agents. Risk from catastrophic losses is managed through the use of reinsurance agreements. The Company’s primary product is residential homeowners’ insurance offered in 19 states as of December 31, 2025, including Florida, which comprises the majority of the Company’s policies in force. See “—Note 5 (Insurance Operations)” for more information regarding the Company’s insurance operations.

The Company generates revenues primarily from the collection of premiums and investment returns on funds invested on cash flows in excess of those retained and used for claims-paying obligations and insurance operations. Other significant sources of revenue include brokerage commissions collected from reinsurers on certain reinsurance programs placed on behalf of the Insurance Entities, policy fees collected from policyholders by the Company’s wholly-owned managing general agent (“MGA”) subsidiary and payment plan fees charged to policyholders who choose to pay their premiums in installments. The Company’s wholly-owned adjusting company receives claims-handling fees from the Insurance Entities. The Insurance Entities receive reimbursement whenever claims-handling fees are subject to recovery under the Insurance Entities’ respective reinsurance programs. These fees, after expenses, are recorded in the Consolidated Financial Statements as an adjustment to losses and loss adjustment expense (“LAE”).

Basis of Presentation and Consolidation

The Consolidated Financial Statements have been prepared in conformity with: (i) United States (“U.S.”) generally accepted accounting principles in the United States of America (“GAAP”); and (ii) the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). The Consolidated Financial Statements include the accounts of UVE and its wholly-owned subsidiaries, as well as variable interest entities (“VIE”) in which the Company is determined to be the primary beneficiary. All material intercompany balances and transactions have been eliminated in consolidation.

To conform to the current period presentation, certain amounts in the prior periods’ consolidated financial statements and notes have been reclassified. Such reclassifications were of an immaterial amount and had no effect on previously reported net income or stockholders’ equity.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. The Company’s primary use of estimates is in the recognition of unpaid losses, LAE, subrogation recoveries, reinsurance recoveries, and valuation of level 3 investments. Actual results could differ from those estimates.

NOTE 2 –SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Recently Adopted Accounting Pronouncements

The Company adopted Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740)—Improvements to Income Tax Disclosures, which amends existing disclosure requirements for income taxes and requires public entities to provide in interim and annual reporting, tabular reconciliation disclosures of certain tax categories in both percentages and dollar amounts, a qualitative disclosure of state and local jurisdictions that make up the majority of the state and local income tax category, and the amount of income taxes paid. This guidance also eliminates the requirement for entities to estimate and disclose the reasonably possible range of unrecognized tax benefits in the next 12 months. The guidance is applied retrospectively to all periods presented in financial statements and is effective for fiscal years beginning after December 15, 2024, and for interim periods beginning after December 15, 2024. See “—Note 12 (Income Taxes)” for additional information.

Recent Accounting Pronouncements Not Yet Adopted

In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures, which requires additional disclosure of certain costs and expenses within the notes to the financial statements. The updated standard is effective for annual periods beginning in

2027 and interim periods beginning in the first quarter of 2028. Early adoption is permitted. The Company is currently evaluating the impact that the updated standard will have on financial statement disclosures.

In September 2025, the FASB issued ASU No. 2025-06, Intangibles—Goodwill and Other—Internal-Use Software, which modernizes the accounting for internal-use software and clarifies capitalization criteria. The updated standard is effective for the company beginning with interim and annual reporting periods in 2028. Early adoption is permitted. The Company is currently evaluating the impact that the updated standard will have on the Consolidated Financial Statements.

There have been no other recent accounting pronouncements or changes in accounting pronouncements that are identified to have significance or potential significance to the Company.

Accounting Policies

The significant accounting policies followed by the Company are summarized as follows:

Consolidation Policy: The Consolidated Financial Statements include the accounts of the Company, its wholly-owned subsidiaries and VIEs in which the Company is determined to be the primary beneficiary. This analysis includes a review of the VIE’s capital structure, related contractual relationships and terms, nature of the VIE’s operations and purpose, nature of the VIE’s interests issued, and the Company’s involvement with the entity. When assessing the need to consolidate a VIE, the Company evaluates the design of the VIE as well as the related risks to which the entity was designed to expose the variable interest holders. The primary beneficiary is the entity that has both (i) the power to direct the activities of the VIE that most significantly affect the entity’s economic performance and (ii) the obligation to absorb losses or the right to receive benefits that could be potentially significant to the VIE. While also considering these factors, the consolidation conclusion depends on the Company’s decision-making ability and its ability to influence activities that significantly affect the economic performance of the VIE.

Cash and Cash Equivalents. The Company includes in cash equivalents all short-term, highly liquid investments that are readily convertible to known amounts of cash and have an original maturity of three months or less. These amounts are carried at cost, which approximates fair value. The Company excludes any net negative cash balances from cash and cash equivalents that the Company has with any single financial institution. These amounts represent outstanding checks or drafts not yet presented to the financial institution and are reclassified to liabilities and presented as book overdraft in the Company’s Consolidated Balance Sheets.

Restricted Cash and Cash Equivalents. The Company classifies amounts of cash and cash equivalents that are restricted in terms of their use and withdrawal and shown separately in the face of the Consolidated Balance Sheets. See “—Note 5 (Insurance Operations)” for discussions on the nature of the restrictions.

Investment, Securities Available for Sale. The Company’s securities available for sale include debt securities and short-term investments with original maturities greater than three months. Securities available-for-sale are recorded at fair value in the Consolidated Balance Sheets, net of any allowance for credit losses. Unrealized gains and losses, excluding the credit loss portion, on available-for-sale debt securities and short-term investments are excluded from earnings and reported as a component of other comprehensive income (“OCI”), net of related deferred taxes until reclassified to earnings upon the consummation of a sales transaction with an unrelated third party. Gains and losses realized on the disposition of available-for-sale debt securities are determined on the first in, first out (“FIFO”) basis and credited or charged to income. Premium and discount on investment securities are amortized and accreted using the interest method and charged or credited to investment income.

Allowance for Credit Losses-Available-For-Sale Securities. For available-for-sale debt securities in an unrealized loss position, the Company first assesses whether it intends to sell, or is more likely than not that it will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For available-for-sale debt securities that do not meet the aforementioned criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by rating agencies, market sentiment, and trends and adverse conditions specifically related to the security, among other quantitative and qualitative factors utilized at establishing an estimate for credit losses. If the assessment indicates that a credit loss exists, the present values of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance for credit losses is recognized in OCI.

Changes in the allowance for credit losses are recorded as a provision for (or reversal of) credit loss expense and are reported as other operating expenses. Losses are charged against the allowance when management believes an available-for-sale debt security is confirmed as uncollected or when either of the criteria regarding intent or requirement to sell is met.

Accrued interest receivable on available-for-sale securities totaled $11.9 million and $9.9 million as of December 31, 2025 and December 31, 2024, respectively and is evaluated in the estimate for credit losses. Accrued interest receivable is included under Other Assets in the Consolidated Balance Sheets.

Investment, Equity Securities. The Company’s investments in equity securities are recorded at fair value in the Consolidated Balance Sheets with changes in the fair value of equity securities reported in current period earnings in the Consolidated Statements of Income within net change in unrealized gains (losses) on investments as they occur.

Investment Real Estate. Investment real estate is recorded at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful life of the assets. Real estate taxes, interest, and other costs incurred during development and construction of properties are capitalized. Income and expenses from income producing real estate are reported under net investment income. Investment real estate is evaluated for impairment when events or circumstances indicate the carrying value may not be recoverable.

Other Investments. The inputs used by management in estimating the fair value of Level 3 investments may include valuations and other reporting provided by representatives of the portfolio companies, original transaction prices, recent transactions for identical or similar instruments, and comparisons to fair values of comparable investments, and may include adjustments to reflect illiquidity or non-transferability. The Company has policies with respect to its investments, which may assist the Company in assessing the quality of information provided by, or on behalf of, each portfolio investment and in determining whether such information continues to be provided by a reliable source or whether further investigation is necessary. Any such investigation, as applicable, may or may not require management to forego its normal reliance on the value supplied by, or on behalf of, such portfolio investment and to independently recommend the fair value of the Company’s interest in such portfolio investments for approval by the Board, consistent with the Company’s valuation procedures. Other Investments are recorded at fair value in the Consolidated Balance Sheets.

Other Investments Measured at Net Asset Value. For certain investments with ownership interest atfive percent or less, the Company uses the net asset value (“NAV”) method to estimate the fair value of these investments. The Company generally recognizes its share of the limited partnerships’ earnings or losses on athree-month lag. Due to the lag, the Company may record an adjustment to the Company’s most recent share of NAV when the amount can be reasonably estimated, and a material impact on the net asset value is expected. Net investment income or loss from limited partnerships represents a net aggregate amount of operating results allocated to the Company based on the percentage of ownership interest in each limited partnership. Other investments measured at NAV are recorded at fair value and included in Other Investments in the Consolidated Balance Sheets,

Assets Held for Sale. The Company considers properties, including land, to be assets held for sale when (1) management commits to a plan to sell the property; (2) it is unlikely that the disposal plan will be significantly modified or discontinued; (3) the property is available for immediate sale in its present condition; (4) actions required to complete the sale of the property have been initiated; (5) sale of the property is probable and the Company expects the completed sale will occur within one year; and (6) the property is actively being marketed for sale at a price that is reasonable given our estimate of current market value. Upon designation of a property as an asset held for sale, we record the property’s value at the lower of its carrying value or its estimated fair value, less estimated costs to sell, and the Company ceases depreciation. Assets held for sale are stated separately in the accompanying Consolidated Balance Sheets. There wereno assets held for sale as of December 31, 2025 and December 31, 2024.

Property and Equipment. Property and equipment is recorded at cost less accumulated depreciation and is depreciated on the straight-line basis over the estimated useful life of the assets. Estimated useful life of all property and equipment ranges from three years for equipment to twenty-seven-and-one-half years for buildings and improvements. Expenditures for improvements are capitalized and depreciated over the remaining useful life of the asset. Routine repairs and maintenance are expensed as incurred. Software is capitalized and amortized over three years.

Premiums Receivable. Generally, premiums are collected prior to or during the policy period as permitted under the Insurance Entities’ payment plans. Credit risk is minimized through the effective administration of policy payment plans whereby the rules governing policy cancellation minimize circumstances in which the Company extends insurance coverage without having received the corresponding premiums. The Company performs a policy-level evaluation to determine the extent the premiums receivable balance exceeds the unearned premiums balance. Under Accounting Standards Codification (“ASC”) 326 and given the short-term nature of these receivables, the Company employed the aging method to estimate credit losses by pooling receivables based on the levels of delinquency and evaluating current conditions and reasonable and supportable forecasts. As of December 31, 2025 and 2024, the Company recorded estimated credit losses of $2.3 million and $0.5 million, respectively.

Recognition of Premium Revenues. Direct and ceded premiums are recognized as revenue on a pro rata basis over the policy term or over the term of the reinsurance agreement. The portion of direct premiums that will be earned in the future is deferred and reported as unearned premiums. The portion of ceded premiums that will be earned in the future is deferred and reported as prepaid reinsurance premiums (ceded unearned premiums).

Recognition of Commission Revenue. Commission revenue generated from reinsurance brokerage commission earned on ceded premium by the Insurance Entities is recognized pro-rata over the term of the reinsurance agreements which coincides with the completion of the contract drafting, billing, claims settlement, reporting between the parties, and other service obligations under the brokerage agreements to the parties of the reinsurance agreements.

Policy Fees. Policy fees, which represents fees paid by policyholders to the MGA on all new and renewal insurance policies, are generally recognized as income upon policy inception, which coincides with the completion of our service obligation when the policy is issued.

Other Revenue. The Company offers its policyholders the option of paying their policy premiums in full at inception or in installments. The Company charges fees to its policyholders that elect to pay their premium in installments and records such fees as revenue when the service obligation is met by the Company.

Deferred Policy Acquisition Costs. The Company defers direct commissions and premium taxes relating to the successful acquisition or renewal of insurance policies and defers the costs until recognized as expense over the terms of the policies to which they are related. Deferred policy acquisition costs (“DPAC”) are recorded at their estimated realizable value.

Goodwill. Goodwill arising from the acquisition of a business is initially measured at cost and not subject to amortization. The Company assesses goodwill for potential impairments at the end of each fiscal year, or during the year if an event or other circumstance indicates that the Company may not be able to recover the carrying amount of the asset. Goodwill is included under Other Assets in the Consolidated Balance Sheets.

Debt, Net of Debt Issuance Costs. The Company records debt, net in the Consolidated Balance Sheets at its carrying value. The Company incurs specific incremental costs in connection with the issuance of the Company’s debt instruments. These debt issuance costs include issue costs and other direct costs payable to third parties that are recorded as a direct deduction from the carrying value of the associated debt liability in the Consolidated Balance Sheets. The Company amortizes the debt issuance costs as interest expense over the term of the related debt using the interest method in the Consolidated Statements of Income.

Insurance Liabilities. Unpaid losses and LAE are provided for as claims are incurred. The provision for unpaid losses and LAE includes: (1) the accumulation of individual case estimates for claims and claim adjustment expenses reported prior to the close of the accounting period; (2) estimates for unreported claims based on industry data and actuarial analysis; and (3) estimates of expenses for investigating and adjusting claims based on the experience of the Company and the industry. The Company estimates and accrues its right to subrogate reported or estimated claims against other parties. Subrogated claims are recorded at amounts estimated to be received from the subrogated parties, net of related costs and are netted against unpaid losses and LAE.

Inherent in the estimates of ultimate claims and subrogation are expected trends in claim severity, frequency, and other factors that may vary as claims are settled. The amount of uncertainty in the estimates is significantly affected by such factors as the amount of claims experience relative to the development period, knowledge of the actual facts and circumstances, and the amount of insurance risk retained. In addition, the Company’s policyholders are subject to adverse weather conditions, such as hurricanes, tornadoes, ice storms, and tropical storms. The actuarial methods for making estimates for unpaid losses, LAE and subrogation recoveries and for establishing the resulting net liability are periodically reviewed, and any adjustments are reflected in current earnings.

Provision for Premium Deficiency. It is the Company’s policy to evaluate and recognize losses on insurance contracts when estimated future claims, unamortized policy acquisition costs and expected policy maintenance costs under a group of existing contracts will exceed anticipated future premiums. No accrual for a premium deficiency was considered necessary as of December 31, 2025 and 2024.

Reinsurance. Ceded written premium is recorded upon the effective date of the reinsurance contracts and earned over the contract period. Amounts recoverable from reinsurers are estimated in a manner consistent with the provisions of the reinsurance agreements and consistent with the establishment of the gross insurance liability to the Company. Reinsurance premiums, losses and LAE are accounted for on a basis consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts. Under ASC 326 and given the short-term nature of these receivables, the Company considered the effects of credit enhancements (i.e. funds withheld liability, letters of credit, and trust arrangements) and other qualitative factors that allowed it to conclude there was no material risk exposure. There isno estimated credit loss allowance as of December 31, 2025 and 2024.

Income Taxes. The Company accounts for income taxes under the asset and liability method, that recognizes the amount of income taxes payable or refundable for the current year and recognizes deferred tax assets and liabilities based on the tax rates expected to be in effect during the periods in which the temporary differences reverse. Temporary differences arise when income or expenses are recognized in different periods in the consolidated financial statements than on the tax returns. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that all, or some portion, of the benefits related to deferred tax assets will not be realized. Income taxes include both estimated federal and state income taxes.

Income (Loss) Per Share of Common Stock. Basic earnings per share excludes dilution and is computed by dividing the Company’s net income (loss) available to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing the Company’s net income (loss) available to common stockholders by the weighted average number of shares of common stock outstanding during the period plus the impact of all potentially dilutive common shares, primarily preferred stock, unvested shares, and options. The dilutive impact of stock options and unvested shares is determined by applying the treasury stock method and the dilutive impact of the preferred stock is determined by applying the “if converted” method.

Fair Value Measurements. The Company’s policy is to record transfers of assets and liabilities, if any, between Level 1, Level 2, and Level 3 at their fair values as of the end of each reporting period, consistent with the date of the determination of fair value. There were no transfers during the years ended December 31, 2025 and 2024.

Share-based Compensation. The Company accounts for share-based compensation based on the estimated grant-date fair value. The Company recognizes these compensation costs in other operating cost expenses and generally amortizes them on a straight-line basis over the requisite service period of the award, which is the vesting term. Restricted stock units are generally settled in common stock upon vesting (but may be cash settled to the extent that such is determined appropriate in the Compensation Committee’s discretion) and are subject to time-based vesting requirements. Performance stock units are also generally settled in common stock upon vesting (but may be cash settled to the extent that such is determined appropriate in the Compensation Committee’s discretion) and are subject to both time-based and performance-based vesting requirements. Restricted stock awards are generally settled in common stock upon vesting (but may be cash settled to the extent that such is determined appropriate in the Compensation Committee’s discretion) and are subject to time-based vesting requirements. Forfeitures are generally recorded as they occur. The fair value of stock option awards was estimated using the Black-Scholes option pricing model with the grant-date assumptions. See “—Note 9 (Share-Based Compensation)” for additional information.

Statutory Accounting. UPCIC and APPCIC are highly regulated and prepare and file financial statements in conformity with the statutory accounting practices prescribed or permitted by the Florida Office of Insurance Regulation (the “FLOIR”) and the National Association of Insurance Commissioners (“NAIC”), which differ from GAAP. The FLOIR requires insurance companies domiciled in Florida to prepare their statutory financial statements in accordance with the NAIC Accounting Practices and Procedures Manual (the “Manual”), as modified by the FLOIR. Accordingly, the admitted assets, liabilities and capital and surplus of UPCIC and APPCIC as of December 31, 2025 and 2024 and the results of operations and cash flows, for the years ended December 31, 2025, 2024 and 2023, for their regulatory filings have been prepared in accordance with statutory accounting principles as promulgated by the FLOIR and the NAIC. The statutory accounting principles are more restrictive than GAAP and are designed primarily to demonstrate the ability to meet obligations to policyholders and claimants.

Business Segment. The Company is a vertically integrated insurance holding company performing all aspects of property and casualty insurance underwriting, distribution, and claims. The Company conducts business as a single operating segment as a property and casualty insurer, which is based upon the Company’s organizational and management structure, as well as information used by the Company’s Chief Executive Office (the chief operating decision maker “CODM”) to allocate the Company’s resources.

NOTE 3 –INVESTMENTS

Available-for-Sale Securities

The following table provides the amortized cost and fair value of available-for-sale debt securities as of the dates presented (in thousands):

AmortizedCostAllowance for Expected Credit LossesGrossUnrealizedGainsGrossUnrealizedLossesFair Value
Debt Securities:
U.S. government obligations and agencies$28,560$—$248$(243)$28,565
Corporate bonds962,761(568)7,860(24,730)945,323
Mortgage-backed and asset-backed securities452,405—3,726(20,370)435,761
Municipal bonds15,157(1)11(897)14,270
Redeemable preferred stock7,262(62)48(139)7,109
Total$1,466,145$(631)$11,893$(46,379)$1,431,028
AmortizedCostAllowance for Expected Credit LossesGrossUnrealizedGainsGrossUnrealizedLossesFair Value
Debt Securities:
U.S. government obligations and agencies$20,284$—$35$(572)$19,747
Corporate bonds920,337(894)1,580(52,075)868,948
Mortgage-backed and asset-backed securities387,538—1,041(31,549)357,030
Municipal bonds15,893(3)—(1,536)14,354
Redeemable preferred stock9,480(121)23(382)9,000
Total$1,353,532$(1,018)$2,679$(86,114)$1,269,079

The following table provides the credit quality of available-for-sale debt securities with contractual maturities as of the dates presented (dollars in thousands):

December 31, 2025 · December 31, 2024
% of Total% of Total
Average Credit RatingsFair ValueFair ValueFair ValueFair Value
AAA$452,52031.6%$378,73229.9%
AA238,70516.7%146,45611.5%
A431,54530.2%425,50333.5%
BBB298,97620.9%313,26524.7%
No Rating Available9,2820.6%5,1230.4%
Total$1,431,028100.0%$1,269,079100.0%

The table above includes credit quality ratings by Standard and Poor’s Rating Services, Inc. (“S&P”), Moody’s Investors Service, Inc. and Fitch Ratings, Inc. The Company has presented the highest rating of the three rating agencies for each investment position.

The following table summarizes the amortized cost and fair value of mortgage-backed and asset-backed securities as of the dates presented (in thousands):

December 31, 2025December 31, 2024
AmortizedCostFair ValueAmortizedCostFair Value
Mortgage-backed securities:
Agency$248,661$235,255$194,400$171,531
Non-agency64,30160,58058,72251,940
Asset-backed securities:
Auto loan receivables60,01160,62660,08760,326
Credit card receivables5,4375,5149,7029,769
Other receivables73,99573,78664,62763,464
Total$452,405$435,761$387,538$357,030

The following tables summarize available-for-sale debt securities, aggregated by major security type and length of time that individual securities have been in a continuous unrealized loss position, for which no allowance for expected credit losses has been recorded as of the dates presented (in thousands):

Less Than 12 Months12 Months or Longer
Fair ValueUnrealizedLossesFair ValueUnrealizedLosses
Debt Securities:
U.S. government obligations and agencies$2,585$(4)$1,735$(239)
Corporate bonds27,363(103)223,610(13,306)
Mortgage-backed and asset-backed securities41,071(293)154,470(20,076)
Municipal bonds1,815(16)8,207(671)
Redeemable preferred stock——92(54)
Total$72,834$(416)$388,114$(34,346)
Less Than 12 Months12 Months or Longer
Fair ValueUnrealizedLossesFair ValueUnrealizedLosses
Debt Securities:
U.S. government obligations and agencies$12,962$(193)$2,727$(379)
Corporate bonds44,049(1,780)283,877(25,336)
Mortgage-backed and asset-backed securities64,516(1,567)179,865(29,935)
Municipal bonds1,244(53)9,624(1,099)
Redeemable preferred stock——825(84)
Total$122,771$(3,593)$476,918$(56,833)

Unrealized losses on available-for-sale debt securities in the above table as of December 31, 2025 and 2024 have not been recognized into income as credit losses because the issuers are of high credit quality (investment grade securities), management does not intend to sell nor do they believe it is more likely than not it will be required to sell the securities prior to their anticipated recovery, and the decline in fair value is largely due to changes in interest rates and other market conditions. There were no material factors impacting any one category or specific security requiring an accrual for credit loss. The issuers continue to make principal and interest payments on the bonds. The fair value is expected to recover as the bonds approach maturity.

The table of expected credit losses below presents the beginning and ending balances, along with the provision for or reversal of credit loss expenses, categorized by security type. This information pertains to available-for-sale debt securities that are in an unrealized loss position, necessitating a credit allowance (in thousands):

Corporate BondsMunicipal BondsRedeemable Preferred StockTotal Expected Credit Losses
Balance, December 31, 2023$469$4$93$566
Provision for (or reversal of) credit loss expense425(1)28452
Balance, December 31, 202489431211,018
Provision for (or reversal of) credit loss expense(326)(2)(59)(387)
Balance, December 31, 2025$568$1$62$631

See “—Note 2 (Summary of Significant Accounting Policies — Allowance for Credit Losses-Available-For-Sale Securities)” for more information about the methodology and significant inputs used to measure the amount related to expected credit losses on available-for-sale debt securities.

The following table presents the amortized cost and fair value of investments with maturities as of the date presented (in thousands):

Amortized CostFair Value
Due in one year or less$161,486$160,558
Due after one year through five years775,050760,136
Due after five years through ten years484,989469,179
Due after ten years42,21738,795
Perpetual maturity securities2,4032,360
Total$1,466,145$1,431,028

All securities, except those with perpetual maturities, were categorized in the table above utilizing years to effective maturity. Effective maturity takes into consideration all forms of potential prepayment, such as call features or prepayment schedules, that shorten the lifespan of contractual maturity dates.

The following table provides certain information related to available-for-sale debt securities, equity securities and other investments, during the periods presented (in thousands):

Years Ended December 31,
202520242023
Proceeds from sales and maturities (fair value):
Available-for-sale debt securities$317,327$156,210$128,304
Equity securities$22,144$13,854$45,095
Other investments$11,463$—$—
Gross realized gains on sale of securities:
Available-for-sale debt securities$529$704$36
Equity securities$3,675$1,347$1,744
Other investments$6,669$—$—
Gross realized losses on sale of securities:
Available-for-sale debt securities$(2,105)$(1,499)$(1,527)
Equity securities$(3,069)$(1,867)$(1,482)

The following table presents the components of net investment income, comprised primarily of interest and dividends, for the periods presented (in thousands):

Years Ended December 31,
202520242023
Available-for-sale debt securities$48,008$35,428$24,793
Equity securities3,6783,6474,019
Cash and cash equivalents (1)21,35122,18521,448
Other (2)645569523
Total investment income73,68261,82950,783
Less: Investment expenses (3)(3,055)(2,681)(2,334)
Net investment income$70,627$59,148$48,449
(1)Includes interest earned on restricted cash and cash equivalents.
(2)Includes investment income earned on real estate investments.
(3)Includes custodial fees, investment accounting and advisory fees, and expenses associated with real estate investments.

Equity Securities

The following table provides the unrealized gains and (losses) recognized for the periods presented on equity securities still held at the end of the reported period (in thousands):

Years Ended December 31,
202520242023
Unrealized gains (losses) recognized during the reported period on equity securities still held at the end of the reported period$1,363$7,194$3,723

Investment Real Estate

Investment real estate consisted of the following as of the dates presented (in thousands):

As of December 31,
20252024
Income Producing:
Investment real estate$7,426$10,102
Less: Accumulated depreciation(1,963)(1,780)
Investment real estate, net$5,463$8,322

The following table provides the depreciation expense related to investment real estate for the periods presented (in thousands):

Years Ended December 31,
202520242023
Depreciation expense on investment real estate$250$208$186

Other Investments

The Company has ownership interests in limited partnerships that are not registered or readily tradable on a securities exchange. These partnerships are with private equity funds managed by general partners who make decisions with regard to financial policies and operations. As such, the Company is not the primary beneficiary and does not consolidate these partnerships.

The fair value of the Company’s investments in certain private equity funds is also determined using Net Asset Value. The timing of the delivery of the funds’ financial statements and financial information is on athree-month lag which results in athree-month delay in the recognition of our share of the change in Net Asset Value. Effective in 2024, as this is the best information available, it will be used for the estimate of the net asset value as well as the fair value, unless conditions have changed significantly in the economy or securities markets. In such a case, we will adjust our estimate with assistance from the general partner.

The fair value of the other investments reported at net asset value consisted of the following as of the date presented (in thousands):

Fair ValueUnfunded CommitmentsRedemption Frequency (if Currently Eligible)Redemption Notice Period
Investments in private equity limited partnerships - Net Asset Value (a)$10,693$—N/AN/A
Total$10,693$—
(a)This class includes private equity funds that invest in cybersecurity companies and a space launch company, which are subject to a contractual restriction on the transfer or sale by the Company prior to liquidation or dissolution of the partnership agreement by the general partner. Distributions are received through liquidation of the underlying assets of the fund. The fair value of these assets has been estimated using the net asset value per share of investments. It is estimated that these investments will be liquidated over three to eight years.
Fair ValueUnfunded CommitmentsRedemption Frequency (if Currently Eligible)Redemption Notice Period
Investments in private equity limited partnerships - Net Asset Value (a)$3,921$—N/AN/A
Total$3,921$—
(a)This class includes private equity funds that invest in cybersecurity companies which are subject to a contractual restriction on the transfer or sale by the Company prior to liquidation or dissolution of the partnership agreement by the general partner. Distributions are received through liquidation of the underlying assets of the fund. The fair value of these assets have been estimated using the net asset value per share of investments. It is estimated that these investments will be liquidated over four to nine years.

Other investments consisted of the following as of the dates presented (in thousands):

As of December 31,
20252024
Investments in private equity limited partnerships reported at fair value$—$12,202
Investments in private equity limited partnerships reported at net asset value10,6933,921
Total Investments in private equity limited partnerships$10,693$16,123

The limited partnership investments are subject to a contractual restriction on the transfer or sale by the Company prior to liquidation or dissolution of the partnership agreement by the general partner. This restriction lapses upon the dissolution of the partnership or upon the written consent of the general partner and its Board of Directors.

The following table provides the unrealized gains (losses) recognized for the periods presented on investment in private equity limited partnership still held at the end of the reported period (in thousands):

Years Ended December 31,
202520242023
Unrealized gains (losses) recognized during the reported period on investment in private equity limited partnership reported at fair value still held at the end of the reported period$—$1,768$5,640
Unrealized gains (losses) recognized during the reported period on investments in private equity limited partnerships reported at net asset value still held at the end of the reported period5,737(79)—
Total unrealized gains (losses) recognized during the reported period on investments in private equity limited partnerships still held at the end of the reported period$5,737$1,689$—

The unrealized gains (losses) and realized gains (losses) on these investments are recognized in net change in unrealized gains (losses) on equity investments and net realized gains (losses) on investments, respectively, in the Consolidated Statement of Income. At December 31, 2025 and 2024 the Company’s net cumulative contributed capital to private equity limited partnerships reported at fair value totaled $0.0 million and $4.8 million, respectively, due to the sale of the investment in the second quarter of 2025. At December 31, 2025 and 2024 the Company’s net cumulative contributed capital to private equity limited partnerships reported at net asset value totaled $5.0 million and $4.0 million, respectively.

NOTE 4 –REINSURANCE

The Company seeks to reduce its risk of loss by reinsuring certain levels of risk in various areas of exposure with other insurance enterprises or reinsurers, generally as of the beginning of the hurricane season on June 1 st of each year. The Company’s current reinsurance programs consist principally of catastrophe excess of loss reinsurance, subject to the terms and conditions of the applicable agreements. Notwithstanding the purchase of such reinsurance, the Company is responsible for certain retained loss amounts before reinsurance attaches and for insured losses related to catastrophes and other events that exceed coverage provided by or otherwise are not within the scope of the reinsurance programs. The Company remains responsible for the settlement of insured losses irrespective of whether any of the reinsurers fail to make payments otherwise due.

To reduce credit risk for amounts due from reinsurers, the Insurance Entities seek to do business with financially sound reinsurance companies and regularly evaluate the financial strength of all reinsurers used.

The following table presents ratings from rating agencies and the unsecured amounts due from the reinsurers whose aggregate balance exceeded 3% of the Company’s stockholders’ equity as of the dates presented (in thousands):

Standard
AM Best · and Poor’sRating · Moody’sInvestors · Due from as ofDecember 31,
ReinsurerCompanyServices, Inc.Service, Inc.20252024
Various Lloyd’s of London Syndicates (1)A+AA-n/a$75,742$282,826
Florida Hurricane Catastrophe Fund “FHCF” (2)n/an/an/a69,73481,375
Markel Bermuda Ltd.AAA38,56994,173
Everest Reinsurance CoA+A+A22,04147,807
Renaissance Reinsurance Ltd.A+A+A20,87535,808
DaVinci Reinsurance Ltd.AA+A18,79973,645
Total (3)$245,760$615,634

(1)Moody’s does not provide a rating for Lloyd’s; the reinsurer is fully collateralized with a trust agreement.

(2)No rating is available, because the fund is not rated.

(3)Amounts represent prepaid reinsurance premiums and net recoverables for paid and unpaid losses, including incurred but not reported reserves, and LAE.

The Company’s reinsurance arrangements had the following effect on certain items in the Consolidated Statements of Income for the periods presented (in thousands):

PremiumsWrittenPremiumsEarnedLosses and LossAdjustmentExpenses
Direct$2,140,256$2,108,743$1,001,269
Ceded(698,043)(669,728)(15,391)
Net$1,442,213$1,439,015$985,878
PremiumsWrittenPremiumsEarnedLosses and LossAdjustmentExpenses
Direct$2,069,692$1,999,805$1,785,133
Ceded(653,193)(626,732)(697,767)
Net$1,416,499$1,373,073$1,087,366
PremiumsWrittenPremiumsEarnedLosses and LossAdjustmentExpenses
Direct$1,921,833$1,875,129$1,046,854
Ceded(577,020)(623,193)(54,218)
Net$1,344,813$1,251,936$992,636

The following prepaid reinsurance premiums and reinsurance recoverable are reflected in the Consolidated Balance Sheets as of the dates presented (in thousands):

As of December 31,
20252024
Prepaid reinsurance premiums$291,031$262,716
Reinsurance recoverable on paid losses and LAE$18,574$65,681
Reinsurance recoverable on unpaid losses and LAE214,344561,936
Reinsurance recoverable$232,918$627,617

NOTE 5 –INSURANCE OPERATIONS

Deferred Policy Acquisition Costs

The Company defers certain costs in connection with written premium, called Deferred Policy Acquisition Costs. DPAC is amortized over the effective period of the related insurance policies.

The following table presents the beginning and ending balances and the changes in DPAC for the periods presented (in thousands):

Years Ended December 31,
202520242023
DPAC, beginning of year$121,178$109,985$103,654
Capitalized Costs254,164239,525217,286
Amortization of DPAC(246,778)(228,332)(210,955)
DPAC, end of year$128,564$121,178$109,985

Regulatory Requirements and Restrictions

The Insurance Entities are subject to regulations and standards of the FLOIR. The Insurance Entities are also subject to regulations and standards of regulatory authorities in other states where they are licensed, although as Florida-domiciled insurers, their principal regulatory authority is the FLOIR. These standards and regulations include a requirement that the Insurance Entities maintain specified levels of statutory capital surplus and restrict the timing and amount of dividends and other distributions that may be paid by the Insurance Entities to the parent company. Except in the case of extraordinary dividends, these standards generally permit dividends to be paid from statutory unassigned funds of the regulated insurance company subsidiary and are limited based on the subsidiary insurer’s level of statutory net income and statutory capital and surplus. The maximum dividend that may be paid by the Insurance Entities to their immediate parent company, Protection Solutions, Inc. (“PSI”), without prior regulatory approval is limited by the provisions of the Florida Insurance Code. These dividends are referred to as “ordinary dividends.” However, if the dividend, together with other dividends paid within the preceding 12 months, exceeds this statutory limit or is paid from sources other than earned surplus, the entire dividend is generally considered an “extraordinary dividend” and must receive prior regulatory approval.

In accordance with Florida Insurance Code, and based on the calculations performed by the Company as of December 31, 2025, UPCIC and APPCIC currently are not able to pay any ordinary dividends during 2026. For the years ended December 31, 2025 and 2024, no dividends were paid from the Insurance Entities to PSI.

The Florida Insurance Code requires a residential property insurance company to maintain statutory capital and surplus as to policyholders of at least $15.0 million orten percent of the insurer’s total liabilities, whichever is greater. The following table presents the amount of capital and surplus calculated in accordance with statutory accounting principles, which differs from GAAP, and an amount representing ten percent of total liabilities for each of the Insurance Entities as of the dates presented (in thousands):

As of December 31,
2025*2024
Statutory capital and surplus
UPCIC$475,952$385,530
APPCIC$33,142$27,985
Ten percent of total liabilities
UPCIC$170,473$161,438
APPCIC$2,664$3,179
* Unaudited

As of the dates in the table above, the Insurance Entities each exceeded the minimum statutory capitalization requirement. The Insurance Entities also met the capitalization requirements of the other states in which they are licensed as of December 31, 2025. Annually, the Insurance Entities each are also required to adhere to prescribed premium-to-capital surplus ratios and each have met those requirements. Statutory capital and surplus for UPCIC at December 31, 2024 includes a $12.1 million capital contribution funded in February 2025 by UVE through PSI, the Insurance Entities’ parent company, but permitted to be included in the statutory capital and surplus at December 31, 2024 with the permission of the FLOIR under statutory accounting principles. This contribution was not recognized on a U.S. GAAP basis.

The following table summarizes combined net income (loss) for the Insurance Entities determined in accordance with statutory accounting practices for the periods presented (in thousands):

Years Ended December 31,
2025*20242023
Combined net income (loss)$95,330$15,398$(97,144)
* Unaudited

The Insurance Entities each are required annually to comply with the NAIC risk-based capital (“RBC”) requirements. RBC requirements prescribe a method of measuring the amount of capital appropriate for an insurance company to support its overall business operations in light of its size and risk profile. NAIC RBC requirements are used by regulators to determine appropriate regulatory actions relating to insurers who show signs of a weak or deteriorating condition. As of December 31, 2025, based on calculations using the appropriate NAIC RBC formula, the Insurance Entities each reported total adjusted capital in excess of the requirements.

The Insurance Entities are required by various state laws and regulations to maintain certain assets in depository accounts. The following table represents assets held by insurance regulators as of the dates presented (in thousands):

As of December 31,
20252024
Restricted cash and cash equivalents
Florida$1,800$1,800
Georgia3535
North Carolina800800
Virginia335—
Total$2,970$2,635
Investments
Hawaii$2,958$2,762
Massachusetts130121
South Carolina139131
Virginia339315
Total$3,566$3,329

NOTE 6 –PROPERTY AND EQUIPMENT

Property and equipment consisted of the following as of the dates presented (in thousands):

As of December 31,
20252024
Land$5,344$5,344
Buildings and improvements45,58242,374
Computers10,3679,761
Furniture4,0583,844
Automobiles and other vehicles15,17714,744
Software7,1317,007
Total87,65983,074
Less: Accumulated depreciation and amortization(39,518)(34,982)
Net of accumulated depreciation and amortization48,14148,092
Construction in progress1,208561
Property and equipment, net$49,349$48,653

Depreciation and amortization expense was $6.3 million, $6.2 million and $7.1 million for the years ended December 31, 2025, 2024 and 2023, respectively.

NOTE 7 –DEBT

The Company designates debt obligations as either short-term or long-term based on maturity date at issuance. Total debt, current and non-current, consists of the following as of the dates presented (in thousands):

As of December 31,
20252024
Long-term debt, current portion:
Surplus note$1,103$—
5.625% senior unsecured notes100,000—
Long-term debt, non-current portion:
Surplus note—2,573
5.625% senior unsecured notes—100,000
Total principal amount101,103102,573
Less: unamortized debt issuance costs(622)(1,330)
Total debt, net$100,481$101,243

Surplus Note

On November 9, 2006, UPCIC entered into a $25.0 million surplus note with the State Board of Administration of Florida (the “SBA”) under Florida’s Insurance Capital Build-Up Incentive Program (the “ICBUI”). The surplus note has atwenty-year term and accrues interest, adjusted quarterly based on the 10-year Constant Maturity Treasury Index. The carrying amount of the surplus note is included in the statutory capital and surplus of UPCIC.

The effective interest rate paid on the surplus note was 5.35%,4.56% and 4.30% for the years ended December 31, 2025, 2024 and 2023, respectively. Any payment of principal or interest by UPCIC on the surplus note must be approved by the Commissioner of the FLOIR. Quarterly principal payments of $368 thousand are due through 2026. Aggregate principal payments of approximately $1.5 million were made during each of the years ended December 31, 2025, 2024 and 2023.

UPCIC is in compliance with each of the loan’s covenants as implemented by rules promulgated by the SBA. An event of default will occur under the surplus note, as amended, if UPCIC: (i) defaults in the payment of the surplus note; (ii) fails to submit quarterly filings to the FLOIR; (iii) fails to maintain at least $50 million of surplus during the term of the surplus note, except for certain situations; (iv) misuses proceeds of the surplus note; (v) makes any misrepresentations in the application for the program; (vi) pays any dividend when principal or interest payments are past due under the surplus note; or (vii) fails to maintain a level of surplus and reinsurance sufficient to cover in excess of UPCIC’s 1-in-100 year probable maximum loss as determined by a hurricane loss model accepted by the Florida Commission on Hurricane Loss Projection Methodology as certified by the FLOIR annually. To avoid a penalty rate, UPCIC must maintain either a ratio of net written premium to surplus of at least 2:1 or a ratio of gross written premiums to surplus of at least 6:1 according to a calculation method set forth in the surplus note. As of December 31, 2025, UPCIC’s net written premium to surplus ratio was in excess of the required minimums and, therefore, UPCIC is not subject to the penalty rate. The surplus note ranks subordinate in right of payment to the Senior Unsecured Notes and Unsecured Revolving Loan described below.

Senior Unsecured Notes

On November 23, 2021, the Company entered into Note Purchase Agreements with certain institutional accredited investors and qualified institutional buyers pursuant to which the Company issued and sold$100 million of 5.625% Senior Unsecured Notes due 2026 (the “Notes”). The Note Purchase Agreements contain certain customary representations, warranties and covenants made by the Company.

The Notes were offered and sold by the Company in a private placement transaction in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended. On March 24, 2022, the Registration Statement registering the exchange of Notes for registered Notes was declared effective by the Securities and Exchange Commission, and all of the Notes have since been exchanged for registered Notes with identical financial terms.

The Notes are senior unsecured debt obligations that bear interest at the rate of 5.625% per annum, payable semi-annually in arrears on May 30 th and November 30 th of each year, beginning on May 30, 2022. The Notes are subject to adjustment from time to time in the event of a downgrade or subsequent upgrade of the rating assigned to the Notes. The Notes mature on November 30, 2026 at which time the entire $100.0 million of principal is due and payable. At any time on or after November 30, 2023, the Company may redeem all or part of the Notes at redemption prices (expressed as percentages of the principal amount) equal to (i)102.81250% for thetwelve-month period beginning on November 30, 2023; (ii)101.40625% for thetwelve-month period beginning on November 30, 2024 and (iii)100.000% at any time thereafter, plus accrued and unpaid interest up to, but not including the redemption date.

On November 23, 2021, the Company entered into an indenture, relating to the issuance of the Notes (the “Indenture”), with UMB Bank National Association, as trustee. The Notes are not subject to any sinking fund and are not convertible into or exchangeable, other than pursuant to the Exchange Offer, for any other securities or assets of the Company or any of its subsidiaries. The Notes are not subject to redemption at the option of the holder. The indenture governing the Notes contains financial covenants, terms, events of default and related cure provisions that are customary in agreements used in connection with similar transactions. As of December 31, 2025, the Company was in compliance with all applicable covenants, including financial covenants.

The Notes are unsecured senior obligations of the Company, are not obligations of, and are not guaranteed by, any subsidiary of the Company. The Notes rank equally in right of payment to the Unsecured Revolving Loan described below.

Unsecured Revolving Loan

On May 30, 2025, the Company entered into a committed and unsecured $50.0 million revolving credit line with JP Morgan Chase Bank, N.A. This agreement succeeded theprevious $50.0 million revolving credit line with J.P. Morgan Chase, N.A., entered into on May 31, 2024. As of December 31, 2025, the Company has not borrowed any amount under this revolving loan. The Company must pay an annual commitment of 0.50%of the unused portion of the commitment. Borrowings mature on May 29, 2026,364 days after the inception date and carry an interest rate of prime rate plus a margin of 2%. The credit line is subject to annual renewals. The credit line contains customary financial and other covenants, with which the Company is in compliance.

Maturities

The following table provides an estimate of aggregate principal payments to be made for the amounts due on debt as of December 31, 2025 (in thousands):

2026$101,103
2027—
2028—
2029—
2030—
Thereafter—
Total debt maturities101,103
Less: unamortized debt issuance costs(622)
Total debt maturities, net$100,481

Interest Expense

The following table provides interest expense related to debt during the periods presented (in thousands):

Years Ended December 31,
202520242023
Interest Expense:
Surplus note$89$143$198
5.625% Senior unsecured notes5,6255,6255,625
Non-cash expense (1)708708708
Total$6,422$6,476$6,531

(1) Represents amortization of debt issuance costs.

NOTE 8 –STOCKHOLDERS’ EQUITY

Cumulative Convertible Preferred Stock

As of December 31, 2025 and 2024, the Company had shares outstanding of Series A Preferred Stock. Each share of Series A Preferred Stock is convertible by the Company into shares of common stock.

The following table provides certain information for the convertible Series A preferred stock as of the dates presented (in thousands, except conversion factor):

As of December 31,
20252024
Shares issued and outstanding1010
Conversion factor2.502.50
Common shares resulting if converted2525

The Series A Preferred Stock pays a cumulative dividend of $0.25 per share per quarter. The Company declared and paid aggregate dividends to the holder of record of the Company’s Series A Preferred Stock of $10 thousand for each of the years ended December 31, 2025 and 2024.

Common Stock

Shares Repurchased

From time to time, the Company’s Board of Directors may authorize share repurchase programs under which the Company may repurchase shares of the Company’s common stock in the open market. The following table presents repurchases of the Company’s common stock for the periods presented (in thousands, except total number of shares repurchased and per share data):

Total Number of Shares · Average
Dollar · Repurchased During the Year · Aggregate · Price per · Plan
Expiration · Amount · Ended December 31, · Purchase · Share · Completed or
Date AuthorizedDateAuthorized20252024PriceRepurchasedExpired
May 1, 2025May 1, 2027$20,000737,462—$19,784$26.83
March 11, 2024March 11, 2026$20,000106,189—$2,586$24.35May 2025
March 11, 2024March 11, 2026$20,000—871,427$17,414$19.98May 2025
June 12, 2023June 10, 2025$20,000—207,722$4,133$19.90March 2024

See the “Consolidated Statements of Stockholders’ Equity” for a roll-forward of treasury shares.

Dividends Declared

The Company declared dividends on its outstanding shares of common stock to its shareholders of record as follows for the periods presented (in thousands, except per share amounts):

For the Years Ended December 31,
202520242023
Per ShareAmountAggregateAmount (1)Per ShareAmountAggregateAmount (1)Per ShareAmountAggregateAmount (1)
First Quarter$0.16$4,489$0.16$4,761$0.16$4,967
Second Quarter$0.16$4,577$0.16$4,768$0.16$5,004
Third Quarter$0.16$4,694$0.16$4,724$0.16$4,935
Fourth Quarter$0.29$8,586$0.29$8,502$0.29$8,672

(1)Includes dividend equivalents due to employees who hold performance share units and restricted stock units which are subject to time-vesting conditions or dividend equivalents due to directors or employees who hold restricted stock awards which are subject to time-vesting conditions.

Applicable provisions of the Delaware General Corporation Law may affect the ability of the Company to declare and pay dividends on its Common Stock. In particular, pursuant to the Delaware General Corporation Law, a company may pay dividends out of its surplus, as defined, or out of its net profits, for the fiscal year in which the dividend is declared and/or the preceding year. Surplus is defined in the Delaware General Corporation Law to be the excess of net assets of the company over capital. Capital is defined to be the aggregate par value of shares issued. Moreover, the ability of the Company to pay dividends, if and when declared by its Board of Directors, may be restricted by regulatory limits on the amount of dividends, which the Insurance Entities are permitted to pay the Company.

Restrictions limiting the payment of dividends by UVE

UVE pays dividends to shareholders, which are funded by earnings on investments and distributions from the earnings of its consolidated subsidiaries. Generally, other than as disclosed above and in “—Note 7 (Debt),” there are no restrictions for UVE limiting the payment of dividends. However, UVE’s ability to pay dividends to shareholders may be affected by restrictions on the ability of the Insurance Entities to pay dividends to UVE through PSI. See “—Note 5 (Insurance Operations),” for a discussion of these restrictions. There are no such restrictions for UVE’s non-insurance consolidated subsidiaries. The Parent Company received dividends from the earnings of its non-insurance consolidated subsidiaries totaling $124.4 million, $61.9 million, and $156.3 million for the years ended December 31, 2025, 2024 and 2023, respectively. No dividends were distributed by UPCIC and APPCIC to the Parent Company during these periods.

UVE made capital contributions of $12.1 million, $44.0 million, and $72.0 million to UPCIC during the years ended December 31, 2025, 2024 and 2023, respectively. UVE madeno capital contributions to APPCIC during the years ended December 31, 2025, 2024, and 2023.

During 2025, 2024, and 2023, UVE didnot enter into subordinated surplus debentures with UPCIC or APPCIC. See “—Schedule II - Financial Information of Registrant—Note 2 (Intercompany Note Receivable).”

NOTE 9 –SHARE-BASED COMPENSATION

Equity Compensation Plans

Prior to 2021 the Company managed its equity compensation under the 2009 Omnibus Incentive Plan (the “2009 Plan”). In April 2021, the Company’s Board of Directors adopted, subject to shareholder approval, the 2021 Omnibus Incentive Plan (the “2021 Plan”). The 2021 Plan was approved by the Company’s shareholders effective June 11, 2021, at which time the 2009 Plan was terminated. Shares reserved for future issuance under the 2009 Plan are no longer available and no further grants will be made under this plan.

At the inception of the Company’s 2021 Plan,1,835,000 shares were initially reserved for issuance. At the 2024 Annual Meeting of Shareholders held on June 13, 2024, shareholders voted to approve the recommendations of the Company’s Board of Directors to amend the 2021 Plan to add 1,450,000 shares to the shares reserved for grant.

At December 31, 2025,701,237 shares remained reserved for issuance for new awards under the 2021 Plan.

Awards under the 2021 Plan may include incentive stock options, non-qualified stock option awards (“Stock Options”), stock appreciation rights, non-vested shares of common stock, restricted stock awards (“RSAs”), performance share units (“PSUs”), restricted stock units (“RSUs”), and other share-based awards or cash-based incentive awards. Awards under the Incentive Plan may be granted to employees, directors, consultants or other persons providing services to the Company or its affiliates.

The following table provides certain information related to Stock Options, RSAs, PSUs and RSUs for the year ended December 31, 2025 (in thousands, except per share data):

Stock Options · Restricted Stock Awards · PerformanceShare Units · Restricted Stock Units
Number ofOptions (2) · WeightedAverageExercisePrice perShare (1) · AggregateIntrinsicValue · WeightedAverageRemainingTerm · Number of Shares (2) · WeightedAverageGrant DateFair Valueper Share (1) · Numberof ShareUnits (2) · WeightedAverageGrant DateFair Valueper Share Units (1) · Number of Share Units (2) · Weighted Average Grant DateFair Value per Share Units (1)
2009 Omnibus Plan
Outstanding as of December 31, 20242,087$21.33—$——$——$—
Granted————————
Forfeited————————
Exercised(491)19.33n/an/an/an/an/an/a
Vested————————
Expired——n/an/an/an/an/an/a
Outstanding as of December 31, 20251,596$21.95$18,9283.46—$——$——$—
Exercisable as of December 31, 20251,596$21.95$18,9283.46
2021 Omnibus Plan
Outstanding as of December 31, 2024500$12.5028$18.62258$19.15634$17.81
Granted——34723.279021.5026227.72
Forfeited——————(25)16.17
Exercised(250)13.19n/an/an/an/an/an/a
Vestedn/an/a(28)18.62(103)12.19(286)16.34
Expired——n/an/an/an/an/an/a
Outstanding as of December 31, 2025250$11.80$5,5006.17347$23.27245$20.01585$23.05
Exercisable as of December 31, 2025250$11.80$5,5006.17

(1)Unless otherwise specified, such as in the case of the exercise of Stock Options, the per share prices were determined using the closing price of the Company’s common stock as quoted on the exchanges on which the Company was listed. Shares issued upon exercise of options represent original issuances in private transactions pursuant to Section 4(2) of the Securities Act of 1933, as amended or issuances under the Company’s 2009 or 2021 Plan.

(2)All shares outstanding as of December 31, 2025, are expected to vest.

n/aNot applicable

The following table provides certain information in connection with the Company’s share-based compensation arrangements for the periods presented (in thousands):

Years Ended December 31,
202520242023
Compensation expense:
Stock options$62$328$996
Restricted stock awards1,479561588
Performance share units2,6123,371868
Restricted stock units5,2784,3672,554
Total$9,431$8,627$5,006
Deferred tax benefits:
Stock options$—$—$41
Restricted stock awards———
Performance share units———
Restricted stock units759817481
Total$759$817$522
Realized tax benefits:
Stock options$407$—$82
Restricted stock awards182165207
Performance share units———
Restricted stock units1,9541,183501
Total$2,543$1,348$790
Excess tax benefits (shortfall):
Stock options$16$(1,599)$7
Restricted stock awards532147
Performance share units———
Restricted stock units1,040373(34)
Total$1,109$(1,205)$20
Weighted average fair value per option or share:
Restricted stock awards grants$23.27$18.62$16.23
Performance share unit grants$21.50$19.98$18.26
Restricted stock unit grants$27.72$20.49$16.68
Intrinsic value of options exercised$6,336$2$315
Fair value of restricted stock awards vested$738$671$843
Fair value of performance share units vested$2,160$—$164
Fair value of restricted stock units vested$9,155$5,188$3,108
Cash received for strike price and tax withholdings$—$—$41
Shares acquired through cashless exercise (1)72170104
Value of shares acquired through cashless exercise (1)$18,889$1,473$339

(1)All shares acquired represent shares tendered to cover the strike price for options and tax withholdings on the intrinsic value of Stock Options exercised, RSA vested, PSUs vested or RSUs vested. These shares have been canceled by the Company.

The following table provides the amount of unrecognized compensation expense as of the most recent balance sheet date and the weighted average period over which those expenses will be recorded for RSAs, PSUs, and RSUs (dollars in thousands):

Restricted Stock AwardsPerformanceShare UnitsRestricted Stock Units
Unrecognized expense$6,831$1,959$11,967
Weighted average remaining years3.71.702.25

Stock Options

Stock Options granted by the Company generally expire between five toten years from the grant date and generally vested over aone- tothree-year service period commencing on the grant date.

The Company uses the modified Black-Scholes model to estimate the fair value of employee Stock Options on the date of grant. The risk-free rate is based on the U.S. Treasury bill yield curve in effect at the time of grant for the expected term of the option. The expected term of options granted represented the period of time that the options are expected to be outstanding. Expected volatilities are based on historical volatilities of our Common Stock. The dividend yield is based on expected dividends at the time of grant.

Restricted Stock Awards, Performance Share Units and Restricted Stock Units

Restricted Stock Awards, Performance Share Units and Restricted Stock Units are awarded to certain employees in consideration for services rendered pursuant to terms of employment agreements or to provide employees a continued incentive to share in the success of the Company. Dividend equivalents are accrued on RSUs, PSUs and RSAs during the vesting period and paid out in cash at the time based on the final number of shares awarded.

Restricted Stock Awards generally vest over aone- tothree-year orone- tofive-year service period commencing on the grant date and are generally settled in common stock upon vesting (but may be cash settled to the extent that such is determined appropriate in the Compensation Committee’s discretion).

Each performance share unit has a value equal toone share of common stock and generally vests following the conclusion of athree-year performance period, but only to the extent that the performance criteria are met. The units are paid 100% in common stock should conditions be met and can range from 0% to 200% of the target award.

Each restricted stock unit has a value equal toone share of common stock and generally vests over aone- tothree-year service period commencing on the grant date and is generally settled in common stock upon vesting (but may be cash settled to the extent that such is determined appropriate in the Compensation Committee’s discretion). See “—Note 2 (Summary of Significant Accounting Policies — Share-based Compensation)” for additional information.

NOTE 10 –EMPLOYEE BENEFIT PLAN

Effective January 1, 2009, the Company adopted a qualified retirement plan covering substantially all employees. It is designed to help the employees meet their financial needs during their retirement years. Eligibility for participation in the plan is generally based on employee’s date of hire or on completion of a specified period of service. Employer contributions to this plan are made in cash.

The plan titled the “Universal Property & Casualty 401(k) Profit Sharing Plan” (the “401(k) Plan”) is a defined contribution plan that allows employees to defer compensation through contributions to the 401(k) Plan. The contributions are invested on the employees’ behalf, and the benefits paid to employees are based on contributions and any earnings or losses. The 401(k) Plan includes a Company contribution of 100 percent of each eligible participant’s contribution up to a maximum offive percent of the participant’s compensation during the 401(k) Plan year. The Company may make additional profit-sharing contributions. However, no additional profit-sharing contribution was made during the years ended December 31, 2025, 2024, and 2023.

Aggregate contributions paid by the Company were approximately $3.4 million, $3.7 million, and $3.7 million to the 401(k) Plan for the years ended December 31, 2025, 2024, and 2023, respectively.

NOTE 11 –RELATED PARTY TRANSACTIONS

There wereno related party transactions for the years ended December 31, 2025, 2024, and 2023.

NOTE 12 –INCOME TAXES

Significant components of the income tax provision are as follows for the periods presented (in thousands):

For the Years Ended December 31,
202520242023
Current:
Federal$47,476$23,088$13,923
State and local10,0725,1653,194
Total current expense57,54828,25317,117
Deferred:
Federal2,367(3,371)4,840
State and local203801(431)
Total deferred expense (benefit)2,570(2,570)4,409
Income tax expense (benefit)$60,118$25,683$21,526

The following table reconciles the statutory federal income tax rate to the Company’s effective income tax rate for the periods presented:

For the Years Ended December 31,
202520242023
Federal statutory tax rate21.0%21.0%21.0%
Increases (decreases) resulting from:
State income tax, net of federal tax benefit3.2%5.1%2.2%
Disallowed compensation1.0%2.9%1.5%
Effect of change in tax rate0.1%0.1%—%
Disallowed meals & expenses0.1%0.3%0.2%
Excess tax (benefit) shortfall(0.5)%1.4%—%
Other, net(0.2)%(0.4)%(0.5)%
Effective income tax rate24.7%30.4%24.4%

The below table presents the income tax expense/(benefit) reconciliation for the periods below (in thousands):

For the Years Ended December 31,
202520242023
Expected provision at federal statutory tax dollar$51,045$17,768$18,553
Increases (decreases) resulting from:
State income tax, net of federal tax benefit7,7794,2921,963
Disallowed compensation2,5302,4271,246
Effect of change in tax rate10078(30)
Disallowed meals & expenses344286185
Excess tax (benefit) shortfall(1,109)1,204(20)
Other, net(571)(372)(371)
Total income tax expense/(benefit)$60,118$25,683$21,526

The table below presents federal and state income taxes paid during the year (in thousands), with the majority of state income tax payments made in Florida (in thousands):

For the Years Ended December 31,
202520242023
Federal$28,179$24,550$9,645
State and local7,3773,02057
Total income taxes paid$35,556$27,570$9,702

The Company recognized an excess income tax benefit of $1.1 million during the year ended December 31, 2025 and an income tax shortfall of $1.2 million during the year ended December 31, 2024 from stock-based compensation awards that vested and/or were exercised.

The Company adopted the standard for Corporate Alternative Minimum Tax (“CAMT”), reflected in the Inflation Reduction Act, enacted on August 16, 2022, for the reporting period beginning January 1, 2023. The Company was not subject to the provisions of the CAMT section of the Inflation Reduction Act of 2022.

The Company accounts for income taxes using a balance sheet approach. As of December 31, 2025 and 2024, the significant components of the Company’s deferred income taxes consisted of the following (in thousands):

As of December 31,
20252024
Deferred income tax assets:
Unearned premiums$38,919$39,022
Advanced premium2,9152,210
Unpaid losses and LAE5,5254,812
Share-based compensation1,7302,025
Accrued wages142207
Allowance for uncollectible receivables598190
Net operating loss carryforwards5,2258,000
Other comprehensive income8,40820,483
Other694754
Total deferred income tax assets64,15677,703
Deferred income tax liabilities:
Deferred policy acquisition costs, net(31,348)(29,749)
Fixed assets(3,783)(4,075)
Other comprehensive income(937)(1,232)
Unpaid loss and LAE transition adjustment—(89)
Other(430)(395)
Total deferred income tax liabilities(36,498)(35,540)
Deferred income tax asset, net$27,658$42,163

At each balance sheet date, management assesses the need to establish a valuation allowance that reduces deferred income tax assets when it is more likely than not that all, or some portion, of the deferred income tax assets will not be realized. A valuation allowance would be based on all available information including the Company’s assessment of uncertain tax positions and projections of future taxable income and capital gain from each tax-paying component in each jurisdiction, principally derived from business plans and available tax planning strategies.

Deferred tax assets and liabilities are recorded based on the difference between the financial statement and tax basis of assets and liabilities at the enacted tax rates. The Company reviews its deferred tax assets regularly for recoverability. Management has reviewed all available evidence, both positive and negative, in determining the need for a valuation allowance with respect to the gross deferred tax assets. In determining the manner in which available evidence should be weighted, management has determined that the need for a valuation allowance is not warranted.

The Company has adopted Accounting for Uncertainty in Income Taxes (“ASC 740”) which clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements. ASC 740 provides a threshold for the financial statement recognition and measurement of an income tax position taken or expected to be taken in an income tax return. The

Company’s policy is to classify interest and penalties related to unrecognized tax positions, if any, in its provision for income taxes. As of December 31, 2025, 2024, and 2023, the Company determined thatno uncertain tax liabilities are required.

The Company filed a consolidated federal income tax return for the tax years ended December 31, 2024, 2023 and 2022 and intends to file the same for the tax year ended December 31, 2025. The tax allocation agreement between the Company and the Insurance Entities provides that they will incur income taxes based on a computation of taxes as if they were stand-alone taxpayers. The computations are made utilizing the financial statements of the Insurance Entities prepared on a statutory basis of accounting and prior to consolidating entries which include the conversion of certain balances and transactions of the statutory financial statements to a GAAP basis.

During the 2025 tax year, the Company was subject to audit by the state of New York for the years ending 2021 through 2023. The audit is still ongoing, however management does not anticipate the result of this audit to be material. The Company also concluded its audit with the state of Minnesota resulting in an immaterial adjustment. The Company files its income tax returns as prescribed by the tax laws of the jurisdictions in which it operates. As of December 31, 2025, the Company’s 2022 through 2024 tax years are still subject to examination by the Internal Revenue Service and various tax years remain open to examination in certain state jurisdictions.

NOTE 13 –EARNINGS (LOSS) PER SHARE

Basic earnings (loss) per share (“EPS”) is computed based on the weighted average number of common shares outstanding for the period, excluding any dilutive common share equivalents. Diluted EPS reflects the potential dilution resulting from the impact of common shares issuable upon the exercise of stock options, non-vested performance share units, non-vested restricted stock units, non-vested restricted stock awards, and conversion of preferred stock. In loss periods, the impact of common shares issuable upon the exercises of stock options, non-vested performance share units, non-vested restricted stock units, non-vested restricted stock awards, and conversion of preferred stock are excluded from the calculation of diluted loss per share, as the inclusion of common shares issuable upon the exercise of stock options, non-vested performance share units, non-vested restricted stock units, non-vested restricted stocks awards, and conversion of preferred stock would have an anti-dilutive effect.

The following table reconciles the numerator (i.e., income) and denominator (i.e., shares) of the basic and diluted earnings (loss) per share computations for the periods presented (in thousands, except per share data):

Years Ended December 31,
202520242023
Numerator for EPS:
Net income (loss)$182,951$58,928$66,823
Less: Preferred stock dividends(10)(10)(10)
Income (loss) available to common stockholders$182,941$58,918$66,813
Denominator for EPS:
Weighted average common shares outstanding27,89028,49829,829
Plus: Assumed conversion of share-based compensation (1)1,041751293
Assumed conversion of preferred stock252525
Weighted average diluted common shares outstanding28,95629,27430,147
Basic earnings (loss) per common share$6.56$2.07$2.24
Diluted earnings (loss) per common share$6.32$2.01$2.22
Weighted average number of antidilutive shares853831,680

(1)Represents the dilutive effect of common shares issuable upon the exercise of stock options, non-vested performance share units, non-vested restricted stock units and non-vested restricted stock awards.

NOTE 14 –OTHER COMPREHENSIVE INCOME (LOSS)

The following table provides the components of other comprehensive income (loss) on a pre-tax and after-tax basis for the periods presented (in thousands):

Years Ended December 31,
202520242023
Pre-taxTaxAfter-taxPre-taxTaxAfter-taxPre-taxTaxAfter-tax
Net changes related to available-for-sale securities:
Unrealized holding gains (losses) arising duringthe period$47,375$11,545$35,830$13,793$3,386$10,407$37,793$9,306$28,487
Less: Reclassificationadjustments for (gains) losses realized in net income (loss)1,5763911,1857951965991,4903671,123
Other comprehensive income (loss)$48,951$11,936$37,015$14,588$3,582$11,006$39,283$9,673$29,610

The following table provides the reclassification adjustments for gains (losses) out of accumulated other comprehensive income for the periods presented (in thousands):

Amount Reclassified fromAccumulated OtherComprehensive Income (Loss)
Details about Accumulated · Years Ended December 31, · Affected Line Item in the
Other Comprehensive · Statement Where Net
Income (Loss) Components202520242023Income is Presented
Unrealized gains (losses) on available-for-sale securities$(1,576)$(795)$(1,490)Net realized gains (losses) on investments
Related tax (expense) benefit391196367Income tax expense (benefit)
Total reclassification for the period$(1,185)$(599)$(1,123)Net of tax

NOTE 15 –COMMITMENTS AND CONTINGENCIES

Obligations under Multi-Year Reinsurance Contracts

The Company purchases reinsurance coverage to protect its capital and to limit its losses when certain major events occur. The Company’s reinsurance commitments generally run from June 1 st of the current year to May 31 st of the following year. Certain of the Company’s reinsurance agreements are for periods longer than one year. Amounts payable for coverage during the current June 1 st to May 31 st contract period are recorded as “Reinsurance Payable, net” in the Consolidated Balance Sheets. Multi-year contract commitments for future years will be recorded at the commencement of the coverage period. Amounts payable for future reinsurance contract years that the Company is obligated to pay are: (1) $89.1 million in 2026; (2) $153.5 million in 2027 and (3) $64.5 million in 2028.

Litigation

Lawsuits and other legal proceedings are filed against the Company from time to time. These legal matters typically include civil and administrative or regulatory considerations for which the Company obtains internal or third-party legal or other assistance to provide guidance, and when applicable, to represent and protect the Company’s interest.

Many of these legal proceedings involve disputes as to coverage or the scope and amount of damage arising from claims or under contracts or policies that the Company underwrites. The Company establishes a liability for its anticipated claims obligations and records an estimate for expected reinsurance recoveries. From time to time, the Company is also involved in various other legal proceedings unrelated to claims disputes. The Company contests liability and/or the amount of damages as it considers appropriate according to the facts and circumstances of each matter.

In accordance with applicable accounting guidance, the Company establishes an accrued liability for legal matters when those matters present loss contingencies that are both probable and estimable.

Legal proceedings are subject to many factors that cannot be predicted with certainty, and the Company may be exposed to losses in excess of any amounts accrued. The Company currently estimates that the reasonably possible losses for legal proceedings, whether in excess of a related accrued liability, including unpaid losses and LAE liability, or where there is no accrued liability, and for which the Company is able to estimate a possible loss, are immaterial. This represents management’s estimate of possible loss with respect to these matters and is based on currently available information. These estimates of possible loss do not represent our maximum loss exposure, and actual results may vary significantly from current estimates.

NOTE 16 –FAIR VALUE MEASUREMENTS

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. GAAP describes three approaches to measuring the fair value of assets and liabilities: the market approach, the income approach and the cost approach. Each approach includes multiple valuation techniques. GAAP does not prescribe which valuation technique should be used when measuring fair value, but does establish a fair value hierarchy that prioritizes the inputs used in applying the various techniques. Inputs broadly refer to the assumptions that market participants use to make pricing decisions, including assumptions about risk. Level 1 inputs are given the highest priority in the hierarchy while Level 3 inputs are given the lowest priority. Assets and liabilities carried at fair value are classified in one of the following three categories based on the nature of the inputs to the valuation technique used:

Level 1 — Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2 — Observable market-based inputs or unobservable inputs that are corroborated by market data.

Level 3 — Unobservable inputs that are not corroborated by market data. These inputs reflect management’s best estimate of fair value using its own assumptions about the assumptions a market participant would use in pricing the asset or liability.

Summary of Significant Valuation Techniques for Assets Measured at Fair Value on a Recurring Basis

Level 1

Common stock: Comprise actively traded, exchange-listed U.S. and international equity securities. Valuation is based on unadjusted quoted prices for identical assets in active markets that the Company can access.

Mutual funds: Comprise actively traded funds. Valuation is based on daily quoted net asset values for identical assets in active markets that the Company can access.

Level 2

U.S. government obligations and agencies: Comprise U.S. Treasury Bills or Notes or U.S. Treasury Inflation Protected Securities. The primary inputs to the valuation include quoted prices for identical assets in inactive markets or similar assets in active or inactive markets, contractual cash flows, benchmark yields and credit spreads.

Corporate bonds: Comprise investment-grade debt securities. The primary inputs to the valuation include quoted prices for identical assets in inactive markets or similar assets in active or inactive markets, contractual cash flows, benchmark yields and credit spreads.

Mortgage-backed and asset-backed securities: Comprise securities that are collateralized by mortgage obligations and other assets. The primary inputs to the valuation include quoted prices for identical assets in inactive markets or similar assets in active or inactive markets, contractual cash flows, benchmark yields, collateral performance and credit spreads.

Municipal bonds: Comprise debt securities issued by a state, municipality, or county. The primary inputs to the valuation include quoted prices for identical assets in inactive markets or similar assets in active or inactive markets, contractual cash flows, benchmark yields and credit spreads.

Redeemable preferred stock: Comprise preferred stock securities that are redeemable. The primary inputs to the valuation include quoted prices for identical or similar assets in markets that are not active.

Level 3

Other investments in private equity funds: Comprise of passive interest in non-marketable private equity fund securities. The primary inputs to the valuation include the cost basis of consideration tendered for the investments, the Trailing-Twelve Month (TTM) EBITDA, and TTM EBITDA Multiple.

As required by GAAP, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the placement of the asset or liability within the fair value hierarchy levels.

The following tables set forth by level within the fair value hierarchy the Company’s assets measured at fair value on a recurring basis as of the dates presented (in thousands):

Fair Value Measurements
Level 1Level 2Level 3Total
Available-For-Sale Debt Securities:
U.S. government obligations and agencies$—$28,565$—$28,565
Corporate bonds—945,323—945,323
Mortgage-backed and asset-backed securities—435,761—435,761
Municipal bonds—14,270—14,270
Redeemable preferred stock—7,109—7,109
Equity Securities:
Common stock37,509——37,509
Mutual funds47,911——47,911
Total assets accounted for at fair value$85,420$1,431,028$—$1,516,448
Assets carried at NAV, which approximates fair value and which are not categorized within the fair value hierarchy, reported as part of:
Investment in Private Equity Limited Partnerships10,693
Total assets at fair value$1,527,141
Fair Value Measurements
Level 1 · Level 2 · Level 3 · Total
Available-For-Sale Debt Securities:
U.S. government obligations and agencies$—$19,747$—$19,747
Corporate bonds—868,948—868,948
Mortgage-backed and asset-backed securities—357,030—357,030
Municipal bonds—14,354—14,354
Redeemable preferred stock—9,000—9,000
Equity Securities:
Common stock14,409——14,409
Mutual funds63,343——63,343
Investment in Private Equity Limited Partnership——12,20212,202
Total assets accounted for at fair value$77,752$1,269,079$12,202$1,359,033
Assets carried at NAV, which approximates fair value and which are not categorized within the fair value hierarchy, reported as part of:
Investment in Private Equity Limited Partnerships3,921
Total assets at fair value$1,362,954

The table below is a reconciliation of the change in Level 3 assets with recurring fair value measurements for the reported period (in thousands):

Assets Reported at Fair Value
Balance as of December 31, 2024$12,202
Change in unrealized gains (losses)(7,408)
Realized gains (losses)6,669
Sale of investment(11,463)
Balance as of December 31, 2025$—

The following table summarizes quantitative information related to the significant unobservable inputs for Level 3 investments, which were carried at fair value as of the dates presented (in thousands):

Fair Value as of December 31: · Range
2025 · 2024 · Valuation Methodology · Unobservable Input · Weighted Average Mean · Minimum · Maximum
Assets:
Investment in Private Equity Limited Partnership Reported at Fair Value$—$12,202Market ApproachTrailing Twelve Month EBITDA Multiple5.8x5.3x7.0x

These estimates may be subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. This investment was sold in the second quarter of 2025.

The Company utilized third-party independent pricing services that provide a price quote for each available-for-sale debt security and equity security. Management reviewed the methodology used by the pricing services. If management believed that the price used by the pricing service does not reflect an orderly transaction between participants, management would use an alternative valuation methodology. There were no adjustments made by the Company to the prices obtained from the independent pricing source for any security included in the tables above. The Company elected the fair value option because it allowed the investment to be valued based on current market conditions.

The timing of the delivery of the fund’s financial statements and financial information was on athree-month lag which resulted in athree-month delay in the recognition of our share of the limited partnership’s earnings or losses. Effective in 2024, as this was the best information available, it was used as an estimate for the fair value at our reporting dates, unless conditions have changed significantly in the economy or securities markets. In such a case, we would adjust our estimate with the assistance from the general partner.

The following table summarizes the carrying value and estimated fair values of the Company’s financial instruments not carried at fair value as of the dates presented (in thousands):

As of December 31,
20252024
CarryingValueEstimatedFair ValueCarryingValueEstimatedFair Value
Liabilities (debt):
Surplus note (1)$1,103$1,081$2,573$2,481
5.625% Senior unsecured notes (2)100,00098,469100,00099,086
Total debt$101,103$99,550$102,573$101,567

(1) The fair value of the surplus note was determined by management from the expected cash flows discounted using the interest rate quoted by the holder. The SBA is the holder of the surplus note and the quoted interest rate is below prevailing rates quoted by private lending institutions. However, as the Company’s use of funds from the surplus note is limited by the terms of the agreement, the Company has determined the interest rate quoted by the SBA to be appropriate for the purpose of establishing the fair value of the note (Level 2).

(2) The fair value of the senior unsecured notes was determined based on pricing from quoted prices for similar assets in active markets and was included as Level 2.

NOTE 17 –LIABILITY FOR UNPAID LOSSES AND LOSS ADJUSTMENT EXPENSES

Set forth in the following tables is information about unpaid losses and LAE as of December 31, 2025, net of reinsurance and estimated subrogation, as well as cumulative claim counts and the total of incurred-but-not-reported (“IBNR”) liabilities plus expected development on reported claims included within the liability for unpaid losses and LAE (in thousands).

The liability for unpaid losses and LAE includes an amount determined from loss reports and individual cases and an amount, based on past experience, for losses IBNR. Such liabilities are necessarily based on estimates and, although management believes that the amount is adequate, the ultimate liability may be in excess of or less than the amounts provided. The methods for making such estimates and for establishing the resulting liability are continually reviewed, and any adjustments are reflected in earnings. The reserve for unpaid losses and LAE is reported net of receivables for salvage and subrogation of approximately $43.4 million and $69.2 million at December 31, 2025 and 2024, respectively.

The information about incurred and paid claims development for the years ended December 31, 2021 to 2024, is presented as supplementary information and is unaudited.

Total of IBNR
Plus Expected
Incurred Loss and Defense & Cost Containment Expenses, Net of Reinsurance · Development (Redundancy) · Cumulative Number
For the Years Ended December 31, · on Reported Claims · of Reported Claims
Accident Year · 2021 * · 2022 * · 2023 * · 2024 * · 2025
2021$641,679$646,977$707,745$772,028$819,732$52360,628
2022793,341717,840782,000857,604334107,626
2023823,511618,746670,430(9,369)46,326
2024894,773671,6367,67087,574
2025844,290407,90137,999
Total$3,863,692
Cumulative Paid Loss and Defense & Cost Containment Expenses, Net of Reinsurance
For the Years Ended December 31,
Accident Year · 2021 * · 2022 * · 2023 * · 2024 * · 2025
2021$461,709$665,008$725,118$771,807$819,041
2022518,829736,066784,196857,071
2023460,721614,413679,410
2024537,213663,277
2025423,653
Total$3,442,452
All outstanding liability before 2021, net of reinsurance15,426
Liability for unpaid losses and loss adjustment expenses, net of reinsurance$436,666
* Presented as unaudited required supplementary information.

Set forth is the supplementary information about average historical claims duration as of December 31, 2025:

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance
Years12345
51.4%21.3%13.0%6.6%3.4%

Set forth is the following reconciliation of the net incurred and paid claims development tables to the liability for unpaid losses and LAE in the Consolidated Balance Sheets as of December 31, 2025 (in thousands):

December 31, 2025
Liability for unpaid losses and loss adjustment expenses, net of reinsurance$436,666
Reinsurance recoverable on unpaid claims214,344
Liability for adjusting and other claim payments29,702
Total gross liability for unpaid loss and loss adjustment expense$680,712

Set forth in the following table is the change in liability for unpaid losses and LAE for the periods presented (in thousands):

Years Ended December 31,
202520242023
Balance at beginning of year$959,291$510,117$1,038,790
Less: Reinsurance recoverable(561,936)(183,435)(798,680)
Net balance at beginning of period397,355326,682240,110
Incurred (recovered) related to:
Current year960,0481,058,231882,063
Prior years25,83029,135110,573
Total incurred985,8781,087,366992,636
Paid related to:
Current year502,355653,454526,594
Prior years414,510363,239379,470
Total paid916,8651,016,693906,064
Net balance at end of period466,368397,355326,682
Plus: Reinsurance recoverable214,344561,936183,435
Balance at end of year$680,712$959,291$510,117

During the year ended December 31, 2025, the liability for unpaid losses and LAE, prior to reinsurance, decreased by $278.6 million from $959.3 million as of December 31, 2024 to $680.7 million as of December 31, 2025. The decrease was principally the result of the lack of landfalling hurricanes in 2025 compared to prior periods.

Prior year development includes changes in previous estimates for unpaid Losses and LAE for all events prior years including hurricanes, and other claims influenced by pre-reform market conditions in Florida.

During the year ended December 31, 2025, there was $25.8 million adverse prior years’ reserve development, net. During the year ended December 31, 2024, there was adverse prior years’ reserve development of $29.1 million. Unfavorable net prior years’ reserve development for the years ended December 31, 2025 and December 31, 2024 has been the result of increased costs to settle prior year claims, particularly those pre-dating the statutory reforms, compared to previous estimates related to non-CAT events occurring in prior years and changes to estimated subrogation recoveries. Prior years’ claims predate the most significant recent property insurance reform legislation enacted in late 2022 in Florida and therefore have not benefited significantly from the statutory changes.

Unpaid losses and LAE are net of estimated subrogation recoveries of $43.4 million as of December 31, 2025 compared to $69.2 million as of December 31, 2024.

Basis for estimating liabilities for unpaid claims and claim adjustment expenses

The Company establishes a liability to provide for the estimated unpaid portion of the costs of paying losses and LAE under insurance policies the Insurance Entities have issued. Predominately all of the Company’s claims relate to the Company’s core product, homeowners insurance and the various policy forms in which it is available. The liability for unpaid losses and LAE consists of the following:

Case reserves, which are the reserves established by the claims examiner on reported claims.

Incurred but not reported, which are anticipated losses expected to be reported to the Company and development of reported claims, including anticipated recoveries from either subrogation and ceded reinsurance. Ceded reinsurance for both paid and unpaid claims are reported separately as reinsurance recoverable.

LAE, which are the estimated expenses associated with the settlement of case reserves and IBNR.

Underwriting results are significantly influenced by the Company’s practices in establishing its estimated liability for unpaid losses and LAE. The liability is an estimate of amounts necessary to ultimately settle all current and future claims and LAE on losses occurring during the policy coverage period each year as of the financial statement date.

Characteristics of Reserves

The liability for unpaid losses and LAE, also known as reserves, is established based on estimates of the ultimate future amounts needed to settle claims, either known or unknown, less losses and LAE that have been paid to date. Historically, claims are typically reported promptly with relatively little reporting lag between the date of occurrence and the date the loss is reported. Certain numbers of claims are not known immediately after a loss and insureds are delayed at reporting those losses to us. In the current Florida market, an increased number of claims are reported well after the purported dates of loss. Reporting delays at times are material. In addition, claims which the Insurance Entities believed were settled often are reopened based on newly reported claim demands from our insureds as a result of third party representation. Particularly in Florida for periods prior to enactment and implementation of the 2022 statutory reforms, the Company experienced increased litigation and changes to consumer behavior over the reporting and settlement process. The Company’s claim settlement data suggests that the Company’s typical insurance claims have an average settlement time of less thanone year from the reported date unless delayed by some form of litigation or dispute.

Reserves are estimated for both reported and unreported claims, and include estimates of all expenses associated with processing and settling all incurred claims, including consideration for anticipated subrogation recoveries that will offset loss payments. The Company updates reserve estimates periodically as new information becomes available or as events emerge that may affect the resolution of unsettled claims. Changes in prior year reserve estimates (reserve re-estimates), which may be material, are determined by comparing updated estimates of ultimate losses to prior estimates, and the differences are recorded as losses and LAE in the Consolidated Statements of Income in the period such changes are determined. Estimating the ultimate cost of losses and LAE is an inherently uncertain and complex process involving a high degree of subjective judgment and is subject to the interpretation and usage of numerous uncertain variables as discussed further below.

Reserves for losses and LAE are determined inthree primary sectors. These sectors are (1) the estimation of reserves for Florida non-catastrophe losses, (2) hurricane losses, and (3) non-Florida non-catastrophe losses, and any other losses. Evaluations are performed for gross losses, LAE, and subrogation separately, and on a net and direct basis for each sector. The analyses for non-catastrophe losses are further separated into data groupings of like exposure or type of loss. These groups are property damage on homeowner policy forms HO-3 and HO-8 combined, property damage on homeowner policy forms HO-4 and HO-6 combined, property damage on dwelling fire policies, sinkhole claims, and water damage claims. Although these sectors are aggregated into the single tables noted above, analyses are performed in these three sectors, due to the analogous nature of the product and similar claim settlement traits.

As claims are reported, the claims department establishes an estimate of the liability for each individual claim called case reserves. For certain liability claims of sufficient size and complexity, the field adjusting staff establishes case reserve estimates of ultimate cost, based on their assessment of facts and circumstances related to each individual claim. Opportunities for subrogation are also identified for further analysis and collection. For other claims which occur in large volumes and settle in a relatively short time frame, it is not practical or efficient to set case reserves for each claim, and an initial case reserve of $2,500 is set for these claims. In the normal course of business, the Company may also supplement its claims processes by utilizing third party adjusters, appraisers, engineers, inspectors, other professionals, and information sources to assess and settle catastrophe and non-catastrophe related claims.

The Actuarial Methods used to Develop Reserve Estimates

Reserve estimates for both unpaid losses and LAE are derived using several different actuarial estimation methods in order to provide the actuary with multiple predictive viewpoints to consider for each of the sectors discussed above. Each of the methods have merit, because they each provide insight into emerging patterns. These methods are each variations on two primary actuarial techniques: “chain ladder development” techniques and “counts and average” techniques. The “chain ladder development” actuarial technique is an estimation process in which historical payment and reserving patterns are applied to actual paid and/or reported amounts (paid losses, recovered subrogation or LAE plus individual case reserves established by claim adjusters) for an accident period to create an estimate of how losses or recoveries are likely to develop over time. The “counts and average” technique includes an evaluation of historical and projected costs per claim, and late-reported claim counts, for open claims by accident period. An accident period refers to classification of claims based on the date in which the claims occurred, regardless of the date they were reported to the Company. These analyses are used to prepare estimates of required reserves for payments or recoveries to be made in the future. Transactions are organized into half-year accident periods for purposes of the reserve estimates. Key data elements used to determine the Company’s reserve estimates include historical claim counts, loss and LAE payments, subrogation received, case reserves, earned policy exposures, and the related development factors applicable to this data.

The first method for estimating unpaid amounts for each sector is a chain ladder method called the paid development method. This method is based upon the assumption that the relative change in a given accident period’s paid losses from one evaluation point to the next is similar to the relative change in prior periods’ paid losses at similar evaluation points. In utilizing this method, actual 6-month historical loss activity is evaluated. Successive periods can be arranged to form a triangle of data. Paid-to-Paid (“PTP”) development factors are calculated to measure the change in cumulative paid losses, LAE, and subrogation recoveries, from one evaluation point to the next. These historical PTP factors form the basis for selecting the PTP factors used in projecting the current valuation of losses to an ultimate basis. In addition, a tail factor is selected to account for loss development beyond the observed experience. The tail factor is based on trends shown in the data and consideration of industry loss development benchmarks. Utilization of a paid development method has the advantage of avoiding potential distortions in the data due to changes in case reserving methodology. This method’s implicit assumption is that the rate of payment of claims has been relatively consistent over time, and that there have been no material changes in the rate at which claims have been reported or settled. In instances where changes in settlement rates are detected, the PTP factors are adjusted accordingly, utilizing appropriate actuarial techniques. These adjusted techniques each produce additional development method estimates for consideration.

A second method is the reported development method. This method is similar to the paid development method; however, case reserves are considered in the analysis. Successive periods of reported loss estimates (including paid loss, subrogation recoveries, paid LAE and held case reserves) are organized similar to the paid development method in order to evaluate and select Report-to-Report (“RTR”) development factors. This method has the advantage of recognizing the information provided by current case reserves. Its implicit assumption is that the relative adequacy of case reserves is consistent over time, and that there have been no material changes in the rate at which claims have been reported or settled. In cases where significant reserve strengthening or other changes have occurred, RTR factors are adjusted accordingly, utilizing appropriate actuarial techniques.

A third method is the Bornhuetter-Ferguson (“B-F”) method, which is also utilized for estimating unpaid loss, subrogation and LAE amounts. Each B-F technique is a blend of chain ladder development methods and an expected loss method, whereby the total reserve estimate equals the unpaid portion of a predetermined expected unpaid ultimate loss projection. The unpaid portion is determined based on assumptions underlying the development methods. As an experience year matures and expected unreported (or unpaid) losses become smaller, the initial expected loss assumption becomes gradually less important. This has the advantage of stability, but it is less responsive to actual results that have emerged. Two parameters are needed in each application of the B-F method: an initial assumption of expected losses and the expected reporting or payment pattern. Initial expected losses for each accident period other than the current year is determined using the estimated ultimate loss ratio from the prior analysis. Initial expected losses for the current year’s accident periods are determined based on trends in historical loss ratios, rate changes, and underlying loss trends. The expected reporting pattern is based on the reported or paid loss development method described above. This method is often used in situations where the reported loss experience is relatively immature or lacks sufficient credibility for the application of other methods.

A fourth method, called the counts and averages method, is utilized for estimates of loss, subrogation and LAE for each Florida sector. In this method, an estimate of unpaid losses or expenses is determined by separately projecting ultimate reported claim counts and ultimate claim severities (cost or recoveries per claim) on open and unreported claims for each accident period. Typically, chain ladder development methods are used to project ultimate claim counts and claim severities based on historical data using the same methodology described in the paid and reported development methods above. A variation of this method is to project unpaid LAE using average unpaid LAE estimates per dollar of unpaid loss. In each case, estimated ultimate losses or LAE are then calculated as the product of the two items. This method is intended to avoid data distortions that may exist with the other methods for the most recent years as a result of changes in case reserve levels, settlement rates, and claims handling fees. In addition, it may provide insight into the drivers of loss experience and related loss expenses.

The implicit assumption of these techniques is that the selected factors and averages combine to form development patterns or severity trends that are predictive of future loss development of incurred claims. In selecting relevant parameters utilized in each estimation method, due consideration is given to how the patterns of development change from one year to the next over the course of several consecutive years of recent history. Furthermore, the effects of inflation and other anticipated trends are considered in the reserving process in order to generate selections that include adequate provisions to estimate the cost of claims that settle in the future. Finally, in addition to paid loss, reported loss, subrogation recoveries, and LAE development triangles, various diagnostic triangles, such as triangles showing historical patterns in the ratio of paid-to-reported losses and closed-to-reported claim counts are prepared. These diagnostic triangles are utilized in order to monitor the stability of various determinants of loss development, such as consistency in claims settlement and case reserving.

Estimates of unpaid losses for hurricane experience are developed using a combination of company-specific and industry patterns, due to the relatively infrequent nature of storms and the high severity typically associated with them. Development patterns and other benchmarks are based on consideration of all reliable information, such as historical events with similar landfall statistics, the range of estimates developed from industry catastrophe models, and claim reporting and handling statistics from our field units. It is common for the company to update its projection of unpaid losses and LAE for a significant hurricane event on a monthly, or even weekly basis, for the first 6-months following an event.

Estimation methods described above each produce estimates of ultimate losses and LAE. Based on the results of these methods, a single estimate (commonly referred to as an actuarial point/central estimate) of the ultimate loss and LAE is selected accordingly for each accident-year claim grouping. Estimated IBNR reserves are determined by subtracting reported losses from the selected ultimate loss, and the paid LAE from the ultimate LAE. The estimated loss IBNR reserves are added to case reserves to determine total estimated unpaid losses. Note that estimated IBNR reserves can be negative for an individual accident-year claim grouping if the selected ultimate loss includes a provision for anticipated subrogation, or if there is a possibility that case reserves are overstated. No case reserves are carried for LAE, therefore the estimated LAE IBNR reserves equal the total estimated unpaid LAE. For each sector, the reserving methods are carried out on both a net and direct basis in order to estimate liabilities accordingly. When selecting a single actuarial point/central estimate on a net basis, careful consideration is given for the reinsurance arrangements that were in place during each accident year, exposure period and segment being reviewed.

How Reserve Estimates are Established and Updated

Reserve estimates are developed for both open claims and unreported claims. The actuarial methods described above are used to derive claim settlement patterns by determining development factors to be applied to specific data elements. Development factors are calculated for data elements such as claim counts reported and settled, paid losses and paid losses combined with case reserves, loss expense payments, and subrogation recoveries. Historical development patterns for these data elements are used as the assumptions to calculate reserve estimates.

Often, different estimates are prepared for each detailed component, incorporating alternative analyses of changing claim settlement patterns and other influences on losses, from which a best estimate is selected for each component, occasionally incorporating additional analyses and actuarial judgment as described above. These estimates are not based on a single set of assumptions. Based on a review of these estimates, the best estimate of required reserves is recorded for each accident year and the required reserves are summed to create the reserve balance carried in the Consolidated Balance Sheets.

Reserves are re-estimated periodically by combining historical payment and reserving patterns with current actual results. When actual development of claims reported, paid losses or case reserve changes are different than the historical development pattern used in a prior period reserve estimate, and as actuarial studies validate new trends based on indications of updated development factor calculations, new ultimate loss and LAE predictions are determined. This process incorporates the historic and latest trends, and other underlying changes in the data elements used to calculate reserve estimates. The difference between indicated reserves based on new reserve estimates and the previously recorded estimate of reserves is the amount of reserve re-estimates. The resulting increase or decrease in the reserve re-estimates is recorded and included in “Losses and loss adjustment expenses” in the Consolidated Statements of Income.

Claim frequency

The methodology used to determine claim counts is based first around the event and then based on coverage. One event could have one or more claims based on the policy coverage, for example an event could have a claim for the first party coverage and a claim for third party liability regardless of the number of third party claimants. If multiple third-party liability claims are reported together, they would be counted as one claim.

NOTE 18 –VARIABLE INTEREST ENTITIES

The Company entered into a reinsurance captive arrangement with Mangrove Risk Solutions Bermuda Ltd. (f/k/a Isosceles Insurance Ltd.) acting in respect of “Separate Account UVE-01,” a VIE in the normal course of business and consolidated the VIE since the Company is the primary beneficiary. See “—Note 2 (Summary of Significant Accounting Policies — Consolidation Policy)” for more information about the methodology and significant inputs used to consider whether to consolidate a VIE.

The Company has used the VIE to provide certain reinsurance coverage to the Insurance Entities (UPCIC and APPCIC). In 2025, the Insurance Entities entered into a reinsurance transaction whereby the VIE provided catastrophe reinsurance protection to the Insurance Entities for the period of June 1, 2025 through May 31, 2026. This reinsurance protection was commuted in January 2026, with an additional no-claim bonus paid from the VIE to the Insurance Entities.

In 2024, the Insurance Entities entered into a reinsurance transaction whereby the VIE provided catastrophe reinsurance protection to the Insurance Entities for the period of June 1, 2024 through May 31, 2025. On September 26, 2024, Hurricane Helene made landfall in the Big Bend area of the Florida Gulf Coast, triggering a full policy limit loss, totaling $66.0 million, issued by the VIE to the Insurance Entities. Amounts due under the policy were fully paid in October 2024 to the Insurance Entities.

NOTE 19 –QUARTERLY RESULTS FOR 2025 AND 2024 (UNAUDITED)

The following table provides a summary of results for the periods presented (in thousands except per share data):

Three Months Ended
March 31June 30September 30December 31
Premiums earned, net$355,721$360,193$359,676$363,425
Net investment income16,06017,25818,33718,972
Total revenues394,867400,141400,981407,926
Total expenses337,799352,147346,601317,877
Net income (loss)41,43935,09339,83066,589
Basic earnings (loss) per share$1.48$1.25$1.43$2.40
Diluted earnings (loss) per share$1.44$1.21$1.38$2.28
Premiums earned, net$334,025$344,958$345,736$348,354
Net investment income13,52314,66015,40615,559
Total revenues367,959380,214387,554384,809
Total expenses318,853330,686404,058375,852
Net income (loss)33,65735,416(16,163)6,018
Basic earnings (loss) per share$1.17$1.24$(0.57)$0.21
Diluted earnings (loss) per share$1.14$1.21$(0.57)$0.21

Direct written premium rose $12.8 million or 2.7%, to $483.7 million in the fourth quarter of 2025, mainly from growth for states outside Florida. Direct premiums earned increased 3.6% to $538.0 million. Ceded earned premium grew $3.5 million or 2.1%, to $174.5 million, with higher costs from additional coverage but no reinstatement premiums, unlike $13.6 million in the fourth quarter of 2024. Net premiums earned rose $15.1 million to $363.4 million.

Net investment income was $19.0 million, up from $15.6 million in the prior year quarter. The increase primarily stems from higher fixed income reinvestment yields and higher invested assets.

Total revenues was$407.9 million, up 6.0% from the prior year quarter. The increase in revenue primarily stems from higher net premiums earned, and higher net investment income.

Net losses and LAE after reinsurance were $222.7 million (61.3% net loss ratio) for the fourth quarter of 2025, down from $286.7 million (82.3% net loss ratio) a year earlier, mainly due to no hurricane activity in 2025. Acquisition costs fell to 17.7% from 18.2%. in the fourth quarter of 2024 included a $2.5 million agent bonus accrual. Other operating expenses increased by $5.1 million, largely due to higher employment costs, while 2024 expenses benefited from a $3.5 million reinsurance reimbursement.

As a result of the above items the combined ratio decreased to 87.5% of premiums earned, net from 107.9% during 2024.

NOTE 20 –SEGMENT INFORMATION

The Company is a holding company that offers homeowners insurance policies to customers in states where it is properly licensed and authorized to operate. The Company and its subsidiaries operate as an integrated business, functioning under a single segment. This approach encompasses the management strategy, internal organizational structure, and decision-making processes. The Company’s Chief Executive Officer (CEO) is the Chief Operating Decision Maker (CODM) and evaluates the entire business as a unified entity for resource allocation and performance assessment. The accounting policies of the single segment are the same as those described in “—Note 2 (Summary of Significant Accounting Policies)”.

The key measures of segment profit or loss that the CODM uses to allocate resources and assess performance are the Company’s consolidated net income and earnings per share, as reported on the Consolidated Statements of Income. Revenues reported in the Consolidated Statements of Income are from external customers. All expense categories on the Consolidated Statements of Income are significant and there are no other significant segment expenses that would require disclosure. Assets provided to the CODM are consistent with those reported on the Consolidated Balance Sheets.

Information related to the Company’s products and services and geographical distribution of revenues is disclosed in “—Note 1 (Nature of Operations and Basis of Presentation)”.

NOTE 21 –SUBSEQUENT EVENTS

The Company performed an evaluation of subsequent events through the date the consolidated financial statements were issued and determined there were no recognized or unrecognized subsequent events that would require an adjustment or additional disclosure in the consolidated financial statements as of December 31, 2025.

On January 7, 2026, the Company announced that its Board of Directors authorized a new share repurchase program under which the Company may repurchase up to $20 million of its outstanding shares of common stock through January 8, 2028.

On February 4, 2026, the Company declared a quarterly cash dividend of $0.16 per share of common stock payable March 13, 2026, to shareholders of record on March 6, 2026.

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