AMERISAFE INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934 (Amendment No.)

Filed by the Registrant☒

Filed by a Party other than the Registrant☐

Check the appropriate box:

AMERISAFE, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

FROM OURChairman of the Board

Dear AMERISAFE Shareholder:

You are cordially invited to attend the annual meeting of shareholders of AMERISAFE, Inc. The meeting will be held on Friday, June 6, 2025, beginning at 9:00 a.m. CDT at our corporate headquarters, which are located at 2301 Highway 190 West in DeRidder, Louisiana 70634.

Information about the meeting, including the nominees for election as directors and the other proposals to be considered is presented in the following notice of annual meeting and proxy statement. At the end of the meeting, management will conduct a question and answer period.

We hope that you will attend the annual meeting. It is important that your shares be represented. Accordingly, please vote using the internet or telephone procedures described on the proxy card or sign, date and promptly mail the enclosed proxy card in the enclosed pre-addressed, postage-paid envelope.

We look forward to seeing you at the meeting on June 6th.

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS

To be held on June 6, 2025

The 2025 annual meeting of shareholders of AMERISAFE, Inc. (the “Company”) will be held on June 6, 2025, beginning at 9:00 a.m. CDT at the Company’s corporate headquarters, which are located at 2301 Highway 190 West in DeRidder, Louisiana 70634. The meeting will be held for the following purposes:

to elect the three director nominees listed in the accompanying proxy statement to serve until the 2028 annual meeting of shareholders;

to conduct an advisory vote to approve the Company's compensation of its named executive officers;

to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2025;

to approve an amendment to the Company's Non-Employee Director Restricted Stock Plan to increase the number of authorized shares issuable under the Plan; and

to transact such other business as may properly come before the meeting.

Information concerning the matters to be voted upon at the meeting is set forth in the accompanying proxy statement. Also enclosed is the Company’s annual report for the year ended December 31, 2024. Holders of record of the Company’s common stock as of the close of business on April 17, 2025 are entitled to notice of, and to vote at, the meeting.

If you plan to attend the meeting and will need special assistance or accommodation, please describe your needs on the enclosed proxy card.

By Order of the Board of Directors,

Kathryn H. Shirley

Executive Vice President,Chief Administrative Officer and Secretary

DeRidder, Louisiana

IMPORTANTWhether or not you plan to attend the meeting in person, please submit your proxy and voting instructions using the internet or telephone procedures described on the proxy card or by signing, dating, and promptly returning the enclosed proxy card in the pre-addressed, postage-paid envelope.

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting To Be

Held on June 6, 2025

This notice and proxy statement and the 2024 annual report are available at www.proxyvote.com

TABLE OF CONTENTS

AMERISAFE, Inc.

2301 Highway 190 West

DeRidder, Louisiana 70634

PROXY STATEMENT

This proxy statement provides information in connection with the solicitation of proxies by the Board of Directors (the “Board”) of AMERISAFE, Inc. (the “Company”) for use at the Company’s 2025 annual meeting of shareholders or any postponement or adjournment thereof (the “Annual Meeting”). This proxy statement also provides information you will need in order to consider and act upon the matters specified in the accompanying notice of annual meeting. This proxy statement and the enclosed proxy card are being mailed to shareholders on or about May 2, 2025.

Record holders of the Company’s common stock as of the close of business on the record date, April 17, 2025, are entitled to notice of, and to vote at, the Annual Meeting. Each record holder of the Company's common stock on the record date is entitled to one vote at the Annual Meeting for each share of the Company's common stock held. As of April 17, 2025, there were 19,050,315 shares of the Company's common stock outstanding.

Your shares will not be voted unless you are present at the Annual Meeting or you have properly submitted your proxy. You can submit your proxy and voting instructions in one of three convenient ways:

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by internet: visit the website shown on your proxy card and follow the instructions;

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by telephone: dial the toll-free number shown on your proxy card and follow the instructions; or

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by mail: sign, date, and return the enclosed proxy card in the enclosed pre-addressed, postage paid envelope.

You may revoke your proxy at any time prior to the vote at the Annual Meeting by:

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delivering a written notice revoking your proxy to the Company’s Secretary at the address above;

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delivering a new proxy bearing a date after the date of the proxy being revoked; or

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voting in person at the Annual Meeting.

Unless revoked as described above, all properly submitted proxies will be voted at the Annual Meeting in accordance with your voting instructions. If a properly executed proxy card gives no specific instructions, the shares of our common stock represented by your proxy will be voted:

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FOR the election of the three director nominees named herein to serve until the 2028 annual meeting of shareholders;

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FOR the approval of the compensation of our named executive officers, as disclosed in this proxy statement;

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FOR the ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2025;

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FOR the approval of an amendment to the Company's Non-Employee Director Restricted Stock Plan to increase the number of authorized shares issuable under the Plan; and

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at the discretion of the proxy holders with regard to any other matter that is properly presented at the Annual Meeting.

If you own shares of our common stock held in “street name” and you do not instruct your broker how to vote your shares using the instructions your broker provides to you, your shares may be voted on the ratification of the appointment of Ernst & Young as the Company’s independent registered public accounting firm for 2025, but not for any other proposal. To be sure your shares are voted in the manner you desire, you should instruct your broker how to vote your shares.

Holders of a majority of the outstanding shares of the Company’s common stock must be present, either in person or by proxy, to constitute a quorum necessary to conduct the Annual Meeting. Abstentions and broker non-votes are counted for purposes of determining a quorum.

The following table sets forth the voting requirements, whether brokers have the discretion to vote and the treatment of abstentions and broker non-votes for each of the matters to be voted on at the Annual Meeting.

(1) Each director nominee that receives more votes "for" his or her election than "against" will be elected to the Board; provided however, that pursuant to the Company's director resignation policy, any director nominee who receives a greater number of votes "withheld" than votes "for" his or her election is required to submit his or her resignation.

The Company pays the costs of soliciting proxies. We have engaged Georgeson, Inc. to serve as our proxy solicitor for the Annual Meeting at a base fee of $10,000 plus reimbursement of reasonable expenses. Georgeson will conduct our broker search, solicit proxy and voting instructions for banks, brokers, institutional investors and hedge funds, monitor voting and deliver executed proxy cards to our voting tabulator. Our employees also may solicit proxies by telephone or in person. However, they will not receive additional compensation for soliciting proxies. The Company may request banks, brokers and other custodians, nominees and fiduciaries to forward copies of these proxy materials to the beneficial holders and to request voting instructions. The Company may reimburse these persons for their related expenses. Proxies are solicited to provide all record holders of the Company’s common stock an opportunity to vote on the matters to be presented at the Annual Meeting, even if they cannot attend the meeting in person.