Slide Insurance Holdings, Inc.
For the period ended Jun 30, 2025. Filed Aug 12, 2025.
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Jun 30, 2025 · Filed Aug 12, 2025
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Notes to Unaudited Condensed Consolidated Financial Statements
Nature of Business and Significant Accounting Policies
Basis of Presentation
The accompanying unaudited consolidated financial statements for the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. As of June 30, 2025, there were no changes in the nature of our significant accounting policies or the application of those policies from those reported in our annual report for the year then ended December 31, 2024. These unaudited consolidated financial statements and accompanying notes should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2024, included in the Company's final prospectus to its registration statement on Form S-1 filed with the Securities and Exchange Commission ("SEC") on June 18, 2025.
In preparing these interim financial statements, management has made judgments and estimates about the future, including climate-related risks and opportunities, that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates. The significant judgments made by management in applying the Company’s accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual financial statement.
Nature of Business
Slide Insurance Holdings, Inc. (“SIH” or the “Company”) is a Delaware holding company incorporated on March 2, 2021. The Company was organized for the purpose of holding investments in operating subsidiaries engaged in property and casualty insurance activities. Subsidiaries include:
Slide Insurance Company (“SIC”) – a wholly owned property casualty insurance company currently writing homeowners insurance policies in Florida and South Carolina.
Slide MGA, LLC (“SMGA”) – a wholly owned managing general agent that performs policy processing and claims administration for SIC.
Stat Claims Company (“STAT”) – a wholly owned claims administrator.
Trusted Mitigation Contractors (“TMC”) – a wholly owned broker of contractors and loss mitigation service providers.
Slide Reinsurance Holdings, LLC (“Slide Re”) – a wholly owned reinsurance company and owner of the segregated cell (White Rock Insurance, Ltd., account T104).
Slide Technologies, LLC (“Slide Tech”) – a wholly owned subsidiary that will license software developed by the Company. This entity has not begun operations.
SJIG Target, LLC (“SJIG”) – a wholly owned non operating entity that holds contractual renewal rights to a portion of the policies issued by SIC.
Clegg Insurance Advisors, LLC (“Homefront”) – a wholly owned insurance agency acquired by the Company during 2022.
SIH Technologies, LLP (“Slide India”) – a wholly owned non-operating entity that is in the process of being dissolved.
Pawtucket Insurance Company (“Pawtucket”) – a wholly owned property casualty insurance company licensed in New York, New Jersey, Rhode Island and South Carolina. Pawtucket was acquired in February 2025 and had no assets, liabilities or capital and had not written any insurance policies. The license for Pawtucket was acquired in FY2021, and the Company recorded the associated intangible assets in 2021. The Rhode Island Department of Business Regulation; Division of Insurance approved the acquisition in February of 2025, which is when Pawtucket legally became a wholly owned subsidiary of the Company.
SIC is domiciled in the state of Florida and is a wholly owned subsidiary of SIH. The insurance subsidiary was incorporated on February 17, 2022, and commenced operations on March 1, 2022, after receiving its Certificate of Authority from the Florida
Department of Financial Services, Office of Insurance Regulation (the “FLOIR”). SIC provides homeowners insurance coverage to policyholders in Florida and South Carolina, with Florida policyholders representing 99% of direct written premiums written for the three months ended June 30, 2025.
SIC is subject to the broad administrative powers of the FLOIR, which include, but are not limited to, limitation of dividends distributable, modification of management services and tax-sharing agreements, limitations on new and renewal business, and requirements for capital and surplus.
SIH filed its original certificate of incorporation with the Secretary of State of the State of Delaware on March 2, 2021, and was authorized to issue 40.0 million shares of common stock at par value of $0.01 per share and 20.0 million shares of preferred stock at par value of $0.01 per share. The Company issued and had outstanding 10.2 million shares of common stock as of December 31, 2024. The Company issued and had outstanding 9.3 million shares of preferred stock as of December 31, 2024, pre stock split.
The Company amended and restated its articles of incorporation on June 18, 2025, authorizing capital stock of 1.5 billion shares of common stock, par value $0.01 per share, and 150.0 million shares of preferred stock, par value $0.01 per share. As of June 30, 2025, there were 125.2 million shares of common stock outstanding and 0 shares of preferred shares outstanding.
Stock Split
On June 18, 2025, the Company effected a 5.5-for-1 stock split of the common stock and preferred stock, respectively. All common stock and preferred stock and per share information included in the accompanying condensed consolidated financial statements and footnotes has been retroactively adjusted to reflect this unit split for all periods presented.
Completion of Initial Public Offering
On June 18, 2025, the Company closed its initial public offering ("IPO") of 24.0 million shares of its common stock, of which 16.7 million shares were sold by the Company and 7.3 million shares were sold by certain selling stockholders, at an initial public offering price of $17.00 per share for gross proceeds of $408.0 million. The Company received net proceeds of approximately $263.5 million, net of approximately $19.8 million of underwriting discounts and commissions. The Company didnot receive any proceeds from the sale of shares of its common stock by selling stockholders. The Company recorded the transaction within common stock and additional paid-in capital in the condensed consolidated balance sheets as of June 30, 2025. All preferred stock was converted to common stock upon the completion of the IPO.
On June 25, 2025, the underwriters fully exercised their option to purchase an additional 3.6 million shares of common stock from certain selling stockholders of the Company. The purchase of the additional shares brought the gross proceeds from the IPO to $469.2 million. The Company did not receive any proceeds from the sale by such selling stockholders of the additional shares.
Assumed Business
From time to time, the Company may participate in a “take-out program” through which the Company assumes insurance policies held by Citizens Property Insurance Corporation (“Citizens”), a Florida state-supported insurer. The take-out program is a legislatively mandated program designed to reduce the state’s risk exposure by encouraging private companies to assume policies from Citizens. For the three and six months ended June 30, 2025, the Company was approved by the FLOIR to assume a total of 90,100 and 266,150 policies. The approval date noted is based on the actual take-out date and not the date the Company received approval to participate from the FLOIR. For thethree and six months ended June 30, 2025, the Company assumed approximately 14,200 and 26,400 policies, representing $52.4 million and $104.8 million in annualized gross premiums.
For the three and six months ended June 30, 2024, the Company was approved by the FLOIR to assume a total of 25,000 and 110,000 policies. The approval date noted is based on the actual take-out date and not the date the Company received approval to participate from the FLOIR. For thethree and six months ended June 30, 2024, the Company assumed approximately 16,000 and 64,600 policies, representing $37.2 million and $207.6 million in annualized gross premiums. For the year ended December 31, 2024, the Company was approved by the FLOIR to assume a total of 275,600 policies from Citizens. In 2024, approximately 136,000 policies were assumed from Citizens, representing approximately $484.1 million in annualized gross written premiums related to these transactions.
Adoption of New Accounting Standard
In March 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-01 Leases (Topic 842): Common Control Arrangements. For public entities, this update amends the required amortization period for leasehold improvements associated with common control leases to be over the useful life of the leasehold improvements to the common control group, regardless of the lease term, as long as the lessee controls the use of the asset through a lease. In addition, if the lessor is sub-leasing the asset while simultaneously leasing the asset from an entity not within the same common control group, the amortization period may not exceed the amortization period of the common control group. Once the lessee no longer controls the use of the asset, the asset will be accounted for as a transfer between entities under common control through an adjustment to equity. ASU 2023-01 was adopted by the Company effective January 1, 2024 and does not have a material impact on its financial position.
Consolidation Policy
The Financial Statements include the accounts of the Company, its wholly owned subsidiaries and Variable Interest Entities (“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.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates.
Segment Information
The insurance segment derives revenues from direct and assumed premiums written and premiums are earned pro rata over the terms of the policies, or remaining term of the policy for policies assumed post their origination date. Revenue is earned from policies from homeowners, which are annual policies. The accounting policies of the insurance segment are the same as those described in the summary of significant accounting policies. The chief operating decision maker (“CODM”) assesses performance for the insurance segment and decides how to allocate resources based on net income that also is reported on the income statement as consolidated net income and EBITDA. The measure of segment assets is reported on the balance sheet as total consolidated assets. The CODM uses net income and EBITDA to evaluate income generated from segment assets (return on assets) in deciding whether to reinvest profits into the insurance segment or into other parts of the entity, such as for acquisitions. The significant expenses reviewed by the CODM, which are used to assess performance of the company, are not disaggregated at a level lower than the captions disclosed within the Consolidated Statement of Operations. Net income is used to monitor budget versus actual results. The CODM also uses net income and EBITDA in competitive analysis by benchmarking to the Company’s competitors. The competitive analysis along with the monitoring of budgeted versus actual results are used in assessing performance of the segment and in establishing management’s compensation. The Company has one reportable segment: insurance. The insurance segment provides residential homeowners insurance. The Company derives all revenue in the United States of America and manages the business activities on a consolidated basis. The Company’s CODM is the Chief Executive Officer.
Accounting Pronouncements Not Yet Adopted
In December 2023, the FASB issued ASU 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This update enhances income tax disclosures by requiring public entities to report income tax expense disaggregated by federal, state and foreign taxes, with further detail on specific jurisdictions over a quantitative threshold. In addition, public entities must also separately disclose reconciling items equal to or greater than five percent of pretax income from operations by the applicable federal statutory rate. ASU 2023-09 is effective for all public entities for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating its impact on income tax disclosure.
In November 2024, the FASB issued ASU 2024-03, “Income Statement (Topic 220): Reporting Comprehensive Income - Expense Disaggregation Disclosures, Disaggregation of Income Statement Expenses,” which requires additional information about certain expenses in the financial statements. The amendments in this ASU will be effective for annual periods beginning after December 15, 2026. Early adoption is permitted and is effective on either a prospective basis or retrospective basis. The Company is currently evaluating the ASU to determine its impact on the Company's disclosures.
The Company does not believe any of these accounting pronouncements have or will have a material impact on its consolidated financial statements.
Basic and Diluted Earnings Per Share
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Basic earnings per share: | ||||
| Net income attributable to common stockholders | $70,072 | $53,742 | $162,575 | $108,455 |
| Weighted average shares outstanding | 66,773 | 56,224 | 61,715 | 56,224 |
| Basic earnings per share | $1.05 | $0.96 | $2.63 | $1.93 |
| Diluted earnings per share: | ||||
| Net income attributable to common stockholders | $70,072 | $53,742 | $162,575 | $108,455 |
| Weighted average shares outstanding | 66,773 | 56,224 | 61,715 | 56,224 |
| Add effect of dilutive securities | ||||
| Impact of convertible preferred stock | 44,035 | 50,833 | 47,684 | 50,883 |
| Impact of vested and unvested common stock options | 13,218 | 12,739 | 13,354 | 12,811 |
| Impact of RSU awards | 1,953 | — | 2,039 | — |
| Impact of convertible preferred stock warrants | — | 661 | — | 662 |
| Diluted weighted average common shares outstanding | 125,979 | 120,457 | 124,792 | 120,580 |
| Diluted earnings per share | $0.56 | $0.45 | $1.30 | $0.90 |
The Company does not have any anti-dilutive shares for the three and six months ended June 30, 2025 and 2024, respectively.
Fixed-Maturity Securities Available-For-Sale
The amortized cost, gross unrealized gains and losses, and estimated fair value of investments in fixed-maturity securities available-for-sale at June 30, 2025 and December 31, 2024, are as follows:
| AmortizedCost | GrossUnrealizedGains | GrossUnrealizedLosses | EstimatedFair Value | |
|---|---|---|---|---|
| U.S. government and agencies | $155,030 | $1,765 | $(29) | $156,766 |
| States, municipalities and political subdivisions | 163,397 | 2,555 | (224) | $165,728 |
| Corporate Bonds | 125,559 | 3,057 | (40) | $128,576 |
| Asset-Backed Securities | 3,449 | 32 | (1) | $3,480 |
| $447,435 | $7,409 | $(294) | $454,550 |
| AmortizedCost | GrossUnrealizedGains | GrossUnrealizedLosses | EstimatedFair Value | |
|---|---|---|---|---|
| U.S. government and agencies | $166,641 | $418 | $(776) | $166,283 |
| U.S. states, territories and possessions | 17,344 | 71 | (193) | 17,222 |
| Industrial and miscellaneous | 149,104 | 1,350 | (429) | 150,025 |
| Special Revenue | 106,681 | 527 | (622) | 106,586 |
| Political subdivisions | 23,061 | 187 | (151) | 23,097 |
| Hybrid securities | 1,754 | — | (1) | 1,753 |
| $464,585 | $2,553 | $(2,172) | $464,966 |
The amortized cost and estimated fair value of investments in fixed-maturity securities at June 30, 2025 and December 31, 2024, by contractual maturity, are shown below.
| June 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| AmortizedCost | EstimatedFair Value | AmortizedCost | EstimatedFair Value | |
| In one year or less | $39,404 | $39,443 | $56,574 | $56,666 |
| After one year through five years | 278,500 | 283,433 | 286,584 | 287,703 |
| After five years through 10 years | 120,085 | 122,342 | 112,702 | 112,117 |
| After 10 years | 9,446 | 9,332 | 8,725 | 8,480 |
| $447,435 | $454,550 | $464,585 | $464,966 | |
Actual maturities may differ from contractual maturities, as the issuers of the securities may have the right to call or prepay obligations with or without penalty.
The following tables show the Company’s investments estimated fair value and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at June 30, 2025.
| Less than 12 months | More than 12 months | Total | ||||
|---|---|---|---|---|---|---|
| EstimatedFair Value | UnrealizedLosses | EstimatedFair Value | UnrealizedLosses | EstimatedFair Value | UnrealizedLosses | |
| U.S. government and agencies | $4,272 | $(9) | $1,714 | $(20) | $5,986 | $(29) |
| States, municipalities and political subdivisions | 15,770 | (218) | 1,186 | (6) | 16,956 | (224) |
| Corporate Bonds | 10,473 | (25) | 2,913 | (15) | 13,386 | (40) |
| Asset-Backed Securities | 682 | (1) | — | — | 682 | (1) |
| $31,197 | $(253) | $5,813 | $(41) | $37,010 | $(294) | |
A total of 43 securities had unrealized losses at June 30, 2025. The Company’s unrealized losses relate to its portfolio of fixed-maturity securities. The Company’s unrealized losses on its fixed maturity securities were caused by interest rate changes. The Company regularly reviews its individual investment securities for credit impairment. The Company considers various factors in determining whether a credit loss exists for each individual security, including:
the financial condition and near-term prospects of the issuer, including any specific events that may affect its operations or earnings;
the extent to which the market value of the security has been below its cost or amortized cost;
general market conditions and industry or sector specific factors and other qualitative factors;
nonpayment by the issuer of its contractually obligated interest and principal payments; and
the Company’s intent and ability to hold the investment for a period of time sufficient to allow for the recovery of costs.
For the six months ended June 30, 2025, the Company recognized $0 credit loss expense related to fixed-maturity securities in the consolidated statements of income.
The following tables show the Company’s investments estimated fair value and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2024.
| Less than 12 months | More than 12 months | Total | ||||
|---|---|---|---|---|---|---|
| EstimatedFair Value | UnrealizedLosses | EstimatedFair Value | UnrealizedLosses | EstimatedFair Value | UnrealizedLosses | |
| U.S. government and agencies | $93,063 | $(729) | $2,975 | $(47) | $96,038 | $(776) |
| U.S. states, territories and possessions | 9,169 | (193) | 502 | — | 9,671 | (193) |
| Industrial and miscellaneous | 69,745 | (389) | 3,417 | (40) | 73,162 | (429) |
| Special revenue | 43,829 | (604) | 2,693 | (17) | 46,522 | (621) |
| Political subdivisions | 4,477 | (151) | 503 | (1) | 4,980 | (152) |
| Hybrid securities | 1,754 | (1) | — | — | 1,754 | (1) |
| $222,037 | $(2,067) | $10,090 | $(105) | $232,127 | $(2,172) | |
A total of 125 securities had unrealized losses at December 31, 2024. The Company’s unrealized losses relate to its portfolio of fixed-maturity securities. The Company’s unrealized losses on its fixed-maturity securities were caused by interest rate changes. The Company regularly reviews its individual investment securities for credit impairment. The Company considers various factors in determining whether a credit loss exists for each individual security, including:
the financial condition and near-term prospects of the issuer, including any specific events that may affect its operations or earnings;
the extent to which the market value of the security has been below its cost or amortized cost;
general market conditions and industry or sector specific factors and other qualitative factors;
nonpayment by the issuer of its contractually obligated interest and principal payments; and
the Company’s intent and ability to hold the investment for a period of time sufficient to allow for the recovery of costs.
For the year ended December 31, 2024, the Company recognized $0 credit loss expense related to fixed-maturity securities in the consolidated statements of income.
Proceeds from maturities, and redemptions of fixed-maturities securities were $58,066 and $25,059 for thesix months ended June 30, 2025 and 2024, respectively, with realized gross gains of $6 and $8 on these sales, maturities, and redemptions respectively.
At June 30, 2025 and December 31, 2024, the Company had restricted cash of $479,561 and $296,433, respectively, consisting of funds on deposit with regulatory authorities, as required by law and funds held in trust by the VIE where the Company is the primary beneficiary.
Major categories of net investment income, excluding realized gains, are summarized as follows:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Income: | ||||
| Available-for-sale fixed-maturity securities | $5,382 | $4,725 | $10,885 | $8,642 |
| Cash and short-term investments | 9,763 | 7,467 | 18,162 | 13,116 |
| Other investments | 113 | 148 | 233 | 298 |
| Total investment income | $15,258 | $12,340 | $29,280 | $22,056 |
| Investment expenses | 218 | 189 | 432 | 342 |
| Net investment income | $15,040 | $12,151 | $28,848 | $21,714 |
Fair Value of Financial Assets and Liabilities
Valuation Hierarchy
The FASB established a valuation hierarchy for disclosure of the inputs used to measure estimated fair value. This hierarchy categorizes the inputs into three broad levels as follows:
Level 1 inputs to the valuation methodology are unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2 inputs to the valuation methodology are quoted prices for similar assets or liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.
Level 3 inputs are unobservable inputs that are supported by little or no market activity and are significant to the determination of estimated fair value of the assets or liabilities. Unobservable inputs reflect the entity’s assumptions about the assumptions that market participants would use in pricing the asset or liability.
The following table presents by level the financial assets carried at estimated fair value measured on a recurring basis as of June 30, 2025 and December 31, 2024. The table does not include assets which are measured at historical cost or any basis other than estimated fair value.
| CarryingValue | Level 1 | Level 2 | Level 3 | EstimatedFair Value | |
|---|---|---|---|---|---|
| Assets: | |||||
| Cash and cash equivalents | $936,187 | $936,187 | $— | $— | $936,187 |
| Restricted cash | 648 | 648 | — | — | 648 |
| Restricted cash - variable interest entity | 478,913 | 478,913 | — | — | 478,913 |
| Fixed-maturity securities | 447,435 | 277,341 | 177,209 | — | 454,550 |
| $1,863,183 | $1,693,089 | $177,209 | $— | $1,870,298 | |
| Liabilities: | |||||
| Interest rate swap | $103 | $— | $— | $103 | $103 |
| CarryingValue | Level 1 | Level 2 | Level 3 | EstimatedFair Value | |
|---|---|---|---|---|---|
| Assets: | |||||
| Cash and cash equivalents | $493,409 | $493,409 | $— | $— | $493,409 |
| Restricted cash | 631 | 631 | — | — | 631 |
| Restricted cash - variable interest entity | 295,802 | 295,802 | — | — | 295,802 |
| Fixed-maturity securities | 464,585 | 323,749 | 141,217 | — | 464,966 |
| $1,254,427 | $1,113,591 | $141,217 | $— | $1,254,808 | |
| Liabilities: | |||||
| Interest rate swap | $117 | $— | $— | $117 | $117 |
A financial instrument’s classification within the valuation hierarchy is based upon the lowest level of input that is significant to the estimated fair value measurement; consequently, if there are multiple significant valuation inputs that are categorized in different levels of the hierarchy, the instrument’s hierarchy level is the lowest level within which any significant input falls.
The Level 1 category includes cash, restricted cash, money market securities, and other short-term investments, such as certificates of deposit and U.S. treasury bonds.
The Level 2 category generally includes corporate and municipal bonds. The estimated fair value of fixed-maturity investments included in the Level 2 category was based on the market values obtained from pricing services. A number of the Company’s investment-grade corporate bonds are frequently traded in active markets and traded market prices for these securities existed at June 30, 2025 and December 31, 2024. However, these securities were classified as Level 2 at June 30, 2025 and December 31, 2024 because the third-party pricing services from which the Company has obtained estimated fair values for such instruments also use valuation models which use observable market inputs in addition to traded prices. Substantially all of these model input assumptions are observable in the marketplace or can be derived or supported by observable market data.
When observable inputs are not available, the market standard valuation methodologies for determining the estimated fair value of certain types of securities that trade infrequently, and therefore have little or no price transparency, rely on inputs that are significant to the estimated fair value that are not observable in the market, or which cannot be derived principally from or corroborated by observable market data. These unobservable inputs can be based in large part on management’s judgment or estimation and cannot be supported by reference or market activity. Generally, these investments are classified as Level 3.
Other Financial Instruments
The Company uses various financial instruments in the normal course of its business. In the measurement of the estimated fair value of certain financial instruments, other valuation techniques were utilized if quoted market prices were not available. These derived fair value estimates are significantly affected by the assumptions used. Additionally, excluded from the scope of financial instruments are certain financial instruments, including those related to insurance contracts, pension and other postretirement benefits, and equity method investments.
In estimating the fair value of the financial instruments presented, the Company used the following methods and assumptions:
Cash and Cash equivalents
The carrying amount is a reasonable estimate of fair value, due to the short-term maturity of these investments. These assets are considered to be Level 1 assets.
Restricted cash
Restricted cash represents cash held by state authorities and the carrying value approximates fair value. Restricted cash also includes cash held in trust by the VIE where the Company is the primary beneficiary and the carrying value approximates fair value.
Long-Term Debt
The following table summarizes components of the Company’s long-term debt and methods used in estimating their fair values:
| Maturity Date | Valuation Methodology | |
| Promissory Notes, 0.00% | 2027 | Discounted cash flow method, Level 3 inputs |
|---|---|---|
| Commercial Loan, variable rate of interest | 2029 | Discounted cash flow method, Level 3 inputs |
The following tables present fair value information for liabilities that are carried on the consolidated balance sheets at amounts other than fair value as of June 30, 2025 and December 31, 2024:
| Fair Value Measurements Using | |||||
|---|---|---|---|---|---|
| As of June 30, 2025 | CarryingValue | Level 1 | Level 2 | Level 3 | EstimatedFair Value |
| Financial Liabilities: | |||||
| Long-Term debt: | |||||
| 0.00% Promissory notes | $3,500 | $— | $— | $3,193 | $3,193 |
| Commercial Loan | 36,000 | — | — | 32,774 | 32,774 |
| Less: unamortized issuance costs | (3,220) | — | — | (3,220) | (3,220) |
| $36,280 | $— | $— | $32,747 | $32,747 | |
| Fair Value Measurements Using | |||||
|---|---|---|---|---|---|
| As of December 31, 2024 | CarryingValue | Level 1 | Level 2 | Level 3 | EstimatedFair Value |
| Financial Liabilities: | |||||
| Long-Term debt: | |||||
| 0.00% Promissory notes | $4,500 | $— | $— | $3,992 | $3,992 |
| Commercial Loan | 38,000 | — | — | 37,192 | 37,192 |
| Less: unamortized issuance costs | (3,310) | — | — | (3,310) | (3,310) |
| $39,190 | $— | $— | $37,874 | $37,874 | |
Deferred Policy Acquisition Costs
Deferred policy acquisition costs consist of amounts paid for commissions and premium taxes that relate directly to and vary directly with the production of new and renewal business.
The policy acquisition costs that the Company has capitalized and is amortizing over the effective periods of the related policies are as follows for thethree and six months ended June 30, 2025 and 2024:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| June 30, 2025 | June 30, 2024 | June 30, 2025 | June 30, 2024 | |
| Beginning balance | $60,750 | $41,675 | $65,046 | $42,995 |
| Policy acquisition costs deferred | 42,804 | 36,218 | 67,080 | 51,978 |
| Less: Amortization | (32,096) | (17,782) | (60,668) | (34,862) |
| Ending balance | $71,458 | $60,111 | $71,458 | $60,111 |
Loss and Loss Adjustment Expenses
The Company establishes reserves for the estimated total unpaid costs of Loss and loss adjustment expenses (“LAE”). Loss and LAE reserves reflect management’s best estimate of the total cost of (i) claims that have been incurred, but not yet paid in full, and (ii) claims that have been incurred but not yet reported to the Company (“IBNR”). Reserves established by management represent an estimate of the outcome of future events and, as such, cannot be considered an exact calculation of our liability. Rather, loss and LAE reserves represent management’s best estimate of the Company’s liability based on the application of actuarial techniques and other projection methodologies and taking into consideration other facts and circumstances known at the balance sheet date. The process of establishing loss and LAE reserves is complex and inherently imprecise, as it involves the estimation of the outcome of future uncertain events. The impact of both internal and external variables on ultimate losses and LAE costs is difficult to estimate. In determining loss and LAE reserves, the Company gives careful consideration to all available data and actuarial analyses.
The Company primarily writes insurance in states which could be exposed to hurricanes or other natural catastrophes. The occurrence of a major catastrophe could have a significant effect on the Company’s results and cause a temporary disruption of the normal operations of the Company. However, the Company is unable to predict the frequency or severity of any such events that may occur in the near term or thereafter.
Activity related to the loss and LAE reserves are summarized as follows:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Balances, beginning of period | $571,180 | $272,837 | $595,487 | $249,567 |
| Less reinsurance recoverables | 283,955 | 86,084 | 341,051 | 105,092 |
| Net balances, beginning of period | 287,225 | 186,753 | 254,436 | 144,475 |
| Incurred related to: | ||||
| Current year | 105,732 | 88,562 | 196,750 | 168,914 |
| Prior years | (14,363) | 958 | (21,620) | (373) |
| Total incurred | $91,369 | $89,520 | $175,130 | $168,541 |
| Paid related to: | ||||
| Current year | 30,829 | 35,119 | 35,949 | 49,153 |
| Prior years | 16,194 | 25,827 | 62,046 | 48,536 |
| Total paid | $47,023 | $60,946 | $97,995 | $97,689 |
| Net balances, end of period | 331,571 | 215,327 | 331,571 | 215,327 |
| Plus reinsurance recoverables | 240,241 | 78,360 | 240,241 | 78,360 |
| Balances at June 30 | $571,812 | $293,687 | $571,812 | $293,687 |
The establishment of loss and LAE reserves is an inherently uncertain process and changes in loss and LAE reserve estimates are expected as these estimates are subject to the outcome of future events. Changes in estimates, or differences between estimates and amounts ultimately paid, are reflected in the operating results of the period during which such adjustments are adjusted. During the three and six months ended June 30, 2025, the Company recognized favorable development of losses related to prior years of approximately $14,363 and $21,620 primarily to reduce non-catastrophe reserves in response to lower than expected payments. During thethree and six months ended June 30, 2024, the Company recognized favorable (unfavorable) development of losses related to prior years of approximately $(958) for the three month period primarily to increase non-catastrophe reserves in response to higher than expected paymentsand favorable development of $373 primarily to reduce catastrophe reserves in response to lower than expected payments.
Income Taxes
The Company recorded income tax expense of approximately $26,225 and $57,629 for thethree and six months ended June 30, 2025, and $17,707 and $36,353 for thethree and six months ended June 30, 2024, respectively. The income tax expense resulted in an effective tax rate of 27.2% and 26.2% for thethree and six months ended June 30, 2025, and 24.8% and 25.1% for thethree and six months ended June 30, 2024, respectively. The tax rate was increased as compared to the corresponding period in the prior yeardue primarily to recording the IRC Section 162(m) permanent difference in the current period. The Company’s estimated annual effective tax rate differs from the statutory federal tax rate due to state income taxes as well as certain nondeductible and tax-exempt items.
Reinsurance
Certain premiums and losses are ceded to other insurance companies under various excess of loss reinsurance agreements. The ceded reinsurance agreements are intended to provide the Company with the ability to maintain its exposure to losses within its capital resources.
These reinsurance agreements do not relieve the Company from its primary obligation to policyholders, as it remains liable to its policyholders to the extent that any reinsurer does not meet its obligations for reinsurance ceded to it under reinsurance contracts. Therefore, the Company is subject to credit risk with respect to the obligations of its reinsurers, and any failure on the part of these reinsurers could have a material adverse effect on the Company’s business, financial condition and results of operations.
Effective June 1, 2025, the Company entered into a per risk excess of loss treaty for its personal residential property business retaining $0.7 million on each property risk and ceding the next $4.3 million of loss. The per risk excess of loss treaties cover 100% of all losses except those related to named storms. These treaties are effective until May 31, 2026.
Effective June 1, 2025, the Company entered into a facultative excess of loss reinsurance contract for its personal residential property business which provides $7 million of coverage in excess of $5 million for each loss, each risk. The reinsurer’s total liability is capped at $14 million.
Effective October 29, 2024, the Company entered into a per risk excess of loss treaty for its commercial residential property business retaining $1 million on each risk and ceding the next $9 million of loss. The per risk excess of loss treaties cover 100% of all losses except those related to named storms. These treaties are effective until November 1, 2025.
Effective October 29, 2024, the Company entered into a facultative excess of loss reinsurance contract for its commercial residential property business which provides $50 million of coverage in excess of $10 million for each loss, each risk. Like the per risk treaty, the facultative contract does not cover losses related to named storms.
To minimize the Company’s exposure to losses from catastrophes, primarily hurricanes, the Company has entered into a catastrophe excess of loss agreement, as well as the mandatory participation in the Florida Hurricane Catastrophe Fund (“FHCF”).
For the treaty period June 1, 2025 through May 31, 2026, the catastrophe excess of loss reinsurance agreement has the following retention and limits:
| 1st Event | |||||
|---|---|---|---|---|---|
| Coverage · In Excess of · ReinsurerParticipation | |||||
| 1st Layer | $ | 50 million | $ | 50 million | 48.00% |
| 2nd Layer | $ | 65 million | $ | 100 million | 100.00% |
| 3rd Layer | $ | 100 million | $ | 165 million | 98.35% |
| 4th Layer | $ | 250 million | $ | 265 million | 100.00% |
| 5th Layer | $ | 92 million | $ | 515 million | 100.00% |
| Purple Re 2023-1 Cat Bond | $ | 100 million | $ | 607 million | 100.00% |
| Purple Re 2023-2 Cat Bond | $ | 100 million | $ | 607 million | 100.00% |
| Purple Re 2024-1 Cat Bond | $ | 300 million | $ | 607 million | 70.00% |
| 6th Layer | $ | 150 million | $ | 607 million | 30.00% |
| 7th Layer | $ | 150 million | $ | 607 million | 30.00% |
| Purple Re 2025-1 Class B Cat Bond | $ | 250 million | $ | 607 million | 50.00% |
| 8th Layer | $ | 150 million | $ | 607 million | 50.00% |
| 9th Layer | $ | 100 million | $ | 607 million | 50.00% |
| Purple Re 2025-1 Class A Cat Bond | $ | 257 million | $ | 607 million | 48.64% |
| 10th Layer | $ | 257 million | $ | 607 million | 51.36% |
The catastrophe excess of loss agreement has a corridor through it, whereby the FHCF picks up 90% of losses and the catastrophe layers pick up the remaining 10%. The mandatory FHCF layer is estimated to be 90% of $961.8 million, excess of $540.3 million. Premium for this coverage is estimated to be $69,180. The ultimate net loss for each of the above layers will include any recoveries from the FHCF or so deemed. The FHCF provides catastrophe coverage for named hurricanes up to a maximum limit of 90% of the amount of ultimate losses in the layer, as determined by a premium formula. The Company’s maximum projected payout from the FHCF is estimated to be $865.6 million, with a retention of $540.3 million.
Effective June 1, 2024, the Company entered into a per risk excess of loss treaty retaining $0.7 million on each property risk and ceding the next $4.3 million of loss. The per risk excess of loss treaties cover 100% of all losses except those related to named storms. These treaties are effective until May 31, 2025.
Effective June 1, 2024, the Company entered into a facultative excess of loss reinsurance contract which provides $7 million of coverage in excess of $5 million for each loss, each risk. The reinsurer’s total liability is capped at $14 million.
For the treaty period June 1, 2024 through May 31, 2025, the primary homeowners’ catastrophe excess of loss reinsurance agreement has the following retention and limits:
| 1st Event | |||||
|---|---|---|---|---|---|
| Coverage · In Excess of · ReinsurerParticipation | |||||
| 1st Layer | $ | 35 million | $ | 35 million | 80.00% |
| 2nd Layer | $ | 60 million | $ | 70 million | 95.33% |
| 3rd Layer | $ | 85 million | $ | 130 million | 100.00% |
| 4th Layer | $ | 170 million | $ | 215 million | 100.00% |
| 5th Layer | $ | 85 million | $ | 385 million | 100.00% |
| 6th Layer | $ | 35 million | $ | 470 million | 100.00% |
| Purple Re 2023-1 Cat Bond | $ | 100 million | $ | 505 million | 100.00% |
| Purple Re 2023-2 Cat Bond | $ | 100 million | $ | 505 million | 100.00% |
| Purple Re 2024-1 Cat Bond | $ | 300 million | $ | 505 million | 70.00% |
| 7th Layer | $ | 150 million | $ | 505 million | 30.00% |
| 8th Layer | $ | 150 million | $ | 505 million | 30.00% |
| 9th Layer | $ | 115 million | $ | 505 million | 93.31% |
| 10th Layer | $ | 28 million | $ | 505 million | 100.00% |
The catastrophic excess of loss agreement has a corridor through it, whereby the FHCF picks up 90% of losses and the catastrophe layers pick up the remaining 10%. The mandatory FHCF layer is 90% of $791.7 million, excess of $379.3 million. Premium for this coverage is $60,077. The ultimate net loss for each of the above layers will include any recoveries from the FHCF or so deemed. The FHCF provides catastrophe coverage for named hurricanes up to a maximum limit of 90% of the amount of ultimate losses in the layer, as determined by a premium formula. The Company’s maximum projected payout from the FHCF is $712.5 million, with a retention of $379.3 million.
Revolving Credit Facility
The Company has a secured revolving credit agreement (“Credit Agreement”) with Regions Bank that originally provided borrowing capacity of up to $10 million and expires on June 25, 2029. The Credit Agreement secured by the Company’s properties was executed June 25, 2024. The Company amended the Credit Agreement with Regions Bank on March 20, 2025. The amended Credit Agreement provides a borrowing capacity of $45 million and expires June 25, 2029.
On June 25, 2024, the Company entered into an amended and restated credit agreement with Regions Bank for a $10.0 million revolving credit facility, which was amended to a $45.0 million revolving credit facility on March 20, 2025, a term loan in an aggregate principal amount of $40.0 million and one or more delayed draw term loans in an aggregate principal amount not to exceed $125.0 million(together, the “Credit Facility”). Under the terms of the Credit Facility, borrowings bear interest at an annual rate equal to the three-month Secured Overnight Financing Rate (“SOFR”) based on the consolidated leverage ratio as defined in the agreement. The interest payment is due quarterly in arrears on the last business day of each quarter. The Credit
Facility contains affirmative and negative covenants as well as customary events of default. In addition, the Company must comply with certain financial and non-financial covenants and agree to pay a fee equal to the product of the unused line fee rate and the average of the daily unused available credit balances of the revolving credit facility. The unused line fee rate is 0.5%. The Credit Facility matures on June 25, 2029.
At June 30, 2025, the Company hadno borrowings outstanding under the revolving credit facility. At June 30, 2025, the Company was in compliance with all required covenants and had available borrowing capacity of $45 million.
At June 30, 2025, the Company hadno borrowings outstanding under the delayed draw term loan credit facility. At June 30, 2025, the Company was in compliance with all required covenants and had available borrowing capacity of $125 million.
Long-Term Debt
On June 25, 2024, the Company entered into a $40 million 5-year commercial loan agreement with a commercial bank. The loan is fully collateralized by assets of the Company. The Company may make voluntary prepayments of principal at any time, in whole or in part. Under the terms of the Credit Agreement, borrowings bear interest at an annual rate equal to the one- or three-month Secured Overnight Financing Rate (“SOFR”) plus a margin based on the debt-to-capital ratio. The interest payment is due quarterly in arrears on the last business day of each quarter. The Credit Agreement contains affirmative and negative covenants as well as customary events of default. In addition, the Company must comply with certain financial and non-financial covenants. At June 30, 2025, the Company was in compliance with all covenants.
On June 25, 2024, in connection with the issuance of the credit facility, the Company incurred loan costs and debt discount of $3,692. The Company amortizes these costs over the life of the facility using the interest method. Amortization of deferred loan costs is included in Interest expense in the Consolidated Statements of Operations. In connection with the issuance of the credit facility, the Company refinanced the credit facility that was issued on May 3, 2023, including the remaining term loan balance of $27,750 that was repaid in full. The Company recognized an extinguishment loss within interest expense on the statement of operations of the remaining deferred loan costs associated with the refinanced credit facility totaling $589 in June 2024.
| Issue Date · InterestRate · OriginalPrincipal · OutstandingPrincipal atJune 30,2025 · OutstandingPrincipal atDecember 31,2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Promissory Notes | 3/31/2022 | 0.00% | $10,000 | $3,500 | $4,500 | ||||
| Commercial Loan 4 | 6/25/2024 | Variable | 40,000 | 36,000 | 38,000 | ||||
| Less: Deferred loan costs and debt discount | (3,220) | (3,310) | |||||||
| $36,280 | $39,190 | ||||||||
The following summarizes future maturities of long-term debt principal as June 30, 2025:
| PromissoryNotes · CommercialTerm Loan · Total | |||
|---|---|---|---|
| 2025 | $1,000 | $2,000 | $3,000 |
| 2026 | 2,000 | 4,000 | $6,000 |
| 2027 | 500 | 4,000 | $4,500 |
| 2028 | — | 4,000 | $4,000 |
| 2029 | — | 22,000 | $22,000 |
| $3,500 | $36,000 | $39,500 | |
Affiliate Transactions
The Company hadno transactions with affiliates that have not been fully eliminated in consolidation in thesix months ended June 30, 2025 and 2024.
Leases
The Company has entered into operating leases primarily for real estate. The Company will determine whether an arrangement is a lease at inception of the agreement. The operating leases have terms of one to eight years, and often include one or more options to renew. These renewal terms can extend the lease term from two to 10 years and are included in the lease term when it is reasonably certain that the Company will exercise the option. The Company considers these options in determining the lease term used in establishing our right-of-use assets and lease obligations. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.
Because the rate implicit in each operating lease is not readily determinable, the Company uses its incremental borrowing rate to determine present value of the lease payments.
The components of lease costs were as follows for the respective years:
| June 30, 2025 | June 30, 2024 | |
|---|---|---|
| Operating lease cost, include in General and Administrative expenses on the Consolidated Statements of Operations | $935 | $750 |
| Right-of-use lease asset and Lease liability was as follows: | ||
| Right-of-use asset | 7,701 | 6,085 |
| Lease liability | 8,374 | 6,759 |
| Supplemental cash flow information related to our operating leases as follows: | ||
| Right-of-use asset | 689 | 456 |
| Lease liability | (689) | (460) |
| Weighted-average lease term and discount rate for our operating lease was as follows: | ||
| Weighted-average remaining lease term | ||
| Operating lease | 4.83 years | 5.83 years |
| Weighted-average discount rate | ||
| Operating lease | 5.08% | 3.85% |
Future lease payments for the operating lease were as follows as of June 30, 2025:
| 2025 (remaining) | $921 |
| 2026 | 1,881 |
| 2027 | 1,933 |
| 2028 | 1,986 |
| 2029 | 2,041 |
| Thereafter | 690 |
| Total lease payments | 9,452 |
| Less: imputed interest | 1,078 |
| Present value of lease liability | $8,374 |
Regulatory Matters
The Company has no restrictions on the payment of dividends to its shareholders except those restrictions imposed by the General Corporation Law of the State of Delaware and those restrictions imposed by insurance statutes and regulations applicable to the Company’s insurance subsidiaries.
SIC can only pay dividends to SIH out of its available and accumulated surplus funds, which are derived from realized net operating profits on its business and net unrealized capital gains. Dividend payments without prior written approval of the FLOIR shall not exceed the greater of:
The lesser of 10% of surplus or net income, not including realized capital gains, plus a two-year carryforward;
Ten percent of surplus, with dividends payable constrained to unassigned funds, minus 25% of unrealized capital gains; or
The lesser of 10% of surplus or net investment income plus a three-year carryforward with dividends payable constrained to unassigned funds minus 25% of unrealized capital gains
In lieu of the above computations, the maximum dividend allowed by the SIC may be up to the greater of 10% of surplus derived from realized net operating profits and realized capital gains or net operating profits and net realized capital gains from the immediately preceding calendar year, limited to 115% of minimum required surplus after dividends. The maximum dividend allowable by the Company pursuant to this provision is $5,168.
No dividends were paid by SIC in 2025 and 2024. Florida Statute Section 624.408 requires SIC to maintain a minimum level of surplus of not less than the greater of 10% of the Company’s total liabilities, or $15,000. Based on this requirement, SIC was required to maintain capital and surplus of $93,273 and $70,837 as of June 30, 2025 and December 31, 2024, respectively. As of June 30, 2025 and December 31, 2024, SIC’s statutory-basis surplus totaled $213,928 and $207,967, meeting the minimum surplus requirements.
SIC is required to comply with the NAIC risk-based capital (“RBC”) requirements. RBC is 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. At June 30, 2025 and December 31, 2024, SIC’s total adjusted capital exceeded the RBC company-action level.
U.S. GAAP differs in certain respects from the accounting practices prescribed or permitted by insurance regulatory authorities (statutory-basis). These entities’ statutory-basis financial statements are presented on the basis of accounting practices prescribed or permitted by the FLOIR. The FLOIR has adopted the National Association of Insurance Commissioners (“NAIC”) Accounting Practices and Procedures Manual as the basis of its statutory accounting practices. Statutory-basis surplus differs from shareholders’ equity reported in accordance with U.S. GAAP primarily because policy acquisition costs are expensed when incurred and because of different timing of recognizing the brokerage income for reinsurance recoverables. In addition, the recognition of deferred tax assets is based on different recoverability assumptions and material differences may also arise from the differing treatment of non-admitted assets and unrealized gains and losses from investments.
Commitments and Contingencies
Various lawsuits against the Company have arisen in the course of the Company’s business. Management does not consider contingent liabilities arising from litigation and other matters material in relation to the financial position of the Company.
Guaranty Fund and Other Assessments
SIC is subject to guaranty fund and other assessments in both Florida and in South Carolina, states in which the SIC underwrites policies. Guaranty fund assessments should be accrued when (i) an assessment has been imposed or information available prior to issuance of the statutory-basis financial statements indicates that it is probable that an assessment will be imposed; (ii) the event obligating an entity to pay an imposed or probable assessment has occurred on or before the date of the consolidated financial statements; and (iii) the amount of the assessment can be reasonably estimated at the time of the event triggering the accrual.
SIC is subject to assessments by guaranty funds in the states in which it conducts business, a residual market pool, and a state catastrophe reinsurance pool. The activities of these funds and pools include collecting funds from solvent insurance companies to cover losses resulting from the insolvency or rehabilitation of other insurance companies, or deficits generated by Citizens Property Insurance Corporation, and the FHCF. SIC is allowed to recover these assessments through premiums collected from policyholders. As of June 30, 2025, and December 31, 2024, SIC had payables relating to these assessments totaling $3,991 and $2,148, respectively. The payable is included within other liabilities on the balance sheet.
Shareholders’ Equity
The Company was authorized to issue one class of common stock (par value of $0.01 per share) to its shareholders. The Company had 40.0 million shares of common stock authorized at December 31, 2024, of which 10.2 million shares were issued and outstanding at December 31, 2024, respectively, pre stock split.
The Company amended and restated its articles of incorporation on June 18, 2025, authorizing capital stock of 1.5 billion shares of common stock, par value $0.01 per share, and 150.0 million shares of preferred stock, par value $0.01 per share. As of June 30, 2025, there were 125.2 million shares of common stock outstanding.
The Company was authorized to issue one class of preferred stock (par value of $0.01 per share) to its shareholders. The Company had 20.0 million shares of preferred stock authorized December 31, 2024, of which 9.3 million shares were issued and outstanding at December 31, 2024, respectively, pre stock split. All preferred shares have a liquidation preference equal to $13.64 per share and are convertible to common shares at the election of the holder on a one-for-one basis. The conversion price is decreased if the Company issues shares of its common stock at less than $13.64 per share. At December 31, 2024, the conversion price remained $13.64 per share. The preferred stock is automatically converted to common stock of the Company if either (1) there is an initial public offering of the Company’s common shares resulting in a listing of such shares on a national stock exchange, or (2) holders of at least a majority of the outstanding shares of preferred stock vote to require all preferred stock holders to convert their shares held to common shares of the Company. The preferred stock has no required redemption or expiration. Preferred shareholders have voting rights on an if-converted basis to common shares of the Company. Dividends cannot be declared for other stock classes (such as the Company’s common shares) unless the preferred shareholders also receive an equivalent dividend per share. There otherwise are no dividends or distribution requirement for the preferred stock.
The Company had issued 120,334 preferred stock warrants with a strike price of $0.01. The warrants were all exercised within 2024.
On June 18, 2025, the company completed its IPO in which it issued and sold 24.0 million shares of common stock, of which 16.7 million shares were sold by the Company and 7.3 million shares were sold by certain selling stockholders, at a par value of $0.01, at a public offering price of $17.00 per share.
In connection with the IPO, the company effectuated an approximately 5.5-for-one stock split of its common stock, preferred stock, vested and unvested stock options and vested and unvested restricted share units. Subsequent to the stock split, and prior to the completion of the IPO, all shares of preferred stock,9.3 million shares, were converted into common stock at a price of $2.48.
No distributions or dividends were declared or paid during the period ended June 30, 2025 or December 31, 2024.
Stock-based Compensation
On June 30, 2025 and 2024, the Company has two share-based compensation plans and had one share-based compensation plan, respectively.
The 2021 Equity Compensation Plan (“The Stock Plan”): The compensation cost that has been charged against income for those plans was $3,000 and $6,014 for thethree and six months ended June 30, 2025, and $271 and $543 for thethree and six months ended June 30, 2024, respectively. The total income tax benefit recognized in the income statement for share-based compensation arrangements was $817 and $1,574 for thethree and six months ended June 30, 2025, and $67 and $136 for thethree and six months ended June 30, 2024.
The Stock Plan permits the awarding of common stock share options to its employees and strategic advisors for up to 16,985,293 shares. The Company believes that such awards better align the interests of its employees with those of its shareholders. Option awards are generally granted with an exercise price equal to the market price of the Company’s stock at the date of grant; those option awards generally vest based onthree- tofive-year vesting schedules. The fair value of each option award is estimated on the grant date using a Black-Scholes model. The compensation expense for the shares is recognized over the requisite service period for the employee. There wereno options granted during thesix months ended June 30, 2025 and 2024.
As part of the IPO, the Company issued the 2025 Omnibus Incentive Plan (the “2025 Plan”), which is effective on June 18, 2025. The principal purpose of the 2025 Plan will be to attract, retain and motivate selected employees, consultants and directors through the grant of equity-based and cash-based incentive awards to employees, consultants, service providers and non-employee directors of the Company and its affiliates. The 2025 Plan permits for the awarding of common stock share options and restricted stock units for up to 12.0 million shares. There have beenno shares issued as of June 30, 2025.
A summary of option activity under the employee share option plan as of June 30, 2025 and June 30, 2024, respectively, and changes during the year then ended is presented below:
| Options | Shares (inthousands) | Weighted-AverageExercisePrice | Weighted-AverageRemainingContractualTerm | AggregateIntrinsicValue |
|---|---|---|---|---|
| Outstanding at January 1, 2025 | 14,828 | $0.84 | ||
| Granted | — | — | ||
| Exercised | 674 | 0.97 | ||
| Forfeited or expired | 61 | 1.06 | ||
| Outstanding at March 31, 2025 | 14,093 | $0.84 | 7.45 | $136,256 |
| Granted | — | — | ||
| Exercised | 28 | 0.00 | ||
| Forfeited or expired | — | — | ||
| Outstanding at June 30, 2025 | 14,065 | $0.84 | 7.20 | $136,256 |
| Vested or expected to vest at June 30, 2025 | 9,825 | $0.74 | 7.10 | $97,451 |
| Exercisable at June 30, 2025 | 9,825 | $0.74 | 7.10 | $97,451 |
| Options | Shares (inthousands) | Weighted-AverageExercisePrice | Weighted-AverageRemainingContractualTerm | AggregateIntrinsicValue |
|---|---|---|---|---|
| Outstanding at January 1, 2024 | 15,400 | $0.86 | ||
| Granted | — | — | ||
| Exercised | — | — | ||
| Forfeited or expired | 179 | 0.73 | ||
| Outstanding at March 31, 2024 | 15,221 | $0.86 | 8.46 | $76,657 |
| Granted | — | — | ||
| Exercised | — | — | ||
| Forfeited or expired | 55 | 0.67 | ||
| Outstanding at June 30, 2024 | 15,166 | $0.86 | 8.21 | $76,657 |
| Vested or expected to vest at June 30, 2024 | 6,846 | $0.61 | 7.77 | $35,122 |
| Exercisable at June 30, 2024 | 6,486 | $0.61 | 7.77 | $35,122 |
A summary of the status of the Company’s nonvested shares as of June 30, 2025 and 2024, and changes during the six months ended June 30, 2025, is presented below:
| Nonvested Shares | Shares (inthousands) | Weighted-AverageGrant-Date |
|---|---|---|
| Nonvested at January 1, 2024 | 10,621 | 0.75 |
| Granted | — | — |
| Vested | 596 | 0.71 |
| Forfeited or expired | 179 | 0.73 |
| Nonvested at March 31, 2024 | 9,846 | 0.75 |
| Granted | — | — |
| Vested | 225 | 0.80 |
| Forfeited or expired | 55 | 0.67 |
| Nonvested at June 30, 2024 | 9,566 | 0.75 |
| Nonvested at January 1, 2025 | 4,269 | 0.73 |
| Granted | — | — |
| Vested | 392 | 1.19 |
| Forfeited or expired | 61 | 1.06 |
| Nonvested at March 31, 2025 | 3,816 | 0.68 |
| Granted | — | — |
| Vested | 192 | 1.17 |
| Forfeited or expired | — | — |
| Nonvested at June 30, 2025 | 3,624 | 0.66 |
For the six months ended June 30, 2025 and 2024, there was $1,467 and $3,863 of total unrecognized compensation cost related to nonvested share-based compensation arrangement granted under the employee share option plan, respectively. The total value of shares vested during thesix months ended June 30, 2025 and 2024 was $692 and $603, respectively.
Included in the tables above are 4.4 million shares of performance-based option shares and 2.2 million shares of performance-based option shares issued by the Company during 2023 and 2021, respectively. These shares vest based upon performance conditions including the date the board approves that the Company has achieved specific revenue and EBITDA targets. During thesix months ended June 30, 2025 and 2024,5.2 million and 3.3 million shares vested or expected to vest from the performance-based shares based on performance conditions, respectively. The total fair value of the performance shares vested or expected to vest during the months ended June 30, 2025 and 2024 were $3,673 and $2,080, respectively. As of June 30, 2025 and 2024,1.4 million and 3.3 million of the performance-based options were unvested and had not yet had performance conditions met, with a total value of $1,067 and $2,660, respectively. The Company has recorded compensation expense, included in general and administrative expense in the Consolidated Statements of Operations and additional paid-in capital in the Consolidated Balance Sheets, several of the revenue and EBITDA performance conditions as vested for thesix months ended June 30, 2025 and 2024. The Company believes that it is probable this amount will be paid out, based upon Company performance.
Restricted Stock Awards
From time to time, the Company has granted and may grant restricted stock awards to certain executive officers, other employees and nonemployee directors in connection with their service to the Company. The terms of the Company’s outstanding restricted stock grant include service conditions. The determination of fair value with respect to the awards containing only service-based conditions is based on the option pricing method of determining the fair value of the Company’s stock on the grant date.
Information with respect to the activity of unvested restricted stock awards during thesix months ended June 30, 2025 and June 30, 2024 is as follows:
| Nonvested Shares | Shares (inthousands) | Weighted-AverageGrant-Date |
|---|---|---|
| Nonvested at January 1, 2024 | — | — |
| Granted | — | — |
| Vested | — | — |
| Forfeited or expired | — | — |
| Nonvested at March 31, 2024 | — | — |
| Granted | — | — |
| Vested | — | — |
| Forfeited or expired | — | — |
| Nonvested at June 30, 2024 | — | — |
| Nonvested at January 1, 2025 | 2,127 | 10.64 |
| Granted | — | — |
| Vested | 6 | 10.64 |
| Forfeited or expired | — | — |
| Nonvested at March 31, 2025 | 2,121 | 10.64 |
| Granted | — | — |
| Vested | 282 | 10.64 |
| Forfeited or expired | 17 | 10.64 |
| Nonvested at June 30, 2025 | 1,822 | 10.64 |
The Company recognized compensation expense related to restricted stock, which is included in general and administrative personnel expenses, of $2,755 and $5,526 for thethree and six months ended June 30, 2025, and $0 and $0 for thethree and six months ended June 30, 2024, respectively. At June 30, 2025 and June 30, 2024, there was approximately $16,502 and $0, respectively, of total unrecognized compensation expense related to nonvested restricted stock arrangements. The Company expects to recognize the remaining compensation expense over a weighted-average period of 1.5 years.
The following table summarizes information about deferred tax benefits recognized and tax benefits realized related to stock-based compensation for thesix months ended June 30, 2025 and 2024:
| Three Months EndedJune 30, | Six Months EndedJune 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Deferred tax benefits recognized | $817 | $67 | $1,574 | $136 |
| Tax benefits realized for vested stock | 843 | 45 | $961 | $153 |
| Fair value of vested stock | 212,806 | 40,433 | 212,806 | 40,433 |
Variable Interest Entities
The Company entered into a reinsurance captive arrangement with White Rock Insurance (SAC) Ltd. acting in respect of “Separate Account T104—Slide,” a VIE in the normal course of business and consolidated the VIE since the Company is the primary beneficiary. See “Note 1 (Nature of Business and Significant Accounting Policies — Consolidation Policy)” for more information about the methodology and significant inputs used to consider to consolidate a VIE.
In 2023, SIC entered into reinsurance transactions whereby the VIE provided quota share and catastrophe reinsurance protection to the Insurance Entities for the period of June 1, 2023 through May 31, 2024.
In 2024, SIC entered into reinsurance transactions whereby the VIE provided quota share, per risk, and catastrophe reinsurance protection to the Insurance Entities for the period of June 1, 2024 through May 31, 2025.
In 2025, SIC entered into reinsurance transactions whereby the VIE provided quota share, per risk and catastrophe reinsurance protection to the Insurance Entities for the period of June 1, 2025 through May 31, 2026.
The following table presents, on a consolidated basis, the balance sheet classification and exposure of restricted cash held in a reinsurance trust account, which can be used only to settle specific reinsurance obligations of the VIE as of the dates presented.
| June 30,2025 | December 31,2024 | |
|---|---|---|
| Restricted cash and cash equivalents | $478,913 | $295,802 |
Subsequent Events
The Company performed an evaluation of subsequent events through August 12, 2025, the date the consolidated financial statements were issued, and determined there were no recognized or unrecognized subsequent events, other than those listed below, that would require an adjustment or additional disclosure in the consolidated financial statements as of June 30, 2025.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. We are currently assessing its impact on our condensed consolidated financial statements.
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