ATLANTIC AMERICAN CORP

Adoption of LDTI

As disclosed in Atlantic American Corporation’s (the “Company”) Form 12b-25 filed on April 1, 2026, Form 12b-25 filed with the Securities and Exchange Commission (“SEC”) on May 18, 2026 and Form 12b-25 filed on August 17, 2026, the Company was unable to file this Annual Report on Form 10-K for the year ended December 31, 2025 (this “Form 10-K”), its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, and its Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026 (collectively, the “Delinquent Reports”), respectively, within the prescribed time periods because the Company required additional time to compile and analyze all requisite financial information, and the supporting documentation required by the recently adopted Accounting Standards Update (“ASU”) No. 2018‑12, Financial Services—Insurance (Topic 944): Targeted Improvements to the Accounting for Long-Duration Contracts, as subsequently amended by ASU Nos. 2019-09, 2020-11 and 2022-05 (“LDTI”), in order to complete the Delinquent Reports and to permit the Company’s independent registered public accounting firm to complete its audit procedures.

As described elsewhere in this Form 10-K, the Company applied LDTI using the modified retrospective transition method as of January 1, 2024 (the “Transition Date”) to its whole life, Medicare Supplement and certain guaranteed-renewable accident and health insurance products. Accordingly, certain amounts previously reported as of and for the year ended December 31, 2024 have been restated within this Form 10-K to conform with the current year accounting and presentation as a result of the Company’s required adoption of LDTI. Refer to Note 1 of Notes to Consolidated Financial Statements for more information regarding the Company’s adoption of LDTI and the related impact to the consolidated financial statements.

Revision of Previously Issued Financial Statements

In connection with the preparation of the Company’s consolidated financial statements for the year ended December 31, 2025, management identified errors relating to the recognition of due-premium receivables and related premium revenue within the Company’s group whole life and group accident and health business. Management concluded that the errors were not material, individually or in the aggregate, to the Company’s previously issued consolidated financial statements as of and for the year ended December 31, 2024. Management further concluded that correcting the cumulative errors entirely in the consolidated statement of operations for the year ended December 31, 2025 would result in a material misstatement of the Company’s 2025 results of operations. Accordingly, the Company has revised the 2024 financial information presented in this Form 10-K to reflect the correction of the errors in the appropriate prior periods.

The revisions did not change management’s conclusion that the Company’s previously issued annual or interim financial statements were fairly presented, in all material respects, in accordance with accounting principles generally accepted in the United States. As a result, the Company has not filed, and does not intend to file, any amendment to its previously filed Annual Report on Form 10-K for the year ended December 31, 2024. Refer to Note 1 of Notes to Consolidated Financial Statements for more information and for a reconciliation of the amounts previously reported to the amounts as revised. For more information regarding the impact on our financial results, refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

Material Weaknesses in Internal Control over Financial Reporting

In connection with the foregoing and the related evaluations of the Company’s internal control over financial reporting, the Company’s management identified certain deficiencies in internal control over financial reporting that management has determined rise to the level of material weaknesses, and management has initiated changes designed to remediate those material weaknesses during the periods covered by the Delinquent Reports. For more information, see Part II, Item 9A. “Controls and Procedures” in this Form 10-K.

Nasdaq Noncompliance

As previously disclosed, the Company has received notices from The Nasdaq Stock Market LLC (“Nasdaq”) stating that because the Company had not yet filed the Delinquent Reports, the Company is not in compliance with Nasdaq Listing Rule 5250(c)(1) (the “Rule”). The Rule requires listed companies to timely file all required periodic financial reports with the SEC. Following the Company’s timely submission of a compliance plan, Nasdaq informed the Company that it was granted an extension until October 12, 2026 to regain compliance with the Rule. The Company expects that it will receive a staff delisting determination from Nasdaq due to its inability to file each of the Delinquent Reports by such date. While the Company intends to appeal such determination to a Nasdaq Hearings Panel, an appeal may not be successful in preventing the suspension of trading, or delisting of, the Company’s common stock from Nasdaq. The Company continues to work diligently toward filing the remaining Delinquent Reports and regaining compliance with the Rule as promptly as practicable.