American Integrity Insurance Group, Inc.

Organization and Description of the Company

American Integrity Insurance Group, LLC (“AIIG,” and together with its wholly-owned subsidiaries, the “Company”) was initially formed in 2006. On May 9, 2025, which was subsequent to the date of these financial statements, the holders of all of the outstanding equity of American Integrity Insurance Group, LLC, a Texas limited liability company, contributed all of their equity interests in American Integrity Insurance Group, LLC to American Integrity Insurance Group, Inc., a Delaware corporation, in exchange for shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”). This is further described in Note 18 – “

.”

AIIG and its wholly-owned subsidiaries are engaged in the property and casualty insurance business. The Company’s subsidiaries include American Integrity Insurance Company of Florida (“AIICFL”), a property and casualty insurance company domiciled in the state of Florida; American Integrity MGA, LLC (“AIMGA”), a Texas limited liability company operating as a managing general agency and functioning as a manager for the insurance subsidiary’s business; American Integrity Claims Services, LLC (“AICS”), a Texas limited liability company operating as a third-party administrator and providing insurance claims processing services; Pinnacle Insurance Consultants, LLC (“PIC”), a Nevada limited liability company operating as a licensed insurance agency in the state of Florida; and Pinnacle Analytics, LLC (“PA”), a Texas limited liability company performing limited reinsurance brokerage functions for the insurance subsidiary’s business. During 2023, the Company entered into an agreement with Artex SAC Limited (“Artex”), a Bermuda Licensed Segregated Accounts Company, to establish Catstyle Segregated Account (“Catstyle”). Catstyle is a segregated account controlled by the Company formed for the purpose of conducting reinsurance business.

The Company’s property and casualty insurance is currently offered in Florida, South Carolina, and Georgia.

Basis of Presentation and Principles of Consolidation

The Company has prepared the accompanying unaudited condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, and the Securities and Exchange Commission (“SEC”) rules for interim financial reporting. Accordingly, these financial statements do not include all the information and footnotes required for complete financial statements and should be read in conjunction with the audited consolidated financial statements of the Company and the accompanying notes thereto for the year ended December 31, 2024. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation have been included in these financial statements. The results for interim periods do not necessarily indicate the results that may be expected for any interim period or for the full year.

The unaudited condensed consolidated financial statements include the accounts of AIIG and its wholly-owned subsidiaries, as well as variable interest entities (“VIE”) in which the Company is determined to be the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation.

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 at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. As a result, actual results could differ from those estimates. Management evaluates estimates on an ongoing basis when updated information related to such estimates becomes available. The most significant areas that require management judgment are the estimate of unpaid losses and loss adjustment expenses, evaluation of reinsurance recoverable, and valuation of investments.

Changes to Significant Accounting Policies

There have been no changes to significant accounting policies as reported in the audited consolidated financial statements of the Company for the year ended December 31, 2024. The Company has included the deferred transaction costs policy, which is a newly added policy for the unaudited consolidated financial statements of the Company for the three months ended March 31, 2025. The Company has also included the fair value of financial instruments policy, which establishes the fair value hierarchy.

Deferred Transaction Costs

Deferred transaction costs consist of direct incremental legal, accounting, and consulting fees relating to the Company’s initial public offering (the “IPO”). The deferred transaction costs were offset against the IPO proceeds upon the completion of the offering. As of March 31, 2025, there was $1,733 of deferred transaction costs capitalized in other assets in the condensed consolidated balance sheets. For the three months ended March 31, 2025, there was $3,114 of transaction costs expensed as incurred in general and administrative expenses in the condensed consolidated statements of operation and comprehensive income. There wereno deferred offering costs recorded as of December 31, 2024.

Fair Value of Financial Instruments

Fair value is 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 (an exit price). ASC 820, “Fair Value Measurements and Disclosures” (“ASC 820”) establishes a fair value hierarchy that prioritizes and ranks the level of observability of inputs used to measure investments at fair value. The observability of inputs is impacted by a number of factors, including the type of investment, characteristics specific to the investment, market conditions and other factors. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

The three levels of the hierarchy are as follows:

When fair value inputs fall within different levels of the fair value hierarchy, the level in the fair value hierarchy within which the asset or liability is categorized in its entirety is determined based on the lowest level input that is significant to the asset or liability. Assessing the significance of a particular input to the valuation of an asset or liability in its entirety requires judgment and considers factors specific to the asset or liability. The categorization of an asset or liability within the hierarchy is based upon the pricing transparency of the asset or liability and does not necessarily correspond to the perceived risk of that asset or liability.

Cash and cash equivalents, and restricted cash approximate fair value and are therefore excluded from the leveling table seen in Note 5 – “

Fair Value Measurements

.” The cost basis is determined to approximate fair value due to the short-term duration of the financial instruments.

Recently Issued Accounting Pronouncements Not Yet Adopted

In December 2023, the FASB issued Accounting Standards Update (“ASU”)

2023-09,

Income Taxes (Topic 740): Improvements to Income Tax Disclosures

, which amended the guidance in ASC 740 to enhance the transparency and decision-usefulness of income tax disclosures, particularly in the rate reconciliation table and disclosures about income taxes paid. The guidance applies to all entities subject to income taxes and will be applied prospectively with the option to apply it retrospectively for each period presented. For public business entities, the new requirements will be effective for annual periods beginning after December 15, 2024. Management is currently evaluating the impact and does not expect that this update will have a material impact on its consolidated financial condition or results of operations, but the ASU will require additional disclosures in the annual financial statements.

In November 2024, the FASB issued ASU

2024-03,

Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic

220-40)

. This ASU requires disaggregated disclosure of income statement expenses, such as employee compensation and depreciation, for public business entities. The ASU does not change the expense captions an entity presents on the face of the income statement; rather, it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. The ASU also requires disclosure of a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively. ASU

2024-03

is effective for all public business entities for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company will adopt the guidance on December 31, 2027, and is currently assessing the impact of this ASU on the consolidated financial statements and related disclosures.

As part of the 2023-2024 catastrophe excess of loss reinsurance placement, which incepted on June 1, 2023, AIICFL entered into a reinsurance agreement with Catstyle, a segregated account controlled by the Company. Catstyle provides reinsurance coverage for layer one of the Company’s catastrophe reinsurance program effective June 1, 2023 through May 31, 2024 and June 1, 2024 through May 31, 2025. Catstyle reinsurance eliminates in consolidation.

To establish the Catstyle, AIIG entered into a master preference shareholder agreement with Artex whereby AIIG purchased 1,000

non-voting

redeemable preference shares, par value of $1.00, to become the sole shareholder of Catstyle. AIIG also contributed additional surplus in order to fully capitalize Catstyle.

The Company was determined to be the primary beneficiary of Catstyle, a silo that is a VIE within Artex, as AIIG has the power to direct the activities that significantly affect the economic performance as well as the obligation to absorb losses and the right to receive benefits that could potentially be significant of Catstyle. Thus, AIIG has consolidated the assets, liabilities and operations of Catstyle in its condensed consolidated financial statements with intercompany balances and transactions eliminated in consolidation.

The following table presents, on a consolidated basis, the balance sheet classification and exposure of restricted cash and investments held in the segregated account, which are used to settle reinsurance obligations of the VIE as of the dates presented. Restricted cash and investments held in the segregated account are required to be held in a trust account solely for the benefit of the Company and can be used to settle activity under the reinsurance agreement. Any restricted cash or investments held in the segregated account not actively being used to settle activity under the reinsurance agreement can be paid to the Company by dividend based upon underwriting results of the segregated account or by expiration or termination of the reinsurance agreement. Catstyle cannot declare or pay dividends without necessary approvals from the Bermuda Monetary Authority (the “Authority”).

Available-for-Sale

Securities

The amortized cost and estimated fair value of

securities are as follows:

A summary of the aggregate estimated fair values of

securities with unrealized losses segregated by time period in an unrealized loss position is as follows:

A summary of the amortized cost and estimated fair value of

securities at March 31, 2025, by contractual maturity is as follows. The expected maturities may differ from the contractual maturities because certain borrowers have the right to call or prepay obligations with or without call or prepayment penalties.

The following table presents components of the Company’s net investment income for the three month period ended:

Proceeds from sales or maturities of fixed maturity

securities for the three months ended March 31, 2025 were $59,870 with $111 and $93 of gross realized gains and losses, respectively. Proceeds from sales of fixed maturity

securities for the three months ended March 31, 2024 were $3,532 with $8 and $2 of gross realized gains and losses, respectively.

The Company did not record any activity pertaining to the allowance for credit losses, as of March 31, 2025 or December 31, 2024.

The tables below presents information about the Company’s financial assets measured at fair value on a recurring basis:

The Company has no assets carried at fair value in the Level 3 category.

The Company classifies U.S. Treasury bonds and government agencies, short-term investments, and some corporate debt securities within Level 1 of the fair value hierarchy because they are valued based on quoted market prices in active markets. Corporate debt securities and asset-backed securities categorized as Level 2 were valued using a market approach. Valuations were based upon quoted prices for similar assets in active markets, quoted prices for identical or similar assets in inactive markets, or valuations based on models where the significant inputs are observable (e.g., interest rates, yield curves, prepayment speeds, default rates, loss severities) or can be corroborated by observable market data.

During the three months ended March 31, 2025, the Company had no event or circumstance change that would cause an instrument to be transferred between levels.

The following table summarizes the carrying value and estimated fair value of the Company’s financial instruments not carried at fair value as of the date presented:

The Company’s long-term debt represents a surplus note and fair value was determined by management from the expected cash flows discounted using the interest rate quoted by the holder. The Florida State Board of Administration (“FSBA”) is the holder of the surplus note, and the quoted interest rate is equivalent to the

10-year

Constant Maturity Treasury Rate, adjusted quarterly. The Company’s use of funds from the surplus note is limited by the terms of the agreement, therefore, the Company has determined the interest rate quoted by the FSBA to be appropriate for purposes of establishing the fair value of the surplus note (Level 3).

The tables below show the activity regarding deferred policy acquisition costs (“DPAC”) for the three months ended March 31, 2025 and 2024. The ending DPAC balance is included in Other Liabilities in the Condensed Consolidated Balance Sheet.

The liability for unpaid losses and loss adjustment expenses (“LAE”) includes an amount determined from loss reports and individual cases and an amount, based on past experience, for losses incurred but not yet reported.

The following table provides a reconciliation of changes in the liability for unpaid losses and LAE:

During the three months ended March 31, 2025, the liability for unpaid losses and loss adjustment expenses, prior to reinsurance, increased by $1,144 from $60,622 as of December 31, 2024 to $61,766 as of March 31, 2025. The increase was principally the result of an increase in reserves for Citizens assumed business of $3,201, partially offset by a decrease in reserves related to catastrophe and

non-catastrophe

storms.

Prior period development includes changes in estimated losses and LAE for all events occurring in prior periods including hurricanes and other weather. In 2025, the Company’s net loss and LAE incurred for the three months ended March 31, 2025 reflected an unfavorable development of $579, which was a result of

re-estimation

of unpaid losses and LAE. These adjustments are generally the result of ongoing analysis of recent loss development trends. Original estimates are decreased or increased as additional information becomes known regarding individual claims.

In order to limit the Company’s potential exposure to individual risks and catastrophic events, the Company purchases reinsurance from third-party reinsurers as well as the Florida Hurricane Catastrophe Fund, a state-mandated catastrophe fund for Florida policies only. Most of the Company’s reinsurance partners were rated “A-” or higher by A.M. Best Company, Inc. (“A.M. Best”) or “BBB” or higher by Standard & Poor’s Financial Services LLC (“S&P”) or were fully collateralized.

In 2024, the Company also began participating 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.

The Company remains contingently liable in the event the reinsuring companies do not meet their obligations under these reinsurance contracts. Given the quality of the reinsuring companies, management believes this possibility to be remote.

Effect of Reinsurance

The effects of reinsurance on premiums written and earned are as follows:

The Company’s reinsurance arrangements affected certain items in the Condensed Consolidated Statement of Operations for the three months ended March 31, 2025 and 2024 by the following amounts:

For the three months ended March 31, 2025 and 2024, recoveries received under reinsurance contracts were $36,285 and $72,260 respectively.

State laws and regulations, as well as national regulatory agency requirements, govern the operations of all insurers. The various laws and regulations require that insurers maintain minimum amounts of statutory surplus and risk-based capital; restrict insurers’ ability to pay dividends; restrict the allowable investment types and investment mixes and subject the Company’s insurers to assessments.

The Company’s insurance subsidiary is subject to regulations and standards of the Florida Office of Insurance Regulation (“FLOIR”). It is also subject to regulations and standards of regulatory authorities in other states where they are licensed, although as a Florida-domiciled insurer, its principal regulatory authority is FLOIR.

The Company’s insurance subsidiary prepares its statutory-basis financial statements in accordance with statutory accounting practices prescribed or permitted by FLOIR. The commissioner of FLOIR has the right to permit other practices that may deviate from prescribed practices. The Company’s insurance subsidiary does not obtain and follow any permitted practice. As of March 31, 2025 and December 31, 2024, the Company’s insurance subsidiary reported statutory capital and surplus of $164,586 and $149,586. For the three months ended March 31, 2025 and March 31, 2024, the Company’s insurance subsidiary reported statutory net income of $17,886 and $301. Statutory-basis surplus differs from stockholders’ equity reported in accordance with GAAP primarily because policy acquisition costs are expensed when incurred, certain assets that are not admitted assets are eliminated from the Consolidated Balance Sheet and surplus notes are reported as surplus rather than liabilities. In addition, the recognition of deferred tax assets is based on different recoverability assumptions.

The Florida statutes require a residential property insurance company to maintain statutory surplus as to policyholders of at least $1,500 or 10% of the insurer’s total liabilities, whichever is greater. Accordingly, as of March 31, 2025 and December 31, 2024, the Company’s insurance subsidiary exceeded the minimum statutory surplus requirement, which was $16,459 and $14,959, respectively.

Under Florida law, without regulatory approval, the Company’s insurance subsidiary may pay dividends if they do not exceed the greater of:(1) the lesser of 10% of surplus or net income, not including realized capital gains, plus a

two-year

carry forward; (2) 10% of surplus, with dividends payable limited to unassigned funds minus 25% of unrealized capital gains; or (3) the lesser of 10% of surplus or net investment income plus a three-year carry forward with dividends payable limited to unassigned funds minus 25% of unrealized capital gains. The Company’s insurance subsidiary did not pay any dividends during 2025, and it can still pay dividends without regulatory approval.

The Company’s insurance subsidiary is also required annually to comply with the National Association of Insurance Commissioners (“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 March 31, 2025 and December 31, 2024, based on calculations using the appropriate NAIC RBC formula, the Company’s insurance subsidiary reported total adjusted capital in excess of the requirements.

The Company’s insurance subsidiary has maintained a cash deposit with the Insurance Commissioner of the State of Florida and other states in which the Company’s insurance subsidiary is authorized to write business in to meet regulatory requirements.

In addition, Florida property and casualty insurance companies are required to adhere to prescribed

premium-to-capital

surplus ratios. Florida state law requires that the ratio of 90% of premiums written divided by surplus as to policyholders does not exceed 10 to 1 for gross premiums written or 4 to 1 for net premiums written. The Company’s insurance subsidiary had a ratio of gross and net premiums written to surplus of 1.2 to 1 and 0.8 to 1, respectively, which has met the requirements.

The Company also has the Catstyle reinsurance segregated account, where the Company can withdraw from cash held in the segregated account, but must provide written notice to the trustee in the form of a withdrawal notice in order to access the funds. However, consent of the grantor is not required to access the funds, and the funds’ use is not restricted. Catstyle is regulated by the Authority and is required to meet and maintain certain minimum levels of solvency and liquidity. Catstyle’s statutory capital and surplus necessary to satisfy the regulatory requirements in the aggregate was $13,735 and $9,610 as of March 31, 2025 and December 31, 2024, respectively. As of March 31, 2025 and December 31, 2024, the actual amount of statutory capital and surplus was $13,735 and $9,610, respectively. The liabilities of Catstyle are fully collateralized and accordingly capital and surplus are available to be paid out in dividends and subject to approval in accordance with regulations of the Authority.

The Company has issued equity in the form of two classes of common units to its members and has issued temporary equity in the form of Class B common units (collectively the “Units”). The Company retains the corporate authority to issue additional units in accordance with the Company’s LLC Operating Agreement. All unitholders are eligible to receive distributions and distributions have been proportionally allocated.

Common Units

Class A Units

Within Class A units, the Company has 92,096 units issued and outstanding as of March 31, 2025 and December 31, 2024. Class A unitholders are entitled toone vote for each unit. The A unitholders were entitled to the return of their original capital contributions made plus interest at the rate of 12% per annum. The capital contributions plus interest were repaid in 2007, the same year of issuance.

Class B Units

Within Class B units, the Company has 27,900 units issued and outstanding as of March 31, 2025 and December 31, 2024. Class B unitholders are entitled toone vote for each unit. The Class B units were issued as compensation to the founder of the Company upon the Company’s formation in 2006 and vested immediately. The Class B units contained a right to convert into Class A units, which is exercisable upon termination of employment of the founder. The Class B units also include a puttable redemption feature, which provides compensation to the Class B unitholders upon death or disability if while employed, thus these are determined to be temporary members’ equity. Since the Class B units were issued upon the formation of the Company before the Company had any assets or substantive operations, it was determined that the Class B units had a grant date fair value of $0 upon issuance. Accordingly, no amounts have been recognized in the Company’s financial statements for the Class B units. As of March 31, 2025, the Company concluded that the Class B units are not probable to become redeemable.

Class C Units

Within Class C units, the Company has 2,904 units issued and outstanding as of March 31, 2025 and December 31, 2024. Class C unitholders are

no

t entitled to vote. The C units were issued to key employees at the Company upon the Company’s formation in 2006 in exchange for services and vested immediately with no conversion options. Since the Class C units were issued upon the formation of the Company before the Company had any assets or substantive operations, it was determined that the Class C units had a grant date fair value of $0 upon issuance. Accordingly, no amounts have been recognized in the Company’s financial statements for the Class C Units.

The Company has analyzed these awards under both ASC 718 and ASC 480 and concluded that the Class A and Class C awards should be classified as equity.

There were no changes in the number of Class A, Class B or Class C units issued and outstanding as of March 31, 2025 or the year ended December 31, 2024.

Refer to Note 18 – “

” for further information regarding changes in organizational structure and the co

ntri

bution of these units subsequent to quarter end and in connection with the IPO.

Distributions

AIIG is a legal entity separate and distinct from its subsidiaries. As a holding company, the primary sources of cash needed to meet its obligations are distributions, dividends, and other permitted payments from its subsidiaries and consolidated VIEs. While there are no restrictions on distributions from AIMGA, AICS, PA, and PIC, dividends from AIICFL and Catstyle are restricted. See Note 9 – “

Regulatory Requirements and Restrictions

” for the restrictions on dividends from AIICFL and Note 3 – “

Variable Interest Entity

” for restrictions on dividends from Catstyle.

Taxable income is allocated to the members in accordance with the United States Internal Revenue Code and the Company’s LLC Operating Agreement. Distributions to members totaling

$4.9 million and $0.0 million characterized as tax distributions, were declared and paid during the three months ended March 31, 2025 and 2024, respectively.

Additionally, according to the Company’s LLC Operating Agreement, the Company’s Board of Directors may, at their discretion, declare distributions to the members in the form of: (1) a return of capital contribution plus interest for Class A unit holders and (2) distributions to holders of the Units proportionally in accordance with their respective percentage ownership interests. The Company made $10.0 million and $4.0 million of discretionary distributions to members during the three months ended March 31, 2025 and 2024, respectively.

The Company concluded that it has onlyone reportable operating segment. This conclusion is based on the three characteristics of an operating segment within ASC 280. As there is a single reportable segment, the chief operating decision maker uses information that is presented in the Consolidated Financial Statements to evaluate the performance of the single segment, including net income as the measure of profit or loss. The measure of segment assets is reported on the balance sheet as total consolidated assets.

Basic earnings per unit is computed by dividing net income available to unitholders by the weighted-average number of units outstanding during the year. Class A, B and C units all have the same rights to share in the Company’s earnings and dividends.

The following table presents the net income and the weighted average number of units outstanding used in the earnings per unit calculations. There wereno potentially dilutive instruments for the three months ended March 31, 2025 and 2024.

Comprehensive income (loss) includes changes in unrealized gains and losses on fixed maturities classified as

available-for-sale.

Reclassification adjustments for realized (gains) losses are reflected in net realized gains (losses) on investments on the Condensed Consolidated Statement of Operations.

The following tables are summaries of other comprehensive income (loss) and discloses the tax impact of each component of other comprehensive income (loss) for the three months ended March 31, 2025 and 2024:

AIIG and its non-insurance subsidiaries, are included in a single partnership return for United States federal and state income tax purposes and are not subject to United States income tax. AIICFL is organized as a corporation and is a taxable entity. Consequently, the taxable income of AIIG and its non-insurance subsidiaries is reported to its members for inclusion in the respective income tax returns. The Company’s LLC Operating Agreement requires distributions to members in order for each member to pay federal income taxes that may be owed by them due to the taxable income attributable to them from their interests in the Company.

During the three months ended March 31, 2025 and 2024, the Company recorded approximately $4,813 and $1,201, respectively, of income tax expense, which resulted in effective tax rates of 11.2% and 9.0%, respectively. The Company has evaluated the circumstances for the three months ended March 31, 2025 and 2024, respectively, and determined that it is unable to make a reliable estimate of its ordinary income or related tax expense for the fiscal year. Therefore, the Company has calculated the income tax expense for the three months ended March 31, 2025 and 2024, respectively, based on the discrete effective tax rate. The Company’s estimated effective tax rate differs from the statutory federal tax rate due to state and income taxes as well as certain nondeductible and

tax-exempt

items.

A valuation allowance must be established for deferred tax assets when it is more likely than not that the deferred tax assets will not be realized based on available evidence both positive and negative, including recent operating results, available tax planning strategies, and projected future taxable income. As of December 31, 2024, management concluded, based on the evaluation of the positive and negative evidence, that it is more likely than not that the deferred tax assets will be realized and therefore no valuation allowance on the Company’s deferred tax assets is required. The Company evaluates the realizability of its deferred tax assets each quarter, and as of March 31, 2025, based on all of the available evidence, management concluded that it is more likely than not that the deferred tax assets will be realized.

The Company was a party to a management and financial advisory services agreement with a company owned by one of its members. The fees for financial advisory services were negotiated in good faith by both parties on a

case-by-case

basis. For financial oversight and monitoring services, the Company paid a fixed monthly fee under the terms of the agreement. During the three months ended March 31, 2025 and 2024, the Company incurred fees under the agreement of $234,

which is recorded within general and administrative expenses. Subsequent to March 31, 2025, the management and financial advisory services agreement was terminated in conjunction with the planned offering for a payment of

$

3,000

. There were

no

amounts payable at March 31, 2025 or December 31, 2024, related to the agreement. This information is included in Note 18, “

” as a one-time expense at the IPO date.

The Company incurs legal fees for legal services provided by law firms whose principals are members of the Company. For the three months ended March 31, 2025 and 2024,

the Company incurred legal fees for services totaling approximately $30, which is recorded within general and administrative expenses.

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 of the current year to May 31 of the following year. From time to time, certain of the Company’s reinsurance agreements may be for periods longer than one year. Amounts payable for coverage during the current June 1 to May 31 contract period are recorded as reinsurance payable in the Condensed Consolidated Balance Sheets. Multi-year contract commitments for future years are recorded at the beginning of the coverage period. As of March 31, 2025 and December 31, 2024, there were no multi-year reinsurance contract obligations.

Litigation

Lawsuits and other legal proceedings are filed against the Company from time to time. Many of these legal proceedings involve claims under insurance policies that the Company underwrites. The Company is also involved in various other legal proceedings and litigation unrelated to claims under the Company’s contracts, which arise in the ordinary course of business. The Company accrues amounts resulting from claim-related legal proceedings in unpaid losses and loss adjustment expenses during the period it determines an unfavorable outcome becomes probable and amounts can be estimated. Management believes that the resolution of these legal actions will not have a material impact on the Company’s financial statements. The Company contests liability and/or the amount of damages as appropriate in each pending matter.

Leases

On February 20, 2025, the Company entered into a

152-month

lease agreement for approximately 75,000 square feet of new office space, where the Company will gain access to office suites in phases beginning in the first half of 2026. The asset has not been made available for use by the Company, and once made available for use, the Company will record the corresponding

right-of-use

asset and lease liability. The Company will begin paying rent on the leased space in December 2026 and future minimum lease commitments amount to $45,724 over the lease term.

Florida Insurance Guaranty Association

In April 2023, the Florida Insurance Guaranty Association (“FIGA”) issued an order for the collection of a 1.0% FIGA assessment policy surcharge for policies effective October 1, 2023 through September 30, 2024. The order directed member insurance companies to collect policy surcharge amounts in advance and to remit those surcharge amounts to FIGA on a quarterly basis. The Company recorded an accrued liability totaling $1,799 and $1,195 in other liability and accrued expenses as of March 31, 2025 and December 31, 2024, which represents the policy surcharge amounts collected, but unremitted to FIGA as of that date.

Profit Participation Plan

The Company had a profit participation plan (the “PPP”) whereby certain key employees were granted the right to receive cash distributions from the Company based on specific participation ratios and hurdle values determined at the time of grant. The hurdle value is based on the Board of Director’s determination of the value of equity for the Company. The award agreement stipulates that cash distributions will only be made if the Company makes a cash distribution to unitholders and the equity value for the Company remains in excess of the hurdle value after the distribution to unitholders takes place. The distribution is also subject to approval by the Board of Directors.

As the payment for the participation plan is not certain until the Board of Directors approves the payment amounts, the Company has determined that the liability and compensation cost will not be recognized until the date that the Board of Directors declares the distributions effective each year. As of March 31, 2025 and December 31, 2024, there wasno liability recorded related to PPP.

Operating lease cost was $543 and $542 for the three months ended March 31, 2025 and 2024, respectively, and is included in other operating expenses on the Condensed Consolidated Statement of Operations. Short-term and variable lease cost was immaterial for the three months ended March 31, 2025 and 2024.

The following table provides supplemental balance sheet information about the Company’s leases as of March 31, 2025 and December 31, 2024:

Supplemental disclosure of cash flow information related to leases was as follows for the for the three months ended March 31, 2025 and 2024:

The estimated future minimum payments of operating leases as of March 31, 2025 are as follows:

Initial Public Offering and Corporate Contribution

On May 9, 2025, immediately prior to the IPO of American Integrity Insurance Group, Inc., the holders of all of the outstanding equity interests in AIIG, contributed all of their equity interests in AIIG, to American Integrity Insurance Group, Inc., a Delaware corporation, in exchange for the issuance of an aggregate of 12,904,495 shares of Common Stock. As the entities were under common control, this transaction was accounted for as a transfer between entities under common control, with no change in the basis of the contributed equity interests.

In addition, the Company completed its IPO of an aggregate of 6,875,000 shares of Common Stock at a price to the public of $16.00 per share,6,250,000 of which shares were sold by the Company and 625,000 of which shares were sold by certain selling stockholders. The gross proceeds to the Company from the IPO were $100 million and gross proceeds to the selling stockholders from the IPO were $10 m

il

lion, before deducting underwriting discounts and commissions and estimated offering expenses of approximately $18.5 million, which consists of $7 million of underwriter commission, approximately $4.7 million of deferred offering expenses, of which $1.7 million was deferred during the first quarter of 2025 and other one-time expenses at the IPO date of $6.8 million. The Company did not receive any proceeds from the sale of shares of Common Stock in the offering by the selling stockholders. The selling stockholders granted the underwriters an option, for a period of 30 days, to purchase up to 1,031,250 additional shares of Common Stock (the “Option Shares”).

On May 12, 2025, the underwriters notified the Company and the Selling Stockholders that they had elected to exercise the option in full. The offering of the Option Shares closed on May 13, 2025. All of the Option Shares were sold by the Selling Stockholders. The Company did not receive any of the proceeds from the sale of the O

pti

on Shares by the Selling Stockholders, and gross proceeds to the Selling Stockholders for the sale of the Option Shares were $16.5 million.

The Company’s Common Stock is listed on the New York Stock Exchange under the symbol “AII.”

Restricted Stock Awards

Also in connection with the IPO, the Company effected the net issuance of approximately 417,470 shares of Common Stock in connection with the Restricted Stock Grants made upon the consummation of the IPO after giving effect to the withholding of approximately 234,587 shares of Common Stock to satisfy the estimated tax withholding and remittance obligations. This will result in approximately $10.4 million of stock compensation expense that will be recorded in the second quarter of 2025.

Profit Participation Plan Payout

Subsequent to March 31, 2025, but prior to the IPO an $8 million tax distribution was made to certain key employees that were a part of the profit participation plan.