American Integrity Insurance Group, Inc.

Unregistered Sales of Equity Securities

During the three months ended March 31, 2025, there were no issuances of unregistered equity securities. On May 7, 2025, in connection with our IPO, we issued 417,400 shares of Common Stock in connection with grants of restricted stock outside of our long-term incentive plan to certain of our officers and employees, after giving effect to the withholding of approximately 234,587 shares of Common Stock to satisfy the estimated tax withholding and remittance obligations. The offers, sales, and issuances of the securities were deemed to be exempt from registration under Rule 506 promulgated under the Securities Act, or under Section 4(a)(2) of the Securities Act as a transaction by an issuer not involving a public offering.

Use of Proceeds

On March 9, 2025, we completed our IPO, in which we issued and sold 6,250,000 shares of Common Stock for an aggregate offering price of $100 million for our account, and the selling stockholders sold an aggregate of 1,656,250 shares of Common Stock for an aggregate offering price of $26.5 million for their accounts (inclusive of the 1,031,250 shares of Common Stock sold by the selling stockholders pursuant to the underwriters’ exercise in full of their over-allotment option). The shares of Common Stock sold in our IPO were sold at a price to the public of $16.00 per share. We received net proceeds of approximately $81.5 million, after (i) deducting underwriting discounts and commissions totaling $7.0 million as well as $4.7 million of other expenses related to the offering, (ii) using approximately $3.8 million of the proceeds from the offering to satisfy tax withholding and remittance obligations related to the net settlement of shares of restricted stock issued in connection with the IPO and (iii) using $3.0 million of the proceeds of the offering to terminate the management services agreement by and between James Sowell Company, L.P. and AIIG. There has been no material change in the expected use of the net proceeds from our IPO as described in our prospectus dated May 7, 2025 filed with the SEC pursuant to Rule 424(b) under the Securities Act of 1933, as amended, on May 8, 2025. All shares of Common Stock sold were registered pursuant to a registration statement on Form S-1 (File No. 333-286524), as amended (the “Registration Statement”), declared effective by the SEC on May 7, 2025. Keefe, Bruyette & Woods, Inc. and Piper Sandler & Co. acted as representatives of the underwriters for the offering. The offering terminated after the sale of all securities registered pursuant to the Registration Statement. No payments for such expenses were made directly or indirectly to (i) any of our officers or directors or their associates, (ii) any persons owning 10% or more of any class of our equity securities or (iii) any of our affiliates.