Neptune Insurance Holdings Inc.

Item 5. Other Information

Insider Trading Arrangements

During the three months ended September 30, 2025, none of our directors or officers (as defined in Section 16 of the Exchange Act)adopted, modified orterminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as such terms are defined under Item 408 of Regulation S-K.

Amendment to 2025 Amended and Restated Credit Agreement

On November 10, 2025 (the “Closing Date”), Neptune Holdings and Neptune Flood entered into the Amendment with the financial institutions from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent, pursuant to which the parties thereto agreed to amend as described below the 2025 Amended and Restated Credit Agreement.

The Amendment amended the 2025 Amended and Restated Credit Agreement to, among other things, (i) increase the Revolving Commitments from $10.0 million to $260.0 million, (ii) extend the maturity date of the revolving credit facility under the 2025 Amended and Restated Credit Agreement from April 10, 2030 to November 10, 2030 (as so extended, the “Revolving Credit Facility”), and (iii) lower the applicable margin for interest accruing on borrowings under the Revolving Credit Facility by 0.50% per annum. Neptune Flood may also be required to pay an unused commitment fee, which accrues at a per annum rate ranging from 0.20% to 0.40%, depending on the Company’s Total Net Leverage Ratio for the prior fiscal quarter, on the daily amount of any undrawn portion of the increased Revolving Commitments.

On the Closing Date, Neptune Flood borrowed $251.0 million under the amended revolving credit facility (the “Closing Date Borrowing”) and used the proceeds from the Closing Date Borrowing to repay in full the term loans outstanding under the 2025 Amended and Restated Credit Agreement immediately prior to the Closing Date. As of and from the Closing Date until December 31, 2025, the Closing Date Borrowing will bear interest at a rate equal to the Term SOFR Rate plus 2.50%. Thereafter, subject to Neptune Flood’s election to convert the Closing Date Borrowing to an ABR Loan, the Closing Date Borrowing will bear interest at a variable rate equal to the Term SOFR Rate, subject to a 1.00% floor, plus an applicable margin ranging from 1.75% to 3.00%, depending on the Company’s Total Net Leverage Ratio for the prior fiscal quarter.

The foregoing description of the Amendment and the Amended Credit Agreement is qualified in its entirety by reference to the complete text of the Amendment, a copy of which is filed as Exhibit 10.8 hereto and is incorporated herein by reference.