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TIPTREE INC.

For the period ended Dec 31, 2025. Filed Mar 9, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 9, 2026

TIPT$17.66+0.7%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, Tiptree Inc. has duly caused this report to be signed on its behalf by the undersigned, there unto duly authorized.

Tiptree Inc.
Date:March 9, 2026By:/s/ Michael G. Barnes
Michael G. Barnes
Chairman and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed by the following persons on behalf of the Registrant and in the capacities and on the dates indicated:

SignatureTitleDate
/s/ Michael G. BarnesMichael G. BarnesChairman and Chief Executive Officer and Director(Principal Executive Officer)March 9, 2026
/s/ Scott McKinneyScott McKinneyChief Financial Officer(Principal Financial Officer andPrincipal Accounting Officer)March 9, 2026
/s/ Randy S. MaultsbyRandy S. MaultsbyPresident and DirectorMarch 9, 2026
/s/ Jonathan IlanyJonathan IlanyDirectorMarch 9, 2026
/s/ Paul M. FriedmanPaul M. FriedmanDirectorMarch 9, 2026
/s/ Lesley Goldwasser Lesley GoldwasserDirectorMarch 9, 2026
/s/ Bradley E. SmithBradley E. SmithDirectorMarch 9, 2026
/s/ Dominique MielleDominique MielleDirectorMarch 9, 2026

Schedule II — Financial Information of Registrant

TIPTREE INC.
PARENT COMPANY ONLY STATEMENTS OF INCOME
(All amounts in thousands)For the Year Ended December 31,
202520242023
Expenses:
Employee compensation and benefits$33,267$28,645$30,115
Professional fees4,2864,2784,511
Rent and facilities1,6071,8832,003
Depreciation and amortization1,4481,4511,327
Other expenses2,2212,7252,421
Total expenses42,82938,98240,377
Operating income (loss) before taxes(42,829)(38,982)(40,377)
Non operating income:
Net realized and unrealized gains (losses)(2,020)3,8186,126
Other income2,7412,9484,824
Non operating income (loss) before taxes7216,76610,950
Equity in earnings (losses) of subsidiaries, net of tax (1)(2)71,80779,37139,072
Income (loss) before taxes29,69947,1559,645
Less: provision (benefit) for income taxes(5,228)(6,212)(4,306)
Net income (loss) attributable to Tiptree Inc. common stockholders$34,927$53,367$13,951

(1)

(2)

See Note (3) Dispositions, Assets Held for Sale & Discontinued Operations for further details.

TIPTREE INC.
PARENT COMPANY ONLY BALANCE SHEETS
As of December 31,
20252024
Assets:
Current assets:
Cash and cash equivalents$30,670$18,642
Marketable securities21,70115,024
Other current assets5,9513,490
Total current assets58,32237,156
Investment in subsidiaries (1)443,130412,094
Deferred tax assets35,70327,570
Right of use asset8,28710,108
Property, plant and equipment, net6,2627,710
Other assets1,0531,399
Total assets$552,757$496,037
Liabilities and Stockholders’ Equity
Liabilities:
Current liabilities:
Other current liabilities$23,927$17,933
Total current liabilities23,92717,933
Intercompany payables, net (1)11,6399,301
Long-term lease obligations8,64011,105
Total liabilities$44,206$38,339
Stockholders’ Equity:
Preferred stock: $0.001 par value, 100,000,000 shares authorized, none issued or outstanding$—$—
Common stock: $0.001 par value, 200,000,000 shares authorized, 37,824,472 and 37,255,838 shares issued and outstanding, respectively3837
Additional paid-in capital394,435389,693
Accumulated other comprehensive income (loss), net of tax(7,496)(27,750)
Retained earnings121,57495,718
Total stockholders’ equity508,551457,698
Total liabilities and stockholders’ equity$552,757$496,037

(1)

TIPTREE INC.
PARENT COMPANY ONLY STATEMENTS OF CASH FLOWS
For the Year Ended December 31,
202520242023
Operating Activities:
Net income (loss) attributable to Tiptree Inc. common stockholders$34,927$53,367$13,951
Adjustments to reconcile net income to net cash provided by (used in) operating activities
Equity in earnings of subsidiaries (1)(71,807)(79,371)(39,072)
Net realized and unrealized (gains) losses2,020(3,818)(6,126)
Amortization/accretion of premiums and discounts(1,482)(890)(1,899)
Depreciation expense1,4481,4511,327
Deferred provision (benefit) for income taxes(6,979)(5,255)(5,453)
Non-cash lease expense1,9151,8901,970
Non-cash compensation expense11,3428,4075,845
Net changes in other operating assets and liabilities(2,796)(10,803)11,718
Net cash provided by (used in) operating activities(31,412)(35,022)(17,739)
Investing Activities:
Purchases of investments(90,506)(29,997)(149,309)
Proceeds from sales and maturities of investments83,29487,90190,811
Net cash provided by (used in) investing activities(7,212)57,904(58,498)
Financing Activities:
Net (contributions to) distributions from subsidiaries (1)68,136(29,526)35,906
Repayment of intercompany notes payable (1)(1,799)(1,500)(33,281)
Dividends paid(9,071)(18,312)(7,401)
Cash (paid) received in connection with the vested or exercised stock awards(6,613)——
Net cash provided by (used in) financing activities50,653(49,338)(4,776)
Net increase (decrease) in cash, cash equivalents and restricted cash12,028(26,456)(81,013)
Cash, cash equivalents and restricted cash – beginning of period18,64245,098126,111
Cash, cash equivalents and restricted cash – end of period$30,670$18,642$45,098
Cash (received) paid for income taxes$364$(158)$(15,708)

(1)

Note 1. Basis of Presentation

Tiptree Inc. (together with its consolidated subsidiaries, collectively, Tiptree, the Company, or we) is a Maryland Corporation that was incorporated on March 19, 2007. Tiptree’s common stock trades on the Nasdaq Capital Market under the symbol “TIPT.” Tiptree is a holding company that combines specialty insurance operations with investment management capabilities. We allocate our capital across our insurance operations and other investments.

Pursuant to the terms of indebtedness at subsidiary levels of Tiptree, limitations on the subsidiary’s ability to pay dividends or make distribution to Tiptree Inc. In addition, certain other subsidiaries’ activities are regulated, or subject to specific restriction on transfers as a result of financing arrangements. As a result of these restrictions, these financial statements of the Registrant have been prepared in accordance with Rule 12-04 of Regulation S-X, as restricted net assets of the Company’s subsidiaries (as defined in Rule 4-08(e)(3) of Regulation S-X) exceed 25% of the Company’s consolidated net assets as of December 31, 2025.

These financial statements have been prepared on a “parent-only” basis. Under a parent-only presentation, the Parent Company’s investments in subsidiaries are presented under the equity method of accounting. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been or omitted. The accompanying financial information should be read in conjunction with the Tiptree Inc. consolidated financial statements and related Notes thereto.

Note 2. Dividends Received

The Company received net distributions of$68,136, $0, and $35,906 for the years ended December 31, 2025, 2024 and 2023, respectively.

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