TWFG, Inc.
For the period ended Sep 30, 2025. Filed Nov 12, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 12, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-13.
0002007596-25-000024
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-12.
0001628280-25-051591
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 176 previous paragraphs and 174 current paragraphs.
101 unchanged; 58 reworded; 15 added; 15 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 20 previous and 21 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (15)
Current report
TWFG MGA commission income for the three months ended September 30, 2025 increased by $4.2 million, or 56.1%, compared to the same period in the prior year. The increase in TWFG MGA was primarily driven by the acquisition of TWFG MGA FL, LLC completed in 2025.
Current report
•License fees for the three months ended September 30, 2025 increased by $0.4 million, or 79.0%, compared to the same period in the prior year. The increase was primarily driven by a one-time technology infrastructure project completed during the quarter to support an affiliated entity’s expansion into a new market. This item is non-recurring and not expected to have a continuing impact on future operating results.
Current report
TWFG MGA commission expense for the three months ended September 30, 2025 increased by $1.2 million, or 26.6%, compared to the same period in the prior year. The increase is primarily driven by the acquisition of TWFG MGA FL, LLC and overall growth.
Current report
Commission income for the nine months ended September 30, 2025 increased by $22.2 million, or 15.9%, compared to the same period in the prior year due to continued organic business growth and acquisitions in 2025.
Current report
•License fees for the nine months ended September 30, 2025 increased by $0.6 million, or 41.2%, compared to the same period in the prior year. Theincrease was primarily driven by a one-time technology infrastructure project completed during the quarter to support an affiliated entity’s expansion into a new market. This item is non-recurring and not expected to have a continuing impact on future operating results.
Current report
TWFG MGA commission expense for thenine months ended September 30, 2025 increased by $1.7 million, or 13.3%, compared to the same period in the prior year. Theincrease was primarily driven by the acquisition of TWFG MGA FL, LLC, geographical expansion and commission expense rate increase of The Woodlands Insurance Company.
Current report
Other non-operating income (expense), net
Current report
The following table presents the dollar and percent change for Total Written Premium by offerings and business mix (in thousands):
Current report
Total Written Premium for the three months ended September 30, 2025 increased by $67.6 million, or 16.9%, compared to the same period in the prior year. This increase was a result of growth in renewal and new business of $51.0 million, or 16.4%, and $16.6 million, or 18.7%, respectively. Within our Insurance Services offering, there was a shift in renewal and new business growth as compared to the same period in the prior year. Renewal business had a spike in growth of $48.4 million, or 18.3%, compared to growth of $22.8 million, or 9.4%, in the same period in the prior year. However, new business grew at lesser degree of growth of $7.5 million, or 10.2%, as compared to growth of $17.7 million, or 31.3%, in the same period of the prior year. The higher new business growth in the third quarter of 2024 included an influx from the 2023 corporate store acquisitions, which were acquired starting in the second quarter of 2023. Within our MGA offering, we saw an uptick in new business growth of$9.1 million, or 61.2%, due primarily to the TWFG MGA FL, LLC acquisition in June 2025. Renewal business grew $2.6 million, or 5.7%, compared to the same period of the prior year.
Current report
Total Written Premium for thenine months ended September 30, 2025 increased by $174.0 million, or 15.6%, compared to $168.4 million, or 17.8%, in the same period in the prior year. This decrease in growth year over year was due primarily to the uptick in 2024 growth including new business growth from carriers opening up for business, 2023 corporate store acquisitions flowing into 2024 and the significant increases in our MGA programs which have normalized in 2025. Within our Insurance Services offering, renewal business grew $120.6 million, or 16.3%, as compared to growth of $115.9 million, or 18.6%, in the prior year period. New business grew $31.1 million, or 14.8%, as compared to growth of $38.1 million, or 22.1%, growth in the same period of the prior year. Within our MGA offering, we saw an uptick in new business growth of $15.2 million, or 38.7%, over the prior year due primarily to the TWFG MGA FL, LLC acquisition.
Current report
For the nine months ended September 30, 2025 and 2024, our consolidated written premium retention was 89% and 91%, respectively. The retention rate as of September 30, 2025 has normalized from the effect of increased new business in the prior year. Renewal growth of $127.7 million, or 14.8%, is comparable to the same period of the prior year.
Current report
(3)Other adjustments reflect immaterial prior-period and comparability items consistent with management’s non-GAAP presentation policy.
Current report
(3)Other adjustments reflect immaterial prior-period and comparability items consistent with management’s non-GAAP presentation policy.
Current report
As of September 30, 2025, the Company had $151.0 million in cash and cash equivalents and $11.6 million in restricted cash, compared to $195.8 million and $9.6 million, respectively, as of December 31, 2024. The decrease in cash and cash equivalents for the nine months ended September 30, 2025 was primarily attributable to $54.2 million of cash paid for acquisitions, $15.9 million in member distributions, and $2.8 million in tax withholding on equity vesting, partially offset by positive cash flows from operations of $40.2 million.
Current report
The Company maintains access to the $50.0 million Revolving Facility, of which zero was outstanding at September 30, 2025. We were in compliance with all financial covenants under our debt agreements as of the end of the period. Management believes existing liquidity sources, together with cash generated from operations, will be sufficient to meet working capital, capital expenditure, and acquisition-related needs for at least the next 12 months.
Removed paragraphs (15)
Previous report
•License fees for the three months ended June 30, 2025 increased by $0.1 million, or 25.9%, compared to the same period in the prior year. The increase in license fees was primarily due to the increased fees associated with a licensing agreement for software.
Previous report
TWFG MGA commission expense for the three months ended June 30, 2025 decreased by $0.6 million, or 11.9%, compared to the same period in the prior year. The decrease was consistent with flat commission income growth.
Previous report
Other non-operating income, net
Previous report
Other non-operating income, net for the three months ended June 30, 2025 increased by $0.6 million compared to the same period in the prior year. The increase was primarily attributable due to selling of books of business.
Previous report
Commission income for the six months ended June 30, 2025 increased by $12.1 million, or 13.3%, compared to the same period in the prior year due to continued business growth with a slight decrease in commission rates.
Previous report
•License fees for the six months ended June 30, 2025 increased by $0.2 million, or 21.7%, compared to the same period in the prior year. Theincrease in license fees was primarily due to the increased fees associated with a licensing agreement for software.
Previous report
•TPA fees for the six months ended June 30, 2025 increased by $0.2 million, or 123.0%, compared to the same period in the prior year. The increase in TPA fees was due to the increased volume in claims processed and the start up of TWFG MGA FL, LLC.
Previous report
TWFG MGA commission expense for thesix months ended June 30, 2025 increased by $0.6 million, or 6.6%, compared to the same period in the prior year. Theincrease was consistent with the increase in commission income.
Previous report
Other non-operating income, net
Previous report
Total Written Premium for the three months ended June 30, 2025 increased by $56.7 million, or 14.4%, compared to the same period in the prior year. This increase was a result of growth in new and renewal business of $11.3 million, or 12.6%, and $45.4 million, or 14.9%, respectively. Within our Insurance Services offering, new business growth was comparable in the second quarter of 2025 totaling $13.2 million, or 17.8%, as compared to $13.3 million, or 21.8%, in the prior year period. However, there was a decrease in renewal business growth in our Insurance Services as compared to the prior year period. We saw renewal premium retraction for the quarter ended June 30, 2025 totaling $41.8 million, or 16.1%, as compared to $45.2 million, or 21.0%, growth in the prior year period. The lower renewal business growth in the second quarter of 2025 is in response to the softening of the auto market. Within our MGA offering, we saw a reduction in new business growth for the quarter ended June 30, 2025 of $1.9 million, or 12.4%, compared to the prior year period.
Previous report
Total Written Premium for thesix months ended June 30, 2025 increased by $106.4 million, or 14.9%, compared to the same period in the prior year. This increase was a result of growth in new and renewal business of $29.7 million, or 18.5%, and $76.6 million, or 13.8%, respectively. Within our Insurance Services offering, we saw a shift in new and renewal business growth as compared to the same period in the prior year. New business growth increased in the first half of 2025 totaling $23.6 million, or 17.3%, as compared to $20.4 million, or 17.6%, in the prior year period, respectively. Renewal business growth decreased in the first half of 2025 totaling $72.2 million, or 15.2%, as compared to$93.1 million, or 24.4%, in the prior year period, respectively. Within our MGA offering, we saw an uptick in new business growth of$6.1 million, or 25.1%, over the prior year period due mainly to an increase in one of our MGA programs as a result of the market conditions allowing our agents to provide more favorable terms and coverage.
Previous report
For thesix months ended June 30, 2025 and 2024, our consolidated written premium retention was 88% and 93%, respectively. The decrease in retention is correlated to the shift in renewal business growth of $76.6 million, or 13.8%, for thesix months ended June 30, 2025, compared to growth of $92.6 million, or 20.1%, in the same period of the prior year. This decrease in retention is a result of carriers moderating rate increases and opening up for new business after a period of restricted capacity and aggressive rate increases, which had the effect in the same period of the prior year of increased retention and slowing new business growth.
Previous report
(2)Revised Organic Revenue for the three months ended June 30, 2024 and 2023, and for the six months ended June 30, 2024 and 2023 used to calculate Organic Revenue Growth for the three months ended June 30, 2025 and 2024, was $48.9 million, $42.2 million, $92.0 million, and $79.2 million respectively, which is adjusted to reflect revenues from acquired businesses with over $0.5 million in annualized revenue that reached the twelve-month owned mark during the three and six months ended June 30, 2025 and 2024, respectively. Organic Revenue Growth Rate represents the period-to-period change in Organic Revenue divided by the total adjusted Organic Revenue in the prior period.
Previous report
(2)Revised Organic Revenue for the three months ended June 30, 2024 and 2023, and for the six months ended June 30, 2024 and 2023 used to calculate Organic Revenue Growth for the three months ended June 30, 2025 and 2024, was $48.0 million, $41.7 million, $90.5 million, and $78.1 million respectively, which is adjusted to reflect revenues from acquired businesses with over $0.5 million in annualized revenue that reached the twelve-month owned mark during the three and six months ended June 30, 2025 and 2024, respectively. Organic Revenue Growth Rate represents the period-to-period change in Organic Revenue divided by the total adjusted Organic Revenue in the prior period.
Previous report
Statements. Therefore, earnings per share information has not been presented for the three months ended June 30, 2024.
Reworded paragraphs (58)
Previous wording
The following discussion contains commentary on the financial results derived from the unaudited Condensed Consolidated Financial Statements for the three and six months ended June 30, 2025 and June 30, 2024 of TWFG, Inc.
Current wording
The following discussion contains commentary on the financial results derived from the unaudited Condensed Consolidated Financial Statements for the three and nine months ended September 30, 2025 and September 30, 2024 of TWFG, Inc.
Previous wording
Commission income. We derive commission income from the placement of insurance contracts between insurance carriers and Clients. Our commissions are established by the agency agreement between the Company and the insurance carrier and are calculated as a percentage of premiums for the underlying insurance contract. Commission rates vary across insurance carriers, states and lines of business and typically range from 7% to 22%. Our average commission rate for 2024 was approximately 12%.
Current wording
Commission income. We derive commission income from the placement of insurance contracts between insurance carriers and Clients. Our commissions are established by the agency agreement between the Company and the insurance carrier and are calculated as a percentage of premiums for the underlying insurance contract. Commission rates vary across insurance carriers, states and lines of business and typically range from 7% to 30%. On a consolidated basis, our average commission rate for 2024 was approximately 12%.
Previous wording
Other non-operating income, net. Other non-operating income, net consists of gains and losses on the sale of assets.
Current wording
Other non-operating income (expense), net. Other non-operating income (expense), net consists of gains and losses on the sale of assets.
Previous wording
Total revenues for the three months ended June 30, 2025 increased by$7.3 million, or 13.8%, compared to the same period in the prior year. The increase was primarily due to a$5.9 million, or 12.1%, increase in commission income driven primarily by higher premium rates and continued business growth. Also contributing to the increase in total revenues were the $0.6 million, or 23.8%, increase in fee income and $0.8 million, or 61.6%, increase in contingent income, compared to the same period in the prior year. See discussions below for additional information about the changes in our revenues.
Current wording
Total revenues for the three months ended September 30, 2025 increased by$11.3 million, or 21.3%, compared to the same period in the prior year. The increase was primarily due to a$10.0 million, or 20.8%, increase in commission income driven primarily by continued organic business growth and the impact of acquisitions in 2025. Also contributing to the increase in total revenues were the $0.7 million, or 51.5%, increase in contingent income and $0.6 million, or 19.9%, increase in fee income, compared to the same period in the prior year. See discussions below for additional information about the changes in our revenues.
Previous wording
Total comm ission income for the three months ended June 30, 2025 increased by $5.9 million, or 12.1%, compared to the same period in the prior year due to continued business growth with a slight softening in auto written premiums.
Current wording
Total comm ission income for the three months ended September 30, 2025 increased by $10.0 million, or 20.8%, compared to the same period in the prior year due to continued organic business growth and the impact of acquisitions made in 2025.
Previous wording
Commission income for total Insurance Services grew by$5.9 million, or 14.2%, for the three months ended June 30, 2025 compared to the same period in the prior year. Insurance Services Agency-in-a-Box commission income for the three months ended June 30, 2025 increased by $4.0 million, or 12.4%, compared to the same period in the prior year. This increase was driven by higher written premium volume. Insurance Services Corporate Branches commission income for the three months ended June 30, 2025 increased by $1.9 million, or 20.0%, compared to the same period in the prior year. The increase was primarily driven by the acquisitions completed in 2025.
Current wording
Commission income for total Insurance Services grew by$5.9 million, or 14.4%, for the three months ended September 30, 2025 compared to the same period in the prior year. Insurance Services Agency-in-a-Box commission income for the three months ended September 30, 2025 increased by $3.2 million, or 10.0%, compared to the same period in the prior year. This increase was driven by higher written premium volume through organic growth and mix in line of business over the period. Insurance Services Corporate Branches commission income for the three months ended September 30, 2025 increased by $2.7 million, or 29.2%, compared to the same period in the prior year. The increase was primarily driven by the acquisitions completed in 2025 and organic growth.
Previous wording
Contingent income for the three months ended June 30, 2025 was $2.0 million, reflecting a $0.8 million, or 61.6%, increase compared to the same period in the prior year. The increase in contingent income was primarily due to underlying growth in our business. Contingent income is unpredictable and dependent upon the target financial and performance metrics established by the insurance carriers.
Current wording
Contingent income for the three months ended September 30, 2025 was $2.1 million, reflecting a $0.7 million, or 51.5%, increase compared to the same period in the prior year. The increase in contingent income was primarily due to underlying growth in our business. Contingent income is unpredictable and dependent upon the target financial and performance metrics established by the insurance carriers.
Previous wording
Fee income for the three months ended June 30, 2025 increased by$0.6 million, or 23.8%, compared to the same period in the prior year. Changes to individual components of fee income are discussed in detail below:
Current wording
Fee income for the three months ended September 30, 2025 increased by$0.6 million, or 19.9%, compared to the same period in the prior year. Changes to individual components of fee income are discussed in detail below:
Previous wording
•Policy fees for the three months ended June 30, 2025 increased by $0.1 million, or 16.0%, compared to the same period in the prior year. The increase in policy fees was primarily due to higher policy count driven by new business growth.
Current wording
•Policy fees for the three months ended September 30, 2025 increased by $0.1 million, or 10.4%, compared to the same period in the prior year. The increase in policy fees was primarily due to higher policy count driven by new business growth.
Previous wording
•Branch fees for the three months ended June 30, 2025 increased by $0.2 million, or 16.1%, compared to the same period in the prior year. The increase in branch fees was primarily driven by increased agent growth.
Current wording
•Branch fees for the three months ended September 30, 2025 increased by $0.1 million, or 10.0%, compared to the same period in the prior year. The increase in branch fees was primarily driven by increased agent growth.
Previous wording
Other income for the three months ended June 30, 2025 was $0.4 million compared to $0.4 million in the same period in the prior year. The account balance is primarily comprised of interest earned on fiduciary funds.
Current wording
Other income for the three months ended September 30, 2025 was $0.3 million compared to $0.4 million in the same period in the prior year. The account balance was primarily comprised of interest earned on fiduciary funds and interest earned on the $10.0 million other investment held by a third party to facilitate premium financing arrangements.
Previous wording
Total commission expense for the three months ended June 30, 2025 increased by $2.2 million, or 6.8%, compared to the same period in the prior year. The increase was primarily due to the increased growth in business for the period as well as a shift in business mix. See commission income discussion above for additional information regarding the driver of changes.
Current wording
Total commission expense for the three months ended September 30, 2025 increased by $3.9 million, or 12.6%, compared to the same period in the prior year. Theincrease was primarily due to theincreased business growth and overall shift in business mix. See commission income discussion above for additional information regarding the driver of changes.
Previous wording
Insurance Services Agency-in-a-Box commission expense for the three months ended June 30, 2025 increased by $2.5 million, or 9.7%, compared to the same period in the prior year. The increase was primarily driven by the increase in our business. The expenses of our Branches are primarily commission expense, which is determined as a percentage of commission income. The profitability of our Branches, as determined by the difference between commission income and commission expense, is consistent.
Current wording
Commission expense for total Insurance Services grew by$2.7 million, or 10.3%, for the three months ended September 30, 2025 compared to the same period in the prior year. Insurance Services Agency-in-a-Box commission expense for the three months ended September 30, 2025 increased by $2.5 million, or 10.1%, compared to the same period in the prior year. The increase was primarily driven by the increase in our business. The expenses of our Branches are primarily commission expense, which is determined as a percentage of the written premium. The profitability of our Branches, as determined by the difference between commission income and commission expense, is consistent.
Previous wording
Insurance Services Corporate Branches commission expense for the three months ended June 30, 2025 increased by $0.3 million, or 24.8%, compared to the same period in the prior year. The expenses of our Corporate Branches are mainly salaries and benefits, and are primarily fixed expenses, which are not directly related to commission income. The profitability of our Corporate Branches varies mainly based on changes in commission income. In addition, since the commission expense of our Corporate Branches represents a smaller percentage of their operating expenses, we expect revenue growth, both organic and through future acquisitions, to positively impact our operating income in the future.
Current wording
Insurance Services Corporate Branches commission expense for the three months ended September 30, 2025 increased by $0.2 million, or 13.6%, compared to the same period in the prior year. The increase in commission expense was driven by both organic business growth and acquisition of Corporate Branches in the current period. The expenses of our Corporate Branches are primarily salaries and benefits, and are primarily fixed expenses, which are not directly related to commission income or written premium.
Previous wording
Salaries and employee benefits for the three months ended June 30, 2025 was $9.5 million compared to $6.8 million in the same period in the prior year, reflecting a 39.3% total increase consisting of $1.5 million in stock-based compensation and $1.2 million in salaries and employee benefit expenses driven by 2025 Corporate Branch acquisitions.
Current wording
Salaries and employee benefits for the three months ended September 30, 2025 was $9.9 million compared to $8.3 million in the same period in the prior year, reflecting a 19.2% total increase consisting of $1.0 million in stock-based compensation and $8.9 million in salaries and employee benefit expenses driven by 2025 Corporate Branch acquisitions.
Previous wording
Other administrative expenses for the six months ended June 30, 2025 was $10.1 million compared to $6.9 million in the same period in the prior year, reflecting an increase of $3.3 million, or 47.3%. The increase was primarily due to higher expenses of $0.7 million of information technology, $0.7 million of professional fees, $0.4 million of rent, $0.3 million of insurance, $0.2 million of directors fees, $0.1 million of survey fees and $0.9 million of other administrative expenses, all due primarily to business growth and increased costs as a public company.
Current wording
Other administrative expenses for the three months ended September 30, 2025 was $5.2 million compared to $4.8 million in the same period in the prior year, reflecting an increase of $0.4 million, or 7.9%. The increase was primarily due to higher expenses forinformation technology due to business growth.
Previous wording
Depreciation and amortization for the three months ended June 30, 2025 was $3.9 million compared to $3.0 million in the same period in the prior year, reflecting an increase of$0.9 million, or 31.4%. The increase was primarily due to the amortization of intangible assets from our recent asset acquisitions.
Current wording
Depreciation and amortization for the three months ended September 30, 2025 was $5.3 million compared to $3.0 million in the same period in the prior year, reflecting an increase of$2.3 million, or 78.5%. The increase was primarily due to the amortization of intangible assets from our recent asset acquisitions.
Previous wording
Interest expense for the three months ended June 30, 2025 was $0.1 million compared to $0.9 million for the same period in the prior year, reflecting adecrease of $0.8 million, or 92.2%, due to the repayment of the Revolving Facility (defined below) during the second half of 2024.
Current wording
Interest expense for the three months ended September 30, 2025 was $0.1 million compared to $0.4 million for the same period in the prior year, reflecting adecrease of $0.3 million, or 83.0%, due to the repayment of the Revolving Facility (defined below) during August of 2024.
Previous wording
Interest income for thethree months ended June 30, 2025 was $1.8 million, compared to $0.3 million in the same period in the prior year, reflecting an increase of $1.5 million. The increase was attributable to interest income earned on proceeds from the IPO and operating cash funds which averaged $178.1 million over the three months ended June 30, 2025.
Current wording
Interest income for thethree months ended September 30, 2025 was $1.6 million, compared to $1.8 million in the same period in the prior year, reflecting a decrease of $0.2 million. The decrease was attributable to the decline in cash balances which averaged $161.2 million over the three months ended September 30, 2025 compared to $191.2 million on hand as of September 30, 2024.
Previous wording
Income tax expense for the three months ended June 30, 2025 was $0.6 million compared to zero for the same period in the prior year, as after consummation of the Reorganization Transactions and IPO, the Company became subject to U.S. federal, state, and local income taxes with respect to its allocable share of taxable income of TWFG Holding assessed at the prevailing corporate tax rates.
Current wording
Income tax expense for the three months ended September 30, 2025 was $1.0 million compared to$0.4 million for the same period in the prior year, as after consummation of the Reorganization Transactions and IPO, the Company became subject to U.S. federal, state, and local income taxes with respect to its allocable share of taxable income of TWFG Holding assessed at the prevailing corporate tax rates.
Previous wording
Total revenues for the six months ended June 30, 2025 increased by$15.0 million, or 15.1%, compared to the same period in the prior year. The increase was primarily due to a$12.1 million, or 13.3%, increase in commission income driven primarily by higher premium rates and continued business growth. Also contributing to the increase in total revenues were the $1.4 million, or 28.8%, increase in fee income, $1.4 million, or 58.4%, increase in contingent income, and $0.1 million, or 7.9%, increase in other income compared to the same period in the prior year. See discussions below for additional information about the changes in our revenues.
Current wording
Total revenues for the nine months ended September 30, 2025 increased by$26.2 million, or 17.3%, compared to the same period in the prior year. The increase was primarily due to a$22.2 million, or 15.9%, increase incommission income driven primarily by continued organic business growth and acquisitions made in 2025. Also contributing to the increase in total revenues were the $2.0 million, or 25.5%, increase in fee income, and $2.1 million, or 55.8%, increase in contingent income with other income remaining consistent compared to the same period in the prior year. See discussions below for additional information about the changes in our revenues.
Previous wording
Commission income for Insurance Services grew by$10.3 million, or 13.1%, for the six months ended June 30, 2025 compared to the same period in the prior year. Insurance Services Agency-in-a-Box commission income for the six months ended June 30, 2025 increased by $7.5 million, or 12.0%, compared to the same period in the prior year. This increase was driven by higher written premium volume. Insurance Services Corporate Branches commission income for thesix months ended June 30, 2025 increased by $2.8 million, or 17.1%, compared to the same period in the prior year. Theincrease was primarily driven by the continued organic growth of our Book of Business.
Current wording
Commission income for Insurance Services grew by$16.2 million, or 13.5%, for the nine months ended September 30, 2025 compared to the same period in the prior year. Insurance Services Agency-in-a-Box commission income for the nine months ended September 30, 2025 increased by $10.6 million, or 11.3%, compared to the same period in the prior year. This increase was driven by higher written premium volume and mix in line of business over the period. Insurance Services Corporate Branches commission income for thenine months ended September 30, 2025 increased by $5.6 million, or 21.4%, compared to the same period in the prior year. Theincrease was primarily driven by the acquisitions completed in 2025 and continued organic growth of our Corporate Branches.
Previous wording
TWFG MGA commission income for thesix months ended June 30, 2025 increased by $1.8 million, or 14.7%, compared to the same period in the prior year. Anincrease of $2.2 million was due to continued growth and commission rate increase of The Woodlands Insurance Company business compared to the same period in the prior year. A decrease of $0.4 million was driven by lower premiums in the Company’s other MGA programs. See “Key Performance Indicators” below for additional information related to our written premiums.
Current wording
TWFG MGA commission income for thenine months ended September 30, 2025 increased by $6.0 million, or 30.2%, compared to the same period in the prior year. The increase in commission income was primarily driven by the commission rate increase of The Woodlands Insurance Company compared to the same period in the prior year and the acquisition of TWFG MGA FL, LLC.
Previous wording
Contingent income for thesix months ended June 30, 2025 was $3.7 million, reflecting a $1.4 million, or 58.4%, increase compared to the same period in the prior year. The increase in contingent income was primarily due to underlying growth in our business. Contingent income is unpredictable and dependent upon the target financial and performance metrics established by the insurance carriers.
Current wording
Contingent income for thenine months ended September 30, 2025 was $5.8 million, reflecting a $2.1 million, or 55.8%, increase compared to the same period in the prior year. The increase in contingent income was primarily due to underlying growth in our business. Contingent income is unpredictable and dependent upon the target financial and performance metrics established by the insurance carriers.
Previous wording
Fee income for the six months ended June 30, 2025 increased by$1.4 million, or 28.8%, compared to the same period in the prior year. Changes to individual components of fee income are discussed in detail below:
Current wording
Fee income for the nine months ended September 30, 2025 increased by$2.0 million, or 25.5%, compared to the same period in the prior year. Changes to individual components of fee income are discussed in detail below:
Previous wording
•Policy fees for the six months ended June 30, 2025 increased by $0.7 million, or 47.6%, compared to the same period in the prior year. The increase in policy fees was primarily due to higher policy count driven by new business growth.
Current wording
•Policy fees for the nine months ended September 30, 2025 increased by $0.8 million, or 31.8%, compared to the same period in the prior year. The increase in policy fees was primarily due to higher policy count driven by new business growth.
Previous wording
•Branch fees for the six months ended June 30, 2025 increased by $0.3 million, or 13.6%, compared to the same period in the prior year. Theincrease in branch fees was primarily driven by increased agent growth.
Current wording
•Branch fees for the nine months ended September 30, 2025 increased by $0.4 million, or 12.4%, compared to the same period in the prior year. Theincrease in branch fees was primarily driven by increased agent growth.
Previous wording
•TPA fees for the three months ended June 30, 2025 increased by $0.2 million, or 195.7%, compared to the same period in the prior year. The increase in TPA fees was due to the increased volume in claims processed and the start-up of TWFG MGA FL, LLC.
Current wording
•TPA fees for the nine months ended September 30, 2025 increased by $0.2 million, or 49.1%, compared to the same period in the prior year. The increase in TPA fees were due to the increased volume in claims processed.
Previous wording
Other income for the six months ended June 30, 2025 was comparable to the same period in the prior year.
Current wording
Other income for the nine months ended September 30, 2025 was comparable to the same period in the prior year.
Previous wording
Commission expense for the six months ended June 30, 2025 increased by $7.6 million, or 12.9%, compared to the same period in the prior year. The increase was primarily due to the increased growth in business of$6.1 million consistent with commission income and the absence of the one-time favorable adjustment of $1.5 million related to the branch conversion that occurred in 2024. See commission income discussion above for additional information regarding the driver of changes.
Current wording
Commission expense for the nine months ended September 30, 2025 increased by $11.4 million, or 12.8%, compared to the same period in the prior year. The increase was primarily due to the increased growth in business of $10.0 million consistent with commission income and the absence of the one-time favorable adjustment of $1.5 million related to the branch conversion that occurred in 2024. See commission income discussion above for additional information regarding the driver of changes.
Previous wording
Insurance Services Agency-in-a-Box commission expense for thesix months ended June 30, 2025 increased by $6.4 million, or 13.5%, compared to the same period in the prior year. Theincrease was primarily due to the increase in business of$4.9 million consistent with commission income and the absence of the one-time favorable adjustment of $1.5 million in 2024. The expenses of our Branches are primarily commission expense, which is determined as a percentage of commission income. The profitability of our Branches, as determined by the difference between commission income and commission expense, is consistent.
Current wording
Commission expense for total Insurance Services grew by$9.7 million, or 12.7%, for the nine months ended September 30, 2025 compared to the same period in the prior year. Insurance Services Agency-in-a-Box commission expense for the nine months ended September 30, 2025 increased by $8.9 million, or 12.3%, compared to the same period in the prior year. The increase was primarily due to the increase in business of $7.5 million consistent with commission income and the absence of the one-time favorable adjustment of $1.5 million in 2024. The expenses of our Branches are primarily commission expense, which is determined as a percentage of commission income. The profitability of our Branches, as determined by the difference between commission income and commission expense, is consistent.
Previous wording
Insurance Services Corporate Branches commission expense for thesix months ended June 30, 2025 increased by $0.6 million, or 26.3%, compared to the same period in the prior year. The expenses of our Corporate Branches are mainly salaries and benefits, and are primarily fixed expenses, which are not directly related to commission income. The profitability of our Corporate Branches varies mainly based on changes in commission income. In addition, since the commission expense of our Corporate Branches represents a smaller percentage of their operating expenses, we expect revenue growth, both organic and through future acquisitions, to positively impact our operating income in the future.
Current wording
Insurance Services Corporate Branches commission expense for thenine months ended September 30, 2025 increased by $0.7 million, or 21.4%, compared to the same period in the prior year. The increase in commission expense was driven by both organic business growth and acquisition of Corporate Branches in the current period. The expenses of our Corporate Branches are primarily salaries and benefits, and are primarily fixed expenses, which are not directly related to commission income or written premium.
Previous wording
Salaries and employee benefits for thesix months ended June 30, 2025 was $17.7 million compared to $13.1 million in the same period in the prior year, reflecting a 35.3% total increase, consisting of $2.7 million in stock-based compensation and $1.9 million in salaries and employee benefits expenses primarily driven by Corporate Branch acquisitions in 2025.
Current wording
Salaries and employee benefits for thenine months ended September 30, 2025 was $27.6 million compared to $21.4 million in the same period in the prior year, reflecting a 29.1% total increase, consisting of $2.7 million in stock-based compensation and $3.5 million in salaries and employee benefits expenses primarily driven by Corporate Branch acquisitions in 2025.
Previous wording
Other administrative expenses for the three months ended June 30, 2025 was $5.4 million compared to $3.7 million in the same period in the prior year, reflecting an increase of $1.7 million, or 44.2%. The increase was primarily due to higher expenses of $0.4 million of information technology, $0.3 million of professional fees, and $1.0 million of other administrative expenses, alldue primarily to business growth and increased costs as a public company.
Current wording
Other administrative expenses for the nine months ended September 30, 2025 was $15.3 million compared to $11.7 million in the same period in the prior year, reflecting an increase of $3.6 million, or 31.1%. The increase was primarily due to higher expenses of $1.2 million of information technology, $0.5 million of professional fees, $0.6 million of rent expense, $0.3 million of insurance expense, and $1.0 million of other administrative expenses, all due primarily to business growth and increased costs as a public company.
Previous wording
Depreciation and amortization for thesix months ended June 30, 2025 was $7.3 million compared to $6.0 million in the same period in the prior year, reflecting anincrease of$1.3 million, or 21.4%. Theincrease was primarily due to the amortization of intangible assets from our recent asset acquisitions.
Current wording
Depreciation and amortization for thenine months ended September 30, 2025 was $12.6 million compared to $9.0 million in the same period in the prior year, reflecting anincrease of$3.6 million, or 40.4%. Theincrease was primarily due to the amortization of intangible assets from our recent asset acquisitions.
Previous wording
Interest expense for the six months ended June 30, 2025 was $0.2 million compared to $1.7 million for the same period in the prior year, reflecting adecrease of $1.5 million, or 88.2% due to the repayment of the Revolving Facility during the second half of 2024.
Current wording
Interest expense for the nine months ended September 30, 2025 was $0.2 million compared to $2.1 million for the same period in the prior year, reflecting adecrease of $1.9 million, or 89.6% due to the repayment of the Revolving Facility during August of 2024.
Previous wording
Interest income for thesix months ended June 30, 2025 was $3.6 million, compared to $0.4 million in the same period in the prior year, reflecting anincrease of $3.2 million. The increase was attributable to interest income earned on proceeds from the IPO and operating cash funds of $159.8 million.
Current wording
Interest income for thenine months ended September 30, 2025 was $5.2 million, compared to $2.2 million in the same period in the prior year, reflecting anincrease of $3.0 million. The increase was attributable to interest income earned on proceeds from the IPO and operating cash funds of $173.4 million.
Previous wording
Income tax expense for the six months ended June 30, 2025 was $1.3 million compared to zero for the same period in the prior year, as after consummation of the Reorganization Transactions and IPO, the Company became subject to U.S. federal, state, and local income taxes with respect to its allocable share of taxable income of TWFG Holding assessed at the prevailing corporate tax rates.
Current wording
Income tax expense for the nine months ended September 30, 2025 was$2.3 million compared to$0.4 million for the same period in the prior year, as after consummation of the Reorganization Transactions and IPO, the Company became subject to U.S. federal, state, and local income taxes with respect to its allocable share of taxable income of TWFG Holding assessed at the prevailing corporate tax rates.
Previous wording
Other non-operating income, net for the six months ended June 30, 2025 increased by $0.6 million compared to the same period in the prior year. The increase was primarily attributable to the selling of books of business.
Current wording
Other non-operating income (expense), net for the nine months ended September 30, 2025 increased by $0.6 million compared to the same period in the prior year. The increase was primarily attributable to the selling of books of business.
Previous wording
The following table presents the disaggregation of Total Written Premium by offerings, business mix and line of business (in thousands):
Current wording
The following table presents the disaggregation of Total Written Premium by offerings and business mix and line of business (in thousands):
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Previous report — wording carried elsewhere
TWFG MGA commission income for the three months ended June 30, 2025 was comparable to the same period in the prior year.
Previous report — wording carried elsewhere
Applicable Margin of 2.00% to 2.75%, each as defined in the Revolving Facility. The Term Loans and the Revolving Facility are collateralized by substantially all the Company’s assets, which includes rights to future commissions.