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OCTAVE SPECIALTY GROUP INC

For the period ended Dec 31, 2025. Filed Mar 4, 2026.

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About this filing

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 4, 2026

OSG$4.99-2.9%Stored close · as of Nov 6, 2026

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

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Contents

Consolidated Statements of Total Comprehensive Income (Loss)

(Dollars in thousands, except share data) Year Ended December 31,202520242023
Revenues:
Commissions$143,381$92,023$51,281
Servicing and other fees20,4196,353—
Net premiums earned67,23299,00551,911
Program fees14,32213,5068,437
Investment income10,64714,44813,159
Other(4,780)10,480(60)
Total revenues251,222235,815124,728
Expenses:
Commissions$37,037$40,876$29,465
Losses and loss adjustment expenses47,19372,62636,712
Policy acquisition costs15,79023,66610,557
General and administrative191,624129,16666,985
Intangible amortization and depreciation41,95219,9475,230
Interest18,6409,379—
Total expenses352,236295,660148,949
Pretax income (loss) from continuing operations(101,014)(59,845)(24,221)
Provision (benefit) for income taxes from continuing operations(5,211)(924)(989)
Net income (loss) from continuing operations(95,803)(58,921)(23,232)
Net income (loss) from discontinued operations, net of tax (including loss on disposal of $117,468 in 2025 and $570,145 in 2024)(163,288)(497,167)28,183
Net income (loss)(259,091)(556,088)4,951
Net (gain) loss attributable to noncontrolling interest(2,601)(361)(1,319)
Net income (loss) attributable to shareholders$(261,692)$(556,449)$3,632
Net income (loss) attributable to shareholders
Continuing operations$(98,404)$(59,282)$(24,551)
Discontinued operations(163,288)(497,167)28,183
Total$(261,692)$(556,449)$3,632
Other comprehensive income (loss), after tax
Net income (loss)$(259,091)$(556,088)$4,951
Unrealized gains (losses) on securities, net of income tax provision (benefit) of $0, $1,295 and $2,09519,643(939)51,184
Gains (losses) on foreign currency translation, net of income tax provision (benefit) of $0, $0 and $0201,367(22,156)40,132
Credit risk changes of fair value option liabilities, net of income tax provision (benefit) of $0, $(118) and $1771,108(356)(88)
Changes to postretirement benefit, net of income tax provision (benefit) of $0, $0 and $0—(4,939)1,569
Total other comprehensive income (loss), net of income tax222,118(28,390)92,797
Total comprehensive income (loss), net of income tax(36,973)(584,478)97,748
Less: net (gain) loss attributable to noncontrolling interest(2,601)(361)(1,319)
Less: (gain) loss on foreign currency translation attributable to noncontrolling interest(25,200)3,074—
Total comprehensive income (loss) attributable to shareholders$(64,774)$(581,765)$96,429
Net income (loss) from continuing operations per share attributable to stockholders
Basic$(2.47)$(1.37)$(0.43)
Diluted$(2.47)$(1.37)$(0.43)
Net income (loss) from discontinued operations per share attributable to stockholders
Basic$(3.46)$(10.58)$0.62
Diluted$(3.46)$(10.58)$0.62
Net income (loss) per share attributable to stockholders
Basic$(5.93)$(11.96)$0.18
Diluted$(5.93)$(11.96)$0.18
Weighted average number of common shares outstanding:
Basic47,181,22746,969,70845,636,649
Diluted47,181,22746,969,70845,636,649

Consolidated Statements of Stockholders’ Equity

Years Ended December 31, 2023, 2024 and 2025
Stockholders' Equity · MezzanineEquityRedeemable NCI (1)
Octave Specialty Group, Inc.
($ in thousands) · Total · Preferred Stock · Common Stock · Additional Paid-inCapital · AccumulatedOtherComprehensiveIncome (Loss) · Retained Earnings · Common Stock Held in Treasury, at Cost · Non-redeemable NCI(1)
Balance at December 31, 2022$1,305,250$—$467$274,486$(252,843)$1,245,491$(15,270)$52,919$19,983
Net income (loss)3,6343,63221,317
Total other comprehensive income (loss)92,79792,797
Stock-based compensation17,27517,275
Cost of shares (acquired) issued under equity plan(4,665)(7,872)3,207
Cost of shares repurchased(4,510)(4,510)
Changes to noncontrolling interest4,8344,79737(6,671)
Purchase of All Trans and Capacity Marine2,450
Balance at December 31, 2023$1,414,615$—$467$291,761$(160,046)$1,246,048$(16,573)$52,958$17,079
Net income (loss)(554,806)(556,449)1,643(1,282)
Total other comprehensive income (loss)(28,390)(28,390)——(4,805)
Stock-based compensation8,9958,995
Cost of shares (acquired) issued under equity plan(701)(634)(67)
Cost of shares repurchased(11,699)(11,699)
Changes to noncontrolling interest(9,225)(5,322)(3,903)2,941
Purchase of Octave Ventures149,095149,095185,469
Acquisition of noncontrolling interest in subsidiary(994)1,044(2,038)
Issuance of common stock in connection with purchase of Octave Ventures29,2292229,207
Balance at December 31, 2024$996,119$—$489$331,007$(188,436)$683,643$(28,339)$197,755$199,402
Net income (loss)(257,084)(261,692)4,608(2,007)
Total other comprehensive income (loss)206,892196,9199,97315,227
Stock-based compensation9,7079,707
Cost of shares (acquired) issued under equity plan(8,535)(33,343)24,808
Cost of shares repurchased(29,942)(29,942)
Changes to noncontrolling interest(50,054)12,146(18,177)(44,023)39,000
Purchase of Pivix1,359
Issuance of warrants in connection with sale of AAC17,00017,000
Impact of sale of discontinued operations(50,918)(50,918)
Balance at December 31, 2025$833,185$—$489$369,860$8,483$370,431$(33,473)$117,395$252,981

(1) NCI = Noncontrolling interest

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