Bowhead Specialty Holdings Inc.
For the period ended Mar 31, 2026. Filed May 5, 2026.
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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.
Mar 31, 2026 · Filed May 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-04.
0001628280-25-048878
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-05.
0001628280-26-030616
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 240 previous paragraphs and 221 current paragraphs.
152 unchanged; 49 reworded; 17 added; 24 removed; 15 previous and 3 current paragraphs rearranged.
Tables are not compared: 28 previous and 20 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 (17)
Current report
We offer commercial specialty P&C insurance products to policyholders that vary in size, industry and complexity, focusing on casualty, professional liability, and healthcare liability risks. Our products are delivered through two complementary underwriting models designed to support sustainable and profitable growth across market cycles: a “craft” model for large, complex, higher-severity risks, and a “digital” model for smaller, simpler, and scalable business.
Current report
Our craft underwriting model, Bowhead’s foundation, relies on experienced underwriters who apply deep technical expertise and long-standing broker relationships to deliver tailored solutions for complex, non-standard, and higher-severity risks. Our digital underwriting model, including Baleen Specialty and other small-business offerings, a capability we call “express”, emphasizes speed, consistency, and disciplined decision making through clear appetites, standardized products, and technology-enabled execution for small risks—without compromising underwriting discipline. While Baleen Specialty targets small, distressed, or hard-to-place risks with more restrictive coverage, our express offerings enhance Bowhead’s existing products by simplifying the submission, underwriting, and servicing for small and mid-sized accounts.
Current report
Interest expense and financing fees
Current report
Loss on extinguishment of credit facility
Current report
Loss on extinguishment of credit facility represents fully expensed, previously unamortized deferred issuance costs associated with the termination of our 2024 senior unsecured credit facility.
Current report
Foreign exchange losses (gains)
Current report
Our loss ratio was 66.9% for the three months ended March 31, 2026 and 2025.
Current report
Our current accident year loss ratio remained unchanged due to offsetting impacts from our updated expected loss ratios in the fourth quarter of 2025 and changes in our portfolio mix.
Current report
On November 25, 2025, the Company terminated the 2024 Credit Agreement. The Company did not have any borrowings under the 2024 Facility immediately prior to its termination.
Current report
Shelf Registration
Current report
On June 6, 2025, we filed a Shelf Registration Statement with the SEC to issue up to $300 million of common stock, preferred stock, depository shares, debt securities, warrants, subscription rights, purchase contracts and purchase units. The Shelf Registration Statement was declared effective on June 18, 2025. The specific terms of the securities we issue under the Shelf Registration Statement will be provided in the applicable prospectus supplements.
Current report
As of March 31, 2026, $150 million was available for future issuance under the Shelf Registration Statement.
Current report
Debt
Current report
On November 25, 2025, BSHI issued $150 million aggregate principal amount of 7.75% Senior Notes under the Shelf Registration Statement, generating net proceeds of $146.4 million. Interest on the Senior Notes is payable semi-annually in arrears on June 1 and December 1 each year, beginning on June 1, 2026. The Senior Notes are scheduled to mature on December 1, 2030, unless redeemed earlier.
Current report
Federal Home Loan Bank
Current report
In March 2026, the Company’s subsidiary, BICI, became a member of the FHLB Chicago, which provides access to collateralized borrowings through advances. In connection with its membership, BICI purchased FHLB Chicago capital stock. The stock is restricted as it can only be sold back to the FHLB Chicago or another member at its par value of $100 per share. As of March 31, 2026, BICI held $0.5 million of FHLB Chicago capital stock, carried at cost and evaluated for impairment periodically, which is included in other assets on the Condensed Consolidated Balance Sheet.
Current report
In March 2026, the Company’s subsidiary, BICI, became a member of the FHLB Chicago, which provides access to collateralized borrowings through advances. In connection with its membership, BICI purchased FHLB Chicago capital stock. The stock is restricted as it can only be sold back to the FHLB Chicago or another member at its par value of $100 per share. As of March 31, 2026, BICI held $0.5 million of FHLB Chicago capital stock, carried at cost and evaluated for impairment periodically, which is included in other assets on the Condensed Consolidated Balance Sheet.
Removed paragraphs (24)
Previous report
Credit facility interest expenses and fees
Previous report
Foreign exchange (gains) losses
Previous report
Our loss ratio was 65.9% for the three months ended September 30, 2025 compared to 64.5% for the three months ended September 30, 2024, or an increase of 1.4 points.
Previous report
The 0.3 point increase in our current accident year loss ratio was driven by changes in our portfolio mix. During the three months ended September 30, 2025, our Casualty division, which has comparatively higher current accident year industry loss ratios, comprised a larger proportion of our net earned premiums compared to the prior period.
Previous report
Nine Months Ended September 30, 2025 compared to Nine Months Ended September 30, 2024
Previous report
(2)For the nine months ended September 30, 2025 and 2024, net income and adjusted net income are annualized to arrive at return on equity and adjusted return on equity.
Previous report
Premiums
Previous report
Net written premiums increased $83.4 million, or 25.2%, to $414.6 million for the nine months ended September 30, 2025 from $331.2 million for the nine months ended September 30, 2024. The higher 25.2% increase in net written premiums compared to the 25.0% increase in gross written premiums is primarily due to the reduction in premiums ceded to our excess of loss reinsurance treaty. This reduction was mainly driven by the decrease in average limits deployed across our Casualty, Professional Liability, and Healthcare Liability divisions, which reduced the amount of gross premiums subject to our excess of loss reinsurance treaty.
Previous report
Loss Ratio
Previous report
Our loss ratio was 66.3% for the nine months ended September 30, 2025 compared to 65.1% for the nine months ended September 30, 2024, or an increase of 1.2 points.
Previous report
The 0.6 point increase in our current accident year loss ratio was driven by changes in our portfolio mix. During the nine months ended September 30, 2025, our Casualty division, which has comparatively higher current accident year industry loss ratios, comprised a larger proportion of our net earned premiums compared to the prior period.
Previous report
Expense Ratio
Previous report
Our expense ratio was 30.1% for the nine months ended September 30, 2025 compared to 31.9% for the nine months ended September 30, 2024, a decrease of 1.8 points.
Previous report
Combined Ratio
Previous report
The combined ratio was 96.4% for the nine months ended September 30, 2025, compared to 97.0% for the nine months ended September 30, 2024. The 0.6 point decrease was due to the 1.8 point decrease inthe expense ratio, partially offset by the 1.2 point increase in the loss ratio.
Previous report
Return on Equity(2)
Previous report
Return on equity was 13.0% for the nine months ended September 30, 2025, compared to 11.8% for the nine months ended September 30, 2024. The 1.2 point increase was mainly due to a 58.1% increase in net income in the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024. This increase was partially offset by a $122.3 million increase in average mezzanine equity and stockholders’ equity, primarily due to the $131.0 million of net proceeds received from the IPO in the nine months ended September 30, 2024, along with the increase in retained earnings and accumulated other comprehensive income (loss).
Previous report
Investing Results
Previous report
Net investment income increased $13.3 million to $41.3 million for the nine months ended September 30, 2025 from $27.9 million for the nine months ended September 30, 2024. The increase in net investment income is primarily due to a higher average balance of investments during the nine months ended September 30, 2025 and higher yields on invested assets.
Previous report
Income Tax Expense
Previous report
Income tax expense was $10.5 million for the nine months ended September 30, 2025, compared to $7.6 million for the nine months ended September 30, 2024. Our effective tax rate was 21.3% for the nine months ended September 30, 2025, compared to 23.7% for the nine months ended September 30, 2024. The effective tax rate differs from the statutory tax rate of 21.0% primarily due to estimated non-deductible excess officer compensation, state taxes, and non-deductible expenses, partially offset by research and development credits net of related uncertain tax positions and expected excess tax benefits on the vesting of stock-based compensation.
Previous report
(1)Strategic initiatives for the nine months ended September 30, 2024 represents costs incurred to set up our Baleen Specialty division, which is recorded in operating expenses within the Condensed Consolidated Statements of Income and Comprehensive Income. The costs incurred primarily represent expenses to implement the new platform and processes supporting the Baleen Specialty division.
Previous report
(1)Strategic initiatives for the nine months ended September 30, 2024 represents costs incurred to set up our Baleen Specialty division, which is recorded in operating expenses within the Condensed Consolidated Statements of Income and Comprehensive Income. The costs incurred primarily represent expenses to implement the new platform and processes supporting the Baleen Specialty division.
Previous report
(1)For the three and nine months ended September 30, 2025 and 2024, net income and adjusted net income are annualized to arrive at return on equity and adjusted return on equity.
Reworded paragraphs (49)
Previous wording
We were founded in September 2020, backed by capital provided by GPC Partners Investments (SPV III) LP (“GPC Fund”), a private equity fund managed by Gallatin Point, and our strategic partner, AmFam, to take advantage of favorable pricing environments, and to address a growing and unmet demand from brokers and policyholders for specialized insurance solutions and quality service in complex lines of business. Our principal objective is to create and sustain superior returns for our stockholders by generating consistent, underwriting profits across our product offerings and through all market cycles, while prudently managing capital.
Current wording
We were founded in September 2020, backed by capital provided by GPC Partners Investments (SPV III) LP, a private equity fund managed by Gallatin Point, and our strategic partner, AmFam, to take advantage of favorable pricing environments, and to address a growing and unmet demand from brokers and policyholders for specialized insurance solutions and quality service in complex lines of business. Our principal objective is to create and sustain superior returns for our stockholders by generating consistent, underwriting profits across our product offerings and through all market cycles, while prudently managing capital.
Previous wording
We offer commercial specialty property and casualty (“P&C”) insurance products to policyholders that vary in size, industry and complexity, focusing on casualty, professional liability, and healthcare liability risks. We provide “craft” underwriting solutions, which require deep underwriting and claims expertise in order to produce attractive financial results. In May 2024, we supplemented our “craft” solution with our “flow” underwriting operation, which is a streamlined, tech-enabled low touch form of underwriting, focused on small, niche and hard-to-place risks. Our policies are primarily written on a non-admitted, or E&S basis, which is free of rate and policy form restrictions, and provides the flexibility to rapidly adjust to emerging market opportunities. We distribute our products through carefully selected relationships with leading distribution partners in both the wholesale and retail markets.
Current wording
Our policies are primarily written on a non-admitted, or E&S basis, which is free of rate and policy form restrictions, and provides the flexibility to rapidly adjust to emerging market opportunities. We distribute our products through carefully selected relationships with leading distribution partners in both the wholesale and retail markets.
Previous wording
Net acquisition costs are principally comprised of commissions we pay to our brokers, a Ceding Fee we pay to AmFam on net premiums assumed and premium-related taxes, which are net of ceding commissions we receive on business ceded through our reinsurance agreements. Net acquisition costs are deferred and amortized ratably over the terms of the related agreements.
Current wording
Net acquisition costs are principally comprised of commissions we pay to our brokers, a Ceding Fee we pay to AmFam on net premiums assumed and other costs, such as premium-related taxes and employment related underwriting costs, which are net of ceding commissions we receive on business ceded through our reinsurance agreements. Net acquisition costs are deferred and amortized ratably over the terms of the related agreements.
Previous wording
Net realized investment losses are a function of the difference between the amortized cost of securities sold and the proceeds received by the Company upon the sale of a security. Unrealized investment gains (losses) on fixed maturity securities are recorded within accumulated other comprehensive gain (loss) on the Condensed Consolidated Balance Sheets.
Current wording
Net realized investment losses are a function of the difference between the amortized cost of securities sold and the proceeds received by the Company upon the sale of a security. Unrealized investment gains (losses) on fixed maturity securities are recorded within accumulated other comprehensive (loss) income on the Condensed Consolidated Balance Sheets.
Previous wording
Warrant expense represents compensation cost for warrants issued to AmFam for the right to purchase shares of the Company’s common stock.
Current wording
Warrant expense represents compensation costs for warrants issued to AmFam for the right to purchase shares of the Company’s common stock.
Previous wording
Credit facility interest expenses and fees represent certain costs associated with the Credit Agreement, which provides for a senior secured revolving credit facility.
Current wording
Interest expenses and fees represent certain costs associated with our senior unsecured notes and senior secured revolving credit facilities.
Previous wording
Foreign exchange (gains) losses represent the remeasurement of a non-U.S. dollar operating expense to U.S. dollars due to the fluctuations in the exchange rate. The change in the liability due to the fluctuations in the exchange rate are included within the Condensed Consolidated Statements of Income and Comprehensive Income at the end of each period.
Current wording
Foreign exchange losses (gains) represent the remeasurement of a non-U.S. dollar operating expense to U.S. dollars due to the fluctuations in the exchange rate. The change in the liability due to the fluctuations in the exchange rate are included within the Condensed Consolidated Statements of Income and Comprehensive Income at the end of each period.
Previous wording
Underwriting income is a non-GAAP financial measure defined as income before income taxes excluding the impact of net investment income, net realized investment losses, other insurance-related income, non-operating expenses, warrant expense, credit facility interest expenses and fees, foreign exchange losses, and certain strategic initiatives. See “—Reconciliation of Non-GAAP Financial Measures” for a reconciliation of underwriting income to income before income taxes, which is the most directly comparable financial metric prepared in accordance with U.S. GAAP.
Current wording
Underwriting income is a non-GAAP financial measure defined as income before income taxes excluding the impact of net investment income, net realized investment losses, other insurance-related income, non-operating expenses, warrant expense, interest expenses and financing fees, loss on extinguishment of credit facility, foreign exchange losses (gains), and certain strategic initiatives. See “—Reconciliation of Non-GAAP Financial Measures” for a reconciliation of underwriting income to income before income taxes, which is the most directly comparable financial metric prepared in accordance with U.S. GAAP.
Previous wording
Adjusted net incomeis a non-GAAP financial measure defined as net income excluding the impact of net realized investment losses, non-operating expenses, foreign exchange (gains) losses, and certain strategic initiatives. See “—Reconciliation of Non-GAAP Financial Measures” for a reconciliation of adjusted net income to net income, which is the most directly comparable financial metric prepared in accordance with U.S. GAAP.
Current wording
Adjusted net incomeis a non-GAAP financial measure defined as net income excluding the impact of net realized investment losses, non-operating expenses, loss on extinguishment of credit facility, foreign exchange losses (gains), and certain strategic initiatives. See “—Reconciliation of Non-GAAP Financial Measures” for a reconciliation of adjusted net income to net income, which is the most directly comparable financial metric prepared in accordance with U.S. GAAP.
Previous wording
Gross written premiums increased $34.5 million, or 17.5%, to $231.5 million for the three months ended September 30, 2025 from $197.0 million for the three months ended September 30, 2024. The increase in gross written premiums was driven by our increasing renewal book and the continued growth in our platform across all four divisions. Our Casualty division led the growth, primarily from our Excess Casualty portfolio, followed by the growth in our Baleen Specialty division.
Current wording
Gross written premiums increased $41.9 million, or 24.0%, to $216.7 million for the three months ended March 31, 2026 from $174.8 million for the three months ended March 31, 2025. The increase in gross written premiums was driven by our increasing renewal book, new business and the continued growth in our platform across all four divisions. Our Casualty division led the growth with a $25.0 million increase, primarily from our Excess Casualty portfolio, followed by the growth in our Baleen Specialty division with an $8.6 million increase.
Previous wording
For the three months ended September 30, 2025 and 2024, E&S(1) business made up 81.5% and 82.0% of gross written premiums, respectively, while admitted business made up 18.5% and 18.0%, respectively. The 0.5 point decrease in the proportion of E&S premiums was primarily attributable to an increase in admitted business written in our Casualty division related to real estate excess liability coverage written through a risk purchasing group.
Current wording
For the three months ended March 31, 2026 and 2025, E&S(1) business made up 82.9% and 82.2% of gross written premiums, respectively, while admitted business made up 17.1% and 17.8%, respectively. The 0.7 point increase in the proportion of E&S premiums was primarily attributable to an increase in admitted business written in our Casualty division related to real estate excess liability coverage written through a risk purchasing group, and the increase in proportion of Baleen Specialty division premiums, where policies are exclusively written on an E&S basis.
Previous wording
Net written premiums increased $20.7 million, or 16.1%, to $149.0 million for the three months ended September 30, 2025 from $128.3 million for the three months ended September 30, 2024. The increase in net written premiums was primarily due to the growth in gross written premiums for the three months ended September 30, 2025. This growth was partially offset by the increase in ceded written premiums as a result of the May 1, 2025 increase in our quota share and excess of loss cession rates, covering all lines except cyber liability.
Current wording
Net written premiums increased $23.5 million, or 20.2%, to $140.3 million for the three months ended March 31, 2026 from $116.8 million for the three months ended March 31, 2025. The increase in net written premiums was primarily due to the growth in gross written premiums for the three months ended March 31, 2026. This growth was partially offset by the increase in ceded written premiums, driven by the increase in our excess of loss treaty from 60.1% to 65%, as well as increased cessions to the quota share treaty covering our commercial auto exposure.
Previous wording
Net earned premiums increased $23.2 million, or 22.1%, to $128.4 million for the three months ended September 30, 2025 from $105.2 million for the three months ended September 30, 2024. The increase in net earned premiums was primarily due to the earning of increased gross written premiums offset by the earning of increased ceded written premiums under our ceded reinsurance treaties.
Current wording
Net earned premiums increased $27.0 million, or 24.6%, to $136.8 million for the three months ended March 31, 2026 from $109.8 million for the three months ended March 31, 2025. The increase in net earned premiums was primarily due to the earning of increased gross written premiums offset by the earning of increased ceded written premiums under our ceded reinsurance treaties.
Previous wording
The 0.6 point increase in our prior accident year loss ratio was driven by expected loss ratios applied to audit premiums fully earned in the period but associated with prior accident years. The increase was not based on actual losses settling for more than reserved, and did not represent an increase in estimated reserves on unresolved claims.
Current wording
As communicated in the past, the existence of our prior accident year reserves were driven by expected loss ratios applied to additional premiums that were billed and fully earned in the first quarter, but associated with policies from prior accident years. Once again, these amounts were not based on actual losses settling for more than reserved, and did not represent an increase in estimated reserves on unresolved claims.
Previous wording
Our expense ratio was 29.5% for the three months ended September 30, 2025 compared to 29.9% for the three months ended September 30, 2024, which was a decrease of 0.4 points. The decrease in our expense ratio was primarily driven by the 1.2 point decrease in our operating expenses ratio and a 0.3 point increase in other insurance-related income, which contributed to the lowering of our expense ratio. These improvements were partially offset by the 1.1 point increase in our net acquisition costs ratio.
Current wording
Our expense ratio was 28.4% for the three months ended March 31, 2026 compared to 30.4% for the three months ended March 31, 2025, which was a decrease of 2.0 points. The decrease in our expense ratio was primarily driven by the 2.9 point decrease in our operating expenses ratio and a 0.3 point increase in other insurance-related income, which contributed to the lowering of our expense ratio. These improvements were partially offset by the 1.2 point increase in our net acquisition costs ratio.
Previous wording
The decrease in our operating expenses ratio was due to the continued scaling of our business, where net earned premiums grew at a higher rate than our expenses, as well as the prudent management of our expenses.
Current wording
The decrease in our operating expenses ratio was due to the continued scaling of our business, where net earned premiums grew at a higher rate than our expenses, as well as the prudent management of our expenses, including new estimates of deferrable costs.
Previous wording
The increase in our net acquisition costs ratio was driven by an increase in the Ceding Fee and, to a lesser extent, earned broker commissions due to changes in our portfolio mix. Gross acquisition costs as a percentage of gross earned premiums was 16.5% for the three months ended September 30, 2025 compared to 15.8% for the three months ended September 30, 2024, and ceded earned commissions as a percentage of ceded earned premium was 29.1% for the three months ended September 30, 2025 compared to 29.0% for the three months ended 2024.
Current wording
The increase in our net acquisition costs ratio was driven by an increase in earned broker commissions due to changes in our portfolio mix and Ceding Fee, partially offset by an increase in earned ceding commissions from our ceded reinsurance treaties. Gross acquisition costs earned as a percentage of gross earned premiums was 17.0% for the three months ended March 31, 2026 compared to 15.9% for the three months ended March 31, 2025, and ceded earned commissions as a percentage of ceded earned premium was 29.2% for the three months ended March 31, 2026 compared to 29.0% for the three months ended 2025.
Previous wording
The combined ratio was 95.4% for the three months ended September 30, 2025, compared to 94.4% for the three months ended September 30, 2024. The 1.0 point increase was due to the 1.4 point increase in our loss ratio, partially offset by the 0.4 point decrease in our expense ratio.
Current wording
The combined ratio was 95.3% for the three months ended March 31, 2026, compared to 97.3% for the three months ended March 31, 2025. The 2.0 point decrease was due to the 2.0 point decrease in our expense ratio.
Previous wording
Return on equity was 14.5% for the three months ended September 30, 2025, compared to 13.7% for the three months ended September 30, 2024. The 0.8 point increase was primarily driven by the 25.5% increase in net income during the three months ended September 30, 2025, compared to the three months ended September 30, 2024, partially offset by the increase in average mezzanine equity and stockholders’ equity driven by the increase in retained earnings and accumulated other comprehensive income (loss).
Current wording
Return on equity was 14.1% for the three months ended March 31, 2026, compared to 12.0% for the three months ended March 31, 2025. The 2.1 point increase was primarily driven by the 40.1% increase in net income during the three months ended March 31, 2026, compared to the three months ended March 31, 2025, partially offset by the increase in average mezzanine equity and stockholders’ equity driven by the increase in retained earnings and additional paid-in capital for stock-based compensation.
Previous wording
Net investment income increased $3.5 million to $15.0 million for the three months ended September 30, 2025 from $11.5 million for the three months ended September 30, 2024. The increase in net investment income is primarily due to a higher average balance of investments during the three months ended September 30, 2025, and higher yields on invested assets.
Current wording
Net investment income increased $5.5 million to $18.0 million for the three months ended March 31, 2026 from $12.6 million for the three months ended March 31, 2025. The increase in net investment income is primarily due to a higher average balance of investments during the three months ended March 31, 2026.
Previous wording
Income tax expense was $3.9 million for the three months ended September 30, 2025, compared to $3.7 million for the three months ended September 30, 2024. Our effective tax rate was 20.6% for the three months ended September 30, 2025, compared to 23.6% for the three months ended September 30, 2024. The effective tax rate differs from the statutory tax rate of 21.0% primarily due to estimated non-deductible excess officer compensation, state taxes, and non-deductible expenses, partially offset by research and development credits net of related uncertain tax positions and expected excess tax benefits on the vesting of stock-based compensation.
Current wording
Income tax expense was $4.6 million for the three months ended March 31, 2026, compared to $3.0 million for the three months ended March 31, 2025. Our effective tax rate was 22.2% for the three months ended March 31, 2026, compared to 21.0% for the three months ended March 31, 2025. The effective tax rate differs from the statutory tax rate of 21.0% primarily due to estimated non-deductible excess officer compensation, state taxes, and other non-deductible expenses.
Previous wording
We define underwriting income as income before income taxes excluding the impact of net investment income, net realized investment losses, other insurance-related income, non-operating expenses, warrant expense, credit facility interest expenses and fees, foreign exchange losses, and certain strategic initiatives. Underwriting income represents the pre-tax profitability of the Company's underwriting operations and allows us to evaluate our underwriting performance without regard to net investment income. We use this metric as we believe it gives our management and other users of our financial information useful insight into our underlying business performance. Underwriting income should not be viewed as a substitute for income before income taxes calculated in accordance with U.S. GAAP, and other companies may define underwriting income differently.
Current wording
We define underwriting income as income before income taxes excluding the impact of net investment income, net realized investment losses, other insurance-related income, non-operating expenses, warrant expense, interest expenses and financing fees, loss on extinguishment of credit facility, foreign exchange losses (gains), and certain strategic initiatives. Underwriting income represents the pre-tax profitability of the Company's underwriting operations and allows us to evaluate our underwriting performance without regard to net investment income. We use this metric as we believe it gives our management and other users of our financial information useful insight into our underlying business performance. Underwriting income should not be viewed as a substitute for income before income taxes calculated in accordance with U.S. GAAP, and other companies may define underwriting income differently.
Previous wording
Underwriting income for the three and nine months ended September 30, 2025 and 2024 reconciles to income before income taxes as follows:
Current wording
Underwriting income for the three months ended March 31, 2026 and 2025 reconciles to income before income taxes as follows:
Previous wording
We define adjusted net income as net income excluding the impact of net realized investment losses, non-operating expenses, foreign exchange losses, and certain strategic initiatives. Adjusted net income excludes the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook, net of tax impact. We calculate the tax impact only on adjustments that would be included in calculating our income tax expense using the estimated tax rate at which we received a deduction for these adjustments. We use adjusted net income as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Adjusted net income should not be viewed as a substitute for net income calculated in accordance with U.S. GAAP, and other companies may define adjusted net income differently.
Current wording
We define adjusted net income as net income excluding the impact of net realized investment losses, non-operating expenses, loss on extinguishment of credit facility, foreign exchange losses (gains), and certain strategic initiatives. Adjusted net income excludes the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook, net of tax impact. We calculate the tax impact only on adjustments that would be included in calculating our income tax expense using the estimated tax rate at which we received a deduction for these adjustments. We use adjusted net income as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Adjusted net income should not be viewed as a substitute for net income calculated in accordance with U.S. GAAP, and other companies may define adjusted net income differently.
Previous wording
Adjusted net income for the three and nine months ended September 30, 2025 and 2024 reconciles to net income as follows:
Current wording
Adjusted net income for the three months ended March 31, 2026 and 2025 reconciles to net income as follows:
Previous wording
Adjusted return on equity for the three and nine months ended September 30, 2025 and 2024 reconciles to return on equity as follows:
Current wording
Adjusted return on equity for the three months ended March 31, 2026 and 2025 reconciles to return on equity as follows:
Previous wording
Diluted adjusted earnings per share for the three and nine months ended September 30, 2025 and 2024 reconciles to diluted earnings per share as follows:
Current wording
Diluted adjusted earnings per share for the three months ended March 31, 2026 and 2025 reconciles to diluted earnings per share as follows:
Previous wording
Prior to the IPO, BSHI received capital contributions from BIHL. Following our secondary offering on October 25, 2024, since BIHL is no longer a holder of our common stock, BSHI may receive cash through (i) drawing on the Facility (as defined below) that we entered into on April 22, 2024, (ii) issuance of equity and debt securities, (iii) payments from our subsidiaries pursuant to our consolidated tax allocation agreement and other transactions and (iv) dividends from our insurance company subsidiary. We also may use the proceeds from these sources to contribute funds to our insurance company subsidiary in order to support premium growth, pay dividends and taxes and for other business purposes.
Current wording
Prior to the Company’s initial public offering (the “IPO”) on May 23, 2024, BSHI received capital contributions from BIHL. Following our secondary offering on October 25, 2024, since BIHL is no longer a holder of our common stock, BSHI may receive cash through (i) drawing on the 2025 Facility (as defined below) that we entered into on November 26, 2025, (ii) issuance of equity and debt securities, (iii) payments from our subsidiaries pursuant to our consolidated tax allocation agreement and other transactions and (iv) dividends from our insurance company subsidiary. We also may use the proceeds from these sources to contribute funds to our insurance company subsidiary in order to support premium growth, pay dividends and taxes and for other business purposes.
Previous wording
Our insurance company subsidiary, BICI, is licensed and domiciled in the State of Wisconsin. Under Wisconsin law, BICI is required to maintain specified levels of statutory capital and surplus and is restricted by law as to the amount of dividends it can pay without the approval of regulatory authorities. BICI is restricted from paying dividends by the lesser of: (i) 10% of statutory capital and surplus as of the preceding December 31, or; (ii) the greater of: (A) statutory net income for the calendar year preceding the date of the dividend distribution, minus realized capital gains for that year, or (B) aggregate of net income for the three years preceding the date of the dividend or distribution, minus realized capital gains for those calendar years and minus dividends paid or credited and distributions made within the first two of the preceding three calendar years. As of December 31, 2024, the maximum dividend that BICI could pay without the approval of regulatory authorities was $16.1 million. Insurance regulators have broad powers to prevent the reduction of statutory surplus to inadequate levels, and there is no assurance that dividends of the maximum amounts calculated under any applicable formula would be permitted. State insurance regulatory authorities that have jurisdiction over the payment of dividends by our insurance company subsidiary may in the future adopt statutory provisions more restrictive than those currently in effect.
Current wording
Our insurance company subsidiary, BICI, is licensed and domiciled in the State of Wisconsin. Under Wisconsin law, BICI is required to maintain specified levels of statutory capital and surplus and is restricted by law as to the amount of dividends it can pay without the approval of regulatory authorities. BICI is restricted from paying dividends by the lesser of: (i) 10% of statutory capital and surplus as of the preceding December 31, or; (ii) the greater of: (A) statutory net income for the calendar year preceding the date of the dividend distribution, minus realized capital gains for that year, or (B) aggregate of net income for the three calendar years preceding the date of the dividend or distribution, minus realized capital gains for those calendar years and minus dividends paid or credited and distributions made within the first two of the preceding three calendar years. As of December 31, 2025, the maximum dividend that BICI could pay without the approval of regulatory authorities was $34.1 million. As of January 1, 2026, the maximum dividend that BICI could pay in 2026 without the approval of regulatory authorities was $48.6 million. Insurance regulators have broad powers to prevent the reduction of statutory surplus to inadequate levels, and there is no assurance that dividends of the maximum amounts calculated under any applicable formula would be permitted. State insurance regulatory authorities that have jurisdiction over the payment of dividends by our insurance company subsidiary may in the future adopt statutory provisions more restrictive than those currently in effect.
Previous wording
As of September 30, 2025, our holding company had $1.0 million in cash and investments. We believe we have sufficient liquidity available at our holding company and subsidiaries to meet our operating cash needs and obligations for at least the next 12 months.
Current wording
As of March 31, 2026, our holding company had $73.0 million in cash and investments. We believe we have sufficient liquidity available at our holding company and subsidiaries to meet our operating cash needs and obligations for at least the next 12 months.
Previous wording
On April 22, 2024, the Company entered into a Credit Agreement with certain lenders and JPMorgan Chase Bank, N.A., as administrative agent, swingline lender and issuing bank. The Credit Agreement provides for a Facility in the aggregate principal amount of $75 million, which includes a $5 million sub-facility for letters of credit. All obligations under the Facility and obligations in respect of certain cash management services and swap agreements with the lenders and their affiliates are (i) unconditionally guaranteed by certain of the Company’s subsidiaries and (ii) secured by a first-priority perfected lien in substantially all of the Company’s and the subsidiaries guarantors’ assets. The Credit Agreement contains certain customary covenants, including financial maintenance covenants. The Company was in compliance with all of the Facility’s covenants as of September 30, 2025. The Facility matures on the earlier of April 22, 2027, or 91 days prior to the MGA Agreement termination date where no MGA Agreement replacement is found. The Company may request that the lenders extend the maturity date by an additional year, provided that the request is made no earlier than 90 days and no later than 55 days prior to the first or second anniversary of the effective date of the Facility.
Current wording
On November 26, 2025, the Company entered into the 2025 Credit Agreement with PNC Bank, N.A., as administrative agent, swingline lender and issuing bank. The 2025 Credit Agreement provides for the 2025 Facility in the aggregate principal amount of $35 million, which includes a $5 million sub-facility for letters of credit, and an accordion feature permitting the Company to request a one-time increase in total commitments of up to $15 million, subject to lender participation. All obligations under the 2025 Facility and obligations in respect of certain cash management services and swap agreements with the lenders and their affiliates are (i) unconditionally guaranteed by certain of the Company’s subsidiaries were (ii) secured by a first-priority perfected lien in substantially all of the Company’s and the subsidiary guarantors’ assets. The 2025 Credit Agreement contains certain customary covenants, including financial maintenance covenants. As of March 31, 2026, the Company was in compliance with all of the 2025 Facility’s covenants. The 2025 Facility matures on the earlier of November 26, 2027, or 91 days prior to the earliest date any MGA Agreement will terminate where no MGA Agreement replacement is found.
Previous wording
Our cash flows for the nine months ended September 30, 2025 and 2024 were as follows:
Current wording
Our cash flows for the three months ended March 31, 2026 and 2025 were as follows:
Previous wording
The increase in cash provided by operating activities in the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 was primarily due to the growth in our business operations compared to the timing of claim payments and subsequent reinsurance recoveries, which occur later than cash collections on premiums.
Current wording
The increase in cash provided by operating activities in the three months ended March 31, 2026 compared to the three months ended March 31, 2025 was primarily due to the growth in our business operations compared to the timing of claim payments and subsequent reinsurance recoveries, which occur later than cash collections on premiums.
Previous wording
For the nine months ended September 30, 2025, net cash used in investing activities was $242.7 million due to growth in our business operations. For the nine months ended September 30, 2025, funds from operations were used to purchase fixed maturity securities of $530.1 million. During the nine months ended September 30, 2025, we received proceeds from sales and maturities of fixed maturity securities and short-term investments of $291.4 million. Net cash used in investing activities also includes purchases of property and equipment of $4.1 million.
Current wording
For the three months ended March 31, 2026, net cash used in investing activities was $156.9 million due to growth in our business operations. For the three months ended March 31, 2026, funds from operations were used to purchase fixed maturity securities of $237.4 million and short-term securities of $5.0 million. During the three months ended March 31, 2026, we received proceeds from sales and maturities of fixed maturity securities of $86.7 million. Net cash used in investing activities also includes purchases of property and equipment of $1.3 million.
Previous wording
For the nine months ended September 30, 2024, net cash used in investing activities was $324.7 million due to growth in our business operations. For the nine months ended September 30, 2024, funds from operations and net proceeds from the IPO were used to purchase fixed maturity securities and short-term investments of $468.3 million. During the nine months ended September 30, 2024, we received proceeds of $146.2 million from sales of fixed maturity securities and short-term investments. Net cash used in investing activities also includes purchases of property and equipment of $2.6 million.
Current wording
For the three months ended March 31, 2025, net cash used in investing activities was $146.3 million due to growth in our business operations. For the three months ended March 31, 2025, funds from operations were used to purchase fixed maturity securities of $250.5 million. During the three months ended March 31, 2025, we received proceeds of $105.4 million from sales of fixed maturity securities. Net cash used in investing activities also includes purchases of property and equipment of $1.2 million.
Previous wording
For the nine months ended September 30, 2025, net cash provided by financing activities was nil, and for the nine months ended September 30, 2024, net cash provided by financing activities was $133.8 million, which primarily reflected net proceeds from the IPO.
Current wording
For the three months ended March 31, 2026, net cash used in financing activities was $0.8 million, which primarily reflects taxes paid on shares withheld to cover vested employee RSUs, and for the three months ended March 31, 2025, net cash provided by financing activities was nil.
Previous wording
•Cyber liability, as a specialized line of business, is placed under a separate quota share structure, where we cede 60.0% of the exposure to reinsurers. There is no separate excess of loss reinsurance program for our cyber liability line of business.
Current wording
•Cyber liability, as a specialized line of business, is placed under a separate quota share structure, where we cede 65.0% of the exposure to reinsurers. There is no separate excess of loss reinsurance program for our cyber liability line of business.
Previous wording
•Effective March 1, 2025, we renewed our quota share treaty covering a portion of our commercial auto exposure in excess of $1 million up to $5 million within our Casualty book of business.
Current wording
•Within our Casualty division, we have an additional quota share treaty covering a portion of our commercial auto exposure in excess of $1 million up to $5 million.
Previous wording
Our reinsurance treaties typically have 12- or 18-month terms. While we intend to renew on similar terms as expiring to maintain our desired level of net risk appetite, during each renewal cycle, we may change our coverage terms or the composition of our reinsurance panel. Currently, the quota share reinsurance treaty for cyber liability generally renews on January 1 while the remainder of our reinsurance treaties renew on May 1.
Current wording
Our reinsurance treaties typically have 12-month terms. While we intend to renew on similar terms as expiring to maintain our desired level of net risk appetite, during each renewal cycle, we may change our coverage terms or the composition of our reinsurance panel. Currently, the quota share reinsurance treaty for Cyber renews on January 1, the commercial auto quota share treaty within our Casualty division renews March 1, while the remainder of our reinsurance treaties renew on May 1.
Previous wording
We have entered into software service agreements that have purchase obligations depending on the amount of premiums written. At September 30, 2025, the fixed and determinable portion of these purchase obligations were approximately $9.1 million for the years 2025 - 2029. The obligations may increase depending on the amount of premium written by the Company over the respective years.
Current wording
We have entered into software service agreements that have purchase obligations depending on the amount of premiums written. At March 31, 2026, the fixed and determinable portion of these purchase obligations were approximately $7.1 million for the years 2026 - 2029. The obligations may increase depending on the amount of premium written by the Company over the respective years.
Showing the first 40 of 49 pairs. Open the source sections for the rest.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
(1) For the three months ended March 31, 2026 and 2025, net income and adjusted net income are annualized to arrive at return on equity and adjusted return on equity.
Current report — wording carried from elsewhere
On April 22, 2024, the Company entered into a 2024 Credit Agreement with certain lenders and JPMorgan Chase Bank, N.A., as administrative agent, swingline lender and issuing bank. The 2024 Credit Agreement provided for the 2024 Facility in the aggregate principal amount of $75 million, which included a $5 million sub-facility for letters of credit. All obligations under the 2024 Facility and obligations in respect of certain cash management services and swap agreements with the lenders and their affiliates were (i) unconditionally guaranteed by certain of the Company’s subsidiaries and (ii) secured by a first-priority perfected lien in substantially all of the Company’s and the subsidiaries guarantors’ assets. The 2024 Credit Agreement contained certain customary covenants, including financial maintenance covenants.
Current report — wording carried from elsewhere
As of March 31, 2026, we have an allowance for credit losses of $0.2 million for our reinsurance recoverable balance.
Rearranged previous paragraphs (15)
Previous report — wording carried elsewhere
The 1.1 point increase in our prior accident year loss ratio was due to expected loss ratios applied to audit premiums fully earned in the period but associated with prior accident years. The increase was not based on actual losses settling for more than reserved, and did not represent an increase in estimated reserves on unresolved claims.
Previous report — wording carried elsewhere
The following table summarizes our results of operations for the nine months ended September 30, 2025 and 2024:
Previous report — wording carried elsewhere
NM - Percentage change is not meaningful.
Previous report — wording carried elsewhere
(1)Non-GAAP financial measure. See “—Reconciliation of Non-GAAP Financial Measures” for a reconciliation of the non-GAAP financial measure in accordance with the most comparable U.S. GAAP measure.
Previous report — wording carried elsewhere
The following table presents gross written premiums by underwriting division for the nine months ended September 30, 2025 and 2024:
Previous report — wording carried elsewhere
Gross written premiums increased $127.8 million, or 25.0%, to $638.7 million for the nine months ended September 30, 2025 from $510.9 million for the nine months ended September 30, 2024. The increase in gross written premiums was driven by our increasing renewal book and the continued growth in our platform across all four divisions. Our Casualty division led the growth, primarily from our Excess Casualty portfolio.
Previous report — wording carried elsewhere
For the nine months ended September 30, 2025 and 2024, E&S(1) business made up 80.0% and 80.3% of gross written premiums, respectively, while admitted business made up 20.0% and 19.7%, respectively. The 0.3 point decrease in the proportion of E&S premiums was primarily attributable to an increase in admitted business written in our Casualty division related to real estate excess liability coverage written through a risk purchasing group.
Previous report — wording carried elsewhere
Net earned premiums increased $79.1 million, or 28.4%, to $357.4 million for the nine months ended September 30, 2025 from $278.2 million for the nine months ended September 30, 2024. The increase in net earned premiums was primarily due to the earning of increased gross written premiums offset by the earning of increased ceded written premiums under our ceded reinsurance treaties.
Previous report — wording carried elsewhere
(1) E&S % previously disclosed did not include business written on a facultative reinsurance basis, which is free of rate and policy form restrictions, and provides the flexibility to rapidly adjust to emerging market opportunities.
Previous report — wording carried elsewhere
The following table summarizes the components of our loss ratio for the nine months ended September 30, 2025 and 2024:
Previous report — wording carried elsewhere
The following table summarizes the components of the expense ratio for the nine months ended September 30, 2025 and 2024:
Previous report — wording carried elsewhere
The decrease in our expense ratio for the nine months ended September 30, 2025 was primarily driven by the 2.4 point decrease in our operating expenses ratio, and a 0.3 point increase in other insurance-related income, which contributed to the lowering of our expense ratio. These improvements were partially offset by the 0.9 point increase in our net acquisition costs ratio.
Previous report — wording carried elsewhere
The decrease in our operating expenses ratio was due to the continued scaling of our business, where net earned premiums grew at a higher rate than our expenses, as well as the prudent management of our expenses.
Previous report — wording carried elsewhere
The increase in our net acquisition costs ratio was driven by an increase in earned broker commissions due to changes in our portfolio mix and, to a lesser extent, the increase in Ceding Fee. Gross acquisition costs as a percentage of gross earned premiums was 16.2% for the nine months ended September 30, 2025 compared to 15.6% for the nine months ended September 30, 2024, and ceded earned commissions as a percentage of ceded earned premium was 29.0% for the nine months ended September 30, 2025 compared to 29.0% for the nine months ended September 30, 2024.
Previous report — wording carried elsewhere
(2) For the nine months ended September 30, 2025 and 2024, net income is annualized to arrive at return on equity.