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KINGSTONE COMPANIES INC

For the period ended Dec 31, 2023. Filed Apr 1, 2024.

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

FY2023 · Filed Apr 1, 2024

KINS$22.74+3.8%Stored close · as of Nov 10, 2026

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Contents

Item 15. Exhibits and Financial Statement Schedules

ExhibitNumberDescription of Exhibit
3(a)Restated Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3(a) to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2014, filed on May 15, 2014).
3(b)By-laws, as amended (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on November 9, 2009).
4(a)Note and Warrant Exchange Agreement, dated as of December 9, 2022, between Kingstone Companies, Inc. and the several holders of Existing Notes party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 12, 2022).
4(b)Form of 12.0% Note due 2024 issued by the Company representing $19,950,000 aggregate principal amount of notes (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on December 12, 2022 (included as Exhibit 1 to the Note and Warrant Exchange Agreement filed as Exhibit 10.1 thereto)).
4(c)Form of Warrant Certificate issued by the Company for the purchase of an aggregate of 969,525 shares of common stock (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed on December 12, 2022 (included as Exhibit 2 to the Note and Warrant Exchange Agreement filed as Exhibit 10.1 thereto)).
10(a)Amended and Restated 2014 Equity Participation Plan.*
10(b)Third Amended and Restated Employment Agreement, dated as of June 27, 2022, by and between Kingstone Companies, Inc. and Barry B. Goldstein (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June 28, 2022).
10(c)Amendment No. 1, dated as of August 9, 2023, to Third Amended and Restated Employment Agreement, dated as of June 27, 2022, by and between Kingstone Companies, Inc. and Barry B. Goldstein (incorporated by reference to Exhibit 10.A to the Company’s Quarterly Report on Form 10-Q for the period ended June 30, 2023, filed on August 14, 2023).
10(d)Stock Grant Agreement, dated as of January 3, 2020, between Kingstone Companies, Inc. and Barry B. Goldstein (157,431 shares) (incorporated by reference to Exhibit 10(c) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed on March 16, 2020).
10(e)Stock Grant Agreement, dated as of January 3, 2020, between Kingstone Companies, Inc. and Barry B. Goldstein (17,191 shares) (incorporated by reference to Exhibit 10(d) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed on March 16, 2020).
10(f)Stock Grant Agreement, dated as of January 4, 2021, between Kingstone Companies, Inc. and Barry B. Goldstein (230,769 shares) (incorporated by reference to Exhibit 10(e) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed on April 4, 2022).
10(g)Stock Grant Agreement, dated as of January 4, 2021, between Kingstone Companies, Inc. and Barry B. Goldstein (21,000 shares) (incorporated by reference to Exhibit 10(f) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed on April 4, 2022).
10(h)Stock Grant Agreement, dated as of January 3, 2022, between Kingstone Companies, Inc. and Barry B. Goldstein (incorporated by reference to Exhibit 10(g) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed on April 4, 2022).
10(i)Letter agreement, dated as of June 27, 2022, between Kingstone Companies, Inc. and Barry B. Goldstein with respect to outstanding restricted stock grants (incorporated by reference to Exhibit 10(h) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed on March 31, 2023).
10(j)Letter agreement, dated as of September 18, 2023, between Kingstone Companies, Inc. and Barry B. Goldstein with respect to outstanding restricted stock grants.*
10(k)Second Amended and Restated Employment Agreement, dated as of June 27, 2022, by and between Kingstone Companies, Inc. and Meryl S. Golden (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on June 28, 2022).
10(l)Stock Grant Agreement, dated as of January 3, 2022, between Kingstone Companies, Inc. and Meryl S. Golden (incorporated by reference to Exhibit 10(j) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed on April 4, 2022).
10(m)Stock Grant Agreement, dated as of January 3, 2023, between Kingstone Companies, Inc. and Meryl S. Golden (incorporated by reference to Exhibit 10(q) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed on March 31, 2023).
10(n)Deferred Compensation Plan, dated as of June 18, 2018 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on June 20, 2018).
10(o)Stock Grant Agreement, dated as of January 2, 2024, between Kingstone Companies, Inc. and Floyd R. Tupper.*
10(p)Stock Grant Agreement, dated as of January 2, 2024, between Kingstone Companies, Inc. and Carla D’Andre.*
10(q)Stock Grant Agreement, dated as of January 2, 2024, between Kingstone Companies, Inc. and William L. Yankus.*
10(r)Stock Grant Agreement, dated as of January 2, 2024, between Kingstone Companies, Inc. and Timothy P. McFadden.*
10(s)Stock Grant Agreement, dated as of January 2, 2024, between Kingstone Companies, Inc. and Meryl S. Golden.*
21Subsidiaries (incorporated by reference to Exhibit 21 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, filed on March 16, 2017).
23Consent of Marcum LLP.*
31(a)Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31(b)Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
32Certification of Chief Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
97Clawback Policy.*
101.INSXBRL Instance Document.*
101.SCH101.SCH XBRL Taxonomy Extension Schema.*
101.CAL101.CAL XBRL Taxonomy Extension Calculation Linkbase.*
101.DEF101.DEF XBRL Taxonomy Extension Definition Linkbase.*
101.LAB101.LAB XBRL Taxonomy Extension Label Linkbase.*
101.PRE101.PRE XBRL Taxonomy Extension Presentation Linkbase.*

*Filed herewith

**Furnished herewith

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