Kinsale Capital Group Inc

Entry into a Material Definitive Agreement

On October 22, 2024, the Company entered into:

• Second Amendment to the Note Purchase and Private Shelf Agreement (the "NPA Amendment") with PGIM, Inc. and the other noteholders party thereto; and

• Amendment No. 2 to the Amended and Restated Credit Agreement (the "Credit Agreement Amendment") with JPMorgan Chase Bank, N.A., as administrative agent and as a lender, Truist Bank, as a lender, and CIBC Bank USA, as a lender.

Each of the Note Purchase and Private Shelf Agreement and Amended and Restated Credit Agreement contain a restrictive covenant limiting Restricted Payments (as defined therein) and contained a general basket allowing for Restricted Payments of up to $100,000,000. The NPA Amendment and Credit Agreement Amendment amended each general basket to allow the Company to make Restricted Payments up to an aggregate amount of the greater of $300,000,000 and 6.5% of the total assets of the Company and its subsidiaries at the end of the most recently completed fiscal quarter.

The NPA Amendment amended Paragraph 6H(vi) of the Note Purchase and Private Shelf Agreement by deleting the reference to "$100,000,000" therein and replacing it with "the greater of (x) $300,000,000 and (y) 6.5% of the Total Assets of the Company and its consolidated Subsidiaries as of the end of the most recently completed fiscal quarter".

The Credit Agreement Amendment amended Section 6.08(f) of the Amended and Restated Credit Agreement by deleting the reference to "$100,000,000" therein and replacing it with “the greater of (x) $300,000,000 and (y) 6.5% of the Total Assets of the Borrower and its consolidated Subsidiaries as of the end of the most recently completed fiscal quarter” in its place.

The foregoing descriptions of the NPA Amendment and the Credit Agreement Amendment do not purport to be complete and are qualified in their entirety by reference to the full and complete terms contained in the NPA Amendment and the Credit Agreement Amendment, a copy of each of which is attached as an exhibit hereto.

Securities Trading Plans of Directors and Executive Officers

Transactions in our securities by our non-employee directors and executive officers are required to be made in accordance with our Policy on the Prevention of Insider Trading and Selective Disclosure (the "Insider Trading Policy"), which, among other things, requires that the transactions be in accordance with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information. Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables prearranged transactions in securities in a manner that avoids concerns about initiating transactions at a future date while possibly in possession of material nonpublic information. Our Insider Trading Policy permits our non-employee directors and executive officers to enter into trading plans designed to comply with Rule 10b5-1.

During the third quarter of 2024, none of our non-employee directors or executive officers adopted, modified orterminated a Rule 10b5-1 trading plan oradopted, modified orterminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).