Hagerty, Inc.
For the period ended Dec 31, 2025. Filed Feb 26, 2026.
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FY2025 · Filed Feb 26, 2026
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Schedule II: Condensed Financial Information of Registrant Parent Company
Condensed Statement of Operations (Parent Company Only)
| Year ended December 31, | |||
|---|---|---|---|
| 2025 | 2024 | 2023 | |
| REVENUE: · (in thousands) | |||
| Net investment income | $332 | $42 | $150 |
| Total revenue | 332 | 42 | 150 |
| EXPENSES: | |||
| Sales expense | 1 | 1 | 7 |
| General and administrative expenses | 1,364 | 1,129 | 791 |
| Loss (gain) related to warrant liabilities, net | — | 8,544 | (11,543) |
| Change in TRA Liability | 32,235 | 1,608 | (2,638) |
| Total expenses | 33,600 | 11,282 | (13,383) |
| INCOME (LOSS) BEFORE DIVIDENDS AND TAXES | (33,268) | (11,240) | 13,533 |
| Income tax benefit | 37,459 | — | — |
| Intercompany dividend income (1) | 7,555 | 7,427 | 3,677 |
| Equity earnings in subsidiaries, net of tax | 137,479 | 82,116 | 10,969 |
| NET INCOME | 149,225 | 78,303 | 28,179 |
| Net income attributable to non-controlling interest | (100,207) | (61,286) | (7,948) |
| Accretion of Series A Convertible Preferred Stock | (7,555) | (7,427) | (3,677) |
| NET INCOME ATTRIBUTABLE TO CLASS A COMMON STOCKHOLDERS | $41,463 | $9,590 | $16,554 |
Condensed Balance Sheets (Parent Company Only)
| December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| ASSETS | in thousands (except share amounts) | |
| Cash and cash equivalents | $12,001 | $1,023 |
| Deferred tax assets | 43,011 | — |
| Other assets | 1,198 | 1,717 |
| Investment in subsidiaries (1) | 731,509 | 608,529 |
| TOTAL ASSETS | $787,719 | $611,269 |
| LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS' EQUITY | ||
| Accounts payable and accrued expenses | $18 | $89 |
| Intercompany payable (1) | 846 | 831 |
| Tax receivable agreement liability | 39,829 | 2,180 |
| TOTAL LIABILITIES | 40,693 | 3,100 |
| TEMPORARY EQUITY | ||
| Preferred stock, $0.0001 par value (20,000,000 shares authorized, 8,483,561 Series A Convertible Preferred Stock issued and outstanding as of December 31, 2025 and December 31, 2024) | 86,618 | 84,663 |
| STOCKHOLDERS' EQUITY | ||
| Class A Common Stock, $0.0001 par value (500,000,000 shares authorized, 100,706,893 and 90,032,391 issued and outstanding as of December 31, 2025 and December 31, 2024, respectively) | 10 | 9 |
| Class V Common Stock, $0.0001 par value (300,000,000 authorized, 241,552,156 and 251,033,906 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively) | 24 | 25 |
| Additional paid-in capital | 623,013 | 603,780 |
| Accumulated earnings (deficit) | (402,960) | (451,978) |
| Accumulated other comprehensive income (loss) | 1,229 | (1,514) |
| Total stockholders' equity | 221,316 | 150,322 |
| Non-controlling interest | 439,092 | 373,184 |
| Total equity | 660,408 | 523,506 |
| TOTAL LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS' EQUITY | $787,719 | $611,269 |
Condensed Statements of Cash Flows (Parent Company Only)
| Year ended December 31, | |||
|---|---|---|---|
| 2025 | 2024 | 2023 | |
| OPERATING ACTIVITIES: | in thousands | ||
| Net income | $149,225 | $78,303 | $28,179 |
| Adjustments to reconcile net income to net cash from operating activities: | |||
| Equity in income of subsidiaries | (145,034) | (89,544) | (14,646) |
| Dividends received from subsidiaries | 5,600 | 5,600 | — |
| Tax distributions received from subsidiaries | 11,799 | 1,104 | — |
| Loss (gain) related to warrant liabilities, net | — | 8,544 | (11,543) |
| Change in TRA Liability | 32,235 | 1,606 | (2,636) |
| Provision for deferred taxes | (37,539) | — | — |
| Changes in operating assets and liabilities: | |||
| Prepaid expenses and other assets | 520 | 329 | 478 |
| Intercompany payable (1) | 15 | (15) | — |
| Accounts payable and accrued expenses | (20) | 92 | (32) |
| Net Cash Provided by (Used in) Operating Activities | 16,801 | 6,019 | (200) |
| INVESTING ACTIVITIES: | |||
| Investment in subsidiaries (1) | — | — | (102,635) |
| Net Cash Used in Investing Activities | — | — | (102,635) |
| FINANCING ACTIVITIES: | |||
| Proceeds from issuance of Series A Convertible Preferred Stock, net of issuance costs | — | — | 79,262 |
| Payment of Series A Convertible Preferred Stock dividends | (5,600) | (5,600) | — |
| Funding of TRA Liability payments | (223) | — | — |
| Net Cash Provided by (Used in) Financing Activities | (5,823) | (5,600) | 79,262 |
| Change in cash and cash equivalents and restricted cash and cash equivalents | 10,978 | 419 | (23,573) |
| Beginning cash and cash equivalents and restricted cash and cash equivalents | 1,023 | 604 | 24,177 |
| Ending cash and cash equivalents and restricted cash and cash equivalents | $12,001 | $1,023 | $604 |
| Cash paid for income taxes (2) | $80 | $207 | $— |
(2)Beginning with the year ended December 31, 2025, the Company has adopted ASU 2023-09 and, as a result, cash paid for taxes, net of refunds received, is disclosed by jurisdiction on a prospective basis. For the year ended December 31, 2025, $45.6 thousand, $17.1 thousand, and $4.4 thousand of the cash paid for income taxes relates to California, Georgia, and New York state taxes, respectively. The remaining balance of cash paid for income taxes relates to immaterial balances to various states.
Notes to Condensed Financial Statements (Parent Company Only)
1 — Summary of Significant Accounting Policies
Nature of Operations — Hagerty, Inc. (the "Parent Company") was formed in 2020 as a Delaware corporation and is a holding company with no direct operations. The Parent Company's assets and liabilities primarily consist of its equity interest in THG and its consolidated subsidiaries.
Basis of Presentation —The Parent Company's Condensed Financial Statements have been prepared using the equity method, whereby the investment in consolidated subsidiaries is stated at cost plus equity in undistributed earnings of consolidated subsidiaries since the date of acquisition. These Condensed Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes thereto.
Use of Estimates — The preparation of the Parent Company's Condensed Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities as of the date of the Condensed Financial Statements, as well as the reported amounts of revenue and expenses during the reporting period. Although the estimates are considered reasonable, actual results could materially differ from those estimates.
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