American Integrity Insurance Group, Inc.

1. Nature of Operations and Basis of Presentation

Organization and Description of the Company

American Integrity Insurance Group, Inc., a Delaware corporation (the “Company”), was formed on January 15,

2025. American Integrity Insurance Group, LLC, a Texas limited liability company (“AIIG”), was formed in 2006.

On May 7, 2025, the holders of all of the outstanding equity of AIIG contributed all of their equity interests in AIIG

to the Company (the “Corporate Contribution”), in exchange for 12,904,495 shares of the Company’s common

stock, par value$0.001 per share (the “Common Stock”), immediately prior to the Company’s initial public offering

(the “IPO”). This is further described in the “Initial Public Offering and Corporate Contribution” section below.

The operations of AIIG represent the predecessor to the Company prior to the IPO, and the consolidated and

combined entities of the Company are described in more detail below. Information for any periods prior to May 7,

2025 relates to AIIG and its subsidiaries.

The Company and its wholly-owned subsidiaries are engaged in the property and casualty insurance business. The

Company’s subsidiaries include American Integrity Insurance Company (f/k/a American Integrity Insurance

Company of Florida, Inc.) (“AIIC”), a property and casualty insurance company domiciled in the state of Florida;

AIIG; American Integrity MGA, LLC (“AIMGA”), a Texas limited liability company operating as a managing

general agency and functioning as a manager for the insurance subsidiary’s business; American Integrity Claims

Services, LLC (“AICS”), a Texas limited liability company operating as a third-party administrator and providing

insurance claims processing services; Pinnacle Insurance Consultants, LLC (“PIC”), a Nevada limited liability

company operating as a licensed insurance agency in the state of Florida; and Pinnacle Analytics, LLC (“PA”), a

Texas limited liability company performing limited reinsurance brokerage functions for the insurance subsidiary’s

business. During 2023, the Company entered into an agreement with Artex SAC Limited (“Artex”), a Bermuda

Licensed Segregated Accounts Company, to establish Catstyle Segregated Account (“Catstyle”). Catstyle is a

segregated account controlled by the Company formed for the purpose of conducting reinsurance business.

The Company’s property and casualty insurance is currently offered in Florida, Georgia, North Carolina, and South

Carolina.

Basis of Presentation and Principles of Consolidation

The Company has prepared the accompanying unaudited condensed consolidated financial statements in accordance

with accounting principles generally accepted in the United States of America (“GAAP”) and the Securities and

Exchange Commission (“SEC”). References to the Accounting Standard Codification (“ASC”) and the Accounting

Standard Updates (“ASU”) included hereinafter refer to the Accounting Standards Codification and Updates issued

by the Financial Accounting Standards Board (“FASB”) as the source of the authoritative GAAP. In the opinion of

management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation have

been included in these condensed consolidated financial statements.

The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-

owned subsidiaries, as well as variable interest entities (“VIE”) in which the Company is determined to be the

primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation.

The condensed consolidated financial statements for prior periods give effect to the Corporate Contribution

discussed below, including the exchange of all 122,900 units of AIIG for an aggregate of 12,904,495 shares of

Common Stock of the Company, which is equivalent to an overall exchange ratio of one-for-105. All share and

earnings per share amounts presented herein have been retroactively adjusted to give effect to the Corporate

Contribution as if they occurred prior to all prior periods presented.

Initial Public Offering and Corporate Contribution

Immediately prior to the IPO, the owners of the equity interests of AIIG contributed all of their equity interests to

the Company in exchange for an aggregate of 12,904,495 shares of Common Stock in the Corporate Contribution.

On May 9, 2025, the Company completed its IPO of an aggregate of 6,875,000 shares of the Company’s Common

Stock, at a price to the public of$16.00 per share,6,250,000 of which shares were sold by the Company and

625,000 of which shares were sold by certain selling stockholders. The gross proceeds to the Company from the IPO

were$100 million, and gross proceeds to the selling stockholders from the IPO were$10 million, before deducting

underwriting discounts and commissions of$7 million. Pending their further use, the proceeds were invested in

investment grade instruments. On May 13, 2025, the underwriters completed the exercise of their option to purchase

an additional 1,031,250 shares of Common Stock from the selling stockholders resulting in an additional$16.5

million in gross proceeds to the selling stockholders, before deducting underwriting discounts and commissions. The

Company did not receive any gross proceeds from the sales of shares of Common Stock by the selling stockholders.

In connection with the IPO, the Company issued a net amount of 417,470 shares of restricted stock to certain

employees and consultants (the “Restricted Stock Grant”) after giving effect to the withholding of approximately

234,587 shares of Common Stock to satisfy the estimated tax withholding and remittance obligations (the

“Restricted Stock Grant Net Settlement”). The Company incurred a one-time share-based compensation expense of

$10.4 million in connection with the Restricted Stock Grant, which was expensed in general and administrative

expenses on the condensed consolidated statements of operations and comprehensive income. The Company also

paid$3.8 million for tax withheld on vesting of restricted stock in connection with the Restricted Stock Grant Net

Settlement. The compensation expense for these awards was recognized in the second quarter of 2025.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to

make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the condensed

consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. As

a result, actual results could differ from those estimates. Management evaluates estimates on an ongoing basis when

updated information related to such estimates becomes available. The most significant areas that require

management judgment are the estimate of unpaid losses and loss adjustment expenses, evaluation of reinsurance

recoverable, evaluation of ceding commission, and valuation of investments.

2. Significant Accounting Policies

Changes to Significant Accounting Policies

There have been no changes to significant accounting policies as reported in the audited consolidated financial

statements of the Company for the year ended December 31, 2025. The Company has included the Restricted Stock

policy, which is a newly updated policy to reflect the performance-based restricted stock units (“PSUs”) grantedfor

the unaudited condensed consolidated financial statements of the Company for the three months ended March 31,

Restricted Stock

The PSUs are subject to performance-based vesting conditions and are accounted for as equity under ASC Topic

718, Compensation—Stock Compensation. PSUs are valued based on the fair value of the underlying award, which

is the closing price of the Common Stock on the date of the grant. The Company recognizes the compensation cost

for PSUs on a straight-line basis over the awards’three-year vesting period as general and administrative expenses

within the Company’s consolidated statements of operations and comprehensive income. The PSUs were granted

assuming expected maximum achievement of the applicable performance conditions. Accordingly, compensation

cost is subject to decreases based on the Company’s actual performance relative to the established metrics for each

performance year. The Company recognizes any PSU forfeitures when they occur.

Recently Issued and Adopted Accounting Pronouncements

In November 2023, the FASB issued ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable

Segment Disclosures, which amended the guidance in ASC 280, Segment Reporting, to require a public entity to

disclose significant segment expenses and other segment items on an annual and interim basis and to provide in

interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required

annually. Public entities with a single reportable segment are required to provide the new disclosures and all the

disclosures required under ASC 280. The guidance is applied retrospectively to all periods presented in financial

statements, unless it is impracticable. The guidance applies to all public entities and is effective for fiscal years

beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024.

The Company adopted ASU 2023-07 for its 2024 year-end. The adoption of the ASU did not have a material impact

on the consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax

Disclosures, which amended the guidance in ASC 740 to enhance the transparency and decision-usefulness of

income tax disclosures, particularly in the rate reconciliation table and disclosures about income taxes paid. The

guidance applies to all entities subject to income taxes and permits either prospective or retrospective application.

For public business entities, the new requirements will be effective for annual periods beginning after December 15,

2024. The Company adopted ASU 2023-09 on a prospective basis beginning with the year ended December 31,

2025. The adoption did not have a material impact on the Company’s consolidated financial condition or results of

operations, but resulted in additional income tax disclosures in the consolidated financial statements.

In September 2025, the FASB issued ASU No. 2025-06, Intangibles—Goodwill and Other—Internal-Use Software

(Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which provides updated

guidance on the recognition, measurement, and disclosure of costs incurred in connection with internally developed

software. The new standard is intended to align accounting practices for software that is developed in-house with

recent advancements in technology and current industry practices. ASU 2025-06 is effective for annual reporting

periods beginning after December 15, 2027, and interim periods within those annual periods. The Company adopted

ASU 2025-06 on January 1, 2026 using the prospective method. The adoption of the ASU did not have a material

impact on the condensed consolidated financial statements.

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income –

Expense Disaggregation Disclosures (Subtopic 220-40). This ASU requires disaggregated disclosure of income

statement expenses, such as employee compensation and depreciation, for public business entities. The ASU does

not change the expense captions an entity presents on the face of the income statement; rather, it requires

disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the

consolidated financial statements. The ASU also requires disclosure of a qualitative description of the amounts

remaining in relevant expense captions that are not separately disaggregated quantitatively. ASU 2024-03 is

effective for all public business entities for fiscal years beginning after December 15, 2026 and interim periods

within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company will adopt the

guidance on December 31, 2027, and is currently assessing the impact of this ASU on the consolidated financial

statements and related disclosures.

In December 2025, the FASB issued ASU No. 2025-11, Interim Reporting (Topic 270): Narrow-Scope

Improvements, which clarifies the guidance in Topic 270 to improve the consistency of interim financial reporting.

The ASU provides a comprehensive list of required interim disclosures and introduces a disclosure principle

requiring entities to disclose events since the end of the last annual reporting period that have a material impact on

the entity. ASU 2025-11 is effective for annual reporting periods beginning after December 15, 2027 and interim

periods within those annual periods. Early adoption is permitted. The Company is currently evaluating the impact of

ASU 2025-11 on its consolidated financial statements and related disclosures.

3. Variable Interest Entity

As part of the 2023-2024 catastrophe excess of loss reinsurance placement, which incepted on June 1, 2023, AIIC

entered into a reinsurance agreement with Catstyle, a segregated account controlled by the Company. Catstyle

provides reinsurance coverage for layer one of the Company’s catastrophe reinsurance program effective June 1,

2023 through May 31, 2024, June 1, 2024 through May 31, 2025, and June 1, 2025 through May 31, 2026. Catstyle

reinsurance eliminates in consolidation.

To establish the Catstyle, AIIG entered into a master preference shareholder agreement with Artex whereby AIIG

purchased 1,000 non-voting redeemable preference shares, par value of$1.00, to become the sole shareholder of

Catstyle. AIIG also contributed additional surplus in order to fully capitalize Catstyle.

The Company was determined to be the primary beneficiary of Catstyle, a silo that is a VIE within Artex, as AIIG

has the power to direct the activities that significantly affect the economic performance as well as the obligation to

absorb losses and the right to receive benefits that could potentially be significant of Catstyle. Thus, AIIG has

consolidated the assets, liabilities and operations of Catstyle in its consolidated financial statements with

intercompany balances and transactions eliminated in consolidation.

The following table presents, on a consolidated basis, the balance sheet classification and exposure of restricted cash

and investments held in the segregated account, which are used to settle reinsurance obligations of the VIE as of the

dates presented. Restricted cash and investments held in the segregated account are required to be held in a trust

account solely for the benefit of the Company and can be used to settle activity under the reinsurance agreement.

Any restricted cash or investments held in the segregated account not actively being used to settle activity under the

reinsurance agreement can be paid to the Company by dividend based upon underwriting results of the segregated

account or by expiration or termination of the reinsurance agreement. Catstyle cannot declare or pay dividends

without necessary approvals from the Bermuda Monetary Authority (the “Authority”).

4. Investments

Available-for-Sale Securities

The amortized cost and estimated fair value of available-for-sale securities were as follows:

A summary of the aggregate estimated fair values of available-for-sale securities with unrealized losses segregated

by time period in an unrealized loss position is as follows:

As of March 31, 2026 and December 31, 2025, there were 77 and 17 available-for-sale fixed-maturity securities,

respectively, in an unrealized loss position.

A summary of the amortized cost and estimated fair value of available-for-sale securities at March 31, 2026, by

contractual maturity is as follows. The expected maturities may differ from the contractual maturities because

certain borrowers have the right to call or prepay obligations with or without call or prepayment penalties.

The following table presents components of the Company’s net investment income as follows:

Proceeds from sales or maturities of fixed maturity available-for-sale securities for the three months ended

March 31, 2026 were$20,534, with$82 and$24 of gross realized gains and losses, respectively. Proceeds from

sales of fixed maturity available-for-sale securities for the three months ended March 31, 2025 were$59,870, with

$111 and$93 of gross realized gains and losses, respectively. Proceeds from sales or maturities of short-term

securities for the three months ended March 31, 2026 were$22,659, with$0 and$5 of gross realized gains and

losses, respectively. There were no proceeds from sales or maturities of short-term securities for the three months

ended March 31, 2025.

The Company did not record any activity pertaining to the allowance for credit losses as of March 31, 2026 or

December 31, 2025.

5. Fair Value Measurements

The tables below present information about the Company’s financial assets measured at fair value on a recurring

basis:

The Company had no assets carried at fair value in the Level 3 category as of March 31, 2026 and December 31,

The Company classifies U.S. Treasury bonds and government agencies within Level 1 of the fair value hierarchy

because they are valued based on quoted market prices in active markets. Corporate debt securities, short-term

investments, and asset-backed securities categorized as Level 2 were valued using a market approach. Valuations

were based upon quoted prices for similar assets in active markets, quoted prices for identical or similar assets in

inactive markets, or valuations based on models where the significant inputs are observable (e.g., interest rates, yield

curves, prepayment speeds, default rates, loss severities) or can be corroborated by observable market data.

During the three months ended March 31, 2026, the Company had no event or circumstance change that would

cause an instrument to be transferred between levels.

The following table summarizes the carrying value and estimated fair value of the Company’s financial instruments

not carried at fair value as of the date presented:

The Company’s long-term debt represents a surplus note. Fair value was determined by management based on the

expected cash flows discounted using the interest rate specified in the surplus note agreement with the Florida State

Board of Administration (“FSBA”). The interest rate is not obtained from an external market source but is defined

within the agreement as a rate equivalent to the 10-year Constant Maturity Treasury Rate, adjusted quarterly in

accordance with the terms of the agreement. The Company’s use of funds from the surplus note is limited by the

terms of the agreement. The Company has concluded that the contractual interest rate quoted by the FSBA to be

appropriate for purposes of establishing the fair value of the surplus note (Level 3).

6. Property and Equipment

Property and equipment consisted of the following as of:

Depreciation and amortization expense related to property and equipment was$595 and$196 for the three months

ended March 31, 2026 and 2025, respectively.

7. Deferred Policy Acquisition Costs, Net of Ceding Commissions

The tables below show the activity regarding deferred policy acquisition costs (“DPAC”) for the three months ended

March 31, 2026 and 2025.

For the three months ended March 31, 2026 and 2025, the Company allocated earned ceding commission income of

$12,932 and$14,814 to policy acquisition costs, respectively, and$12,916 and$23,879 to general and

administrative expenses, respectively.

8. Liability for Unpaid Losses and Loss Adjustment Expenses

The liability for unpaid losses and loss adjustment expenses (“LAE”) includes an amount determined from loss

reports and individual cases and an amount, based on past experience, for losses incurred but not yet reported.

The following table provides a reconciliation of changes in the liability for unpaid losses and LAE:

During the three months ended March 31, 2026, the liability for unpaid losses and LAE, net of reinsurance,

increased by$9,943 from$74,255 as of December 31, 2025 to$84,198 as of March 31, 2026. The increase was

primarily as a result of an increase in reserves related to non-catastrophe storms of$5,755, with an additional

increase in reserves for Citizens, a Florida state-supported insurer, assumed business of$4,106.

Prior period development includes changes in estimated losses and LAE for all events occurring in prior periods

including hurricanes and other weather events. In 2026, the Company’s net loss and LAE incurred for the three

months ended March 31, 2026 reflected no prior year development. These adjustments are generally the result of

ongoing analysis of recent loss development trends. Original estimates are decreased or increased as additional

information becomes known regarding individual claims.

9. Reinsurance

In order to limit the Company’s potential exposure to individual risks and catastrophic events, the Company

purchases reinsurance from third-party reinsurers as well as the Florida Hurricane Catastrophe Fund(“FHCF”), a

state-mandated catastrophe fund for Florida policies only. All of the Company’s reinsurance partners were rated

“A-” or higher by A.M. Best Company, Inc. (“A.M. Best”) or “BBB” or higher by Standard & Poor’s Financial

Services LLC (“S&P”) or were fully collateralized.

In 2024, the Company also began participating in a “take-out program” through which the Company assumes

insurance policies held by Citizens. The take-out program is a legislatively mandated program designed to reduce

the state’s risk exposure by encouraging private companies to assume policies from Citizens.

Effective December 31, 2025 to December 31, 2026, the Company entered into quota share agreements that

generally provide coverage for 25% of all losses net of other reinsurance coverages, the aggregate of which shall not

exceed 116.6% of net ceded premiums earned. The reinsurers’ net liability on catastrophe losses shall not exceed

2.5% of gross premiums earned net of inuring reinsurance premium. In the determination of ceded premiums under

the agreements, the maximum amount allowed by the reinsurers for other inuring reinsurance coverages is limited to

31% of gross premiums earned for the term of the contract. The reinsurers allow the Company a provisional ceding

commission of 68.25% to 69.00%, depending on the reinsurer, that adjusts based on loss experience.

The Company remains contingently liable in the event the reinsuring companies do not meet their obligations under

these reinsurance contracts. Given the quality of the reinsuring companies, management believes this possibility to

be remote. See Note 8 – “Liability for Unpaid Losses and Loss Adjustment Expenses” for recoveries due from

reinsurers relating to paid and unpaid losses and LAE under these treaties.

Effect of Reinsurance

The effects of reinsurance on premiums written and earned were as follows:

The Company’s reinsurance arrangements affected certain items in the consolidated statements of operations and

comprehensive income for thethree months ended March 31, 2026 and 2025 by the following amounts:

For the three months ended March 31, 2026 and 2025, recoveries received under reinsurance contracts were$5,619

and$36,285, respectively.

10. Regulatory Requirements and Restrictions

State laws and regulations, as well as national regulatory agency requirements, govern the operations of all insurers.

The various laws and regulations require that insurers maintain minimum amounts of statutory surplus and risk-

based capital (“RBC”); restrict insurers’ ability to pay dividends; restrict the allowable investment types and

investment mixes and subject the Company’s insurers to assessments.

The Company’s insurance subsidiary is subject to regulations and standards of the Florida Office of Insurance

Regulation (“FLOIR”). It is also subject to regulations and standards of regulatory authorities in other states where

they are licensed, although as a Florida-domiciled insurer, its principal regulatory authority is the FLOIR.

The Company’s insurance subsidiary, AIIC, prepares its statutory-basis financial statements in accordance with

statutory accounting practices prescribed or permitted by FLOIR. The commissioner of the FLOIR has the right to

permit other practices that may deviate from prescribed practices. AIIC does not obtain and follow any permitted

practice. As of March 31, 2026 and December 31, 2025, AIIC reported statutory capital and surplus of$200,664 and

$193,080, respectively. For the three months ended March 31, 2026 and 2025, AIIC reported statutory net income of

$5,957 and$17,886, respectively. Statutory-basis surplus differs from shareholders’ equity reported in accordance

with GAAP primarily due to the impact of the Company’s IPO proceeds, and because policy acquisition costs are

expensed when incurred, certain assets that are not admitted assets are eliminated from the consolidated balance

sheets, and surplus notes are reported as surplus rather than liabilities. In addition, the recognition of deferred tax

assets is based on different recoverability assumptions.

The Florida statutes require a residential property insurance company to maintain statutory surplus as to

policyholders of at least$1,500 or 10% of the insurer’s total liabilities, whichever is greater. Accordingly, as of

March 31, 2026 and December 31, 2025, AIIC exceeded the minimum statutory surplus requirement, which was

$20,066 and$19,308, respectively. Under Florida law, without regulatory approval, AIIC may pay dividends if they

do not exceed the greater of:(i) the lesser of 10% of surplus or net income, not including realized capital gains, plus

atwo-year carry forward; (ii)10% of surplus, with dividends payable limited to unassigned funds minus 25% of

unrealized capital gains; or (iii) the lesser of 10% of surplus or net investment income plus athree-year carry

forward with dividends payable limited to unassigned funds minus 25% of unrealized capital gains. AIIC did not pay

any dividends during the three months ended March 31, 2026, and it can still pay dividends without regulatory

approval.

AIIC is also required annually to comply with the National Association of Insurance Commissioners (“NAIC”) RBC

requirements. RBC requirements prescribe a method of measuring the amount of capital appropriate for an insurance

company to support its overall business operations in light of its size and risk profile. NAIC RBC requirements are

used by regulators to determine appropriate regulatory actions relating to insurers who show signs of a weak or

deteriorating condition. As of March 31, 2026 and December 31, 2025, based on calculations using the appropriate

NAIC RBC formula, AIIC reported total adjusted capital in excess of the requirements.

AIIC has maintained a cash deposit with the Insurance Commissioner of the State of Florida and other states in

which AIIC is authorized to write business in order to meet regulatory requirements and such cash deposit is

included in restricted cash on the condensed consolidated balance sheets.

In addition, Florida property and casualty insurance companies are required to adhere to prescribed premium-to-

capital surplus ratios. Florida state law requires that the ratio of 90% of premiums written divided by surplus as to

policyholders does not exceed 10 to 1 for gross premiums written or 4 to 1 for net premiums written. As of

March 31, 2026, AIIC had a ratio of gross and net premiums written to surplus of 1.0 to 1 and 0.8 to 1, respectively,

which met the requirements.

The Company also has the Catstyle reinsurance segregated account, where the Company can withdraw from cash

held in the segregated account, but must provide written notice to the trustee in the form of a withdrawal notice in

order to access the funds. However, consent of the grantor is not required to access the funds, and the funds’ use is

not restricted within the terms of the trust agreement. Catstyle is regulated by the Authority and is required to meet

and maintain certain minimum levels of solvency and liquidity. Catstyle’s statutory capital and surplus necessary to

satisfy the regulatory requirements in the aggregate was$48,826 and$38,398 as of March 31, 2026 and

December 31, 2025, respectively. As of March 31, 2026 and December 31, 2025, the actual amount of statutory

capital and surplus was$48,826 and$38,398, respectively. The liabilities of Catstyle are fully collateralized and

accordingly capital and surplus are available to be paid out in dividends and subject to approval in accordance with

regulations of the Authority.

11. Shareholders’ Equity

Immediately prior to the IPO, the owners of the equity interests of AIIG contributed all of their equity interests to

the Company in exchange for an aggregate of 12,904,495 shares of Common Stock.

Initial Public Offering

The Company’s amended and restated certificate of incorporation authorizes 100,000,000 shares of Common Stock,

of which 19,581,343 shares were issued and outstanding as of March 31, 2026, and 10,000,000 shares of preferred

stock,$0.001 par value per share, of whichno shares were issued and outstanding as of March 31, 2026.

The Company issued 6,250,000 shares of Common Stock to the public, at a price of$16.00 per share in its IPO. The

Company received net proceeds of$93 million after deducting underwriting discounts and commissions and paid

$4.2 million in offering expenses that reduced the proceeds received in additional paid-in capital in the consolidated

balance sheets. In addition, in connection with the IPO, the Company used$3.8 million of the proceeds from the

offering to satisfy the Restricted Stock Grant Net Settlement and$3.0 million of the proceeds of the offering to

terminate the management services agreement by and between James Sowell Company, L.P. and AIIG, but these

costs were expensed in general and administrative expenses on the consolidated statements of operations and

comprehensive income.

Distributions

The Company is a legal entity separate and distinct from its subsidiaries. As a holding company, the primary sources

of cash needed to meet its obligations are distributions, dividends, and other permitted payments from its

subsidiaries and consolidated VIEs. While there are no restrictions on distributions from AIMGA, AICS, PA, and

PIC, dividends from AIIC and Catstyle are restricted. See Note 10 – “Regulatory Requirements and Restrictions” for

the restrictions on dividends from AIIC and Note 3 – “Variable Interest Entity” for restrictions on dividends from

Catstyle.

Prior to the IPO, taxable income was allocated to the members of AIIG in accordance with the United States Internal

Revenue Code and AIIG’s amended and restated company agreement. Tax distributions totaled$4.9 million during

the three months ended March 31, 2025.

Additionally, according to AIIG’s company agreement and prior to the IPO, AIIG’s Board of Directors was

permitted to, in its discretion, declare distributions to AIIG’s members in proportion to such members’ respective

percentage ownership interests. The Company made$10.0 million of discretionary distributions to members during

the three months ended March 31, 2025.

Special Cash Dividend

On February 24, 2026, the Company’s Board of Directors declared a$20.0 million special cash dividend of$1.02

per common share. The dividends were paid on March 30, 2026 to stockholders of record as of March 16, 2026.

12. Stock-Based Compensation

The Company adopted the American Integrity Insurance Group, Inc. 2025 Long-Term Incentive Plan (the“Plan”)

effective May 7, 2025. The maximum number of shares of Common Stock that may be issued pursuant to awards

under the Plan is 2,175,758 shares of Common Stock.

At March 31, 2026, there were 1,898,810 shares of Common Stock available for future issuance under the Plan.

Restricted Stock Awards

During 2025 and the first quarter of 2026, the Company issued shares of restricted stock (“RSAs”) to its non-

employee members of the Board of Directors pursuant to the American Integrity Insurance Group, Inc. 2025 Non-

Employee Director Compensation Policy(the “Non-Employee Director Compensation Policy”)approved on

September 9, 2025, under the Plan. Underthe Non-Employee Director Compensation Policy, an initial grant of

2,658 RSAs was awarded on September 9, 2025, followed by quarterly grants totaling 2,334 and 4,386 RSAs as of

March 31, 2026 and December 31, 2025, respectively. The RSAs awarded under the Non-Employee Director

Compensation Policy vest immediately on their respective grant date.

A summary of all RSA activity for the three months ended March 31, 2026 is as follows:

During the three months ended March 31, 2026, the Company recognized$45 ofshare-based compensation expense

related to the RSAs granted to the non-employee members of the Board of Directors within general and

administrative expenses in the consolidated statements of operations and comprehensive income.

Restricted Stock Units

On December 4, 2025, the Compensation Committee of the Board of Directors approved the grant of 46,876 time-

based restricted stock units (“RSUs”) pursuant to the Company’s form of RSU agreement (the“RSU Agreement”)

under the Plan. The RSUs were granted to certain executive officers with a grant-date fair value of$20.62 per share,

which was determined using the closing price of our Common Stock reported on the New York Stock Exchange on

the grant date. One-third of these RSUs vest annually on the Plan’s adoption anniversary date over athree-year term,

commencing on May 7, 2026. The vesting of the shares granted pursuant to the RSU Agreement is contingent upon

the employee’s continuous employment with the Company through each vesting period.

On March 2, 2026, the Compensation Committee of the Board of Directors approved the grant of 44,137 time-based

RSUs pursuant to the RSU Agreement under the Plan. These RSUs were granted to certain executive officers based

on a grant-date fair value of$21.16 per share, which was determined using the closing price of our Common Stock

reported on the New York Stock Exchange on the grant date. One-third of these RSUs vest annually over athree-

year term, commencing on March 2, 2027. The shares vested under the RSU Agreement are contingent upon the

employee’s continuous employment with the Company through each vesting period.

On March 2, 2026, the Compensation Committee of the Board of Directors approved the grant of 176,557 PSUs

pursuant to the Company’s form of PSU Agreement under the Plan. These PSUs were granted to certain executive

officers based on a grant-date fair value of$21.16 per share, which was determined using the closing price of our

Common Stock reported on the New York Stock Exchange on the grant date. These PSUs are subject to athree-year

performance period, commencing on January 1, 2026 and ending on December 31, 2028. Performance is measured

annually, and following the conclusion of each performance year, the Compensation Committee of the Board of

Directors will certify the Company’s achievement of the applicable performance metrics and determine the number

of PSUs earned for that year.

Notwithstanding the annual performance measurement, the PSUs do not vest until the completion of the full three-

year performance period, and participants must remain employed through the end of the performance period to

receive any shares underlying the awards. Shares earned based on the annual performance assessments are therefore

subject to continued employment through December 31, 2028 and will vest following the end of the performance

period, but no later than March 15, 2029.

These PSUs were granted assuming expected maximum achievement of the applicable performance conditions and

are subject to decreases based on the Company’s actual performance relative to the established metrics for each

performance year.

A summary of all RSU and PSU activity for the three months ended March 31, 2026 is as follows:

The Company recognizes the compensation cost for the RSUs and PSUs on a straight-line basis over the awards’

vesting period.

The Company recognized compensation costs associated with the RSUs and PSUs of$221 for the three months

ended March 31, 2026. The Company did not grant RSUs or PSUs under the Plan prior to December 4, 2025, and

thereforeno compensation cost related to RSUs or PSUs was recognized for the three months ended March 31,

2026. Segment Reporting

Operating segments are defined as components of a company that engage in activities from which it may earn

revenues and incur expenses for which separate operational financial information is available and is regularly

evaluated by the chief operating decision maker (“CODM”). For the purpose of allocating the Company’s resources

and assessing its operating performance, the Company identified the CODM to be the Chief Executive Officer.

The Company concluded that it has onlyone reportable operating segment. This conclusion is based on the three

characteristics of an operating segment within ASC 280. The first characteristic of an operating segment is that it

engages in business activities from which it may recognize revenues and incur expenses. The second characteristic is

that its operating results are regularly reviewed by the CODM to make decisions about resources to be allocated to

the segment and assess its performance. The third characteristic is that its discrete financial information is available.

The Company considered each of these factors in determining that the consolidated entity is the single operating

segment. As there is onlyone operating segment, the Company did not assess any aggregation or materiality and

concluded that the Company will report a single reportable segment. As there is a single reportable segment, the

CODM uses information that is presented in the consolidated financial statements to evaluate the performance of the

single segment, including net income as the measure of profit or loss. The CODM uses net income to monitor

budgeted versus actual results, which assists in the evaluation of segment performance and what resources are

needed. The CODM also uses net income to assess the Company’s performance in comparison with competitors. No

single customer represents more than 10% of the Company’s revenue.

14. Earnings Per Share

Basic earnings per share is computed by dividing income available to common shareholders by the weighted-

average number of common shares outstanding during the period.

For the purposes of determining the basic and diluted weighted-average number of common shares outstanding

during the periods presented that are prior to the IPO, the Company retrospectively reflected the Corporate

Contribution in connection with the IPO. As such, the basic and diluted weighted-average number of common shares

outstanding for those periods reflect the exchange of AIIG’s membership units into shares of Common Stock on the

date of the IPO, assuming that all shares of Common Stock issued in conjunction with the IPO was issued and

outstanding as of the beginning of the earliest period presented.

The Company historically had a Profit Participation Plan (“PPP”) that was terminated upon the IPO. For the

comparative historical period presented, it was determined in accordance with ASC 260, Earnings Per Share, (“ASC

260”), that the participants of the PPP were able to participate in undistributed earnings with Common Stock based

on a predetermined formula on a nonforfeitable basis, thus representing a participating security. The Company

applies the two-class method to allocate income between the common shareholders and the PPP participants.

The RSUs and PSUs have a contractual right to participate in undistributed earnings with Common Stock. The

Company applies the two-class method to allocate income between common shareholders and RSU and PSU

holders.

The following table presents the net income and the weighted average number of shares outstanding used in the

earnings per share calculations. For the three months ended March 31, 2025, there were no potentially dilutive

instruments outstanding.

For the three months ended March 31, 2026, diluted earnings per share reflects the impact of RSUs and PSUs using

the treasury stock method. As of March 31, 2026, approximately 273 shares were considered dilutive, primarily

related to RSUs and PSUs. The impact of these dilutive shares was immaterial and did not change diluted earnings

per share when rounded.

(1)17,503 anti-dilutive shares were excluded from the diluted EPS computation for the three months ended March 31, 2026 in

accordance with ASC 260.

15. Other Comprehensive Income (Loss)

Comprehensive income (loss) includes changes in unrealized gains and losses onfixed maturities classified as

available-for-sale. Reclassification adjustments for realized (gains) losses are reflected in net realized gains (losses)

on investments on the consolidated statements of operations and comprehensive income.

The following table provides a summary of other comprehensive income (loss) and discloses the tax impact of each

component of other comprehensive income (loss) for the three months ended March 31, 2026 and 2025:

16. Income Taxes

The Company was incorporated as a Delaware corporation on January 15, 2025 and is subject to U.S. federal and

state corporate income tax. From January 1, 2025 through May 7, 2025, the Company and its non-insurance

subsidiaries were included in a single partnership return and were not subject to entity-level U.S. income tax. The

Company’s insurance subsidiary, AIIC, was subject to U.S. federal and state corporate income tax and filed on a

stand-alone basis. Effective May 7, 2025, the Company and its non-insurance corporate subsidiaries became subject

to U.S. federal and state income tax. Beginning in 2026, the Company will file a consolidated federal corporate

income tax return with its eligible subsidiaries. Taxes will be settled among the subsidiaries in accordance with the

Company’s tax sharing agreement.

In accordance with ASC 740, each interim period is considered integral to the annual period and tax expense is

generally determined using an estimate of the annual effective income tax rate (“AETR”). The Company records

income tax expense each quarter using the estimated AETR to provide for income taxes on a current year-to-date

basis, adjusted for discrete items that are noted in the relevant period. During the three months ended March 31,

2026, there were no discrete items identified. During the three months ended March 31, 2025, the non-taxable

entities represented a reduction to the overall effective tax rate of 11.7%.

The provision for income taxes for the three months ended March 31, 2026 and 2025 was$7.3 million and

$4.8 million, respectively, based on pretax income of$27.3 million and$42.9 million, respectively. The effective

tax rate was 26.9% and 11.2% for the three months ended March 31, 2026 and 2025, respectively. The tax provision

for the three months ended March 31, 2026 differs from tax expense in the same period in 2025 primarily due to

non-taxable entities’ pretax income adjustment of$24 million, which resulted in the recognition of discrete tax

benefits of$5 million during the three months ended March 31, 2025.

The difference between the effective tax rate and the U.S. federal statutory tax rate of 21% for the three months

ended March 31, 2026 was primarily due to state income taxes and non-deductible compensation related to

employee stock awards granted and fully vested during the quarter.

17. Commitments and Contingencies

Obligations under Multi-Year Reinsurance Contracts

The Company purchases reinsurance coverage to protect its capital and to limit its losses when certain major events

occur. The Company’s reinsurance commitments generally run from June 1 of the current year to May 31 of the

following year. From time to time, certain of the Company’s reinsurance agreements may be for periods longer than

one year. Amounts payable for coverage during the current June 1 to May 31 contract period are recorded as

reinsurance payable in the consolidated balance sheets. Multi-year contract commitments for future years are

recorded at the beginning of the coverage period. As of March 31, 2026 and December 31, 2025, there were no

multi-year reinsurance contract obligations.

Litigation

Lawsuits and other legal proceedings are filed against the Company from time to time. Many of these legal

proceedings involve claims under insurance policies that the Company underwrites. The Company is also involved

in various other legal proceedings and litigation unrelated to claims under the Company’s contracts, which arise in

the ordinary course of business. The Company accrues amounts resulting from claim-related legal proceedings in

unpaid losses and loss adjustment expenses during the period it determines an unfavorable outcome becomes

probable and amounts can be estimated. Management believes that the resolution of these legal actions will not have

a material impact on the Company’s consolidated financial statements. The Company contests liability and/or the

amount of damages as appropriate in each pending matter.

Florida Insurance Guaranty Association

In April 2023, the Florida Insurance Guaranty Association (“FIGA”) issued an order for the collection of a 1.0%

FIGA assessment policy surcharge for policies effective October 1, 2023 through September 30, 2024. The order

directed member insurance companies to collect policy surcharge amounts in advance and to remit those surcharge

amounts to FIGA on a quarterly basis. The Company recorded an accrued liability totaling$2,059 and$1,690,

respectively, in other liability and accrued expenses as of March 31, 2026 and December 31, 2025, which represents

the policy surcharge amounts collected, but unremitted to FIGA as of that date.

18. Leases

On February 20, 2025, the Company entered into a new 152-month lease agreement for approximately 75,000

square feet of office space in Tampa, Florida. Access to the leased premises commenced on March 31, 2026 and was

made available for use by the Company. Accordingly, the right-of-use asset and lease liability have been recognized

as of March 31, 2026. Total future contractual lease payments under this agreement are expected to approximate

$45.7 million over the lease term. The terms of the new lease agreement include an eight-month rent abatement

period upon commencement. As a result, lease payments in 2026 are lower than subsequent years.

Operating lease cost was$370 and$543 for the three months ended March 31, 2026 and 2025, respectively, and is

included in other operating expenses on the condensed consolidated statements of operations and comprehensive

income. Short-term and variable lease costs were immaterialfor the three months ended March 31, 2026 and 2025.

The following table provides supplemental balance sheet information about the Company’s leases as of March 31,

2026 and December 31, 2025:

Supplemental disclosure of cash flow information related to leases was as follows for the three months ended

March 31, 2026 and 2025:

The estimated future minimum payments of operating leases as of March 31, 2026 are as follows:

19. Subsequent Events

The Company performed an evaluation of subsequent events through the date the financial statements were issued,

and determined there were no recognized or unrecognized subsequent events that would require an adjustment or

additional disclosure in the financial statements as of March 31, 2026.