American Integrity Insurance Group, Inc.
For the period ended Jun 30, 2026. Filed Aug 13, 2026.
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Jun 30, 2026 · Filed Aug 13, 2026
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Notes to the Unaudited Condensed Consolidated Financial Statements
- 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,
- 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 Catstye Segregated Account (“Catstye”). Catstye 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, South Carolina, Georgia and North
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.
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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 the 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.
- 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. However, during the six months ended June 30,
2026, the Company granted performance-based restricted stock units (“PSUs”) for the first time. As a result, the
Company accounted for the PSUs in accordance with the accounting policy discussed below.
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 condensed 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.
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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 condensed 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 are effective for annual periods beginning after December 15,
The Company adopted ASU 2023-09 on a prospective basis beginning with the year ended December 31,
The adoption did not have a material impact on the Company’s condensed 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, with early adoption
permitted. 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
condensed 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.
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Revision of Previously Issued Financial Statements
The Company identified a revision related to the measurement of unearned ceding commissions and reinsurance
payable associated with the net quota share reinsurance agreement. The Company revised the presentation of both
items as of December 31, 2025 from what was previously presented. The revision relates to the amounts reported as
unearned ceding commission in Note 7 – “Deferred Policy Acquisition Costs, Net of Ceding Commissions,” reported
in the Consolidated Financial Statements as of December 31, 2025. The revision is a result of an overstatement of
the unearned ceding commission and an understatement of the reinsurance payable in the Consolidated Financial
Statements.
The Company evaluated the error in accordance with ASC 250, Accounting Changes and Error Corrections, and the
SEC’s guidance on assessing materiality, including Staff Accounting Bulletin (“SAB”) No. 99, Materiality, and
SAB No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year
Financial Statements. The Company concluded that the error was not material to any previously issued annual or
interim financial statements. Accordingly, the Company has revised the comparative prior-period financial
information presented herein to correct the error.
The revision reduced the previously reported unearned ceding commission and the related reinsurance payable
balances. As a result, deferred policy acquisition costs, net of unearned ceding commissions, increased by$18,029
with a corresponding increase in reinsurance payable as of December 31, 2025. The revision increased both total
assets and total liabilities by$5,127 as of December 31, 2025. The revision did not have an impact on shareholders’
equity, revenue, expenses, net income, or net cash provided by operating activities.
The Company also revised the previously reported unearned ceding commission and the related net reinsurance
commission receivable balances as of March 31, 2026. As a result, deferred policy acquisition costs, net of unearned
ceding commissions, increased by$18,029 with a corresponding decrease in net reinsurance commission receivable
as of March 31, 2026. The revision decreased both total assets and total liabilities by$8,804 as of March 31, 2026.
The revision did not have an impact on shareholders’ equity, revenue, expenses, net income, or net cash provided by
operating activities.
In accordance with our Compensation Recovery Policy, the Compensation Committee of the Board of Directors
reviewed the revised financial statements and concluded that there was no recovery of erroneously awarded
compensation required under the Compensation Recovery Policy because the revised financial statements did not
impact the amount of any incentive-based compensation received by our executive officers on or after the dates
covered by the revised financial statements.
- 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 Catstye, a segregated account controlled by the Company. Catstye
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, June 1, 2025 through May 31, 2026, and June 1,
2026 through May 31, 2027. Catstye reinsurance eliminates in consolidation.
To establish the Catstye, 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
Catstye. AIIG also contributed additional surplus in order to fully capitalize Catstye.
The Company was determined to be the primary beneficiary of Catstye, 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 Catstye. Thus, AIIG has
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consolidated the assets, liabilities and operations of Catstye in its condensed 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 cash equivalents held in the segregated account, which are used to settle reinsurance obligations of the VIE as of
the dates presented. Restricted cash and cash equivalents 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 cash equivalents 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. Catstye cannot declare or
pay dividends without necessary approvals from the Bermuda Monetary Authority (the “Authority”).
| June 30,2026 | December 31,2025 | |
|---|---|---|
| Restricted cash and cash equivalents | $54,560 | $39,364 |
| Total | $54,560 | $39,364 |
- Investments
Available-for-Sale Securities
The amortized cost and estimated fair value of available-for-sale securities were as follows:
| June 30, 2026 | |||||
|---|---|---|---|---|---|
| AmortizedCost · Allowancefor CreditLoss · Gross UnrealizedGains · GrossUnrealizedLosses · EstimatedFair Value | |||||
| U.S. Treasury and U.S. government agencies | $30,701 | $— | $1 | $(32) | $30,670 |
| Corporate debt securities | 182,207 | — | 107 | (323) | 181,991 |
| Asset-backed securities | 134,081 | — | 266 | (581) | 133,766 |
| Total fixed maturity securities | 346,989 | — | 374 | (936) | 346,427 |
| Short-term investments | 4,739 | — | — | (1) | 4,738 |
| Total available-for-sale investments | $351,728 | $— | $374 | $(937) | $351,165 |
| December 31, 2025 | |||||
|---|---|---|---|---|---|
| AmortizedCost · Allowancefor CreditLoss · Gross UnrealizedGains · GrossUnrealizedLosses · EstimatedFair Value | |||||
| U.S. Treasury and U.S. government agencies | $30,646 | $— | $76 | $— | $30,722 |
| Corporate debt securities | 205,109 | — | 1,793 | (103) | 206,799 |
| Asset-backed securities | 92,155 | — | 826 | (13) | 92,968 |
| Total fixed maturity securities | 327,910 | — | 2,695 | (116) | 330,489 |
| Short-term investments | 18,121 | — | 1 | (1) | 18,121 |
| Total available-for-sale investments | $346,031 | $— | $2,696 | $(117) | $348,610 |
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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:
| June 30, 2026 | ||||||
|---|---|---|---|---|---|---|
| Less than 12 months · 12 months or greater · Total | ||||||
| EstimatedFair Value · Unrealizedlosses · EstimatedFair Value · Unrealizedlosses · EstimatedFair Value · Unrealizedlosses | ||||||
| U.S. Treasury and U.S. government agencies | $3,954 | $(23) | $19,726 | $(9) | $23,680 | $(32) |
| Corporate debt securities | 23,843 | (126) | 73,054 | (197) | 96,897 | (323) |
| Asset-backed securities | 61,677 | (505) | 23,280 | (76) | 84,957 | (581) |
| Short-term investments | 2,698 | (1) | — | — | 2,698 | (1) |
| Total | $92,172 | $(655) | $116,060 | $(282) | $208,232 | $(937) |
| December 31, 2025 | ||||||
|---|---|---|---|---|---|---|
| Less than 12 months · 12 months or greater · Total | ||||||
| EstimatedFair Value · Unrealizedlosses · EstimatedFair Value · Unrealizedlosses · EstimatedFair Value · Unrealizedlosses | ||||||
| Corporate debt securities | $134,892 | $(19) | $71,907 | $(84) | $206,799 | $(103) |
| Asset-backed securities | 78,644 | (12) | 14,324 | (1) | 92,968 | (13) |
| Short-term investments | 18,121 | (1) | — | — | 18,121 | (1) |
| Total | $231,657 | $(32) | $86,231 | $(85) | $317,888 | $(117) |
As of June 30, 2026 and December 31, 2025, there were 103 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 June 30, 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.
| Amortized Cost | Estimated FairValue | |
|---|---|---|
| Years to maturity | ||
| Government and corporate securities: | ||
| Due in one year or less | $96,833 | $96,790 |
| Due after one year through five years | 120,814 | 120,609 |
| Due after five years through 10 years | — | — |
| Due after 10 years | — | — |
| Other securities, which provide for periodic payments: | ||
| Asset-backed securities | 134,081 | 133,766 |
| Total | $351,728 | $351,165 |
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The following table presents components of the Company’s net investment income as follows:
| Three Months Ended June 30, · Six Months Ended June 30, | ||||
|---|---|---|---|---|
| 2026 · 2025 · 2026 · 2025 | ||||
| Fixed maturities, available-for-sale | $3,955 | $2,139 | $7,789 | $4,270 |
| Short-term investments | 31 | — | 149 | — |
| Cash and cash equivalents | 2,454 | 2,847 | 4,362 | 4,962 |
| Gross investment income | 6,440 | 4,986 | 12,300 | 9,232 |
| Investment expenses | (190) | (206) | (398) | (349) |
| Net investment income | $6,250 | $4,780 | $11,902 | $8,883 |
Proceeds from sales or maturities of fixed maturity available-for-sale securities for the three months ended June 30,
2026 were$14,505, with$22 and$23 of gross realized gains and losses, respectively. Proceeds from sales of fixed
maturity available-for-sale securities for the three months ended June 30, 2025 were$43,616, with$514 and$29 of
gross realized gains and losses, respectively. There were no proceeds from sales or maturities of short-term
securities for the three months ended June 30, 2026 and 2025.
Proceeds from sales or maturities of fixed maturity available-for-sale securities for the six months ended June 30,
2026 were$35,038, with$103 and$48 of gross realized gains and losses, respectively. Proceeds from sales of fixed
maturity available-for-sale securities for the six months ended June 30, 2025 were$103,486, with$625 and$124 of
gross realized gains and losses, respectively. Proceeds from sales or maturities of short-term securities for the six
months ended June 30, 2026 were$22,659, withno gross realized gains and$5 of gross realized losses, respectively.
There wereno proceeds from sales or maturities of short-term securities for the six months ended June 30, 2025.
The Company did not record any activity pertaining to the allowance for credit losses as of June 30, 2026 or
December 31, 2025.
- Fair Value Measurements
The tables below present information about the Company’s financial assets measured at fair value on a recurring
basis:
| June 30, 2026 | ||||
|---|---|---|---|---|
| Total · Level 1 · Level 2 · Level 3 | ||||
| U.S. Treasury and U.S. government agencies | $30,670 | $30,670 | $— | $— |
| Corporate debt securities | 181,991 | — | 181,991 | — |
| Asset-backed securities | 133,766 | — | 133,766 | — |
| Short-term investments | 4,738 | — | 4,738 | — |
| Total | $351,165 | $30,670 | $320,495 | $— |
| December 31, 2025 | ||||
|---|---|---|---|---|
| Total · Level 1 · Level 2 · Level 3 | ||||
| U.S. Treasury and U.S. government agencies | $30,722 | $30,722 | $— | $— |
| Corporate debt securities | 206,799 | — | 206,799 | — |
| Asset-backed securities | 92,968 | — | 92,968 | — |
| Short-term investments | 18,121 | — | 18,121 | — |
| Total | $348,610 | $30,722 | $317,888 | $— |
The Company had no assets carried at fair value in the Level 3 category as of June 30, 2026 and December 31, 2025.
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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 June 30, 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:
| June 30, 2026 · December 31, 2025 | ||||
|---|---|---|---|---|
| CarryingValue · EstimatedFair Value · CarryingValue · EstimatedFair Value | ||||
| Long-term debt: | ||||
| Surplus note | $412 | $401 | $618 | $499 |
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).
- Property and Equipment
Property and equipment consisted of the following as of:
| June 30, 2026 | December 31, 2025 | |
|---|---|---|
| Furniture | $6,034 | $1,715 |
| Leasehold improvements | 218 | 218 |
| Computer equipment | 4,343 | 4,186 |
| Vehicle fleet | 545 | 545 |
| Internally developed software | 6,178 | 6,178 |
| Total, at cost | 17,318 | 12,842 |
| Accumulated depreciation and amortization | (8,367) | (7,124) |
| Property and equipment, net | $8,951 | $5,718 |
Depreciation and amortization expense related to property and equipment was$648 and$210 for the three months
ended June 30, 2026 and 2025, respectively, and$1,243 and$406 for the six months ended June 30, 2026 and 2025,
respectively.
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- Deferred Policy Acquisition Costs, Net of Ceding Commissions
The tables below show the activity regarding deferred policy acquisition costs (“DPAC”) for the three and six
months ended June 30, 2026 and 2025.
For the three months ended June 30, 2026 and 2025, the Company allocated earned ceding commission income of
$13,197 and$16,992 to policy acquisition costs, respectively, and$13,786 and$21,953 to general and
administrative expenses, respectively. For the six months ended June 30, 2026 and 2025, the Company allocated
earned ceding commission income of$26,124 and$31,796 to policy acquisition costs, respectively, and$26,708 and
$45,815 to general and administrative expenses, respectively.
| Three Months Ended June 30, 2026 | |||
|---|---|---|---|
| DPAC, excludingunearned cedingcommission · Unearned cedingcommission · Total | |||
| DPAC, beginning of period | $59,189 | $(49,964) | $9,225 |
| Policy acquisition costs deferred during the period: | |||
| Producer commissions | 35,635 | — | 35,635 |
| Premium taxes | 5,421 | — | 5,421 |
| Other acquisition costs | 3,178 | — | 3,178 |
| Ceding commissions | — | (26,509) | (26,509) |
| Total policy acquisition costs | 44,234 | (26,509) | 17,725 |
| Amortization | (31,520) | 26,984 | (4,536) |
| DPAC, end of period | $71,903 | $(49,489) | $22,414 |
| Three Months Ended June 30, 2025 | |||
|---|---|---|---|
| DPAC, excludingunearned cedingcommission · Unearned cedingcommission · Total | |||
| DPAC, beginning of period | $43,450 | $(70,286) | $(26,836) |
| Policy acquisition costs deferred during the period: | |||
| Producer commissions | 29,118 | — | 29,118 |
| Premium taxes | 5,032 | — | 5,032 |
| Other acquisition costs | 2,674 | — | 2,674 |
| Ceding commissions | — | (52,123) | (52,123) |
| Total policy acquisition costs | 36,824 | (52,123) | (15,299) |
| Amortization | (23,676) | 38,945 | 15,269 |
| DPAC, end of period | $56,598 | $(83,464) | $(26,866) |
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| Six Months Ended June 30, 2026 | |||
|---|---|---|---|
| DPAC, excludingunearned cedingcommission · Unearned cedingcommission · Total | |||
| DPAC, beginning of period | $58,810 | $(53,683) | $5,127 |
| Policy acquisition costs deferred during the period: | |||
| Producer commissions | 59,855 | — | 59,855 |
| Premium taxes | 8,519 | — | 8,519 |
| Other acquisition costs | 5,925 | — | 5,925 |
| Ceding commissions | — | (48,637) | (48,637) |
| Total policy acquisition costs | 74,299 | (48,637) | 25,662 |
| Amortization | (61,206) | 52,831 | (8,375) |
| DPAC, end of period | $71,903 | $(49,489) | $22,414 |
| Six Months Ended June 30, 2025 | |||
|---|---|---|---|
| DPAC, excludingunearned cedingcommission · Unearned cedingcommission · Total | |||
| DPAC, beginning of period | $38,803 | $(70,734) | $(31,931) |
| Policy acquisition costs deferred during the period: | |||
| Producer commissions | 47,204 | — | 47,204 |
| Premium taxes | 7,696 | — | 7,696 |
| Other acquisition costs | 5,164 | — | 5,164 |
| Ceding commissions | — | (90,341) | (90,341) |
| Total policy acquisition costs | 60,064 | (90,341) | (30,277) |
| Amortization | (42,269) | 77,611 | 35,342 |
| DPAC, end of period | $56,598 | $(83,464) | $(26,866) |
- 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:
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| Six Months Ended June 30, | ||
|---|---|---|
| 2026 | 2025 | |
| Unpaid Loss and LAE beginning of period | $266,591 | $475,708 |
| Less: Reinsurance recoverables on unpaid losses and LAE | 192,336 | 415,086 |
| Net unpaid loss and LAE at beginning of period | 74,255 | 60,622 |
| Add: Losses and LAE, net of reinsurance, incurred related to: | ||
| Current period | 64,876 | 43,168 |
| Prior period | — | (1,117) |
| Total net losses and LAE incurred | 64,876 | 42,051 |
| Less: Losses and LAE paid, net of reinsurance, related to: | ||
| Current period | 19,044 | 13,528 |
| Prior period | 26,204 | 24,838 |
| Total net paid losses and LAE | 45,248 | 38,366 |
| Unpaid loss and LAE, net of reinsurance at end of period | 93,883 | 64,307 |
| Add: Reinsurance recoverables on unpaid losses and LAE | 160,295 | 314,479 |
| Unpaid loss and LAE at end of period | $254,178 | $378,786 |
During thesix months ended June 30, 2026, the liability for unpaid losses and LAE, net of reinsurance, increased by
$19,628 from$74,255 as of December 31, 2025 to$93,883 as of June 30, 2026. The increase was primarily as a
result of an increase in reserves related to non-catastrophe storms of$8,976, with an additional increase in reserves
for Citizens, a Florida state-supported insurer, assumed business of$9,304.
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 thesix months
ended June 30, 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.
- 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 created program designed to reduce the
state’s risk exposure by encouraging private companies to assume policies from Citizens.
2026 – 2027 Reinsurance Program
Catastrophe Excess of Loss Reinsurance
Effective June 1, 2026, the Company entered into catastrophe excess of loss reinsurance agreements covering its
insurance subsidiary, AIIC. The catastrophe reinsurance program is indemnity-based and includes a combination of
coverage from traditional reinsurers, the FHCF, Insurance Linked Securities (“ILS”) investors through Integrity Re
III Ltd., and the Company’s segregated cell captive reinsurer.
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The 2026–2027 reinsurance program provides third-party reinsurance coverage of$2.25 billion for a single
catastrophic event, with total third-party coverage of$2.99 billion across all occurrences, representing a 15.8%
increase over the prior year’s treaty limit. The first event tower, including retentions, is equal to a 1-in-130 year
probable maximum loss level, consistent with last year’s program. The Company’s net retention is$35.0 million for
the first event,$20.0 million for the second event, and$10.0 million for each of the third and fourth events.
The FHCF covers Florida-admitted risks only, and the Company elected to participate at 90% for the 2026 hurricane
season, consistent with the prior year, totaling$572.7 million of limit.
The ILS market represented$825.0 million of limit with$565.0 million reflective of our catastrophe bonds issued in
2025 which expire in May of 2027, and new catastrophe bonds totaling$260.0 million issued by Integrity Re III Ltd,
a Bermuda-based special purpose insurer and unrelated party, as part of the program, marking the ninth ILS
transaction sponsored by the Company.
All reinsurers participating in the program are either rated “A-” or higher by A.M. Best or are fully collateralized, to
mitigate counterparty credit risk. The entire program is structured without parametric covers and is fully indemnity-
based.
Total net consolidated catastrophe reinsurance premiums ceded to third parties are expected to total$430.0 -
$440.0 million for the 2026 treaty year.
Net Quota Share Reinsurance
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:
| Three Months Ended June 30, | ||||
|---|---|---|---|---|
| 2026 | 2025 | |||
| Written · Earned · Written · Earned | ||||
| Direct premiums | $326,416 | $234,415 | $270,741 | $179,515 |
| Assumed Premiums | 176 | 7,836 | 16,254 | 44,225 |
| Gross Premiums | 326,592 | 242,251 | 286,995 | 223,740 |
| Ceded premiums | (507,923) | (137,555) | (549,916) | (157,571) |
| Net premiums | $(181,331) | $104,696 | $(262,921) | $66,169 |
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| Six Months Ended June 30, | ||||
|---|---|---|---|---|
| 2026 | 2025 | |||
| Written · Earned · Written · Earned | ||||
| Direct premiums | $545,256 | $452,419 | $451,666 | $346,286 |
| Assumed Premiums | 1,340 | 20,604 | 47,479 | 87,610 |
| Gross Premiums | 546,596 | 473,023 | 499,145 | 433,896 |
| Ceded premiums | (546,331) | (286,119) | (608,670) | (302,325) |
| Net premiums | $265 | $186,904 | $(109,525) | $131,571 |
The Company’s reinsurance arrangements affected certain items in the condensed consolidated statements of
operations and comprehensive income for the three andsix months ended June 30, 2026 and 2025 by the following
amounts:
| Three Months Ended June 30, | ||
|---|---|---|
| 2026 | 2025 | |
| Ceded premiums earned | $(137,555) | $(157,571) |
| Ceded losses and loss adjustment expenses incurred | (2,276) | 21,189 |
| Ceded policy acquisition expenses | 26,983 | 6,281 |
For thethree months ended June 30, 2026 and 2025, recoveries received under reinsurance contracts were$24,563
and$30,041, respectively.
| Six Months Ended June 30, | ||
|---|---|---|
| 2026 | 2025 | |
| Ceded premiums earned | $(286,119) | $(302,325) |
| Ceded losses and loss adjustment expenses incurred | 9,043 | 42,051 |
| Ceded policy acquisition expenses | 52,831 | 9,388 |
For thesix months ended June 30, 2026 and 2025, recoveries received under reinsurance contracts were$30,183 and
$67,631, respectively.
- 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.
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 that deviates from the prescribed
practices. As of June 30, 2026 and December 31, 2025, AIIC reported statutory capital and surplus of$208,887 and
$193,080, respectively. For the six months ended June 30, 2026 and 2025, AIIC reported statutory net income of
$13,504 and$31,766, respectively. Statutory-basis surplus differs from shareholders’ equity reported in accordance
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with GAAP primarily due to the impact of the Company’s IPO proceeds, which are largely at the holding company,
and because policy acquisition costs are expensed when incurred, certain assets that are not admitted assets are
eliminated from the condensed 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 10.0% of the insurer’s total liabilities, whichever is greater. Accordingly, as of
June 30, 2026 and December 31, 2025, AIIC exceeded the minimum statutory surplus requirement, which was
$20,889 and$19,308, respectively. Under Florida law, without regulatory approval, AIIC may pay dividends if its
statutory surplus does not exceed the greater of:(i) the lesser of 10.0% of surplus or net income, not including
realized capital gains, plus atwo-year carry forward; (ii)10.0% of surplus, with dividends payable limited to
unassigned funds minus 25.0% of unrealized capital gains; or (iii) the lesser of 10.0% of surplus or net investment
income plus athree-year carry forward with dividends payable limited to unassigned funds minus 25.0% of
unrealized capital gains. AIIC did not pay any dividends during the three months ended June 30, 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 June 30, 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 and cash equivalents 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 90.0% 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 June 30,
2026, AIIC had a ratio of gross and net premiums written to surplus of 2.4-to-1 and(0.1)-to-1, respectively, which
met the requirements.
The Company also has the Catstye 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. Catstye is regulated by the Authority and is required to meet
and maintain certain minimum levels of solvency and liquidity. Catstye’s statutory capital and surplus necessary to
satisfy the regulatory requirements in the aggregate was$56,952 and$38,398 as of June 30, 2026 and December 31,
2025, respectively. As of June 30, 2026 and December 31, 2025, the actual amount of statutory capital and surplus
was$56,952 and$38,398, respectively. The liabilities of Catstye 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.
- 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.
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Initial Public Offering
The Company’s amended and restated certificate of incorporation authorizes 100,000,000 shares of Common Stock,
of which 19,593,427 shares were issued and outstanding as of June 30, 2026, and 10,000,000 shares of preferred
stock,$0.001 par value per share, of whichno shares were issued and outstanding as of June 30, 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 Catstye 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
Catstye.
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$8.0 million and
$12.9 million during the three and six months ended June 30, 2025, respectively.
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 six months ended June 30, 2025. There wereno discretionary distributions to members during the second quarter
of 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.
There were no other dividends declared during the six months ended June 30, 2026.
- 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 June 30, 2026, there were 1,886,276 shares of Common Stock available for future issuance under the Plan.
Restricted Stock Awards
During 2025 and the first half of 2026, the Company issued shares of restricted stock (“RSAs”) under the Plan 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
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September 9, 2025. Underthe Non-Employee Director Compensation Policy, an initial grant of 2,658 RSAs was
awarded on September 9, 2025, followed by quarterly grants totaling 4,386 RSAs during the remainder of 2025 and
4,944 RSAs during the six months ended June 30, 2026. 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 six months ended June 30, 2026 is as follows:
| Number of RSAs | Weighted Average Grant Date Fair Value | |
|---|---|---|
| Granted and unvested at December 31, 2025 | — | $— |
| Granted | 4,944 | 19.04 |
| Vested | (4,944) | 19.04 |
| Nonvested at June 30, 2026 | — | $— |
During the three and six months ended June 30, 2026, the Company recognized$49 and$94, respectively, 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 condensed 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. In connection with the first
vesting date on May 7, 2026,6,151 shares were withheld to satisfy estimated tax withholding and remittance
obligations.
On March 2, 2026, the Compensation Committee of the Board of Directors approved the grant of 44,137 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 April 6, 2026, the Compensation Committee of the Board of Directors approved the grant of 4,262 RSUs
pursuant to the RSU Agreement under the Plan. These RSUs were granted to an executive officer based on a grant-
date fair value of$19.47 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 April 6, 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 (the “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. In
addition, on April 6, 2026, the Compensation Committee of the Board of Directors approved the grant of 11,813
PSUs pursuant to the PSU Agreement under the Plan. These PSUs were granted to an executive officer based on a
grant-date fair value of$19.47 per share, which was determined using the closing price of our Common Stock
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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 six months ended June 30, 2026 is as follows:
| Number of RSUs and PSUs | Weighted Average Grant Date Fair Value | |
|---|---|---|
| Granted and unvested RSUs and PSUs at December 31, 2025 | 46,876 | $20.62 |
| Granted - RSUs | 48,399 | 21.01 |
| Granted - PSUs | 188,370 | 21.05 |
| Vested (Shares withheld for tax remittance) | (6,151) | 21.16 |
| Vested | (9,474) | 21.16 |
| Forfeited | — | — |
| Granted and unvested RSUs and PSUs at June 30, 2026 | 268,020 | $20.96 |
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$566 and$786 for the three
and six months ended June 30, 2026, respectively. 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 and
six months ended June 30, 2025.
Modifications
On April 6, 2026, the Company modified the vesting period of 6,682 RSUs in connection with the transition of one
of its executives to a non-employee consulting role. Such RSUs are eligible to vest over the duration of theone-year
consulting period. At the end of the consulting period, all of such unvested RSUs that remain outstanding will
accelerate and vest in full.
In addition, the Company modified the requisite service period of all 12,665 of the executive’s PSUs in connection
with the transition. While the original performance periods and vesting dates remain unchanged, remaining
compensation cost is recognized over theone-year consulting period based on the estimated level of performance
expected to be achieved over the term of the award. The amount of compensation cost recognized will be adjusted in
future periods, if necessary, to reflect changes in the estimated achievement of the applicable performance
conditions.
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- 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 condensed 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.
- 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 were 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 tables present the net income and the weighted average number of shares outstanding used in the
earnings per share calculations. For the three and six months ended June 30, 2025, there wereno potentially dilutive
instruments outstanding.
For the three and six months ended June 30, 2026, diluted earnings per share reflects the impact of RSUs and PSUs
using the treasury stock method. For the three and six months ended June 30, 2026, approximately 3,455 and 1,834
incremental shares, respectively, 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.
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| Three Months Ended June 30, | ||
|---|---|---|
| 2026 | 2025 | |
| Numerator: | ||
| Net income attributable to common shareholders | $34,146 | $27,494 |
| Income allocated to participating securities | — | — |
| Income available for common shareholders | $34,146 | $27,494 |
| Denominator: | ||
| Shares outstanding | 19,593,427 | 19,571,965 |
| Weighted average common shares outstanding - basic | 19,586,994 | 16,962,075 |
| Weighted average common shares outstanding - diluted(1) | 19,590,448 | 16,962,075 |
| Earnings available to common shareholders per share | ||
| Basic | $1.74 | $1.62 |
| Diluted | $1.74 | $1.62 |
(1)19,337 anti-dilutive shares were excluded from the diluted earnings per share computation for the three months ended June
30, 2026 in accordance with ASC 260.
| Six Months Ended June 30, | ||
|---|---|---|
| 2026 | 2025 | |
| Numerator: | ||
| Net income attributable to common shareholders | $54,056 | $65,590 |
| Income allocated to participating securities | — | 2,190 |
| Income available for common shareholders | $54,056 | $63,400 |
| Denominator: | ||
| Shares outstanding | 19,593,427 | 19,571,965 |
| Weighted average common shares outstanding - basic | 19,583,036 | 15,152,075 |
| Weighted average common shares outstanding - diluted(1) | 19,584,870 | 15,152,075 |
| Earnings available to common shareholders per share | ||
| Basic | $2.76 | $4.18 |
| Diluted | $2.76 | $4.18 |
(1)18,693 anti-dilutive shares were excluded from the diluted earnings per share computation for the six months ended June 30,
2026 in accordance with ASC 260.
- Other Comprehensive Income (Loss)
Comprehensive income (loss) includes changes in unrealized gains and losses on investments. Reclassification
adjustments for realized (gains) losses are reflected in net realized gains (losses) on investments on the condensed
consolidated statements of operations and comprehensive income.
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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 and six months ended June 30, 2026 and 2025:
| Three Months Ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2026 · 2025 | ||||||
| Pre-Tax · Income TaxBenefit(Expense) · Net-of-TaxAmount · Pre-Tax · Income TaxBenefit(Expense) · Net-of-TaxAmount | ||||||
| Net changes to investments: | ||||||
| Unrealized holding gains (losses) arising during period | $(809) | $204 | $(605) | $1,653 | $(422) | $1,231 |
| Reclassification adjustment for (gains) losses realized in net income | 2 | (1) | 1 | (484) | 122 | (362) |
| Other comprehensive income (loss) | $(807) | $203 | $(604) | $1,169 | $(300) | $869 |
| Six Months Ended June 30, | ||||||
|---|---|---|---|---|---|---|
| 2026 · 2025 | ||||||
| Pre-Tax · Income TaxBenefit(Expense) · Net-of-TaxAmount · Pre-Tax · Income TaxBenefit(Expense) · Net-of-TaxAmount | ||||||
| Net changes to investments: | ||||||
| Unrealized holding gains (losses) arising during period | $(3,091) | $780 | $(2,311) | $2,264 | $(576) | $1,688 |
| Reclassification adjustment for (gains) losses realized in net income | (51) | 14 | (37) | (500) | 126 | (374) |
| Other comprehensive income (loss) | $(3,142) | $794 | $(2,348) | $1,764 | $(450) | $1,314 |
- 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 filed 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 and six months ended
June 30, 2026, there were no discrete items identified. During the three and six months ended June 30, 2025, the
Company’s non-taxable subsidiaries reduced the overall effective tax rate by(3.2)% and(8.6)%, respectively. The
change in tax status of a non-taxable subsidiary further reduced the effective rate by(40.3)% and(14.5)%,
respectively.
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The provision for income taxes for the three and six months ended June 30, 2026 was$12.3 million and$19.6
million, respectively, based on pretax income of$46.4 million and$73.7 million, respectively, compared with the
provision for income taxes for the three and six months ended June 30, 2025 of$(3.4) million and$1.4 million,
respectively, based on pretax income of$24.1 million and$67.0 million, respectively. The Company’s effective tax
rates for the three and six months ended June 30, 2026 were 26.4% and 26.6%, respectively, compared with(14.1)%
and 2.1% for the three and six months ended June 30, 2025, respectively.
The difference between the effective tax rate and the U.S. federal statutory tax rate of 21% for the three and six
months ended June 30, 2026 was primarily due to state income taxes and non-deductible compensation related to
employee stock awards granted and fully vested during the quarter. The effective tax rate also reflects the
unfavorable impact of certain other nondeductible expenses.
- 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 condensed consolidated balance sheets. Multi-year contract commitments for future years
are recorded at the beginning of the coverage period. As of June 30, 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 condensed 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$3,091 and$1,690,
respectively, in other liability and accrued expenses as of June 30, 2026 and December 31, 2025, which represents
the policy surcharge amounts collected, but unremitted to FIGA as of that date.
- 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. 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.
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Operating lease cost was$1,036 and$544 for the three months ended June 30, 2026 and 2025, respectively, and
$1,406 and$1,087 for the six months ended June 30, 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 immaterial for the six months ended June 30, 2026 and 2025.
The following table provides supplemental balance sheet information about the Company’s leases as of June 30,
2026 and December 31, 2025:
| June 30, 2026 | December 31, 2025 | |
|---|---|---|
| Operating leases: | ||
| Right-of-use assets | $38,452 | $449 |
| Lease liability | $33,065 | $458 |
| Weighted-average remaining lease term: | ||
| Operating leases | 12.35 years | 0.34 years |
| Weighted-average discount rate: | ||
| Operating leases | 5.36% | 3.42% |
Supplemental disclosure of cash flow information related to leases was as follows for the three and six months ended
June 30, 2026 and 2025:
| Three Months Ended June 30, · Six Months Ended June 30, | ||||
|---|---|---|---|---|
| 2026 · 2025 · 2026 · 2025 | ||||
| Cash paid for amounts included in the measurement of lease liabilities: | ||||
| Operating cash flows from operating leases | $27 | $565 | $416 | $1,127 |
The estimated future minimum payments of operating leases as of June 30, 2026 are as follows:
| Operating Leases | |
|---|---|
| 2026 remaining | $326 |
| 2027 | 3,403 |
| 2028 | 3,473 |
| 2029 | 3,585 |
| 2030 | 3,631 |
| Thereafter | 31,957 |
| Total lease payments | 46,375 |
| Less: imputed interest | (13,310) |
| Present value of lease liabilities | $33,065 |
- 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 June 30, 2026.
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.