Erie Indemnity Company
A manager of the Erie Insurance Exchange, a reciprocal insurer that writes auto, home, business, and life policies for customers across a dozen states and the District of Columbia, handled by a large network of independent agents. Two former insurance employees, unhappy with pay and conditions, sketched the whole business plan on a ten-cent tablet in 1925 and launched the company in Erie, Pennsylvania. Its tagline "Above all in sERvIcE" hides the company's name in capitalized letters.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
ERIE INDEMNITY COMPANY CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (dollars in thousands, except per share data) Three months ended June 30, Six months ended June 30, 2026 2025 2026 2025 Operating revenue Management fee revenue - policy issuance and renewal services $ 862,…
ERIE INDEMNITY COMPANY CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (dollars in thousands, except per share data) Three months ended June 30, Six months ended June 30, 2026 2025 2026 2025 Operating revenue Management fee revenue - policy issuance and renewal services $ 862,879 $ 823,853 $ 1,649,278 $ 1,578,902 Management fee revenue - administrative services 19,619 18,296 39,094 35,941 Administrative services reimbursement revenue 201,554 212,644 401,650 422,917 Service agreement revenue 5,744 5,304 11,685 11,736 Total operating revenue 1,089,796 1,060,097 2,101,707 2,049,496 Operating expenses Cost of operations - policy issuance and renewal services 684,119 648,280 1,329,147 1,276,030 Cost of operations - administrative services 201,554 212,644 401,650 422,917 Total operating expenses 885,673 860,924 1,730,797 1,698,947 Operating income 204,123 199,173 370,910 350,549 Investment income Net investment income 22,587 20,030 46,147 39,978 Net realized and unrealized investment gains (losses) 557 479 (208) 981 Net impairment losses recognized in earnings (591) (909) (1,267) (1,823) Total investment income 22,553 19,600 44,672 39,136 Other income 1,401 1,974 2,821 5,808 Income before income taxes 228,077 220,747 418,403 395,493 Income tax expense 47,783 46,062 87,635 82,391 Net income $ 180,294 $ 174,685 $ 330,768 $ 313,102 Net income per share Class A common stock – basic $ 3.87 $ 3.75 $ 7.10 $ 6.72 Class A common stock – diluted $ 3.45 $ 3.34 $ 6.32 $ 5.99 Class B common stock – basic and diluted $ 581 $ 563 $ 1,065 $ 1,008 Weighted average shares outstanding – Basic Class A common stock 46,189,033 46,189,063 46,188,942 46,188,984 Class B common stock 2,542 2,542 2,542 2,542 Weighted average shares outstanding – Diluted Class A common stock 52,298,697 52,304,407 52,299,440 52,304,397 Class B common stock 2,542 2,542 2,542 2,542 Dividends declared per share Class A common stock $ 1.4625 $ 1.365 $ 2.925 $ 2.73 Class B common stock $ 219.375 $ 204.75 $ 438.75 $ 409.50 See accompanying notes to Consolidated Financial Statements. See Note 12, "Accumulated Other Comprehensive Income (Loss)", for amounts reclassified out of accumulated other comprehensive income (loss) into the Consolidated Statements of Operations. 3 Table of Contents ERIE INDEMNITY COMPANY CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) (in thousands) Three months ended June 30, Six months ended June 30, 2026 2025 2026 2025 Net income $ 180,294 $ 174,685 $ 330,768 $ 313,102 Other comprehensive income (loss), net of tax Change in unrealized holding gains (losses) on available-for-sale securities 1,092 6,261 (11,443) 12,039 Pension and other postretirement plans 308 (183) 617 (744) Total other comprehensive income (loss), net of tax 1,400 6,078 (10,826) 11,295 Comprehensive income $ 181,694 $ 180,763 $ 319,942 $ 324,397 See accompanying notes to Consolidated Financial Statements. See Note 12, "Accumulated Other Comprehensive Income (Loss)", for amounts reclassified out of accumulated other comprehensive income (loss) into the Consolidated Statements of Operations. 4 Table of Contents ERIE INDEMNITY COMPANY CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (dollars in thousands, except per share data) June 30, December 31, 2026 2025 Assets (Unaudited) Current assets: Cash and cash equivalents (includes restricted cash of $39,608 and $30,189, respectively) $ 282,902 $ 345,874 Available-for-sale securities 61,715 33,902 Available-for-sale securities lent 1,973 3,436 Receivables from Erie Insurance Exchange and affiliates, net 753,245 735,589 Prepaid expenses and other current assets, net 92,533 66,061 Accrued investment income 14,194 14,311 Total current assets 1,206,562 1,199,173 Available-for-sale securities, net 1,327,084 1,286,566 Equity securities 150,516 70,624 Available-for-sale and equity securities lent 67,939 61,063 Fixed assets, net 593,365 571,476 Agent loans, net 100,680 93,953 Defined benefit pension plan 62,096 24,137 Other assets, net 48,774 48,489 Total assets $ 3,557,016 $ 3,355,481 Liabilities and shareholders' equity Current liabilities: Commissions payable $ 457,211 $ 425,320 Agent incentive compensation 116,570 132,560 Accounts payable and accrued liabilities 205,760 200,701 Dividends payable 68,109 68,109 Contract liability 48,457 47,561 Deferred executive compensation 9,154 9,400 Securities lending payable 63,157 61,936 Total current liabilities 968,418 945,587 Defined benefit pension plan 34,703 33,410 Contract liability 23,148 23,274 Deferred executive compensation 21,018 22,050 Deferred income taxes, net 19,085 24,788 Other long-term liabilities 23,538 22,998 Total liabilities 1,089,910 1,072,107 Shareholders’ equity Class A common stock, stated value $0.0292 per share; 74,996,930 shares authorized; 68,299,200 shares issued; 46,189,068 shares outstanding 1,992 1,992 Class B common stock, convertible at a rate of 2,400 Class A shares for one Class B share, stated value $70 per share; 3,070 shares authorized; 2,542 shares issued and outstanding 178 178 Additional paid-in-capital 16,500 16,492 Accumulated other comprehensive loss (62,847) (52,021) Retained earnings 3,657,373 3,462,823 Total contributed capital and retained earnings 3,613,196 3,429,464 Treasury stock, at cost; 22,110,132 shares held (1,170,957) (1,171,014) Deferred compensation 24,867 24,924 Total shareholders’ equity 2,467,106 2,283,374 Total liabilities and shareholders’ equity $ 3,557,016 $ 3,355,481 See accompanying notes to Consolidated Financial Statements. 5 Table of Contents ERIE INDEMNITY COMPANY CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED) Three and six months ended June 30, 2026 and 2025 (dollars in thousands, except per share data) Class A common stock Class B common stock Additional paid-in-capital Accumulated other comprehensive (loss) income Retained earnings Treasury stock Deferred compensation Total shareholders' equity Balance, December 31, 2025 $ 1,992 $ 178 $ 16,492 $ (52,021) $ 3,462,823 $ (1,171,014) $ 24,924 $ 2,283,374 Net income 150,474 150,474 Other comprehensive loss (12,226) (12,226) Dividends declared: Class A $1.4625 per share (67,551) (67,551) Class B $219.375 per share (558) (558) Net purchase of treasury stock (1) 8 0 8 Deferred compensation (670) 670 0 Rabbi trust distribution (2) 524 (524) 0 Balance, March 31, 2026 $ 1,992 $ 178 $ 16,500 $ (64,247) $ 3,545,188 $ (1,171,160) $ 25,070 $ 2,353,521 Net income 180,294 180,294 Other comprehensive income 1,400 1,400 Dividends declared: Class A $1.4625 per share (67,551) (67,551) Class B $219.375 per share (558) (558) Net purchase of treasury stock (1) 0 0 0 Deferred compensation (793) 793 0 Rabbi trust distribution (2) 996 (996) 0 Balance, June 30, 2026 $ 1,992 $ 178 $ 16,500 $ (62,847) $ 3,657,373 $ (1,170,957) $ 24,867 $ 2,467,106 Class A common stock Class B common stock Additional paid-in-capital Accumulated other comprehensive (loss) income Retained earnings Treasury stock Deferred compensation Total shareholders' equity Balance, December 31, 2024 $ 1,992 $ 178 $ 16,466 $ (47,591) $ 3,162,303 $ (1,169,074) $ 22,984 $ 1,987,258 Net income 138,417 138,417 Other comprehensive income 5,217 5,217 Dividends declared: Class A $1.365 per share (63,048) (63,048) Class B $204.75 per share (521) (521) Net purchase of treasury stock (1) 28 0 28 Deferred compensation (869) 869 0 Rabbi trust distribution (2) 407 (407) 0 Balance, March 31, 2025 $ 1,992 $ 178 $ 16,494 $ (42,374) $ 3,237,151 $ (1,169,536) $ 23,446 $ 2,067,351 Net income 174,685 174,685 Other comprehensive income 6,078 6,078 Dividends declared: Class A $1.365 per share (63,048) (63,048) Class B $204.75 per share (521) (521) Net purchase of treasury stock (1) 0 0 0 Deferred compensation (963) 963 0 Rabbi trust distribution (2) 167 (167) 0 Balance, June 30, 2025 $ 1,992 $ 178 $ 16,494 $ (36,296) $ 3,348,267 $ (1,170,332) $ 24,242 $ 2,184,545 (1)Net purchases of treasury stock in 2026 and 2025 include the repurchase of our Class A common stock in the open market that were subsequently distributed to satisfy stock-based compensation awards. (2)Distributions of our Class A shares were made from the rabbi trust to one outside director stock compensation plan participant and four incentive compensation deferral plan participants in 2026, and three incentive compensation deferral plan participants in 2025. See accompanying notes to Consolidated Financial Statements. 6 Table of Contents ERIE INDEMNITY COMPANY CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (in thousands) Six months ended June 30, 2026 2025 Cash flows from operating activities Management fee received $ 1,656,098 $ 1,474,277 Administrative services reimbursements received 410,927 500,337 Service agreement revenue received 11,698 11,735 Net investment income received 46,038 37,795 Commissions paid to agents (825,406) (783,117) Incentive compensation paid to agents (137,949) (85,401) Salaries and wages paid (130,034) (139,121) Pension contribution and employee benefits paid (80,554) (78,227) General operating expenses paid (148,455) (154,610) Administrative services expenses paid (395,538) (414,543) Income taxes paid (100,011) (73,431) Net cash provided by operating activities 306,814 295,694 Cash flows from investing activities Purchase of investments: Available-for-sale securities (529,834) (208,686) Equity securities (95,633) (14,517) Proceeds from investments: Available-for-sale securities sales 387,027 63,703 Available-for-sale securities maturities/calls 85,548 67,415 Equity securities 10,908 16,769 Other investments 252 — Purchase of fixed assets (78,933) (49,931) Loans to agents and others (18,700) (18,166) Collections on agent and other loans 4,708 6,841 Net cash used in investing activities (234,657) (136,572) Cash flows from financing activities Dividends paid to shareholders (136,218) (127,138) Net changes in cash collateral for securities lent 1,089 27,646 Net cash used in financing activities (135,129) (99,492) Net (decrease) increase in cash, cash equivalents and restricted cash (62,972) 59,630 Cash, cash equivalents and restricted cash, beginning of period 345,874 298,397 Cash, cash equivalents and restricted cash, end of period $ 282,902 $ 358,027 Supplemental disclosure of noncash transactions Liability incurred to purchase fixed assets $ 5,255 $ 844 Operating lease assets obtained in exchange for lease liabilities $ 2,999 $ 2,523 Receipt of donated equipment $ — $ 1,967 See accompanying notes to Consolidated Financial Statements. 7 Table of Contents NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Note 1. Nature of Operations Erie Indemnity Company ("Indemnity", "we", "us", "our") is a publicly held Pennsylvania business corporation that has since its incorporation in 1925 served as the attorney-in-fact for the subscribers (policyholders) at the Erie Insurance Exchange ("Exchange"). The Exchange, which also commenced business in 1925, is a Pennsylvania-domiciled reciprocal insurer that writes property and casualty insurance. Our primary function as attorney-in-fact is to perform policy issuance and renewal services on behalf of the subscribers at the Exchange. We also act as attorney-in-fact on behalf of the subscribers at the Exchange with respect to all claims handling and investment management services, as well as the service provider for all claims handling, life insurance, and investment management services for the Exchange's insurance subsidiaries, collectively referred to as "administrative services". Acting as attorney-in-fact in these two capacities is done in accordance with a subscriber's agreement (a limited power of attorney) executed individually by each subscriber (policyholder), which appoints Indemnity as each subscriber's attorney-in-fact to transact certain business on their behalf. In accordance with the subscriber's agreement for acting as attorney-in-fact in these two capacities, we retain a management fee calculated as a percentage of the direct and affiliated assumed premiums written by the Exchange. The policy issuance and renewal services we provide on behalf of the subscribers at the Exchange are related to the sales, underwriting, and issuance of policies. The sales related services we provide include agent compensation and certain sales and advertising support services. Agent compensation includes scheduled commissions to agents based upon premiums written as well as incentive compensation, which is earned by achieving targeted measures. The underwriting services we provide include underwriting and policy processing. The remaining services we provide include customer service and administrative support. We also provide information technology services that support all the functions listed above. See Note 4, "Segment Information", for the significant expense categories related to providing these services. Included in expenses for these services are allocations of costs for departments that support these policy issuance and renewal functions. Consistent with its legal structure as a reciprocal insurer, the Exchange does not have any employees or officers. Therefore, it enters into contractual relationships by and through the subscribers' attorney-in-fact. Indemnity serves as the attorney-in-fact on behalf of the subscribers at the Exchange with respect to its administrative services as enumerated in the subscriber's agreement. The Exchange's insurance subsidiaries also utilize Indemnity for these services in accordance with the service agreements between each of the subsidiaries and Indemnity. Claims handling services include costs incurred in the claims process, including the adjustment, investigation, defense, recording, and payment functions. Life insurance management services include costs incurred in the management and processing of life insurance business. Investment management services are related to investment trading activity, accounting, and all other functions attributable to the investment of funds. Included in these expenses are allocations of costs for departments that support these administrative functions. The subscriber's agreement and service agreements provide for reimbursement of amounts incurred for these services to Indemnity. Reimbursements are settled at cost. State insurance regulations require that intercompany service agreements and any material amendments be approved in advance by the state insurance department. Our results of operations are tied to the growth and financial condition of the Exchange. We continually monitor the financial strength of the Exchange. If any events occurred that impaired the Exchange’s ability to grow or sustain its financial condition, including but not limited to a significant downgrade in financial strength ratings, disruption in the independent agency relationships, significant catastrophe losses, or products not meeting customer demands, the Exchange could find it more difficult to retain its existing business and attract new business. A decline in the business of the Exchange almost certainly could have as a consequence a decline in the total premiums paid and a correspondingly adverse effect on the amount of the management fee revenue we receive. We also have an exposure to a concentration of credit risk related to the unsecured receivables due from the Exchange for net management fee and other reimbursements. See Note 13, "Concentrations of Credit Risk". 8 Table of Contents Note 2. Significant Accounting Policies Basis of presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X, and include the accounts of Indemnity and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six months ended June 30, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026. For further information, refer to the consolidated financial statements and footnotes included in our Form 10-K for the year ended December 31, 2025 as filed with the Securities and Exchange Commission ("SEC") on February 23, 2026. Use of estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Recently issued accounting standards In November 2024, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses", which requires entities to disclose disaggregated information about certain income statement expense line items. The amendments in this ASU are required to be adopted for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments can be applied on either a prospective or retrospective basis. This will have no impact on our consolidated financial statements, and we are currently evaluating the impact of adoption on our disclosures. In September 2025, the FASB issued ASU 2025-06, "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software", which removes all references to prescriptive and sequential software development project stages and requires an entity to start capitalizing software costs when management has authorized and committed to funding the software project and it is probable that the project will be completed and the software will be used to perform the function intended. The amendments in this ASU are required to be adopted for fiscal years beginning after December 15, 2027, and interim periods within those fiscal years. Early adoption is permitted. The amendments can be applied on a prospective, modified or retrospective basis. We are currently evaluating the impact of adoption on our consolidated financial statements and disclosures. In December 2025, the FASB issued ASU 2025-11 "Interim Reporting (Topic 270) - Narrow-Scope Improvements", which clarifies current interim disclosure requirements and provides a comprehensive list of required interim disclosures. The guidance also incorporates a disclosure principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. The amendments in this ASU are required to be adopted for interim reporting periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments can be applied on a prospective or retrospective basis. We do not expect the standard will have a material impact on our disclosures, and will have no other impact on our consolidated financial statements. Investments Equity securities – Equity securities primarily include non-redeemable preferred stocks and exchange-traded funds (ETFs) with underlying holdings of fixed maturity securities. These securities are reported at fair value, with changes in fair value recognized in net realized and unrealized investment gains (losses). Securities that we intend to sell as of the reporting date are classified as current assets. 9 Table of Contents Note 3. Revenue The majority of our revenue is derived from the subscriber’s agreement between us and the subscribers (policyholders) at the Exchange. In accordance with the subscriber’s agreement, we retain a management fee calculated as a percentage, not to exceed 25%, of all direct and affiliated assumed written premiums of the Exchange. We allocate a portion of our management fee revenue, currently 25% of the direct and affiliated assumed written premiums of the Exchange, between the two performance obligations we have under the subscriber’s agreement. The first performance obligation is to provide policy issuance and renewal services to the subscribers (policyholders) at the Exchange, and the second is to act as attorney-in-fact on behalf of the subscribers at the Exchange, as well as the service provider for the Exchange's insurance subsidiaries, with respect to all administrative services. The transaction price, including management fee revenue and administrative services reimbursement revenue, includes variable consideration and is allocated based on the estimated standalone selling prices developed using industry information and other available information for similar services. A constraining estimate of variable consideration exists related to the potential for management fees to be returned if a policy were to be cancelled mid-term. Management fees are returned to the Exchange when policyholders cancel their insurance coverage mid-term and premiums are refunded to them. The constraining estimate is determined using the expected value method, based on both historical and current information. The estimated transaction price, as reduced by the constraint, reflects consideration expected for performance of our services. We update the transaction price and the related allocation at least annually based upon the most recent information available or more frequently if there have been significant changes in any components considered in the transaction price. The first performance obligation is to provide policy issuance and renewal services that result in executed insurance policies between the Exchange or one of its insurance subsidiaries and the subscriber (policyholder). The subscriber (policyholder) receives economic benefits when substantially all the policy issuance or renewal services are complete and an insurance policy is issued or renewed by the Exchange or one of its insurance subsidiaries. It is at the time of policy issuance or renewal that the allocated portion of revenue is recognized. Consistent with its legal structure as a reciprocal insurer, the Exchange does not have any employees or officers. Therefore, it enters into contractual relationships by and through the subscribers' attorney-in-fact. Indemnity serves as the attorney-in-fact on behalf of the subscribers at the Exchange with respect to its administrative services as enumerated in the subscriber's agreement. The Exchange's insurance subsidiaries also utilize Indemnity for these services in accordance with the service agreements between each of the subsidiaries and Indemnity. Collectively, these services represent a second performance obligation under the subscriber’s agreement and the service agreements. The revenue allocated to this performance obligation is recognized over a four-year period representing the time over which these services are provided. The portion of revenue not yet earned is recorded as a contract liability in the Consolidated Statements of Financial Position. During the three and six months ended June 30, 2026, we recognized revenue of $13.7 million and $30.9 million that was included in the contract liability balance as of December 31, 2025. During the three and six months ended June 30, 2025, we recognized revenue of $12.3 million and $27.7 million that was included in the contract liability balance as of December 31, 2024. The administrative services expenses we incur and the related reimbursements we receive are recorded gross in the Consolidated Statements of Operations. Indemnity records a receivable from the Exchange for management fee revenue when the premium is written or assumed from affiliates by the Exchange. Indemnity collects the management fee from the Exchange when the Exchange collects the premiums from the subscribers (policyholders). As the Exchange issues policies almost exclusively with annual terms, cash collections generally occur within one year. The following table disaggregates revenue by our two performance obligations: Three months ended June 30, Six months ended June 30, (in thousands) 2026 2025 2026 2025 Management fee revenue - policy issuance and renewal services $ 862,879 $ 823,853 $ 1,649,278 $ 1,578,902 Management fee revenue - administrative services 19,619 18,296 39,094 35,941 Administrative services reimbursement revenue 201,554 212,644 401,650 422,917 Total revenue from administrative services $ 221,173 $ 230,940 $ 440,744 $ 458,858 10 Table of Contents Note 4. Segment Information We have one reportable segment: management operations. All segment revenue is derived in the United States, the majority of which is from the subscriber’s agreement between us and the subscribers (policyholders) at the Exchange, our sole customer, as further described in Note 3, "Revenue". Our chief operating decision maker ("CODM") is our Executive Council, which includes our Chief Executive Officer ("CEO"), Chief Financial Officer, executive vice presidents and certain senior vice presidents reporting directly to the CEO as applicable. The CODM evaluates performance and decides how to allocate resources for the management operations segment based on net income, as reported in our Consolidated Statements of Operations. Net income is used to monitor budget versus actual results. Total assets as reported in our Consolidated Statements of Financial Position, all of which are located in the United States, are reviewed by the CODM for purposes of decision making. The accounting policies of our management operations segment are the same as those described in Note 2, "Significant Accounting Policies, of Notes to Consolidated Financial Statements" included in our Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC on February 23, 2026. Beginning in the first quarter of 2026, the significant segment expense categories included in the financial information regularly provided to the CODM were revised to align with the current manner in which the CODM reviews expenses in evaluating performance and allocating resources. Prior-period segment expense disclosures have been recast to conform to the current period presentation. This change did not affect our determination that we have one reportable segment and did not affect the measure of net income. The following table presents our management operations segment revenue, significant segment expenses regularly provided to the CODM, and net income: Three months ended June 30, Six months ended June 30, (in thousands) 2026 2025 2026 2025 Management fee revenue $ 882,498 $ 842,149 $ 1,688,372 $ 1,614,843 Administrative services reimbursement revenue 201,554 212,644 401,650 422,917 Service agreement revenue 5,744 5,304 11,685 11,736 Total operating revenue 1,089,796 1,060,097 2,101,707 2,049,496 Commissions 508,097 463,442 972,953 900,302 Personnel costs (1) 88,809 85,789 180,872 175,778 Sales and advertising (1) 8,061 9,729 12,966 16,681 Acquisition and underwriting support costs (1) 23,968 27,838 48,092 53,841 Technology infrastructure costs (1) 25,086 24,311 50,889 50,382 Professional fees (1) 19,191 24,192 38,512 50,468 Administrative and other (1) 10,907 12,979 24,863 28,578 Cost of operations - policy issuance and renewal services 684,119 648,280 1,329,147 1,276,030 Cost of operations - administrative services 201,554 212,644 401,650 422,917 Total operating expenses (2) 885,673 860,924 1,730,797 1,698,947 Operating income 204,123 199,173 370,910 350,549 Total investment income 22,553 19,600 44,672 39,136 Other income 1,401 1,974 2,821 5,808 Income tax expense 47,783 46,062 87,635 82,391 Net income $ 180,294 $ 174,685 $ 330,768 $ 313,102 (1) 2025 amounts have been recast to conform to the current presentation. (2) Management operations segment depreciation and amortization expense included primarily in "Total operating expenses" as reported on our Consolidated Statements of Operations totaled $20.8 million and $16.1 million for the three months ended June 30, 2026 and 2025, respectively, and $40.8 million and $31.9 million for the six months ended June 30, 2026 and 2025, respectively. The Exchange and its insurance subsidiaries reimbursed us approximately 33% and 29% in the six months ended June 30, 2026 and 2025, respectively, for depreciation and amortization expense on assets supporting administrative services. See our Consolidated Statements of Cash Flows for segment expenditures on fixed asset additions. 11 Table of Contents Note 5. Earnings Per Share Class A and Class B basic earnings per share and Class B diluted earnings per share are calculated under the two-class method. The two-class method allocates earnings to each class of stock based upon its dividend rights. Class B shares are convertible into Class A shares at a conversion ratio of 2,400 to 1. See Note 11, "Capital Stock". Class A diluted earnings per share is calculated under the if-converted method, which reflects the conversion of Class B shares to Class A shares. Diluted earnings per share calculations include the dilutive effect of assumed issuance of stock-based awards under compensation plans that have the option to be paid in stock using the treasury stock method. A reconciliation of the numerators and denominators used in the basic and diluted per-share computations is presented as follows for each class of common stock: Three months ended June 30, 2026 2025 (dollars in thousands, except per share data) Allocated net income (numerator) Weighted shares (denominator) Per-share amount Allocated net income (numerator) Weighted shares (denominator) Per-share amount Class A – Basic EPS: Income available to Class A stockholders $ 178,818 46,189,033 $ 3.87 $ 173,254 46,189,063 $ 3.75 Dilutive effect of stock-based awards 0 8,864 — 0 14,544 — Assumed conversion of Class B shares 1,476 6,100,800 — 1,431 6,100,800 — Class A – Diluted EPS: Income available to Class A stockholders on Class A equivalent shares $ 180,294 52,298,697 $ 3.45 $ 174,685 52,304,407 $ 3.34 Class B – Basic EPS: Income available to Class B stockholders $ 1,476 2,542 $ 581 $ 1,431 2,542 $ 563 Class B – Diluted EPS: Income available to Class B stockholders $ 1,476 2,542 $ 581 $ 1,430 2,542 $ 563 Six months ended June 30, 2026 2025 (dollars in thousands, except per share data) Allocated net income (numerator) Weighted shares (denominator) Per-share amount Allocated net income (numerator) Weighted shares (denominator) Per-share amount Class A – Basic EPS: Income available to Class A stockholders $ 328,060 46,188,942 $ 7.10 $ 310,538 46,188,984 $ 6.72 Dilutive effect of stock-based awards 0 9,698 — 0 14,613 — Assumed conversion of Class B shares 2,708 6,100,800 — 2,564 6,100,800 — Class A – Diluted EPS: Income available to Class A stockholders on Class A equivalent shares $ 330,768 52,299,440 $ 6.32 $ 313,102 52,304,397 $ 5.99 Class B – Basic EPS: Income available to Class B stockholders $ 2,708 2,542 $ 1,065 $ 2,564 2,542 $ 1,008 Class B – Diluted EPS: Income available to Class B stockholders $ 2,708 2,542 $ 1,065 $ 2,563 2,542 $ 1,008 12 Table of Contents Note 6. Fair Value Financial instruments carried at fair value Our available-for-sale and equity securities are recorded at fair value, which is the price that would be received to sell the asset in an orderly transaction between willing market participants as of the measurement date. Valuation techniques used to derive the fair value of our available-for-sale and equity securities are based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources. Unobservable inputs reflect our own assumptions regarding fair market value for these securities. Financial instruments are categorized based upon the following characteristics or inputs to the valuation techniques: •Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. •Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. •Level 3 – Unobservable inputs for the asset or liability. Estimates of fair values for our investment portfolio are obtained primarily from a nationally recognized pricing service. Our Level 1 securities are valued using an exchange traded price provided by the pricing service. Pricing service valuations for Level 2 securities include multiple verifiable, observable inputs including benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data. Pricing service valuations for Level 3 securities are based upon proprietary models and are used when observable inputs are not available or in illiquid markets. Although virtually all of our prices are obtained from third party sources, we also perform internal pricing reviews, including evaluating the methodology and inputs used to ensure that we determine the proper classification level of the financial instrument and reviewing securities with price changes that vary significantly from current market conditions or independent price sources. Price variances are investigated and corroborated by market data and transaction volumes. We have reviewed the pricing methodologies of our pricing service as well as other observable inputs and believe that the prices adequately consider market activity in determining fair value. In limited circumstances we adjust the price received from the pricing service when, in our judgment, a better reflection of fair value is available based upon corroborating information and our knowledge and monitoring of market conditions such as a disparity in price of comparable securities and/or non-binding broker quotes. In other circumstances, certain securities are internally priced because prices are not provided by the pricing service. When a price from the pricing service is not available, values are determined by obtaining broker/dealer quotes and/or market comparables. When available, we obtain multiple quotes for the same security. The ultimate value for these securities is determined based upon our best estimate of fair value using corroborating market information. As of June 30, 2026, nearly all of our available-for-sale and equity securities were priced using a third party pricing service. 13 Table of Contents The following tables present our fair value measurements on a recurring basis by asset class and level of input as of: June 30, 2026 (in thousands) Total Level 1 Level 2 Level 3 Available-for-sale securities: Corporate debt securities $ 784,374 $ 1,441 $ 782,455 $ 478 Collateralized debt obligations 232,721 0 232,721 0 Commercial mortgage-backed securities 147,722 0 134,760 12,962 Residential mortgage-backed securities 208,685 0 207,590 1,095 Other debt securities 45,834 0 45,834 0 U.S. Treasury 13,886 0 13,886 0 Total available-for-sale securities (1) 1,433,222 1,441 1,417,246 14,535 Equity securities: Exchange-traded funds 82,746 82,746 0 0 Non-redeemable preferred stocks: Financial services sector 71,526 2,068 63,854 5,604 Utilities sector 3,170 0 3,170 0 Energy sector 3,975 0 3,975 0 Consumer sector 5,578 0 2,412 3,166 Technology sector 7,546 0 0 7,546 Communications sector 1,464 0 1,464 0 Total non-redeemable preferred stocks (2) 93,259 2,068 74,875 16,316 Total equity securities 176,005 84,814 74,875 16,316 Total $ 1,609,227 $ 86,255 $ 1,492,121 $ 30,851 (1)This includes $44.4 million of securities lent under a securities lending agreement. (2)This includes $25.5 million of securities lent under a securities lending agreement. December 31, 2025 (in thousands) Total Level 1 Level 2 Level 3 Available-for-sale securities: Corporate debt securities $ 844,479 $ 998 $ 839,542 $ 3,939 Collateralized debt obligations 133,267 0 133,267 0 Commercial mortgage-backed securities 140,541 0 117,520 23,021 Residential mortgage-backed securities 187,226 0 186,432 794 Other debt securities 35,152 0 35,152 0 U.S. Treasury 24,163 0 24,163 0 Total available-for-sale securities (1) 1,364,828 998 1,336,076 27,754 Equity securities: Non-redeemable preferred stocks: Financial services sector 74,614 2,593 66,350 5,671 Utilities sector 3,696 0 3,696 0 Energy sector 2,713 0 2,713 0 Consumer sector 5,563 0 2,393 3,170 Technology sector 3,224 0 0 3,224 Communications sector 953 0 953 0 Total non-redeemable preferred stocks (2) 90,763 2,593 76,105 12,065 Total equity securities 90,763 2,593 76,105 12,065 Total $ 1,455,591 $ 3,591 $ 1,412,181 $ 39,819 (1) This includes $44.4 million of securities lent under a securities lending agreement. (2) This includes $20.1 million of securities lent under a securities lending agreement. 14 Table of Contents We review the fair value hierarchy classifications each reporting period. Transfers between hierarchy levels may occur due to changes in available market observable inputs. Level 3 Assets – 2026 Quarterly Change: (in thousands) Beginning balance at March 31, 2026 Included in earnings(1) Included in other comprehensive income (loss) Purchases Sales Transfers into Level 3(2) Transfers out of Level 3(2) Ending balance at June 30, 2026 Available-for-sale securities: Corporate debt securities $ 3,758 $ (112) $ 119 $ 14 $ (3,513) $ 212 $ 0 $ 478 Commercial mortgage-backed securities 22,701 (515) 134 0 (1,074) 3,013 (11,297) 12,962 Residential mortgage- backed securities 907 0 (4) 0 (23) 1,095 (880) 1,095 Total available-for-sale securities 27,366 (627) 249 14 (4,610) 4,320 (12,177) 14,535 Equity securities 12,299 740 — 3,300 (44) 21 0 16,316 Total Level 3 securities $ 39,665 $ 113 $ 249 $ 3,314 $ (4,654) $ 4,341 $ (12,177) $ 30,851 Level 3 Assets – 2026 Year-to-Date Change: (in thousands) Beginning balance at December 31, 2025 Included in earnings(1) Included in other comprehensive income (loss) Purchases Sales Transfers into Level 3(2) Transfers out of Level 3(2) Ending balance at June 30, 2026 Available-for-sale securities: Corporate debt securities $ 3,939 $ (99) $ (20) $ 816 $ (4,214) $ 1,023 $ (967) $ 478 Commercial mortgage-backed securities 23,021 (899) (6) 0 (1,276) 10,535 (18,413) 12,962 Residential mortgage-backed securities 794 1 (15) 0 (38) 1,233 (880) 1,095 Total available-for-sale securities 27,754 (997) (41) 816 (5,528) 12,791 (20,260) 14,535 Equity securities 12,065 818 — 3,450 (44) 27 0 16,316 Total Level 3 securities $ 39,819 $ (179) $ (41) $ 4,266 $ (5,572) $ 12,818 $ (20,260) $ 30,851 Level 3 Assets – 2025 Quarterly Change: (in thousands) Beginning balance at March 31, 2025 Included in earnings(1) Included in other comprehensive income (loss) Purchases Sales Transfers into Level 3(2) Transfers out of Level 3(2) Ending balance at June 30, 2025 Available-for-sale securities: Corporate debt securities $ 6,030 $ 12 $ 21 $ 968 $ (217) $ 2,377 $ (3,015) $ 6,176 Collateralized debt obligations 695 (4) 5 0 (696) 0 0 0 Commercial mortgage-backed securities 9,129 (240) 104 1,997 (1,098) 9,719 (3,177) 16,434 Residential mortgage- backed securities 923 0 0 0 (18) 0 (905) 0 Total available-for-sale securities 16,777 (232) 130 2,965 (2,029) 12,096 (7,097) 22,610 Equity securities 8,647 (9) — 2,500 0 0 (498) 10,640 Total Level 3 securities $ 25,424 $ (241) $ 130 $ 5,465 $ (2,029) $ 12,096 $ (7,595) $ 33,250 15 Table of Contents Level 3 Assets – 2025 Year-to-Date Change: (in thousands) Beginning balance at December 31, 2024 Included in earnings(1) Included in other comprehensive income (loss) Purchases Sales Transfers into Level 3(2) Transfers out of Level 3(2) Ending balance at June 30, 2025 Available-for-sale securities: Corporate debt securities $ 6,268 $ 30 $ (33) $ 3,085 $ (792) $ 3,476 $ (5,858) $ 6,176 Collateralized debt obligations 0 (4) 0 700 (696) 0 0 0 Commercial mortgage-backed securities 24,089 (622) 404 1,997 (2,387) 11,072 (18,119) 16,434 Residential mortgage-backed securities 0 0 0 0 (18) 923 (905) 0 Total available-for-sale securities 30,357 (596) 371 5,782 (3,893) 15,471 (24,882) 22,610 Equity securities 6,974 646 — 3,500 0 18 (498) 10,640 Total Level 3 securities $ 37,331 $ 50 $ 371 $ 9,282 $ (3,893) $ 15,489 $ (25,380) $ 33,250 (1)These amounts are reported as net investment income and net realized and unrealized investment gains (losses) for each of the periods presented above. (2)Transfers into and/or (out) of Level 3 are primarily attributable to the availability of market observable information and the re-evaluation of the observability of pricing inputs. Financial instruments not carried at fair value The following table presents the carrying values and fair values of financial instruments categorized as Level 3 in the fair value hierarchy that are recorded at carrying value as of: June 30, 2026 December 31, 2025 (in thousands) Carrying value Fair value Carrying value Fair value Agent loans, net (1) $ 119,672 $ 116,064 $ 109,331 $ 113,850 Other loans receivable, net (2) 18,993 15,923 15,491 12,509 Held-to-maturity securities, net (3) 4,833 4,848 4,833 4,863 (1) The current portion of agent loans is included in the line item "Prepaid expenses and other current assets, net" in the Consolidated Statements of Financial Position. (2) The current and long-term portions of other loans receivable are included in the line items "Prepaid expenses and other current assets, net" and "Other assets, net", respectively, in the Consolidated Statements of Financial Position. (3) Held-to-maturity securities are included in the line item "Other assets, net" in the Consolidated Statements of Financial Position. 16 Table of Contents Note 7. Investments Fixed maturity securities See Note 6, "Fair Value" for additional fair value disclosures. The following tables summarize the amortized cost and estimated fair value, net of credit loss allowance, of our fixed maturity securities as of: June 30, 2026 (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Estimated fair value Available-for-sale securities: Corporate debt securities $ 784,968 $ 4,200 $ 4,794 $ 784,374 Collateralized debt obligations 233,053 155 487 232,721 Commercial mortgage-backed securities 147,887 1,550 1,715 147,722 Residential mortgage-backed securities 220,319 421 12,055 208,685 Other debt securities 46,032 187 385 45,834 U.S. Treasury 13,938 3 55 13,886 Total available-for-sale securities, net (1) 1,446,197 6,516 19,491 1,433,222 Held-to-maturity securities - states & political subdivisions 4,833 15 0 4,848 Total fixed maturity securities, net $ 1,451,030 $ 6,531 $ 19,491 $ 1,438,070 (1)This includes an estimated fair value of $44.4 million of securities lent under a securities lending agreement. December 31, 2025 (in thousands) Amortized cost Gross unrealized gains Gross unrealized losses Estimated fair value Available-for-sale securities: Corporate debt securities $ 834,885 $ 12,779 $ 3,185 $ 844,479 Collateralized debt obligations 133,224 207 164 133,267 Commercial mortgage-backed securities 139,516 2,808 1,783 140,541 Residential mortgage-backed securities 196,624 982 10,380 187,226 Other debt securities 34,863 543 254 35,152 U.S. Treasury 24,116 106 59 24,163 Total available-for-sale securities, net (1) 1,363,228 17,425 15,825 1,364,828 Held-to-maturity securities - states & political subdivisions 4,833 30 0 4,863 Total fixed maturity securities, net $ 1,368,061 $ 17,455 $ 15,825 $ 1,369,691 (1)This includes an estimated fair value of $44.4 million of securities lent under a securities lending agreement. The amortized cost and estimated fair value of our fixed maturity securities at June 30, 2026 are shown below by remaining contractual term to maturity. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. June 30, 2026 Amortized Estimated (in thousands) cost fair value Available-for-sale securities: Due in one year or less $ 63,311 $ 63,363 Due after one year through five years 546,224 545,677 Due after five years through ten years 188,795 187,998 Due after ten years 647,867 636,184 Total available-for-sale securities, net (1) (2) 1,446,197 1,433,222 Held-to-maturity securities - due after ten years 4,833 4,848 Total fixed maturity securities, net $ 1,451,030 $ 1,438,070 (1)The contractual maturities of our available-for-sale securities are included in the table. However, given our intent to sell certain impaired securities, these securities are classified as current assets in our Consolidated Statement of Financial Position at June 30, 2026. (2)This includes an estimated fair value of $44.4 million of securities lent under a securities lending agreement. 17 Table of Contents The below securities have been evaluated for credit impairment using criteria described within Note 2, "Significant Accounting Policies, of Notes to Consolidated Financial Statements" included in our Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC on February 23, 2026. The gross unrealized losses are primarily attributable to changes in interest rates and are not deemed to be credit-related. We do not have the intent to sell these securities and it is more likely than not that we would not be required to sell these securities before the anticipated recovery of the amortized cost basis. The following tables present available-for-sale securities based on length of time in a gross unrealized loss position as of: June 30, 2026 Less than 12 months 12 months or longer Total (dollars in thousands) Fair value Unrealized losses Fair value Unrealized losses Fair value Unrealized losses No. of holdings Corporate debt securities $ 432,603 $ 4,186 $ 13,788 $ 608 $ 446,391 $ 4,794 273 Collateralized debt obligations 146,226 463 2,566 24 148,792 487 144 Commercial mortgage-backed securities 36,406 261 16,335 1,454 52,741 1,715 100 Residential mortgage-backed securities 99,078 1,393 73,795 10,662 172,873 12,055 185 Other debt securities 25,741 169 3,347 216 29,088 385 57 U.S. Treasury 10,404 55 0 0 10,404 55 3 Total available-for-sale securities $ 750,458 $ 6,527 $ 109,831 $ 12,964 $ 860,289 $ 19,491 762 Quality breakdown of available-for-sale securities: Investment grade $ 725,388 $ 5,879 $ 106,979 $ 12,807 $ 832,367 $ 18,686 734 Non-investment grade 25,070 648 2,852 157 27,922 805 28 Total available-for-sale securities $ 750,458 $ 6,527 $ 109,831 $ 12,964 $ 860,289 $ 19,491 762 December 31, 2025 Less than 12 months 12 months or longer Total (dollars in thousands) Fair value Unrealized losses Fair value Unrealized losses Fair value Unrealized losses No. of holdings Corporate debt securities $ 72,699 $ 1,555 $ 41,040 $ 1,630 $ 113,739 $ 3,185 418 Collateralized debt obligations 57,917 120 3,909 44 61,826 164 83 Commercial mortgage-backed securities 16,103 59 19,956 1,724 36,059 1,783 70 Residential mortgage-backed securities 17,675 27 92,019 10,353 109,694 10,380 146 Other debt securities 3,936 39 3,655 215 7,591 254 27 U.S. Treasury 13,296 59 0 0 13,296 59 3 Total available-for-sale securities $ 181,626 $ 1,859 $ 160,579 $ 13,966 $ 342,205 $ 15,825 747 Quality breakdown of available-for-sale securities: Investment grade $ 144,472 $ 433 $ 144,604 $ 12,773 $ 289,076 $ 13,206 371 Non-investment grade 37,154 1,426 15,975 1,193 53,129 2,619 376 Total available-for-sale securities $ 181,626 $ 1,859 $ 160,579 $ 13,966 $ 342,205 $ 15,825 747 18 Table of Contents Credit loss allowances The following tables present a roll-forward of the allowances for credit losses on investments: Three months ended June 30, 2026 (in thousands) Available-for-sale securities Held-to-maturity securities Other loans receivable Agent loans Balance, beginning of period $ 1,029 $ 2,167 $ 15,357 $ 1,879 Provision and recoveries (1) 0 289 0 Sales/collections and write-offs (562) 0 0 0 Balance, end of period $ 466 $ 2,167 $ 15,646 $ 1,879 Six months ended June 30, 2026 (in thousands) Available-for-sale securities Held-to-maturity securities Other loans receivable Agent loans Balance, beginning of period $ 902 $ 2,167 $ 15,101 $ 1,680 Provision and recoveries 274 0 545 199 Sales/collections and write-offs (710) 0 0 0 Balance, end of period $ 466 $ 2,167 $ 15,646 $ 1,879 Three months ended June 30, 2025 (in thousands) Available-for-sale securities Held-to-maturity securities Other loans receivable Agent loans Balance, beginning of period $ 826 $ 2,167 $ 12,592 $ 1,476 Provision and recoveries 304 0 446 0 Sales/collections and write-offs (249) 0 0 0 Balance, end of period $ 881 $ 2,167 $ 13,038 $ 1,476 Six months ended June 30, 2025 (in thousands) Available-for-sale securities Held-to-maturity securities Other loans receivable Agent loans Balance, beginning of period $ 513 $ 2,167 $ 12,198 $ 1,312 Provision and recoveries 669 0 840 164 Sales/collections and write-offs (301) 0 0 0 Balance, end of period $ 881 $ 2,167 $ 13,038 $ 1,476 Net investment income Investment income (loss), net of expenses, was generated from the following portfolios: Three months ended June 30, Six months ended June 30, (in thousands) 2026 2025 2026 2025 Available-for-sale securities $ 16,770 $ 14,530 $ 34,002 $ 27,813 Equity securities 1,706 1,149 3,013 2,313 Limited partnerships (1) (16) 83 716 1,155 Agent loans 2,030 1,557 3,934 3,001 Cash equivalents and other 3,010 3,509 5,773 6,896 Total investment income 23,500 20,828 47,438 41,178 Less: investment expenses 913 798 1,291 1,200 Net investment income $ 22,587 $ 20,030 $ 46,147 $ 39,978 (1)Limited partnership (losses) income includes both realized gains (losses) and unrealized valuation changes. Our limited partnership investments are included in the line item "Other assets, net" in the Consolidated Statements of Financial Position. We have made no new significant limited partnership commitments since 2006, and the balance of limited partnership investments is expected to decline over time as additional distributions are received. 19 Table of Contents Net realized and unrealized investment gains (losses) Realized and unrealized gains (losses) on investments were as follows: Three months ended June 30, Six months ended June 30, (in thousands) 2026 2025 2026 2025 Available-for-sale securities: Gross realized gains $ 3,074 $ 331 $ 4,095 $ 680 Gross realized losses (4,037) (762) (4,909) (1,373) Net realized losses on available-for-sale securities (963) (431) (814) (693) Equity securities 1,520 910 606 1,669 Miscellaneous 0 0 0 5 Net realized and unrealized investment gains (losses) $ 557 $ 479 $ (208) $ 981 The portion of net unrealized gains (losses) recognized during the reporting period related to equity securities held at the reporting date is calculated as follows: Three months ended June 30, Six months ended June 30, (in thousands) 2026 2025 2026 2025 Equity securities: Net gains recognized during the period $ 1,520 $ 910 $ 606 $ 1,669 Less: net gains (losses) recognized on securities sold 32 15 (7) 149 Net unrealized gains recognized on securities held at reporting date $ 1,488 $ 895 $ 613 $ 1,520 Net impairment (losses) recoveries recognized in earnings Impairments on investments were as follows: Three months ended June 30, Six months ended June 30, (in thousands) 2026 2025 2026 2025 Available-for-sale securities: Intent to sell $ (349) $ (417) $ (339) $ (417) Credit recovered (impaired) 1 (304) (274) (669) Total available-for-sale securities (348) (721) (613) (1,086) Expected credit losses: Agent loans 0 0 (199) (164) Other loans receivable (243) (188) (455) (573) Net impairment losses recognized in earnings $ (591) $ (909) $ (1,267) $ (1,823) Securities lending transactions As of June 30, 2026, the estimated fair value of loaned securities was $69.9 million, consisting of $44.4 million of available- for-sale securities and $25.5 million of equity securities. As of December 31, 2025, the estimated fair value of loaned securities was $64.5 million consisting of $44.4 million of available-for-sale securities and $20.1 million of equity securities. Cash collateral received in connection with these securities lending transactions totaled $63.2 million and $61.9 million as of June 30, 2026 and December 31, 2025 respectively. The cash collateral was reinvested in cash equivalents and is included with "Cash and cash equivalents" in our Consolidated Statements of Financial Position. We also received $9.1 million and $4.5 million of non-cash collateral as of June 30, 2026 and December 31, 2025, respectively, which we are not permitted to sell or repledge. There were no securities lending transactions outstanding with contractual maturities extending beyond one year from the reporting date. If we have to return cash collateral on short notice, we may have difficulty selling investments in a timely manner, be forced to sell them for less than we otherwise would have been able to realize, or both. In addition, in the event of such forced sale, for securities in an unrealized loss position, realized losses would be incurred on securities sold and impairments would be incurred, if there is a need to sell securities prior to recovery, which may negatively impact our financial condition. 20 Table of Contents Note 8. Bank Line of Credit We have access to a $100 million bank revolving line of credit with a $25 million letter of credit sublimit that expires on November 1, 2029. As of June 30, 2026, a total of $99.2 million remains available under the facility due to $0.8 million outstanding letters of credit, which reduce the availability for letters of credit to $24.2 million. We had no borrowings outstanding on our line of credit as of June 30, 2026. Investments with a fair value of $110.5 million were pledged as collateral on the line of credit at June 30, 2026. These investments have no trading restrictions and are reported as available-for-sale securities and cash and cash equivalents on our Consolidated Statement of Financial Position as of June 30, 2026. The bank requires compliance with certain covenants, which include leverage ratios and debt restrictions. We are in compliance with all covenants at June 30, 2026. Note 9. Postretirement Benefits Pension plans Our pension plans consist of a noncontributory defined benefit pension plan covering substantially all employees and an unfunded supplemental employee retirement plan ("SERP") for certain members of executive and senior management. The pension plan provides benefits to covered individuals satisfying certain age and service requirements. The defined benefit pension plan and SERP each provide benefits through a final average earnings formula. Although we are the sponsor of these postretirement plans and record the funded status of these plans, there are reimbursements between us and the Exchange and its insurance subsidiaries for their allocated share of pension cost. These reimbursements represent pension benefits for employees performing administrative services and an allocated share of plan cost for employees in departments that support the administrative functions. For the six months ended June 30, 2026, the Exchange and its insurance subsidiaries reimbursed us for approximately 61% of the annual defined benefit pension cost and 33% of the annual SERP cost. For our funded pension plan, amounts are settled in cash for the portion of pension cost allocated to the Exchange and its insurance subsidiaries. For our unfunded SERP, we pay the obligations when due and amounts are settled in cash between entities when there is a payout. Our defined benefit pension plan funding policy is generally to contribute an amount equal to the greater of the target normal cost for the plan year, or the amount necessary to fund the plan to 100%. Accordingly, we made a $47 million contribution in January 2026. We plan to make an additional discretionary contribution of $30 million during the third quarter of 2026, which will further improve the plan's funded status. The funded pension plan is presented separately from the unfunded plan as a non-current asset on the Consolidated Statements of Financial Position. Pension plan cost includes the following components: Three months ended June 30, Six months ended June 30, (in thousands) 2026 2025 2026 2025 Service cost for benefits earned $ 9,591 $ 8,862 $ 19,181 $ 17,724 Interest cost on benefit obligation 15,513 14,676 31,027 29,351 Expected return on plan assets (19,889) (20,069) (39,778) (40,138) Prior service cost amortization 458 422 916 844 Net actuarial gain amortization (68) (655) (135) (1,309) Settlement gain (1) — — — (477) Pension plan cost (2) $ 5,605 $ 3,236 $ 11,211 $ 5,995 (1)Settlement accounting was required due to lump sum payments made under the SERP to former officers in 2025. (2)Pension plan cost represents total plan cost before reimbursements between Indemnity and the Exchange and its insurance subsidiaries. The components of pension plan cost other than the service cost components are included in the line item "Other income" in the Consolidated Statements of Operations, net of reimbursements between Indemnity and the Exchange and its insurance subsidiaries. 21 Table of Contents Note 10. Income Taxes Income tax expense is provided on an interim basis based upon our estimate of the annual effective income tax rate, adjusted each quarter for discrete items. For the three months ended June 30, 2026 and 2025, our effective tax rate was 21.0% and 20.9%, respectively. For the six months ended June 30, 2026 and 2025, our effective tax rate was 20.9% and 20.8%, respectively. Note 11. Capital Stock Class A and B common stock Holders of Class B shares may, at their option, convert their shares into Class A shares at the rate of 2,400 Class A shares per Class B share. There were no shares of Class B common stock converted into Class A common stock during the six months ended June 30, 2026 and the year ended December 31, 2025. There is no provision for conversion of Class A shares into Class B shares, and Class B shares surrendered for conversion cannot be reissued. Stock repurchases In 2011, our Board of Directors approved a continuation of the current stock repurchase program of $150 million, with no time limitation. There were no shares repurchased under this program during the six months ended June 30, 2026 and the year ended December 31, 2025. We had approximately $17.8 million of repurchase authority remaining under this program at June 30, 2026. 22 Table of Contents Note 12. Accumulated Other Comprehensive Income (Loss) Changes in accumulated other comprehensive income ("AOCI") (loss) by component, including amounts reclassified to other comprehensive income ("OCI") (loss) and the related line item in the Consolidated Statements of Operations where net income is presented, are as follows: Three months ended Three months ended June 30, 2026 June 30, 2025 (in thousands) Before Tax Income Tax Net Before Tax Income Tax Net Investment securities: AOCI (loss), beginning of period $ (14,358) $ (3,015) $ (11,343) $ (15,128) $ (3,178) $ (11,950) OCI before reclassifications 71 15 56 6,774 1,423 5,351 Realized investment losses 963 202 761 431 91 340 Impairment losses 348 73 275 721 151 570 OCI 1,382 290 1,092 7,926 1,665 6,261 AOCI (loss), end of period $ (12,976) $ (2,725) $ (10,251) $ (7,202) $ (1,513) $ (5,689) Pension and other postretirement plans: AOCI (loss), beginning of period $ (66,968) $ (14,064) $ (52,904) $ (38,511) $ (8,087) $ (30,424) Amortization of prior service costs 458 96 362 422 88 334 Amortization of net actuarial gain (68) (14) (54) (655) (138) (517) OCI (loss) 390 82 308 (233) (50) (183) AOCI (loss), end of period $ (66,578) $ (13,982) $ (52,596) $ (38,744) $ (8,137) $ (30,607) Total AOCI (loss), beginning of period $ (81,326) $ (17,079) $ (64,247) $ (53,639) $ (11,265) $ (42,374) Investment securities 1,382 290 1,092 7,926 1,665 6,261 Pension and other postretirement plans 390 82 308 (233) (50) (183) OCI 1,772 372 1,400 7,693 1,615 6,078 AOCI (loss), end of period $ (79,554) $ (16,707) $ (62,847) $ (45,946) $ (9,650) $ (36,296) Six months ended Six months ended June 30, 2026 June 30, 2025 (in thousands) Before Tax Income Tax Net Before Tax Income Tax Net Investment securities: AOCI (loss), beginning of period $ 1,508 $ 316 $ 1,192 $ (22,442) $ (4,714) $ (17,728) OCI (loss) before reclassifications (15,911) (3,341) (12,570) 13,461 2,827 10,634 Realized investment losses 814 171 643 693 146 547 Impairment losses 613 129 484 1,086 228 858 OCI (loss) (14,484) (3,041) (11,443) 15,240 3,201 12,039 AOCI (loss), end of period $ (12,976) $ (2,725) $ (10,251) $ (7,202) $ (1,513) $ (5,689) Pension and other postretirement plans: AOCI (loss), beginning of period $ (67,359) $ (14,146) $ (53,213) $ (37,802) $ (7,939) $ (29,863) Amortization of prior service costs 916 192 724 844 177 667 Amortization of net actuarial gain (135) (28) (107) (1,309) (275) (1,034) Settlement gain — — — (477) (100) (377) OCI (loss) 781 164 617 (942) (198) (744) AOCI (loss), end of period $ (66,578) $ (13,982) $ (52,596) $ (38,744) $ (8,137) $ (30,607) Total AOCI (loss), beginning of period $ (65,851) $ (13,830) $ (52,021) $ (60,244) $ (12,653) $ (47,591) Investment securities (14,484) (3,041) (11,443) 15,240 3,201 12,039 Pension and other postretirement plans 781 164 617 (942) (198) (744) OCI (loss) (13,703) (2,877) (10,826) 14,298 3,003 11,295 AOCI (loss), end of period $ (79,554) $ (16,707) $ (62,847) $ (45,946) $ (9,650) $ (36,296) 23 Table of Contents Note 13. Concentrations of Credit Risk Financial instruments could potentially expose us to concentrations of credit risk, including our unsecured receivables from the Exchange. The majority of our revenue and receivables are from the Exchange and its affiliates. See also Note 1, "Nature of Operations". Net management fee amounts and other reimbursements due from the Exchange and its affiliates were $753.2 million and $735.6 million at June 30, 2026 and December 31, 2025, respectively, which includes a current expected credit loss allowance of $0.7 million in both periods. Note 14. Commitments and Contingencies We have an agreement with a bank for an agent loan participation program. The maximum amount of loans and guarantees that could be funded by us through this program is $150 million. We have committed to fund a minimum of 30% of each loan executed under the program. As of June 30, 2026, our portion of the outstanding loans executed under this agreement is $68.7 million. Additionally, we have agreed to guarantee a portion of the funding provided by the other participants in the program in the event of default. As of June 30, 2026, our maximum potential amount of future payments on the guaranteed portion is $24.3 million. All loan payments under the participation program are current as of June 30, 2026. We also have contingent obligations for guarantees related to certain real estate development projects supporting revitalization efforts in our community. As of June 30, 2026, our maximum potential obligation related to guarantees is $6.2 million. We are involved in litigation arising in the ordinary course of conducting business. In accordance with current accounting standards for loss contingencies and based upon information currently known to us, we establish reserves for litigation when it is probable that a loss associated with a claim or proceeding has been incurred and the amount of the loss or range of loss can be reasonably estimated. When no amount within the range of loss is a better estimate than any other amount, we accrue the minimum amount of the estimable loss. To the extent that such litigation against us may have an exposure to a loss in excess of the amount we have accrued, we believe that such excess would not be material to our consolidated financial condition, results of operations or cash flows. Legal fees are expensed as incurred. We believe that our accruals for legal proceedings are appropriate and, individually and in the aggregate, are not expected to be material to our consolidated financial condition, results of operations or cash flows. We review all litigation on an ongoing basis when making accrual and disclosure decisions. For certain legal proceedings, we cannot reasonably estimate losses or a range of loss, if any, particularly for proceedings that are in their early stages of development or where the plaintiffs seek indeterminate damages. Various factors, including, but not limited to, the outcome of potentially lengthy discovery and the resolution of important factual questions, may need to be determined before probability can be established or before a loss or range of loss can be reasonably estimated. If the loss contingency in question is not both probable and reasonably estimable, we do not establish an accrual and the matter will continue to be monitored for any developments that would make the loss contingency both probable and reasonably estimable. In the event that a legal proceeding results in a substantial judgment against, or settlement by, us, there can be no assurance that any resulting liability or financial commitment would not have a material adverse effect on our consolidated financial condition, results of operations or cash flows. Note 15. Subsequent Events No items were identified in this period subsequent to the financial statement date that required adjustment or additional disclosure. 24 Table of Contents
There have been no material changes to the risk factors previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as filed with the Securities and Exchange Commission on February 23, 2026. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES A…
There have been no material changes to the risk factors previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as filed with the Securities and Exchange Commission on February 23, 2026. ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS Issuer Purchases of Equity Securities In 2011, our Board of Directors approved a continuation of the current stock repurchase program, authorizing repurchases for a total of $150 million with no time limitation. This repurchase authority included, and was not in addition to, any unspent amounts remaining under the prior authorization. The following table provides information regarding our Class A nonvoting common stock share repurchases during the quarter ending June 30, 2026: (dollars in thousands, except per share data) Period Total number of shares purchased Average price paid per share Total number of shares purchased as part of publicly announced program Dollar value of shares that may yet be purchased under the program April 1-30, 2026 (1) 1,290 $ 233.19 — $ 17,754 May 1-31, 2026 — — — 17,754 June 1-30, 2026 (2) 1,908 228.65 — 17,754 Total 3,198 230.48 — (1)Represents shares purchased on the open market to fund the rabbi trust for both the outside director deferred stock compensation plan (1,076 shares at an average price of $233.19 per share) and the incentive compensation deferral plan (214 shares at an average price of $233.19 per share). (2)Represents shares purchased on the open market to fund the rabbi trust for the incentive compensation deferral plan. 40 Table of Contents
Read original filing text →