Neptune Insurance Holdings Inc.
A maker of residential and commercial flood and earthquake insurance, built around artificial intelligence. Based in St. Petersburg, Florida, Neptune Insurance Holdings uses an AI underwriting platform called Triton to offer quick quotes to homeowners and agents. It was founded in the 2010s by Jim Albert and Bill Martin, who wanted to modernize the flood-insurance market. The company takes its name from Neptune, the Roman god of the sea, and its platform from Triton, the god's messenger.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
The following is a discussion and analysis of our financial condition and results of operations as of, and for, the periods presented. The following discussion and analysis should be read in conjunction with our consolidated financial statements, the accompanying notes, and othe…
The following is a discussion and analysis of our financial condition and results of operations as of, and for, the periods presented. The following discussion and analysis should be read in conjunction with our consolidated financial statements, the accompanying notes, and other information included elsewhere in this Quarterly Report, in our Annual Report on Form 10-K, and in our other filings with the Commission. This discussion and analysis contains forward-looking statements that are subject to risks, uncertainties, and other factors described under “Risk Factors” in this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K that could cause actual results to differ materially from such forward-looking statements. Additionally, our historical results are not necessarily indicative of the results that may be expected for any future period. Overview Neptune is a leading, high-growth, highly profitable, data-driven Managing General Agent ("MGA") that is revolutionizing the way homeowners and businesses protect against the growing risks of flooding. We offer a range of easy-to-purchase residential and commercial insurance products—including primary flood insurance, excess flood insurance, and parametric earthquake insurance—distributed through a nationwide network of agencies. Neptune does not take any balance sheet insurance risk or have claims handling responsibility relating to the policies we sell. We underwrite and administer the issuance of insurance policies on behalf of a diverse panel of insurance and reinsurance companies, whom we refer to as capacity providers, that manage both this risk and the associated claims handling. From day one, we have built our business on a foundation of advanced data science and AI, leveraging proprietary ML algorithms, which has led to superior underwriting results, outsized growth, recurring revenue, and robust margins. Technology and data science are the foundation of Neptune’s business model, driving our three core pillars: •Our Underwriting Engine: Our entirely digital underwriting engine, Triton, uses advanced technology, including proprietary AI and ML models, without any human underwriters, to assess risk with speed and precision. Powered by predictive analytics and loss estimation, Triton has enabled our policies to consistently outperform the National Flood Insurance Program (“NFIP") in written loss ratio despite 21 landfall hurricanes—including 4 of the 10 largest flood events in U.S. history—taking place since Neptune’s founding. •Our Risk Relationships: Our risk relationships are built on performance and trust, and as of June 30, 2026, we had 45 capacity providers, including 37 reinsurance providers, backing 8 distinct insurance programs to help minimize concentration risk while delivering consistent returns. In turn, the accuracy of our risk assessment and our precision pricing have delivered hundreds of millions of dollars of underwriting profit for our capacity providers since inception, leading to high rates of capacity renewals and increases in committed capacity at improved economic terms. •Our Distribution: Our distribution strategy is primarily focused on deep partnerships across agencies with tens of thousands of agents who benefit from the ease-of-use of our automated underwriting platform, seamless API integrations, instantaneous bindable quotes, and proprietary Agent Portal. We believe this is a meaningful departure from industry norms and makes our approach to distribution attractive to the agents with whom we work. The three pillars above interlock, creating a powerful and reinforcing loop. Unlike traditional insurance underwriting that historically relied on humans, static models, and infrequent adjustments, we leverage an iterative approach that allows us to consistently and rapidly integrate new data and models into our underwriting engine, thereby refining our processes and adapting to evolving market and environmental conditions. As our models constantly evolve and improve, they are able to deliver superior results that minimize losses for our capacity providers, which in turn grant us additional underwriting capacity. With more capacity available, we can offer coverages our policyholders want, enhancing the ability for our agency partners to easily sell policies while expanding our distribution and reach. The resulting increase in quoted and bound policies provides us with access to more data, enhancing the predictive capabilities of our underlying models. We operate as an MGA, with a highly attractive, recurring, fee-based revenue model derived from two primary sources: commissions paid by capacity providers, and fees paid by policyholders. Commissions are calculated as a negotiated percentage of premium for each policy. Given our strong retention rates to date, we believe that we have a high degree of visibility into our future revenue streams. For the three and six months ended June 30, 2026, our eligible policy retention rate at renewal was 86.0% and 86.1%, respectively, and our premium retention rate at renewal was 92.1% and 14 Table of Contents 92.4%, respectively. The difference between policy and premium retention rates reflects increases to the rates charged to renewing policyholders. We are organized as a single operating and reportable segment. Factors Affecting Our Results of Operations Our financial results and operating performance are influenced by a number of macroeconomic, industry-specific, and company-specific factors, the most significant of which we believe include the following. These factors should be read in conjunction with “Item 1A, Risk Factors” in our Annual Report on Form 10-K: Reliance on Relationships with Capacity Providers, Third-Party Agents and Brokers We do not bear the balance sheet insurance risk or claims handling responsibility relating to the policies sold and, as a result, our ability to support and service the policies we provide is dependent on the capacity and appetite of our capacity providers to assume flood risk. If we are unable to maintain profitable portfolios for our capacity providers or if our relationship with them is undermined for any reason, capacity providers may be unwilling to provide insurance capacity to us, or our insurance carriers may seek to amend our agreements with them. This could happen for various reasons, including for competitive or regulatory reasons, because of an insurance carrier’s reluctance to distribute their products through our platform, because they decide to rely on their own internal flood insurance providers or products or elect not to insure or reinsure flood risk generally, or because they decide not to distribute insurance products in individual markets in certain geographies or altogether. Additionally, conditions in the broader insurance and reinsurance markets may influence the ability or willingness of our capacity providers to underwrite flood insurance risk and in turn impact the capacity we receive or the commissions and other terms we are able to negotiate with our capacity providers. For example, in 2023, significant insured losses and increasing demand for reinsurance led the property catastrophe reinsurance market to experience price increases, heightened “attachment points” where primary insurers became responsible for a greater portion of initial losses before reinsurance coverage became available to them, and stricter terms and conditions for reinsurance coverage. These changes were driven by factors such as significant insured losses and increased demand for reinsurance, leading to fewer participants in the property catastrophe reinsurance market. Although this development did not impact the underwriting capacity we were able to secure from our capacity providers in the flood insurance market, industry-wide constraints could limit our growth in the future if capacity providers elect to exit the flood insurance market, limit the capacity they provide, or become more selective in providing insurance or reinsurance coverage. See “Risk Factors - Risks Relating to our Business and Industry - An overall decline in the housing market or general economic conditions could have a material adverse effect on the financial condition and results of operations of our business” and “We may be negatively affected by the cyclicality of the markets and industry in which we operate” in our Annual Report on Form 10-K. Our results benefit from stable, long-term relationships with our capacity providers—currently, we place our policies through a panel of highly rated insurers and reinsurers who have committed significant capital to our program. If we are not able to effectively manage our relationships with our key capacity providers, if one of our key capacity providers were to reduce its desired exposure, if reinsurance costs spike dramatically, or if we were to otherwise lose one or more of our key capacity providers or were to experience a significant reduction in such provider’s capacity, it might require us to shift business to alternative capacity providers, if any are available, or potentially accept lower commission rates to maintain coverage availability or might otherwise materially and adversely impact our business, financial condition, results of operations, growth potential, reputation in the market, and our ability to sustain our business. See “Risk Factors - Risks Relating to our Business and Industry - Our business may be harmed if one or more of our relationships with capacity providers are terminated or are reduced, if we fail to maintain good relationships with such capacity providers, if we become dependent upon a limited number of capacity providers, or if we fail to develop new capacity provider relationships” in our Annual Report on Form 10-K. We mitigate this risk by diversifying our capacity provider panel and through our ability to continually deliver profitable results through our data-driven underwriting. In addition, we have expanded our panel of capacity providers from 2 capacity providers as of December 31, 2018, to 45 capacity providers as of the date of this Quarterly Report on Form 10-Q. Additionally, our ability to distribute the policies we offer is dependent on our distribution model, which relies on third-party agents and brokers. As of June 30, 2026, our insurance agent and broker partners were responsible for over 96% of our policies in force, supported by our in-house sales team and technology integrations. This distribution model exposes us to meaningful third-party risks. Any failure by our agents and brokers to consistently promote our products or the loss of any key agent or broker relationships could adversely affect our business. See “Risk Factors - Risks Relating to our Business and Industry - Our distribution model depends on third-party agents and brokers, and any failure by those agents and brokers to consistently promote our products or the loss of any key agent or broker relationships could adversely affect 15 Table of Contents our business” in our Annual Report on Form 10-K. We mitigate this risk by diversifying the third-party agents and brokers that we use in our distribution model. Impact of Climate and Catastrophic Events on Demand for Flood Insurance Our growth and success are dependent on property owners and tenants continuing to purchase flood insurance from us, in turn increasing the revenue we generate from commissions and policy fees. High-profile flood events, including Hurricane Ida (2021), Hurricane Ian (2022), Hurricane Helene (2024), and Hurricane Milton (2024), tend to raise consumer awareness and demand for flood insurance, potentially increasing our policy sales and, as a result, our commissions and fees in subsequent periods. Increases in flood risk, or the perception of increases in flood risk, in areas believed to have lower flood risk today (e.g., non-coastal regions that have not historically been considered to be flood-prone) could also increase demand for flood insurance in those areas. Alternatively, significant increases in insured losses due to increasing frequency and intensity of storms could result in additional governmental regulation aimed at mitigating the impact of natural disasters, including stricter building codes or incentives for risk mitigation measures, that could change the dynamics of the housing markets in which we provide flood insurance, could lead to incentives for homeowners to seek private flood insurance coverage, or could cause our capacity providers to exit from, or reduce their exposure to, significant flood events and other natural disasters. In contrast, slower than expected storm seasons can limit demand for new flood insurance policies, potentially decreasing our policy sales and, as a result, our commissions and fees and revenues in subsequent periods. However, slower than expected storm seasons are also likely to result in lower insured losses experienced by our capacity providers, which would allow us to deliver further improved written loss ratios for our capacity providers. See also “Risk Factors - Risks Relating to our Business and Industry - Our business may be harmed if one or more of our relationships with capacity providers are terminated or are reduced, if we fail to maintain good relationships with such capacity providers, if we become dependent upon a limited number of capacity providers, or if we fail to develop new capacity provider relationships” in our Annual Report on Form 10-K. Economic Environment Impact on Demand for Flood Insurance Macroeconomic conditions that affect the housing market influence our policy sales. Many flood insurance purchases are driven by mortgage requirements (e.g., homeowners with a government backed mortgage in FEMA designated Special Flood Hazard Areas (“SFHAs”) are required to obtain flood insurance coverage). As a result, a high volume of home sales or new housing starts in coastal and flood-prone areas can lead to more policies written by Neptune. If rising interest rates, economic downturns, or a persistent inflationary environment slow home purchase or construction activity, particularly in areas where flood coverage is required, the growth of our new policy sales could slow. Conversely, lower home sales may lead to fewer mid-term cancellations as policy holders stay in their current home longer and could result in a positive impact to renewal rates. We also monitor property value inflation and construction cost trends, as these can increase insured values and premiums (and, thereby, our commission income) on existing policies at renewal. Alternatively, if homeowners experience higher prices generally, whether due to inflationary pressure, tariffs, or other macroeconomic factors, it may lead to a decrease in our renewal acceptance rates as homeowners seek lower cost alternatives or elect not to maintain flood insurance in areas where it is not federally required. See “Risk Factors - Risks Relating to our Business and Industry - An overall decline in the housing market or general economic conditions could have a material adverse effect on the financial condition and results of operations of our business” in our Annual Report on Form 10-K. Seasonality of Our Business Our business is seasonal, as hurricanes typically occur during the period from June 1 through November 30 each year. Hurricane season drives sales awareness of the need for flood insurance. This has historically resulted in an increase in total sales in our second and third quarters of each fiscal year, as compared to the first and fourth quarters. Competition from the National Flood Insurance Program and Private Market (Including New Entrants) The flood insurance market is dominated by the U.S. government’s NFIP, which historically has provided the vast majority of flood insurance policies for properties in the United States. Changes in NFIP policies or pricing can affect our growth. For instance, the implementation of NFIP’s Risk Rating 2.0, a new pricing methodology that could lead to regular premium increases for NFIP policyholders, may drive price-sensitive policyholders to seek private alternatives like Neptune. Conversely, if the NFIP were to reduce rates or expand coverage limits, it could potentially attract policyholders back to the NFIP program and away from private alternatives like Neptune. Additionally, periodic lapses or uncertainties in the NFIP’s federal authorization could boost demand for private flood insurance. For example, for 43 days beginning on October 1, 2025, the U.S. federal government experienced a lapse 16 Table of Contents in appropriations. During a shutdown, the NFIP is not authorized to issue new policies or renew existing policies until reauthorization by Congress, leaving the private flood insurance market as the sole source for new flood insurance policies. However, concurrently with the start of the shutdown, the federal financial institution regulatory agencies reminded lenders that, during a period when the NFIP is unavailable, lenders may continue to make loans subject to the federal flood insurance statutes without requiring federal flood insurance, while continuing to meet other regulatory obligations. This pronouncement had the effect of mitigating any prospective increase in demand for private flood insurance driven by the shutdown. Further, we also face competition from other private insurers and MGAs in the flood market. Increased competition in the private flood insurance market could put pressure on, and require us to increase, the commission rates we pay to agents that distribute our products or require higher marketing spend in order for us to maintain market share. Underwriting Profitable Portfolios We rely on our capacity providers to provide insurance capacity and to assume the associated balance sheet insurance risk of the flood insurance policies we sell to policyholders. While higher claims frequency or severity bears no direct risk to our financial results, because we do not bear the insurance risk associated with claims, if incurred losses exceed any capacity partner’s loss tolerance, we face the risk of their reduction or withdrawal as a risk-taking partner to Neptune and as a result may need to seek additional capacity from other capacity providers, or new capacity providers, in order to support our continued growth. See “Risk Factors - Risks Relating to our Business and Industry - Our business may be harmed if one or more of our relationships with capacity providers are terminated or are reduced, if we fail to maintain good relationships with such capacity providers, if we become dependent upon a limited number of capacity providers, or if we fail to develop new capacity provider relationships” in our Annual Report on Form 10-K. Historically, we have been able to produce portfolios that perform exceptionally well for our capacity providers and we believe our investments into our Triton system will help deliver continued outperformance versus our peers. If we continue to outperform through large-scale flood events, this could lead to increased access to insurance capacity or improvement in ceding commissions, which could positively impact our economics and ability to grow. Investments in Technology Our success is due in large part to our data science-driven approach to our underwriting technology platform. Our results of operations are favorably impacted by automation in policy quoting, binding, and administration, which allows us to handle a growing book of business with relatively low incremental operating expense. Continued investment in our platform, including the integration of our acquired data science capabilities, is important to maintain the efficiency edge we see as a key competitive advantage. However, these investments also lead to higher amortization expense over time as we capitalize software development costs. We expect to continue balancing operating expense growth with revenue growth, and periods of heavy investment in technology or hiring can increase our cost base. Regulatory Changes We operate in a highly regulated industry, subject to regulatory oversight in the 50 states and Washington, D.C. where we are qualified to do business, and regulatory factors at the federal and state level may impact our ability to sell insurance policies. This extensive regulatory framework governs consumer protections and data security, exposing our business to significant litigation and compliance risks. See “Risk Factors - Risks Relating to Regulatory and Legal Matters - The insurance business is extensively regulated, and changes in regulation may reduce our profitability and limit our growth” in our Annual Report on Form 10-K. In addition, as an MGA, we are subject to licensing requirements and must maintain insurance licenses in each of the jurisdictions in which we operate. These licenses are subject to periodic renewal and compliance with jurisdiction-specific regulations, including recordkeeping, tax reporting, and Excess & Surplus ("E&S") lines filing requirements. Any failure to meet these obligations could result in fines, penalties, or suspension of our licenses, which would impair our ability to operate in affected jurisdictions. We must also verify that our third-party agents and brokers maintain required licenses and comply with the conditions of our delegated binding authorities. Failure to monitor and verify the licensing status of agents and brokers could result in the termination of carrier binding authorities and/or increased regulatory risk. See “Risk Factors - Risks Relating to Regulatory and Legal Matters - Compliance with insurance licensing requirements for MGAs and E&S lines agencies and individual producers is critical to our operations, and any failure to maintain required licenses could disrupt our business” and “Risk Factors - Risks Relating to Regulatory and Legal Matters - Regulatory and licensing requirement changes could disrupt operations or increase compliance costs and restrict our ability to conduct our business” in our Annual Report on Form 10-K. Regulatory changes at the federal and state levels, including those affecting floodplain mapping, risk assessment standards, and lender requirements, could also impact private insurers like Neptune. For example, changes to FEMA’s 17 Table of Contents flood zone designations or its risk rating methodologies could affect how we evaluate and price flood risk, necessitating costly updates to our proprietary technology. Prolonged uncertainty about potential regulatory changes could also discourage banks or other lenders from accepting private flood insurance policies, further limiting market growth. However, regulatory changes can also have a positive impact on our business. For example, state insurance regulations related to the placement of E&S policies can influence our ability to sell private flood products within a particular state; in 2021, Florida removed the requirement for insurance agents to complete a diligent search of the admitted market prior to placing personal lines flood insurance policies with surplus lines insurers. This change simplified the sales process for agents distributing our products by no longer requiring them to seek admitted insurance options before completing a Neptune sale. Although recent updates to state insurance regulations have generally supported the growth of the private flood insurance market, there can be no assurance that future federal or state regulatory changes would be similarly favorable. Any unfavorable changes could materially restrict our ability to place private flood insurance policies and could have a material adverse effect on our business, results of operations, and/or financial condition. We closely monitor policymaking efforts that may expand or inhibit the further development of the private flood and E&S markets. Cost of Being a Public Company As a public company, we are required to continue to implement changes in certain aspects of our business and develop, manage, and train management-level and other employees to comply with ongoing public company requirements. We will continue to incur new expenses as a public company, including those relating to public reporting obligations, proxy statements, stockholder meetings, stock exchange fees, transfer agent fees, Commission and FINRA filing fees, and expenses associated with any public offering we may engage in from time to time. Certain Income Statement Line Items The following is an overview of certain key income statement items that management believes are important to an understanding of our results of operations in accordance with GAAP. Revenue Our revenue is primarily comprised of commission income and fee income, discussed in more detail below. Commission Income The largest component of our revenue is commission income, which is derived from the placement of insurance contracts between our insurance carriers and policyholders who acquire our flood insurance policies. Our commissions are established by the carrier agreement between Neptune and the insurance carrier and are calculated as a negotiated percentage of premiums for the underlying insurance contract. Commission rates and terms vary across insurance carriers. Our main performance obligation under our agreements with our insurance carriers is selecting, pricing, and placing policyholders’ insurance contracts with our carrier partners. Each underlying insurance contract is a separate and distinct contract between the policyholder and the insurance carrier. We recognize commission income at a point in time upon the effective date of the insurance policy we have placed with the insurance carrier, at which point we have satisfied our performance obligation. Each policyholder’s insurance contract is for a period of one year and can only be canceled by the policyholder prior to expiration for a limited set of reasons, most often in conjunction with the sale of the underlying insured property. Prior to the expiration of the insurance contract, the risk is re-underwritten using the then-current version of Triton. If the risk still qualifies for an insurance contract, we present the policyholder with a renewal offer. For the three and six months ended June 30, 2026, 90% of the eligible renewal offers presented to policyholders were accepted, and the policyholder began a new one-year insurance contract. Upon the effective date of the renewal policy, commission is recognized. As Neptune receives its commission for the full policy year up front, we estimate a cancellation reserve for commissions for those policies that are expected to cancel during the term. The majority of our commission income is the base commissions on premium described above. Although there is a small component of revenue share commission paid by our carriers’ reinsurance broker, this additional revenue share commission is similar to the base commissions, in that it is a set percentage of the premium paid by the policyholder. We also maintain a small internal agency that sells Neptune’s policies to direct inbound policyholders sourced via our website. Along with Neptune’s policies, the internal agency is appointed to sell NFIP policies when a risk does not 18 Table of Contents meet the underwriting criteria for Neptune. We collect the agent commission that is paid by the NFIP for any NFIP policies sold by our internal agency. Fee Income In addition to commission income on premium, we earn fee income directly from our policyholders. This fee, which represents the administrative and operational costs associated with Neptune’s issuance of the policy, is fully retained by Neptune. Fees can vary by product type, underlying risk, and location of the insured property. The fee is non-refundable should the policy be canceled due to mid-term home sale or any other type of acceptable mid-term cancellation reason, therefore, fee income is treated as fully earned once a policy has become effective. Similar to the commission income described above, fees are recognized at a point in time upon the effective date of bound insurance coverage, at which point the performance obligation has been met as no performance obligation exists after coverage is bound. Operating Expenses Agent Commissions Agent commission is our largest expense. We pay agent commissions to our distribution partners, such as independent agents, brokers, or referral partners, for bringing business to Neptune. It is a variable cost directly linked to premium placed with our insurance carriers via our distribution partners. Employee Compensation and Benefits Employee compensation and benefits consist of salaries, benefits, bonuses, and payroll taxes for our employees. Share-Based Compensation We expense share-based compensation over the vesting period based on the grant-date fair value of the awards. General and Administrative G&A expenses include all other operating costs — e.g., marketing and advertising, technology infrastructure and cloud services, office lease expenses, professional fees (legal, accounting, consulting), licensing and regulatory fees, travel, and other overhead. This category also includes certain one-time costs, such as transaction-related expenses. While many G&A costs scale with the size of our business (for example, as the number of policyholders increases, customer support and cloud hosting costs may rise), we implement new technology from time to time to improve efficiency. Amortization Expense Our amortization expense primarily relates to capitalized software development costs for our proprietary technology platform. We capitalize the direct labor and software costs for developing new features or capabilities of our platform and amortize those costs, typically over a three-year useful life. Amortization expense has increased in recent years as we have continued to invest in our software, with significant additions in 2025, and during the three and six months ended June 30, 2026. These expenses will likely continue to grow modestly as we deploy new technology enhancements. Transaction Costs Transaction costs include professional fees and other expenses related to the IPO, which was completed in October 2025 and the secondary offering for the Company's Class A common stock which occurred in May 2026. Consolidated Results of Operations The following is a discussion of our consolidated results of operations for the periods presented. This information is derived from our accompanying condensed consolidated financial statements prepared in accordance with GAAP. 19 Table of Contents Comparison of the Three And Six Months Ended June 30, 2026 and 2025 The following table provides an overview of our consolidated results of operations for the three and six months ended June 30, 2026 and 2025: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Revenues: Commissions and fees $ 55,872 $ 42,066 $ 93,667 $ 71,419 Operating expenses: Agent commissions $ 16,524 $ 12,736 $ 27,876 $ 21,676 Employee compensation and benefits $ 1,481 $ 1,423 $ 3,023 $ 2,745 Share-based compensation $ 6,947 $ 105 $ 13,824 $ 188 General and administrative $ 3,460 $ 2,657 $ 6,865 $ 4,634 Amortization expense $ 1,017 $ 912 $ 2,021 $ 1,786 IPO transaction costs $ (109) $ 2,943 $ 67 $ 3,473 Total operating expenses $ 29,321 $ 20,776 $ 53,675 $ 34,502 Income from operations $ 26,551 $ 21,290 $ 39,992 $ 36,917 Other income (expense): Interest income $ 262 $ 247 $ 427 $ 416 Interest expense $ (3,626) $ (5,868) $ (7,157) $ (8,269) Income tax expense $ 7,391 $ 4,049 $ 10,117 $ 7,505 Net income $ 15,796 $ 11,620 $ 23,145 $ 21,559 Revenues Three Months Ended June 30, Change Six Months Ended June 30, Change (in thousands) 2026 2025 Amount Percentage 2026 2025 Amount Percentage Revenues: Commission income $ 42,531 $ 32,062 $ 10,469 32.7 % $ 71,565 $ 54,769 $ 16,796 30.7 % Fee income $ 13,341 $ 10,004 $ 3,337 33.4 % $ 22,102 $ 16,650 $ 5,452 32.7 % Total revenues $ 55,872 $ 42,066 $ 13,806 32.8 % $ 93,667 $ 71,419 $ 22,248 31.2 % Revenues increased to $55.9 million for the three months ended June 30, 2026, from $42.1 million for the three months ended June 30, 2025, representing an increase of $13.8 million, or 32.8%. Revenues increased to $93.7 million for the six months ended June 30, 2026, from $71.4 million for the six months ended June 30, 2025, representing an increase of $22.2 million, or 31.2%. This increase was in each case primarily driven by higher policy counts and premium volume, supported by policy renewals and new policy sales. Commission income was $42.5 million for the three months ended June 30, 2026, compared to $32.1 million for the three months ended June 30, 2025, an increase of 32.7%. Commission income was $71.6 million for the six months ended June 30, 2026, compared to $54.8 million for the six months ended June 30, 2025, an increase of 30.7%. The increase was in each case primarily due to growth in written premium and an increase in average ceding commission. Fee income was $13.3 million for the three months ended June 30, 2026, compared to $10.0 million for the same period in 2025, an increase of 33.4%. Fee income was $22.1 million for the six months ended June 30, 2026, compared to $16.7 million for the six months ended June 30, 2025, an increase of 32.7%. Although the average policy fee remained relatively stable, increased volumes of new business and higher renewal acceptance rates drove overall growth in fee income in both periods. 20 Table of Contents Operating Expenses Three Months Ended June 30, Change Six Months Ended June 30, Change (in thousands) 2026 2025 Amount Percentage 2026 2025 Amount Percentage Operating expenses: Agent commissions $ 16,524 $ 12,736 $ 3,788 29.7 % $ 27,876 $ 21,676 $ 6,200 28.6 % Employee compensation and benefits $ 1,472 $ 1,423 $ 49 3.4 % $ 2,978 $ 2,745 $ 233 8.5 % Share-based compensation $ 6,957 $ 105 $ 6,852 NM $ 13,869 $ 188 $ 13,681 NM General and administrative $ 3,460 $ 2,657 $ 803 30.2 % $ 6,865 $ 4,634 $ 2,231 48.1 % Amortization expense $ 1,017 $ 912 $ 105 11.5 % $ 2,021 $ 1,786 $ 235 13.2 % IPO Transaction costs $ (109) $ 2,943 $ (3,052) NM $ 67 $ 3,473 $ (3,406) NM Total operating expenses $ 29,321 $ 20,776 $ 8,545 41.1 % $ 53,675 $ 34,502 $ 19,173 55.6 % NM - not meaningful Total operating expenses were $29.3 million for the three months ended June 30, 2026, an increase of 41.1% compared to $20.8 million for the three months ended June 30, 2025. Total operating expenses were $53.7 million for the six months ended June 30, 2026, an increase of 55.6% compared to $34.5 million for the six months ended June 30, 2025. The primary drivers of these increases were higher share-based compensation costs associated with RSUs granted in 2025, higher agent commission costs, which are directly correlated with growth in our policy portfolio, and an increase in general and administrative costs. Agent commission expenses were $16.5 million for the three months ended June 30, 2026, compared to $12.7 million for the three months ended June 30, 2025, representing a 29.7% increase. Agent commission expenses were $27.9 million for the six months ended June 30, 2026, compared to $21.7 million for the six months ended June 30, 2025, representing a 28.6% increase. The increase in commission expenses for the three and six months ended June 30, 2026 was primarily volume-driven, resulting from higher policy sales. Commission expense as a percentage of revenue declined year-over-year, reflecting normalized agent incentive activities three and six months ended June 30, 2026. Employee compensation and benefits expenses were $1.5 million for the three months ended June 30, 2026, compared to $1.4 million for the three months ended June 30, 2025, an increase of 3.4%. Employee compensation and benefits expenses were $3.0 million for the six months ended June 30, 2026, compared to $2.7 million for the six months ended June 30, 2025, an increase of 8.5%. The increase was primarily related to an increase in salary expense associated with higher employee headcount for the three and six months ended June 30, 2026. Share-based compensation was $7.0 million and $0.1 million for the three months ended June 30, 2026 and 2025, respectively. Share-based compensation was $13.9 million and $0.2 million for the six months ended June 30, 2026 and 2025, respectively. The increases for three and six months ended June 30, 2026 were related to the recognition of share-based compensation expense associated with the RSUs granted in 2025. General and administrative expenses were $3.5 million for the three months ended June 30, 2026, up 30.2% from $2.7 million in the same period in 2025. General and administrative expenses were $6.9 million for the six months ended June 30, 2026, up 48.1% from $4.6 million for the same period in 2025. This increase was primarily driven by higher advertising fees, sales-linked policy administration costs, and LLM maintenance costs. Amortization expense for the three months ended June 30, 2026, was $1.0 million, compared to $0.9 million for the same period in 2025, representing an 11.5% increase. Amortization expense for the six months ended June 30, 2026, was $2.0 million, compared to $1.8 million for the same period in 2025, representing a 13.2% increase. The increases were attributable to higher amortization of capitalized software development costs, reflecting continued investment in our proprietary technology platform. 21 Table of Contents IPO Transaction costs recorded in the three and six months ended June 30, 2026, were $(0.1) million and $0.1 million, respectively, representing the Company's portion of the fees associated with the secondary Class A common stock offering that closed in May 2026. IPO Transaction costs recorded in the three and six months ended June 30, 2025, were $2.9 million and $3.5 million and reflect professional fees and other expenses related to our IPO, which was completed on October 2, 2025. Interest Income (Expense) and Other Three Months Ended June 30, Change Six Months Ended June 30, Change (in thousands) 2026 2025 Amount Percentage 2026 2025 Amount Percentage Other income (expense): Interest income $ 262 $ 247 $ 15 6.1 % $ 427 $ 416 $ 11 2.6 % Interest expense $ (3,626) $ (5,868) $ 2,242 (38.2 %) $ (7,157) $ (8,269) $ 1,112 (13.4 %) Interest income for the three months ended June 30, 2026, was $0.3 million, compared to $0.2 million for the same period in 2025, reflecting a 6.1% increase. Interest expense was $3.6 million for the three months ended June 30, 2026, down from $5.9 million in the prior year, reflecting a 38.2% decrease. The decrease in interest expense was primarily due to a lower average debt balance under our credit facilities and a lower average interest rate during the three months ended June 30, 2026. Interest income for the six months ended June 30, 2026, was $0.4 million, compared to $0.4 million for the same period in 2025, reflecting a nominal increase. Interest expense was $7.2 million for the six months ended June 30, 2026, down from $8.3 million in the prior year, reflecting a 13.4% decrease. The decrease in interest expense was primarily due to a lower average debt balance under our credit facilities and a lower average interest rate during the six months ended June 30, 2026. Income Tax Expense Income tax expense was $7.4 million for the three months ended June 30, 2026, compared to $4.0 million for the same period in 2025, representing an increase of 82.5%. The increase was primarily driven by higher taxable income in the three months ended June 30, 2026, compared to the prior year period. In addition, the effective tax rate for the three months ended June 30, 2026, was 31.9%, compared to 25.8% in the same period in 2025. The change in the effective tax rate reflects the impact of changes in the U.S. federal statutory rate primarily due to limitations on deductions for officer compensation and state income taxes, partially offset by the excess benefits of stock compensation. Income tax expense was $10.1 million for the six months ended June 30, 2026, compared to $7.5 million for the same period in 2025, representing an increase of 34.8%. The increase was primarily driven by higher taxable income in the six months ended June 30, 2026, compared to the prior year period. In addition, the effective tax rate for the six months ended June 30, 2026, was 30.4%, compared to 25.8% in the same period in 2025. The change in effective tax rate reflects the impact of changes in the U.S. federal statutory rate primarily due to limitations on deductions for officer compensation and state income taxes, partially offset by the excess benefits of stock compensation.. Key Performance Indicators In managing our business, our management regularly reviews certain KPIs to evaluate our operations, guide decision-making, and measure progress. We utilize a variety of operational metrics to understand growth and retention and ultimately to drive profitability. •Premium in force is the annualized premium of all active policies at a given date. Premium in force is an insurance industry indication of scale and a leading indicator of future renewal commissions. •Policies in force is the number of active policies at a given point in time. This is monitored to gauge scale and penetration and is a strong indicator of future renewal opportunities and their related revenue. •Policy Retention Rate is the percentage of our policyholders who receive renewal offers and who accept the offered renewal term. We monitor the acceptance of renewal offers as an early indicator of price elasticity. 22 Table of Contents •Premium Retention Rate is the premium associated with those accepted renewal offers, as a percentage of the total premium from expiring policies for which renewal offers were made. •Revenue Retention Rate is the percentage of revenue recognized on policies in a given period that is recognized under the renewal terms of those same policies in the subsequent period. We monitor this metric as a comprehensive indicator of renewal performance and the long-term stability of our revenue base, as it reflects the combined effect of policy retention, premium changes, and policy fee income. •Written Premium is the total premium we placed with insurance programs during a reporting period, less “return premiums” refunded to policyholders due to cancellations, endorsement of policies, or otherwise. We believe written premium is an appropriate measure of operating performance because it is the primary driver of our commission revenue. •Average number of employees is the daily weighted average number of full-time equivalent employees during the trailing four quarters. •Revenue per Employee is revenue for the trailing four quarters, determined in accordance with GAAP, divided by the average number of employees during the trailing four quarters. We monitor this as a metric of scaling growth and believe it to be a leading indicator of sustained profitability and efficiency. •Adjusted EBITDA per Employee is Adjusted EBITDA, a non-GAAP metric, for the trailing four quarters divided by the average number of employees during the trailing four quarters. We monitor this as a metric of scaling growth and believe it to be a leading indicator of sustained profitability and efficiency. For further discussion on our calculation of Adjusted EBITDA, see “Non-GAAP Financial Measures” below. •Organic revenue and organic revenue growth: We define organic revenue as total revenue determined in accordance with GAAP, adjusted to remove the impact of any acquisitions or divestitures. We define organic revenue growth as the year-over-year growth in our organic revenue. However, as of the date of this Quarterly Report on Form 10-Q and for the relevant periods presented herein, we have not completed any relevant acquisitions or divestitures, therefore our organic revenue and organic revenue growth reflect our total revenue and total revenue growth, respectively, as determined in accordance with GAAP. Organic revenue and organic revenue growth are also non-GAAP financial measures which are commonly reported by others in the insurance industry. We use “organic revenue” and “organic revenue growth” in this Quarterly Report on Form 10-Q to facilitate investors’ understanding of our operating performance and comparison with our peers. The table below compares certain of our KPIs as of and for the three and six months ended June 30, 2026 and 2025, respectively, and our revenue retention rate for the twelve months ended June 30, 2026 and 2025, respectively: Three Months Ended June 30, Change Six Months Ended June 30, Change (in thousands) 2026 2025 %/pp 2026 2025 %/pp Premium in force (period-end) $ 418,983 $ 317,960 31.8 % $ 418,983 $ 317,960 31.8 % Policies in force (period-end) 316,106 244,952 29.0 % 316,106 244,964 29.0 % Policy retention rate(1) 86.0 % 85.7 % 0.3 86.1 % 85.8 % 0.3 Premium retention rate(1) 92.1 % 99.9 % (7.8) 92.4 % 98.9 % (6.5) Revenue retention rate(1)(2) 89.5 % 92.3 % (2.8) 89.5 % 92.3 % (2.8) Written premium $ 126,882 $ 96,792 31.1 % $ 213,456 $ 165,544 28.9 % (1)Year-over-year changes in percentages are reported in percentage points (pp). (2)These rates are last twelve-month metrics. Non-GAAP Financial Measures To supplement our condensed consolidated financial statements, which are prepared in conformity with GAAP, we use certain financial measures, including Adjusted EBITDA, Adjusted EBITDA margin, Adjusted EBITDA per share (basic and diluted), Adjusted net income, and Adjusted earnings (basic and diluted) per share, which are not required by, or 23 Table of Contents prepared in accordance with, GAAP. We refer to these measures as “non-GAAP” financial measures. We use these non-GAAP financial measures when planning, monitoring, and evaluating our performance. We consider these non-GAAP financial measures to be useful metrics for management and investors to facilitate operating performance comparisons from period to period and to assess our financial and operating performance. These non-GAAP financial measures should not be considered as substitutes for, or superior to, the financial statements and financial information prepared in accordance with GAAP. In addition, the non-GAAP financial information presented below may be determined or calculated differently by other companies and may not be directly comparable to that of other companies. See below for a description of these non-GAAP financial measures, as well as for more information about the limitations of these non-GAAP financial measures and for reconciliations to their most directly comparable measure reported under GAAP. Adjusted EBITDA and Adjusted EBITDA margin: We define Adjusted EBITDA as net income (the most directly comparable GAAP measure) adjusted to exclude interest expense (net of interest income), income taxes, depreciation, and amortization, and further adjusted for other non-cash or non-recurring items, including share-based compensation. By removing these expenses, we believe Adjusted EBITDA provides a clearer representation of operating performance. We regard Adjusted EBITDA as an important measure for several reasons: •It excludes the impact of financing decisions (debt vs. equity) by adding back interest, thus focusing on the performance of the underlying operations. •It excludes loss on extinguishment of debt, which we do not consider indicative of our core operating performance. •It excludes non-cash charges like amortization and share-based compensation (which depends on equity grant timing and valuation assumptions). •It removes any other non-recurring, one-time expenses, most often related to corporate finance activities such as expenses associated with our IPO in 2025. •This measure is also useful for management and investors to compare our performance with that of other insurance technology or MGA companies that may have differing depreciation or financing structures. In conjunction with Adjusted EBITDA, we also calculate Adjusted EBITDA margin, or Adjusted EBITDA as a percentage of total revenue. We believe that Adjusted EBITDA margin is a useful measurement of operating profitability for the same reasons we find Adjusted EBITDA useful and also because it provides a period-to-period comparison of our operating performance. Below is a reconciliation of Adjusted EBITDA to net income (the most directly comparable GAAP measure), as well as our Adjusted EBITDA margin to net income margin (the most directly comparable GAAP measure), for the three and six months ended June 30, 2026 and 2025, and for the twelve months ended June 30, 2026 and 2025: Three Months Ended June 30, Six Months Ended June 30, ($ in thousands) 2026 2025 Change %/pp 2026 2025 Change %/pp Total revenues $ 55,872 $ 42,066 32.8 % $ 93,667 $ 71,419 31.2 % Net income $ 15,796 $ 11,620 35.9 % $ 23,145 $ 21,559 7.4 % Interest expense (net of interest income) $ 3,364 $ 5,621 (40.2 %) $ 6,730 $ 7,853 (14.3 %) Income tax expense $ 7,391 $ 4,049 82.5 % $ 10,117 $ 7,505 34.8 % Amortization expense $ 1,017 $ 912 11.5 % $ 2,021 $ 1,786 13.2 % Share-based compensation $ 6,957 $ 105 NM $ 13,869 $ 188 NM Corporate transaction related expenses $ (109) $ 2,943 NM $ 67 $ 3,473 NM One-time expenses $ 41 $ — NM $ 74 $ — NM Adjusted EBITDA $ 34,456 $ 25,250 36.5 % $ 56,023 $ 42,364 32.2 % Net income margin(1) 28.3 % 27.6 % 0.7 24.7 % 30.2 % (5.5) Adjusted EBITDA margin(1) 61.7 % 60.0 % 1.7 59.8 % 59.3 % 0.5 24 Table of Contents NM - not meaningful (1)Year-over-year changes in percentages are reported in percentage points (pp). Twelve Months Ended June 30, ($ in thousands) 2026 2025 Change %/pp Total revenues $ 181,799 $ 136,742 33.0 % Net income $ 38,999 $ 45,264 (13.8) % Interest expense (net of interest income) $ 16,197 $ 14,284 13.4 % Income tax expense $ 18,834 $ 15,568 21.0 % Amortization expense $ 3,948 $ 3,388 16.5 % Share-based compensation $ 25,101 $ 341 NM Corporate transaction related expenses $ 5,506 $ 3,474 58.5 % One-time expenses $ 74 $ 115 NM Adjusted EBITDA $ 108,658 $ 82,434 31.8 % Net income margin(1) 21.5 % 33.1 % (11.7) Adjusted EBITDA margin(1) 59.8 % 60.3 % (0.5) NM - not meaningful (1)Year-over-year changes in percentages are reported in percentage points (pp). Adjusted EBITDA was $34.5 million for the three months ended June 30, 2026, an increase of $9.2 million, or 36.5%, from $25.2 million for the three months ended June 30, 2025. Our Adjusted EBITDA margin for the three months ended June 30, 2026, was 61.7%, an increase from 60.0% for the three months ended June 30, 2025. This increase was primarily due to higher revenue leading to increased operating leverage. Adjusted EBITDA was $56.0 million for the six months ended June 30, 2026, an increase of $13.7 million, or 32.2%, from $42.4 million for the six months ended June 30, 2025. Our Adjusted EBITDA margin for the six months ended June 30, 2026, was 59.8%, an increase from 59.3% for the six months ended June 30, 2025. This increase was primarily due to higher revenue leading to increased operating leverage. Adjusted EBITDA was $108.7 million for the twelve months ended June 30, 2026, an increase of $26.2 million, or 31.8%, from $82.4 million for the twelve months ended June 30, 2025. Our Adjusted EBITDA margin for the twelve months ended June 30, 2026, was 59.8%, a decrease from 60.3% for the twelve months ended June 30, 2025. This decrease was primarily due to higher general and administrative expenses associated with being a public company. Twelve Months Ended June 30, Change ($ in thousands) 2026 2025 Amount Percentage Average number of employees 60.8 54.9 5.9 10.8 % Total revenues $ 181,799 $ 136,742 $ 45,057 33.0 % Revenue per employee $ 2,990 $ 2,491 $ 499 20.0 % Adjusted EBITDA $ 108,658 $ 82,434 $ 26,224 31.8 % Adjusted EBITDA per employee $ 1,787 $ 1,502 $ 285 19.0 % While our revenue and Adjusted EBITDA grew 33.0% and 31.8%, respectively, for the twelve months ended June 30, 2026, from the twelve months ended June 30, 2025, our headcount increased by only around 10.8% over the same period. The accelerated growth in revenue and Adjusted EBITDA relative to our growth in employees illustrates the scalability of our existing platform and emphasis on efficient growth. 25 Table of Contents Adjusted EBITDA (Basic and Diluted) per Share: We define Adjusted EBITDA per share (basic and diluted), a non-GAAP measure, as Adjusted EBITDA divided by the basic and diluted weighted-average shares of common stock outstanding for the period, respectively, in each case assuming the full conversion of all outstanding Redeemable Convertible Preferred Stock into an equivalent number of shares of common stock, which occurred upon the consummation of our IPO in 2025. For further discussion on our calculation of Adjusted EBITDA, see “Adjusted EBITDA and Adjusted EBITDA margin” above. We believe that Adjusted EBITDA per share (basic and diluted) is a useful measurement for the same reasons we find Adjusted EBITDA useful and also because, by implementing the conversion of the Redeemable Convertible Preferred Stock for periods prior to our IPO, we believe Adjusted EBITDA per share (basic and diluted) provides a clearer representation of operating performance on a per-share and period-over-period basis. The most directly comparable GAAP measures are diluted earnings per share and basic earnings per share, respectively. The table below presents a reconciliation of Adjusted EBITDA to net income (the most directly comparable GAAP measure), as well as our Adjusted EBITDA per share (basic and diluted) to basic earnings per share and diluted earnings per share of common stock, respectively (the most directly comparable GAAP measures), for the three and six months ended June 30, 2026 and 2025. 26 Table of Contents Three Months Ended June 30, Six Months Ended June 30, (In thousands, except share and per share data) 2026 2025 Change % 2026 2025 Change % Net income 15,796 11,620 35.9 % 23,145 21,559 7.4 % Interest expense (net of interest income) 3,364 5,621 6,730 7,853 Income tax 7,391 4,049 10,117 7,505 Amortization expense 1,017 912 2,021 1,786 Share-based compensation 6,957 105 13,869 188 Corporate transaction related expenses (109) 2,943 67 3,473 One-time expenses 41 — 74 — Adjusted EBITDA $ 34,457 $ — $ 25,250 36.5 % $ 56,023 $ — $ 42,364 32.2 % Weighted average Common Stock outstanding – Basic 137,803,040 93,350,000 138,020,808 93,350,000 Plus: Impact of conversion of redeemable, convertible preferred stock(1) — 41,850,000 — 41,850,000 Adjusted Weighted average Common Stock outstanding – Basic 137,803,040 135,200,000 138,020,808 135,200,000 Basic earnings (loss) per share $ 0.11 $ (0.49) $ 0.17 $ (0.44) Effect of conversion of redeemable, convertible preferred stock and net loss attributable to preferred stock holders(2) — 0.61 — 0.65 Other adjustments to earnings (loss) per share(3) 0.14 0.07 0.24 0.10 Adjusted basic EBITDA per share(4) $ 0.25 $ 0.19 $ 0.41 $ 0.31 Weighted average Common Stock outstanding – Diluted 146,193,258 93,350,000 145,973,442 93,350,000 Plus: Impact of conversion of redeemable, convertible preferred stock(1) — 41,850,000 — 41,850,000 Adjusted weighted average Common Stock outstanding – Diluted 146,193,258 135,200,000 145,973,442 135,200,000 135,200,000 Diluted earnings (loss) per share $ 0.11 $ (0.49) $ 0.16 $ (0.44) Effect of conversion of redeemable, convertible preferred stock(2) — 0.61 — 0.65 Other adjustments to earnings (loss) per share(3) 0.13 0.07 0.22 0.10 Adjusted diluted EBITDA per share(4) $ 0.24 $ 0.19 $ 0.38 $ 0.31 (1)Assumes the conversion of all 41,850,000 shares of Redeemable Convertible Preferred Stock into an equivalent number of shares of common stock. (2)Pursuant to the completion of the Company's IPO on October 2, 2025, the redeemable, convertible preferred stock was no longer outstanding for the three and six months ended June 30, 2026. For comparability purposes, this calculation reflects net income that would be distributable to holders of common stock, assuming all redeemable preferred shares had been converted and no longer impacted the numerator. For the three months ended June 30, 2025, this includes $3.5 million of accretion adjustments and $54.2 million of cash dividends paid on redeemable preferred stock, totaling $57.6 million. For the six months ended June 30, 2025, this includes $54.2 million of cash dividends paid on redeemable preferred stock, $6.8 million of accretion adjustments and $2.0 million of allocations to participating preferred stock, totaling $63.0 million. These adjustments were divided by 93,350,000 shares for the three and six months ended June 30, 2025 to calculate the Adjusted EBITDA per share (basic and diluted) amounts. (3)Other adjustments to earnings (loss) per share represent interest expense (net of interest income), income tax expense, amortization expense, share-based compensation, corporate transaction related expenses, and one-time expenses, in each case divided by the adjusted weighted-average shares of common stock outstanding (basic or diluted, as applicable). (4)Adjusted EBITDA per share (basic and diluted) is calculated as Adjusted EBITDA divided by the applicable adjusted weighted-average shares of common stock outstanding. Individual per-share components above may not sum exactly to the total due to rounding. 27 Table of Contents Adjusted Net Income and Adjusted Earnings (Basic and Diluted) Per Share: We define Adjusted net income as net income (the most directly comparable GAAP measure), adjusted to exclude loss on extinguishment of debt, amortization expense, share-based compensation, corporate transaction related expenses, and other one-time expenses, and the related tax effect of those adjustments. By removing these expenses, we believe Adjusted net income provides a clearer representation of operating performance. We regard Adjusted net income as an important measure for several reasons: •It excludes loss on extinguishment of debt, which we do not consider indicative of our core operating performance. •It excludes non-cash charges like amortization and share-based compensation (which depends on equity grant timing and valuation assumptions) •It removes any other non-recurring, one-time expenses, most often related to corporate finance activities, such as expenses associated with our IPO in 2025. Adjusted earnings per share (basic and diluted) is Adjusted net income divided by the basic and diluted weighted average shares of common stock outstanding for the period, respectively, in each case assuming the full conversion of all outstanding Redeemable Convertible Preferred Stock into an equivalent number of shares of common stock, which occurred upon the consummation of our IPO in 2025. By implementing the conversion of the redeemable convertible preferred stock,we believe Adjusted earnings (basic and diluted) per share provides a clearer representation of operating performance. The most directly comparable GAAP measures are diluted earnings per share and basic earnings per share, respectively. The table below presents a reconciliation of Adjusted net income to net income (the most directly comparable GAAP measure), as well as our Adjusted earnings (basic and diluted) per share to basic earnings and diluted earnings per share of common stock, respectively (the most directly comparable GAAP measure), for the three and six months ended June 30, 2026 and 2025. 28 Table of Contents Three Months Ended June 30, Six Months Ended June 30, (In thousands, except share and per share data) 2026 2025 Change % 2026 2025 Change % Net income 15,796 11,620 35.9 % 23,145 21,559 7.4 % Income tax expense 7,391 4,049 10,117 7,505 Amortization expense 1,017 912 2,021 1,786 Share-based compensation 6,957 105 13,869 188 Corporate transaction related expenses (109) 2,943 67 3,473 One-time expenses 41 — 74 — Adjusted Income before income tax expense $ 31,092 $ 19,629 58.4 % $ 49,292 $ 34,510 42.8 % Adjusted income taxes (1) $ (8,488) $ (5,072) $ (13,278) $ (8,918) Adjusted net income $ 22,604 $ 14,557 55.3 % $ 36,014 $ 25,593 40.7 % Weighted average Common Stock outstanding – Basic 137,803,040 93,350,000 138,020,808 93,350,000 Plus: Impact of conversion of redeemable, convertible preferred stock(2) — 41,850,000 — 41,850,000 Adjusted Weighted average Common Stock outstanding – Basic 137,803,040 135,200,000 138,020,808 135,200,000 Basic earnings (loss) per share $ 0.11 $ (0.49) $ 0.17 $ (0.44) Effect of conversion of redeemable, convertible preferred stock and net loss attributable to preferred stock holders(3) — 0.61 — 0.68 Other adjustments to earnings (loss) per share(4) 0.11 0.03 0.19 0.04 Adjusted income taxes per share (0.06) (0.04) (0.10) (0.07) Adjusted basic earnings per share(5) $ 0.16 $ 0.11 $ 0.26 $ 0.19 Weighted average Common Stock outstanding – Diluted 146,193,258 93,350,000 145,973,442 93,350,000 Plus: Impact of conversion of redeemable, convertible preferred stock(2) — 41,850,000 — 41,850,000 Adjusted weighted average Common Stock outstanding – Diluted 146,193,258 135,200,000 145,973,442 135,200,000 Diluted earnings (loss) per share $ 0.11 $ (0.49) $ 0.16 $ (0.44) Effect of conversion of redeemable, convertible preferred stock(3) — 0.61 — 0.68 Other adjustments to earnings (loss) per share(4) 0.10 0.03 0.18 0.04 Adjusted income taxes per share (0.06) (0.04) (0.09) (0.07) Adjusted diluted earnings per share(5) $ 0.15 $ 0.11 $ 0.25 $ 0.19 (1)This represents the tax impact using effective tax rates of 27.3% and 25.8% for the three months ended June 30, 2026 and 2025, respectively, and effective tax rates of 27.0% and 25.8% for the six months ended June 30, 2026 and 2025, respectively. These tax rates exclude items that are non-deductible/non-taxable or subject to a specific tax treatment. (2)Assumes the conversion of all 41,850,000 shares of Redeemable Convertible Preferred Stock into an equivalent number of shares of common stock. (3)Pursuant to the completion of the Company's IPO on October 2, 2025, the redeemable, convertible preferred stock was no longer outstanding for the three and six months ended June 30, 2026. For comparability purposes, this calculation reflects net income that would be distributable to holders of common stock, assuming all redeemable preferred shares had been converted and no longer impacted the numerator. For the three months ended June 30, 2025, this includes $3.5 million of accretion adjustments and $54.2 million of cash dividends paid on redeemable preferred stock, totaling $57.6 million. For the six months ended June 30, 2025, this includes $6.8 million of accretion adjustments, $54.2 million of cash dividends paid on redeemable preferred stock and $2.0 million of allocations to participating preferred stock, totaling $63.0 million. These adjustments were divided by 93,350,000 shares for the three and six months ended June 30, 2025 to calculate the Adjusted earnings (basic and diluted) per share amounts. (4)Other adjustments to earnings (loss) represent amortization expense, income tax, share-based compensation, corporate related expenses, and one-time expenses. 29 Table of Contents (5)Adjusted earnings per share is calculated as Adjusted Net Income divided by the applicable weighted average shares outstanding. Individual per-share components above may not sum exactly to the total due to rounding. Limitations of Non-GAAP Financial Measures Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as substitutes for financial information presented under GAAP. There are a number of limitations related to the use of non-GAAP financial measures versus comparable financial measures determined under GAAP. For example, the non-GAAP financial information presented above may be determined or calculated differently by other companies and may not be directly comparable to that of other companies. In addition, while we find Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income, Adjusted earnings (basic and diluted) per share, and Adjusted EBITDA per share (basic and diluted) to be useful measures, they have limitations. Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income, Adjusted earnings (basic and diluted) per share, and Adjusted EBITDA per share (basic and diluted) do not reflect cash needs for capital expenditures. They also do not reflect changes in working capital. Therefore, they should not be considered in isolation or as a substitute for net income or cash flow metrics. All of these limitations could reduce the usefulness of these non-GAAP financial measures as analytical tools. Investors are encouraged to review the related GAAP financial measures and the reconciliations of these non-GAAP financial measures to their most directly comparable GAAP financial measures and to not rely on any single financial measure to evaluate our business. We provide this non-GAAP measure as supplemental information and encourage review of the reconciliation to understand the adjustments made. Liquidity and Capital Resources Liquidity is a measure of a company’s ability to generate cash flows sufficient to meet the short-term and long-term cash requirements of its business operations. Our principal sources of liquidity are cash generated from operating activities and available borrowing capacity under our credit facilities. Our principal liquidity requirements include operating expenses, debt service obligations (interest and scheduled principal repayments), capital expenditures (primarily capitalized software development), and working capital. As of June 30, 2026 and December 31, 2025, we had $77.0 million and $40.5 million of cash and cash equivalents and fiduciary cash on the balance sheet, respectively. This consisted of $17.6 million and $8.0 million of cash and cash equivalents, respectively, and $59.5 million and $32.5 million of fiduciary cash, respectively. In our capacity as an insurance agent, we typically collect premiums from policyholders and, after deducting the authorized commissions, remit the net premiums to the appropriate insurance company or companies. Accordingly, premiums receivable from policyholders are reported as fiduciary receivables and premiums payable to insurance companies are reported as insurance company payables. Unremitted net insurance premiums are held in a fiduciary capacity until we distribute them. Net insurance premiums payable to insurance companies, together with premium deposits received from policyholders, are held as fiduciary cash on the balance sheet. Cash and cash equivalents held in excess of the amounts required to meet our fiduciary obligations are recognized as cash and cash equivalents. We had operating cash flows of $43.4 million and $23.0 million for the six months ended June 30, 2026 and 2025, respectively. We use our excess cash to deleverage, by paying down outstanding principal on our Amended 2025 Revolver, and to return capital to shareholders, by repurchasing our Class A common stock, while retaining sufficient liquidity for working capital needs. As of June 30, 2026 and December 31, 2025, the Company was allowed to borrow up to $20.0 million and $20.0 million, respectively, under our $260.0 million revolving credit facility effected pursuant to our 2025 Amended and Restated Credit Agreement. The undrawn portion of our revolving credit facility provides flexibility for short-term funding needs or working capital requirements. We believe our current cash and cash equivalents and the undrawn amounts available under our 2025 Amended and Restated Credit Agreement will be sufficient to meet our working capital and capital expenditure requirements for at least the next twelve months and beyond. Over the longer term, we may explore additional refinancing options to reduce interest costs or raise equity to accelerate growth or reduce leverage and, depending on interest rates and market conditions, may from time to time consider distributing dividends or engaging in stock repurchases. 30 Table of Contents Share Repurchases On April 21, 2026, the Company's Board of Directors (the “Board”) approved a stock repurchase program (the “Repurchase Program”) authorizing the Company to repurchase, in the open market or through accelerated share repurchase, negotiated, or block transactions, up to $100.0 million of shares of the Company's Class A common stock. Shares may be repurchased through open market purchases or privately negotiated transactions, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act, and, to the extent applicable, in accordance with the timing, price, and volume guidelines of Rule 10b-18. The timing and actual number of shares repurchased depend on a variety of factors, including price, general business and market conditions, and other investment opportunities, and repurchases may be funded through cash from operations or borrowings under the Company's revolving credit facility. The Repurchase Program has no expiration date, will continue until suspended, terminated, or modified by the Board, and does not obligate the Company to repurchase any specific number or dollar amount of shares. During the three and six months ended June 30, 2026, the Company repurchased 235,000 shares of Class A common stock under the Repurchase Program in open market transactions, consisting of 115,000 shares on June 2, 2026, at an average price of $25.49 per share and 120,000 shares on June 3, 2026, at an average price of $24.64 per share, for an aggregate purchase price of $5.9 million, excluding commissions, at a weighted average price of $25.05 per share. As of June 30, 2026, approximately $94.1 million remained available for repurchases under the Repurchase Program. In May 2026, the Company also completed an underwritten registered secondary offering pursuant to which certain selling stockholders of the Company sold shares of the Company's Class A common stock. The Company did not sell any shares in, and did not receive any proceeds from, the offering. Concurrently with the offering, pursuant to a separate authorization of the Board of Directors dated May 13, 2026, the Company repurchased 984,140 shares of Class A common stock from the underwriters at a price of $26.40 per share, equal to the price at which the underwriters purchased the shares from the selling stockholders (the public offering price less the underwriting discount), for an aggregate purchase price of $26.0 million. The repurchase settled on May 15, 2026. This repurchase was authorized separately from, and did not reduce the amount available under, the Repurchase Program. Cash Flows Comparison of the Six Months Ended June 30, 2026 and 2025 The following table shows a summary of our cash flows for the periods presented: Six Months Ended June 30, ($ in thousands) 2026 2025 Net cash provided by operating activities $ 43,404 $ 22,964 Net cash used in investing activities $ (2,171) $ (1,884) Net cash provided by (used in) financing activities $ (4,735) $ 9,307 Operating Activities For the six months ended June 30, 2026, net cash provided by operating activities was $43.4 million, primarily consisting of our net income of $23.1 million, adjusted for amortization of intangible assets of $2.0 million, share-based compensation of $13.8 million, an increase in operating liabilities of $3.3 million, and a $1.3 million decrease in operating assets. Accounts payable and commissions payable grew as the Company’s operations expanded, contributing to cash flow. For the six months ended June 30, 2025, net cash provided by operating activities was $23.0 million, primarily consisting of our net income of $21.6 million, adjusted for amortization of intangible assets of $1.8 million, amortization of deferred financing costs of $0.2 million, share-based compensation of $0.2 million, and an increase in operating liabilities of $0.7 million. These amounts were partially offset by a $1.5 million increase in operating assets. Investing Activities For the six months ended June 30, 2026, net cash used in investing activities was $2.2 million, compared to $1.9 million for the six months ended June 30, 2025. For both periods, the cash used in investing activities all related to capital expenditures for internally developed software. The increase in year-over-year net cash used in investing activities for the 31 Table of Contents six months ended June 30, 2026, was primarily driven by the increase in the capitalization of software development cost, reflecting additions to headcount in the technology and data science teams. We expect to continue investing in software development at a similar or slightly greater pace in the future, which is a use of cash that we believe yields high returns in terms of functionality and accretion to future growth. Financing Activities For the six months ended June 30, 2026, net cash used in financing activities was $4.7 million, which was primarily due to a $31.9 million repurchase of our Class A common stock, $24.0 million of repayments of our revolving credit facility, and a $1.4 million change in fiduciary receivables, partially offset by a $28.3 million change in fiduciary liabilities, $24.0 million of proceeds from drawing on our revolving credit facility and $1.8 million in proceeds from the exercise of stock options. For the six months ended June 30, 2025, net cash provided by financing activities was $9.3 million, which was primarily due to a $26.6 million change in fiduciary liabilities, $301.0 million in proceeds from long-term debt, partially offset by $135.0 million of repayments of our long-term debt, $175.0 million in dividends paid, and a $0.8 million change in fiduciary receivables. Contractual Obligations and Commitments As of June 30, 2026, we did not have, and we do not currently have, any off-balance sheet financing arrangements or any relationships with unconsolidated entities or financial partnerships, including entities sometimes referred to as structured finance or special purpose entities, that were established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes. There have been no material changes as of June 30, 2026, to our contractual obligations from those described in our Annual Report on Form 10-K. Quarterly Results of Operations The following table sets forth our unaudited quarterly consolidated results of operations for each of the quarterly periods presented. These unaudited quarterly results of operations have been prepared on the same basis as our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2025. In the opinion of management, the financial information set forth in the table below reflects all normal recurring adjustments necessary for the fair statement of results of operations for these periods. Our historical results are not necessarily indicative of the results that may be expected in the future, and the results of a particular quarter or other interim period are not necessarily indicative of the results for a full year. You should read the following unaudited quarterly consolidated results of operations in conjunction with our consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2025, as well as our unaudited consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q. 32 Table of Contents Three months ended September 30, December 31, March 31, June 30, September 30, December 31, March 31, June 30, ($ in thousands) 2024 2024 2025 2025 2025 2025 2026 2026 Revenues: Commission income $ 25,549 $ 24,137 $ 22,707 $ 32,062 $ 33,916 $ 33,318 $ 29,034 $ 42,531 Fee income 8,271 7,366 6,646 10,004 10,449 10,449 8,761 13,341 Total commissions and fees $ 33,820 $ 31,503 $ 29,353 $ 42,066 $ 44,365 $ 43,767 $ 37,795 $ 55,872 Operating expenses: Agent commissions 10,014 9,146 8,940 12,736 13,840 13,549 11,352 16,524 Employee compensation and benefits 1,210 971 1,321 1,424 1,662 1,055 1,507 1,472 General and administrative 1,931 2,097 1,976 2,657 2,138 3,252 3,404 3,460 Share-based compensation expense 74 79 84 104 111 11,121 6,912 6,957 IPO transaction costs — — 531 2,943 4,966 473 176 (109) Amortization expense 782 820 874 912 948 979 1,004 1,017 Total operating expenses $ 14,011 $ 13,113 $ 13,726 $ 20,776 $ 23,665 $ 30,429 $ 24,354 $ 29,321 Income from operations $ 19,809 $ 18,390 $ 15,627 $ 21,290 $ 20,700 $ 13,338 $ 13,441 $ 26,551 Other income (expense): Interest income 256 201 169 247 281 226 165 262 Interest expense (3,771) (3,117) (2,401) (5,868) (5,518) (4,456) (3,531) (3,626) Income before income tax expense $ 16,294 $ 15,474 $ 13,395 $ 15,669 $ 15,463 $ 9,108 $ 10,075 $ 23,187 Income tax expense 4,201 3,862 3,456 4,049 3,952 4,765 2,726 7,391 Net income $ 12,093 $ 11,612 $ 9,939 $ 11,620 $ 11,511 $ 4,343 $ 7,349 $ 15,796 Accretion adjustment to redeemable preferred stock (3,360) (3,408) (3,381) (3,467) (3,555) (34) — — Allocation to participating preferred stock (2,703) (2,540) (2,030) — (2,463) (14) — — Cash dividend paid on redeemable preferred stock — — — (54,170) — — — — Net income available to common stockholders $ 6,030 $ 5,664 $ 4,528 $ (46,017) $ 5,493 $ 4,295 $ 7,349 $ 15,796 Adjusted EBITDA and Adjusted EBITDA (Basic and Diluted) Per Share: The table below presents a reconciliation of Adjusted EBITDA to net income (the most directly comparable GAAP measure), as well as our Adjusted EBITDA (basic and diluted) per share to basic earnings (loss) and diluted earnings (loss) per share of common stock, respectively (the most directly comparable GAAP measure), for each of the quarterly periods presented. 33 Table of Contents Three months ended September 30, December 31, March 31, June 30, September 30, December 31, March 31, June 30, (In thousands) 2024 2024 2025 2025 2025 2025 2026 2026 Net income $ 12,093 $ 11,612 $ 9,939 $ 11,620 $ 11,511 $ 4,343 $ 7,349 $ 15,796 Interest expense (net of interest income) 3,515 2,916 2,232 5,621 5,237 4,230 3,366 3,364 Income tax expense 4,201 3,862 3,456 4,049 3,952 4,765 2,726 7,391 Amortization expense 782 820 874 912 948 979 1,004 1,017 Share-based compensation 74 79 84 104 111 11,121 6,912 6,957 Corporate transaction related — — 531 2,943 4,966 473 176 (109) One-time expenses 115 — — — — — 33 41 Adjusted EBITDA $ 20,780 $ 19,289 $ 17,116 $ 25,249 $ 26,725 $ 25,911 $ 21,566 $ 34,456 Weighted average Common Stock outstanding - Basic 93,350,000 93,350,000 93,350,000 93,350,000 93,350,000 138,069,793 138,240,994 137,803,040 Plus: Impact of conversion of redeemable, convertible preferred stock (2) 41,850,000 41,850,000 41,850,000 41,850,000 41,850,000 454,891 0 0 Adjusted Weighted average Common Stock outstanding - Basic 135,200,000 135,200,000 135,200,000 135,200,000 135,200,000 138,524,684 138,240,994 137,803,040 Basic earnings (loss) per share $ 0.06 $ 0.06 $ 0.05 $ (0.49) $ 0.06 $ 0.03 $ 0.05 $ 0.11 Effect of conversion of redeemable, convertible preferred stock and net loss attributable to preferred stock holders (3) — 0.05 — 0.05 — 0.05 — 0.61 — 0.05 — 0.04 — — Other adjustments to earnings (loss) per share (4) 0.03 0.03 0.03 0.07 0.08 0.12 0.11 0.14 Adjusted EBITDA per share (basic) $ 0.15 $ 0.14 $ 0.13 $ 0.19 $ 0.20 $ 0.19 $ 0.16 $ 0.25 Weighted average Common Stock outstanding - Diluted 93,350,000 93,350,000 93,350,000 93,350,000 97,262,548 147,676,485 145,756,044 146,193,258 Plus: Impact of conversion of redeemable, convertible preferred stock (2) 41,850,000 41,850,000 41,850,000 41,850,000 41,850,000 454,891 — — Adjusted weighted average Common Stock outstanding - Diluted 135,200,000 135,200,000 135,200,000 135,200,000 139,112,548 148,131,376 145,756,044 146,193,258 Diluted earnings (loss) per share $ 0.06 $ 0.06 $ 0.05 $ (0.49) $ 0.06 $ 0.03 $ 0.05 $ 0.11 Effect of conversion of redeemable, convertible preferred stock (3) — 0.05 — 0.05 — 0.05 — 0.61 — 0.05 — 0.04 — — Other adjustments to earnings (loss) per share (4) 0.03 0.03 0.03 0.07 0.08 0.10 0.10 0.13 Adjusted EBITDA per share (diluted) $ 0.15 $ 0.14 $ 0.13 $ 0.19 $ 0.19 $ 0.17 $ 0.15 $ 0.24 Net income margin 35.8 % 36.9 % 33.9 % 27.6 % 25.9 % 9.9 % 19.4 % 28.3 % Adjusted EBITDA margin 61.4 % 61.2 % 58.3 % 60.0 % 60.2 % 59.2 % 57.1 % 61.7 % Adjusted Net Income and Adjusted Earnings (Basic and Diluted) Per Share: The table below presents a reconciliation of Adjusted net income to net income (the most directly comparable GAAP measure), as well as our Adjusted earnings (basic and diluted) per share to basic earnings (loss) and diluted earnings (loss) per share of common stock, respectively (the most directly comparable GAAP measure), for each of the quarterly periods presented. 34 Table of Contents September 30, December 31, March 31, June 30, September 30, December 31, March 31, June 30, (In thousands, except share and per share data) 2024 2024 2025 2025 2025 2025 2026 2026 Net income $ 12,093 $ 11,612 $ 9,939 $ 11,620 $ 11,511 $ 4,343 $ 7,349 $ 15,796 Income tax expense 4,201 3,862 3,456 4,049 3,952 4,765 2,726 7,391 Amortization expense 782 820 874 912 948 979 1,004 1,017 Share-based compensation 74 79 84 104 111 11,121 6,912 6,957 Corporate transaction related expenses — — 531 2,943 4,966 473 176 (109) One-time expenses 115 — — — — — 33 41 Adjusted Income before income tax expense $ 17,265 $ 16,373 $ 14,884 $ 19,628 $ 21,488 $ 21,681 $ 18,200 $ 31,092 Adjusted income taxes (1) $ (4,451) $ (4,087) $ (3,840) $ (5,072) $ (5,492) $ (6,346) $ (4,790) $ (8,488) Adjusted net income $ 12,814 $ 12,286 $ 11,044 $ 14,556 $ 15,997 $ 15,335 $ 13,410 $ 22,604 Weighted average Common Stock outstanding - Basic 93,350,000 93,350,000 93,350,000 93,350,000 93,350,000 138,069,793 138,240,994 137,803,040 Plus: Impact of conversion of redeemable, convertible preferred stock (2) 41,850,000 41,850,000 41,850,000 41,850,000 41,850,000 454,891 — — Adjusted Weighted average Common Stock outstanding - Basic 135,200,000 135,200,000 135,200,000 135,200,000 135,200,000 138,524,684 138,240,994 137,803,040 Basic earnings (loss) per share $ 0.06 $ 0.06 $ 0.05 $ (0.49) $ 0.06 $ 0.03 $ 0.05 $ 0.11 Effect of conversion of redeemable, convertible preferred stock and net loss attributable to preferred stock holders(3) 0.05 0.05 0.05 0.61 0.05 0.04 — — Other adjustments to earnings (loss) per share (4) 0.01 0.01 0.01 0.03 0.04 0.09 0.06 0.11 Adjusted income taxes per share (0.03) (0.03) (0.03) (0.04) (0.04) (0.05) (0.04) (0.06) Adjusted basic earnings per share $ 0.09 $ 0.09 $ 0.08 $ 0.11 $ 0.12 $ 0.11 $ 0.10 $ 0.16 Weighted average Common Stock outstanding - Diluted 93,350,000 93,350,000 93,350,000 93,350,000 97,262,548 147,676,485 145,756,044 146,193,258 Plus: Impact of conversion of redeemable, convertible preferred stock(2) 41,850,000 41,850,000 41,850,000 41,850,000 41,850,000 454,891 — — Adjusted weighted average Common Stock outstanding - Diluted 135,200,000 135,200,000 135,200,000 135,200,000 139,112,548 148,131,376 145,756,044 146,193,258 Diluted earnings (loss) per share $ 0.06 $ 0.06 $ 0.05 $ (0.49) $ 0.06 $ 0.03 $ 0.05 $ 0.11 Effect of conversion of redeemable, convertible preferred stock (3) 0.05 0.05 0.05 0.61 0.05 0.03 — — Other adjustments to earnings (loss) per share (4) 0.01 0.01 0.01 0.03 0.04 0.08 0.06 0.10 Adjusted income taxes per share (0.03) (0.03) (0.03) (0.04) (0.04) (0.04) (0.03) (0.06) Adjusted diluted earnings per share $ 0.09 $ 0.09 $ 0.08 $ 0.11 $ 0.11 $ 0.10 $ 0.09 $ 0.15 (1)This represents the tax impact using the applicable effective tax rates for each respective period presented, excluding items that are non‑deductible/non-taxable or subject to a specific tax treatment. (2)Assumes the conversion of all shares of Redeemable Convertible Preferred Stock into an equivalent number of shares of common stock. (3)For comparability purposes, this calculation reflects net income that would be distributable to holders of common stock assuming all redeemable preferred shares had been converted and therefore no longer impacted the numerator. Accordingly, accretion adjustments and dividends or other allocations attributable to redeemable preferred stock have been added back to net income, as applicable for each period presented. These adjustments were divided by the 35 Table of Contents weighted-average shares outstanding for each respective period to calculate adjusted earnings (basic and diluted) per share. (4)Other adjustments to earnings (loss) represent loss on extinguishment of debt, amortization expense, income tax expense, share-based compensation, corporate transaction related expenses, and one-time expenses. Critical Accounting Estimates Our condensed consolidated financial statements are prepared in accordance with GAAP. The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires our management to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the period. We evaluate our significant estimates on an ongoing basis, including, but not limited to, estimates related to policy cancellations for revenue recognition and capitalization of internally developed software and amortization. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. Our critical accounting policies are described under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates” in our Annual Report on Form 10-K and the notes to the unaudited condensed consolidated financial statements appearing elsewhere in this Quarterly Report on Form 10-Q. During the three and six months ended June 30, 2026, there were no material changes to our critical accounting policies from those discussed in our Annual Report on Form 10-K. Recently Issued and Adopted Accounting Pronouncements As of its initial public offering and during the reporting period, the Company has qualified as an emerging growth company (“EGC”) pursuant to Section 102(b)(1) of the Jumpstart Our Business Startups Act (“JOBS Act”). On June 30, 2026, the Company reassessed its EGC status pursuant to the JOBS Act and determined that it expects to meet all four conditions of the Rule 12b-2 “large accelerated filer” definition effective as of December 31, 2026. As a result, the Company expects its EGC status to terminate by statute as of the end of its 2026 fiscal year, and that its Annual Report on Form 10-K for the fiscal year ending December 31, 2026 due to be filed with the U.S. Securities and Exchange Commission on Monday, March 1, 2027, pursuant to the 60-day filing deadline applicable to "large accelerated filers," must include both management’s report on internal control over financial reporting under Section 404(a) and the independent auditor’s attestation under Section 404(b). We currently qualify as an EGC under the JOBS Act. Accordingly, we are provided the option to adopt new or revised accounting guidance either (i) within the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same periods as private companies. We are electing to use the extended transition periods available under the JOBS Act for complying with new or revised accounting standards and, as a result, we will not be required to adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies. We will be subject to the same transition periods to adopt new or revised accounting guidance as is required for large accelerated filers beginning with our Annual Report on Form 10-K for fiscal year ending December 31, 2026. The Company has not adopted any new accounting pronouncements since the audited consolidated financial statements for the year ended December 31, 2025. Refer to Note 2, 'Significant Accounting Policies', in the Company's Annual Report on Form 10-K for the year ended December 31, 2025, for information pertaining to the effects of recently adopted and other recent accounting pronouncements. 36 Table of Contents
Read original filing text →Market risk is the potential loss arising from adverse changes in market rates and prices, such as premium amounts, interest rates, and equity prices. We are exposed to market risk through our business partners, investments, and borrowings. The insurance market in which we opera…
Market risk is the potential loss arising from adverse changes in market rates and prices, such as premium amounts, interest rates, and equity prices. We are exposed to market risk through our business partners, investments, and borrowings. The insurance market in which we operate has historically been cyclical based on the underwriting capacity of the insurance carriers and reinsurers, general economic conditions, state regulatory responses to market conditions, the timing of hurricane and storm season and other natural disasters, and other social, economic, and business factors. In a period of decreasing insurance capacity or higher than typical loss ratios across an insurance segment or segments, insurance carriers may raise premium rates. This type of market frequently is referred to as a “hard” market. In a period of increasing insurance capacity or lower than typical loss ratios across an insurance segment or segments, insurance carriers may reduce premium rates, and business might migrate away from the E&S lines market and into the admitted market. This type of market frequently is referred to as a “soft” market. Our results of operations are affected by this cyclicality of the market. Our investments are held primarily as cash and cash equivalents. These investments are subject to interest rate risk. The fair values of cash and cash equivalents as of June 30, 2026, approximated their carrying values due to their short-term nature and therefore, such market risk is not considered to be material. We do not actively invest or trade in equity or derivative securities. As of June 30, 2026, under our 2025 Amended and Restated Credit Agreement, we had $240.0 million of principal balance outstanding on our revolving credit facility with $20.0 million in available capacity. These borrowings accrue interest tied to SOFR and therefore interest expense under these borrowings is subject to change. An immediate hypothetical 1% change in interest rates on our borrowings would have a $2.4 million annual pre-tax effect on our condensed consolidated financial statements.
From time to time, we may be involved in various legal proceedings and subject to claims that arise in the ordinary course of business. Although the results of litigation and claims are inherently unpredictable and uncertain, we are not presently a party to any litigation the ou…
From time to time, we may be involved in various legal proceedings and subject to claims that arise in the ordinary course of business. Although the results of litigation and claims are inherently unpredictable and uncertain, we are not presently a party to any litigation the outcome of which, we believe, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, cash flows, or financial condition.
Read original filing text →The Company's business, results of operations, and financial condition are subject to various risks described in the Company's Annual Report on Form 10-K. There have been no material changes to the risk factors identified in the Company's Annual Report on Form 10-K.
The Company's business, results of operations, and financial condition are subject to various risks described in the Company's Annual Report on Form 10-K. There have been no material changes to the risk factors identified in the Company's Annual Report on Form 10-K.
Read original filing text →