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☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended
September 30,
2025
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period from
to
001-34809
Commission File Number
GLOBAL INDEMNITY GROUP, LLC
(Exact name of registrant as specified in its charter)
Delaware
85-2619578
(State or other jurisdiction
of incorporation or organization)
(I.R.S. Employer Identification No.)
112 S. French Street
,
Suite 105
Wilmington
,
DE
19801
(Address of principal executive office including zip code)
Registrant's telephone number, including area code:
(
302
)
691-6276
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
☒
No
☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that registrant was required to submit such files.).
Yes
☒
No
☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:
Large accelerated filer
☐
;
Accelerated filer
☒
;
Non-accelerated filer
☐
;
Smaller reporting company
☐
;
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
☐
No
☒
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
Class A Common Shares
GBLI
New York Stock Exchange
As of October 31, 2025
, the registrant had outstanding
10,530,342
class A common shares (including
550,000
class A common shares designated as class A-2 common shares) and
3,793,612
cl
ass B common shares.
Available for sale, at fair value (amortized cost: $
1,314,418
and $
1,394,639
; net of allowance for expected credit losses of $
0
at September 30, 2025 and December 31, 2024)
$
1,309,379
$
1,381,908
Equity securities, at fair value
33,625
12,284
Other invested assets
19,084
29,413
Total investments
1,362,088
1,423,605
Cash and cash equivalents
75,360
17,009
Premium receivables, net of allowance for expected credit losses of $
3,476
at September 30, 2025 and $
3,530
at December 31, 2024
75,870
75,088
Reinsurance receivables, net of allowance for expected credit losses of $
8,992
at September 30, 2025 and December 31, 2024
64,262
66,855
Funds held by ceding insurers
23,919
30,026
Deferred income taxes
17,947
22,459
Deferred acquisition costs
45,523
41,136
Intangible assets
17,000
14,103
Goodwill
4,820
4,820
Prepaid reinsurance premiums
3,661
3,320
Receivable for securities
—
52
Income tax receivable
6,071
825
Lease right of use assets
8,424
9,295
Other assets
29,143
22,660
Total assets
$
1,734,088
$
1,731,253
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Unpaid losses and loss adjustment expenses
$
761,681
$
800,391
Unearned premiums
200,941
183,411
Reinsurance balances payable
2,700
8,181
Payable for securities
2,227
—
Contingent commissions
5,606
6,826
Lease liabilities
8,922
10,371
Other liabilities
47,876
32,924
Total liabilities
$
1,029,953
$
1,042,104
Commitments and contingencies (Note 10)
—
—
Shareholders’ equity:
Series A cumulative fixed rate preferred shares, $
1,000
par value;
100,000,000
shares authorized, shares issued and outstanding:
4,000
and
4,000
shares, respectively, liquidation preference: $
1,000
per share and $
1,000
per share, respectively
4,000
4,000
Common shares:
no
par value;
900,000,000
common shares authorized; class A common shares issued:
11,818,110
and
11,202,355
, respectively, (inclusive of class A common shares designated as class A-2 common shares of
550,000
and
0
, respectively); class A common shares outstanding:
10,530,342
and
9,914,587
, respectively (inclusive of class A common shares designated as class A-2 common shares of
550,000
and
0
, respectively); class B common shares issued and outstanding:
3,793,612
and
3,793,612
, respectively
—
—
Additional paid-in capital
464,796
459,578
Accumulated other comprehensive income (loss), net of tax
(
4,200
)
(
10,410
)
Retained earnings
272,231
268,673
Class A common shares in treasury, at cost:
1,287,768
and
1,287,768
shares, respectively
(
32,692
)
(
32,692
)
Total shareholders’ equity
704,135
689,149
Total liabilities and shareholders’ equity
$
1,734,088
$
1,731,253
See accompanying notes to the consolidated financial statements.
3
GLOBAL INDEMNITY GROUP, LLC
Consolidated Statem
ents of Operations
(In thousands, except shares and per share data)
(Unaudited)
Quarters Ended September 30,
(Unaudited)
Nine Months Ended September 30,
2025
2024
2025
2024
Revenues:
Gross written premiums
$
108,369
$
99,767
$
313,845
$
293,961
Ceded written premiums
(
2,826
)
(
2,590
)
(
8,524
)
(
6,948
)
Net written premiums
105,543
97,177
305,321
287,013
Change in net unearned premiums
(
5,873
)
(
1,764
)
(
17,189
)
(
2,207
)
Net earned premiums
99,670
95,413
288,132
284,806
Net investment income
17,911
16,488
47,400
46,319
Net realized investment gains (losses)
(
3,994
)
(
512
)
(
3,731
)
540
Other income
611
372
1,568
1,074
Total revenues
114,198
111,761
333,369
332,739
Losses and Expenses:
Net losses and loss adjustment expenses
49,875
52,400
169,561
159,446
Acquisition costs and other underwriting expenses
40,415
37,553
114,837
111,790
Corporate expenses
7,844
5,923
24,872
18,679
Income before income taxes
16,064
15,885
24,099
42,824
Income tax expense
3,541
3,125
5,221
8,605
Net income
$
12,523
$
12,760
$
18,878
$
34,219
Less: preferred stock distributions
110
110
330
330
Net income available to common shareholders
$
12,413
$
12,650
$
18,548
$
33,889
Per share data:
Net income available to common shareholders
Basic
$
0.87
$
0.93
$
1.31
$
2.49
Diluted
$
0.86
$
0.92
$
1.30
$
2.48
Weighted-average number of shares outstanding
Basic
14,296,628
13,664,542
14,147,848
13,617,960
Diluted
14,357,909
13,800,877
14,222,845
13,684,018
Cash distributions declared per common share
$
0.35
$
0.35
$
1.05
$
1.05
See accompanying notes to the consolidated financial statements.
4
GLOBAL INDEMNITY GROUP, LLC
Consolidated Statements
of Comprehensive Income
(In thousands)
(Unaudited)
Quarters Ended September 30,
(Unaudited)
Nine Months Ended September 30,
2025
2024
2025
2024
Net income
$
12,523
$
12,760
$
18,878
$
34,219
Other comprehensive income, net of tax:
Unrealized holding gains
413
9,513
6,084
14,314
Reclassification adjustment for losses included in net income
28
633
51
665
Unrealized foreign currency translation gains
16
58
75
37
Other comprehensive income, net of tax
457
10,204
6,210
15,016
Comprehensive income, net of tax
$
12,980
$
22,964
$
25,088
$
49,235
See accompanying notes to the consolidated financial statements.
5
GLOBAL INDEMNITY GROUP, LLC
Consolidated Statements of Ch
anges in Shareholders’ Equity
(In thousands, except share amounts)
(Unaudited)
Quarters Ended September 30,
(Unaudited)
Nine Months Ended September 30,
2025
2024
2025
2024
Number of Series A Cumulative Fixed Rate Preferred Shares
Number at beginning and end of period
4,000
4,000
4,000
4,000
Number of class A common shares issued:
Number at beginning of period
11,790,484
11,158,442
11,202,355
11,042,670
Common shares issued to Fox Paine & Company, LLC, designated as class A-2 common shares
—
—
550,000
—
Common shares issued under share incentive plans, net of forfeitures
—
—
—
65,182
Common shares issued to directors
27,626
23,556
65,755
74,146
Number at end of period
11,818,110
11,181,998
11,818,110
11,181,998
Number of class B common shares issued:
Number at beginning and end of period
3,793,612
3,793,612
3,793,612
3,793,612
Par value of Series A Cumulative Fixed Rate Preferred Shares
Balance at beginning and end of period
$
4,000
$
4,000
$
4,000
$
4,000
Additional paid-in capital:
Balance at beginning of period
$
463,816
$
457,550
$
459,578
$
454,791
Share compensation plans
980
1,164
5,218
3,923
Balance at end of period
$
464,796
$
458,714
$
464,796
$
458,714
Accumulated other comprehensive income (loss), net of deferred income tax:
Distributions to shareholders ($
0.35
per share per quarter in 2025 and 2024)
(
5,003
)
(
4,782
)
(
14,990
)
(
14,326
)
Balance at end of period
$
272,231
$
264,551
$
272,231
$
264,551
Number of treasury shares:
Number at beginning of period
1,287,768
1,287,768
1,287,768
1,271,241
Class A common shares purchased
—
—
—
16,527
Number at end of period
1,287,768
1,287,768
1,287,768
1,287,768
Treasury shares, at cost:
Balance at beginning of period
$
(
32,692
)
$
(
32,692
)
$
(
32,692
)
$
(
32,163
)
Class A common shares purchased, at cost
—
—
—
(
529
)
Balance at end of period
$
(
32,692
)
$
(
32,692
)
$
(
32,692
)
$
(
32,692
)
Total shareholders’ equity
$
704,135
$
686,726
$
704,135
$
686,726
See accompanying notes to the consolidated financial statements.
6
GLOBAL INDEMNITY GROUP, LLC
Consolidated Statem
ents of Cash Flows
(In thousands)
(Unaudited)
Nine Months Ended September 30,
2025
2024
Cash flows from operating activities:
Net income
$
18,878
$
34,219
Adjustments to reconcile net income to net cash provided by operating activities:
Amortization and depreciation
4,136
3,993
Restricted stock and stock option expense
5,218
3,923
Deferred federal income taxes
2,935
8,605
Amortization of bond premium and discount, net
12,536
(
16,989
)
Net realized investment losses (gains)
3,731
(
540
)
Loss (income) from equity method investments, net of distributions
342
136
Changes in:
Premium receivables, net
3,552
28,733
Reinsurance receivables, net
2,593
4,046
Funds held by ceding insurers
6,201
(
10,158
)
Unpaid losses and loss adjustment expenses
(
38,710
)
(
10,423
)
Unearned premiums
17,530
510
Reinsurance balances payable
(
5,481
)
(
1,679
)
Other assets and liabilities
(
7,174
)
7,672
Contingent commissions
(
1,220
)
(
429
)
Income tax receivable / payable
(
5,246
)
(
2,657
)
Deferred acquisition costs
(
4,387
)
1,590
Prepaid reinsurance premiums
(
341
)
1,698
Net cash provided by operating activities
15,093
52,250
Cash flows from investing activities:
Proceeds from sale of fixed maturities
201,033
80,236
Proceeds from maturity of fixed maturities
1,749,775
539,542
Proceeds from maturity of preferred stock
—
5,534
Proceeds from other invested assets
9,988
8,641
Purchases of fixed maturities
(
1,880,892
)
(
682,546
)
Purchases of equity securities
(
25,024
)
—
Acquisition of business, net of cash acquired
(
1,305
)
—
Net cash provided by (used for) investing activities
53,575
(
48,593
)
Cash flows from financing activities:
Distributions paid to common shareholders
(
9,987
)
(
9,816
)
Distributions paid to preferred shareholders
(
330
)
(
330
)
Purchases of class A common shares
—
(
529
)
Net cash used for financing activities
(
10,317
)
(
10,675
)
Net change in cash and cash equivalents
58,351
(
7,018
)
Cash and cash equivalents at beginning of period
17,009
38,037
Cash and cash equivalents at end of period
$
75,360
$
31,019
See accompanying notes to the consolidated financial statements.
7
1.
Principles of Consolidation
and Basis of Presentation
Global Indemnity Group, LLC (“Global Indemnity” or “the Company”) is a
Delaware
limited liability company. As of September 30, 2025, Global Indemnity Group, LLC’s
class A common shares
(excluding the
550,000
class A common shares designated as class A-2 common shares) are publicly traded on the New York Stock Exchange under the ticker symbol GBLI. Global Indemnity Group, LLC’s predecessors have been publicly traded since 2003. See Note 15 for additional information regarding the transfer of the listing of Global Indemnity Group, LLC's class A common shares from the New York Stock Exchange to the Nasdaq Global Select Market effective after the market closes on November 3, 2025.
The interim consolidated financial statements are unaudited, but have been prepared in conformity with United States of America generally accepted accounting principles (“GAAP”), which differs in certain respects from those principles followed in reports to insurance regulatory authorities. The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
The unaudited consolidated financial statements include all adjustments that are, in the opinion of management, of a normal recurring nature and are necessary for a fair statement of results for the interim periods. Results of operations for the
quarters and nine months ended September 30, 2025 and 2024 are not necessarily indicative of the results of a full year. The accompanying notes to the unaudited consolidated financial statements should be read in conjunction with the notes to the consolidated financial statements contained in the Company’s 2024 Annual Report on Form 10-K.
The consolidated financial statements include the accounts of Global Indemnity Group, LLC and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation.
2.
Acquisition
On
August 31, 2025
, the Company's subsidiary, Katalyx Holdings LLC ("Katalyx"), formerly Penn-America Underwriters, LLC, acquired Sayata, an artificial intelligence-enabled digital distribution marketplace and agency operations for commercial insurance. Sayata was acquired in an all-cash transaction. The acquisition complements the Company’s recent strategic reorganization of its Katalyx business to focus on agency and insurance services.
The results of Sayata
’s operations have been included in the Company’s consolidated financial statements since the date of the acquisition on
August 31, 20
25
.
3.
Investments
The amortized cost and estimated fair value of the Company’s fixed maturities securities were as follows as of
September 30, 2025 and December 31, 2024:
(Dollars in thousands)
Amortized
Cost
Allowance for Expected Credit Losses
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
As of September 30, 2025
Fixed maturities:
U.S. treasuries
$
577,064
$
—
$
111
$
(
174
)
$
577,001
Obligations of states and political subdivisions
14,540
—
—
(
390
)
14,150
Mortgage-backed securities
224,318
—
2,301
(
3,412
)
223,207
Asset-backed securities
153,311
—
1,291
(
3,616
)
150,986
Commercial mortgage-backed securities
58,250
—
414
(
1,343
)
57,321
Corporate bonds
205,176
—
1,191
(
1,099
)
205,268
Foreign corporate bonds
81,759
—
405
(
718
)
81,446
Total fixed maturities
$
1,314,418
$
—
$
5,713
$
(
10,752
)
$
1,309,379
8
(Dollars in thousands)
Amortized
Cost
Allowance for Expected Credit Losses
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair Value
As of December 31, 2024
Fixed maturities:
U.S. treasuries
$
875,273
$
—
$
757
$
(
784
)
$
875,246
Obligations of states and political subdivisions
17,125
—
—
(
790
)
16,335
Mortgage-backed securities
61,905
—
299
(
3,284
)
58,920
Asset-backed securities
137,445
—
864
(
2,882
)
135,427
Commercial mortgage-backed securities
68,041
—
15
(
2,488
)
65,568
Corporate bonds
158,798
—
189
(
2,891
)
156,096
Foreign corporate bonds
76,052
—
81
(
1,817
)
74,316
Total fixed maturities
$
1,394,639
$
—
$
2,205
$
(
14,936
)
$
1,381,908
As of
September 30, 2025 and December 31, 2024, the Company’s investments in equity securities consist of the following:
(Dollars in thousands)
September 30, 2025
December 31, 2024
Common stock
$
21,019
$
—
Preferred stock
12,606
12,284
Total
$
33,625
$
12,284
Excluding U.S. treasuries and limited partnerships, the Company did not hold any debt or equity investments in a single issuer in excess of
2.7
% a
nd
1.7
% of shareholders' equity at September 30, 2025 and December 31, 2024, respectively.
The amortized cost and estimated fair value of the Company’s fixed maturities portfolio classified as available for sale at
September 30, 2025, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
(Dollars in thousands)
Amortized
Cost
Estimated
Fair Value
Due in one year or less
$
605,240
$
605,055
Due in one year through five years
259,054
259,264
Due in five years through ten years
5,193
5,012
Due after ten years
9,052
8,534
Mortgage-backed securities
224,318
223,207
Asset-backed securities
153,311
150,986
Commercial mortgage-backed securities
58,250
57,321
Total
$
1,314,418
$
1,309,379
9
The following table contains an analysis of the Company’s fixed income securities with gross unrealized losses that are not deemed to have credit losses, categorized by the period that the securities were in a continuous loss position as of
September 30, 2025. The fair value amounts reported in the table are estimates that are prepared using the process described in Note 4.
Less than 12 months
12 months or longer
Total
(Dollars in thousands)
Fair Value
Gross
Unrealized
Losses
Fair Value
Gross
Unrealized
Losses
Fair Value
Gross
Unrealized
Losses
Fixed maturities:
U.S. treasuries
$
8,513
$
(
8
)
$
7,595
$
(
166
)
$
16,108
$
(
174
)
Obligations of states and political subdivisions
—
—
14,150
(
390
)
14,150
(
390
)
Mortgage-backed securities
19,003
(
1,236
)
21,389
(
2,176
)
40,392
(
3,412
)
Asset-backed securities
20,309
(
1,599
)
35,472
(
2,017
)
55,781
(
3,616
)
Commercial mortgage-backed securities
3,162
(
42
)
37,607
(
1,301
)
40,769
(
1,343
)
Corporate bonds
443
(
2
)
56,893
(
1,097
)
57,336
(
1,099
)
Foreign corporate bonds
795
(
4
)
28,586
(
714
)
29,381
(
718
)
Total fixed maturities
$
52,225
$
(
2,891
)
$
201,692
$
(
7,861
)
$
253,917
$
(
10,752
)
The following table contains an analysis of the Company’s fixed income securities with gross unrealized losses that are not deemed to have credit losses, categorized by the period that the securities were in a continuous loss position as of December 31, 2024. The fair value amounts reported in the table are estimates that are prepared using the process described in Note 4.
Less than 12 months
12 months or longer
Total
(Dollars in thousands)
Fair Value
Gross
Unrealized
Losses
Fair Value
Gross
Unrealized
Losses
Fair Value
Gross
Unrealized
Losses
Fixed maturities:
U.S. treasuries
$
12,909
$
(
180
)
$
67,662
$
(
604
)
$
80,571
$
(
784
)
Obligations of states and political subdivisions
—
—
16,335
(
790
)
16,335
(
790
)
Mortgage-backed securities
20,832
(
336
)
26,802
(
2,948
)
47,634
(
3,284
)
Asset-backed securities
7,239
(
49
)
46,792
(
2,833
)
54,031
(
2,882
)
Commercial mortgage-backed securities
7,551
(
242
)
55,750
(
2,246
)
63,301
(
2,488
)
Corporate bonds
14,325
(
54
)
95,266
(
2,837
)
109,591
(
2,891
)
Foreign corporate bonds
17,635
(
62
)
46,696
(
1,755
)
64,331
(
1,817
)
Total fixed maturities
$
80,491
$
(
923
)
$
355,303
$
(
14,013
)
$
435,794
$
(
14,936
)
The Company regularly performs various analytical valuation procedures with respect to its investments, including reviewing each available for sale debt security in an unrealized loss position to assess whether the decline in fair value below amortized cost basis has resulted from a credit loss or other factors. In assessing whether a credit loss exists, the Company compares the present value of the cash flows expected to be collected from the security to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis of the security, a credit loss exists and an allowance for expected credit losses is recorded. Subsequent changes in the allowances are recorded in the period of change as either credit loss expense or reversal of credit loss expense. Any declines in value related to factors other than credit losses and the intent to sell are recorded through other comprehensive income, net of taxes.
10
For fixed maturities, the factors considered in reaching the conclusion that a credit loss exists include, among others, whether:
(1)
the extent to which the fair value is less than the amortized cost basis;
(2)
the issuer is in financial distress;
(3)
the investment is secured;
(4)
a significant credit rating action occurred;
(5)
scheduled interest payments were delayed or missed;
(6)
changes in laws or regulations have affected an issuer or industry;
(7)
the investment has an unrealized loss and was identified by the Company’s investment manager as an investment to be sold before recovery or maturity;
(8)
the investment failed cash flow projection testing to determine if anticipated principal and interest payments will be realized; and
(9)
changes in US Treasury rates and/or credit spreads since original purchase to identify whether the unrealized loss is simply due to interest rate movement.
According to accounting guidance for debt securities in an unrealized loss position, the Company is required to assess whether it has the intent to sell the debt security or more likely than not will be required to sell the debt security before the anticipated recovery. If either of these conditions is met, any allowance for expected credit losses is written off and the amortized cost basis is written down to the fair value of the fixed maturity security with any incremental impairment reported in earnings. The new amortized cost basis shall not be adjusted for subsequent recoveries in fair value. Subject to the risks and uncertainties in evaluating the potential impairment of a security's value, the impairment evaluation conducted by the Company as of September 30, 2025 and December 31, 2024 concluded the unrealized losses in the tables above are non-credit losses on securities where management does not intend to sell, and it is more likely than not that the Company will not be required to sell the security before recovery.
The Company elected the practical expedient to exclude accrued interest from both the fair value and the amortized cost basis of the available for sale debt securities for the purposes of identifying and measuring an impairment and to not measure an allowance for expected credit losses for accrued interest receivables. Accrued interest receivable is written off through net realized investm
ent gains (losses) at the time the issuer of the bond defaults or is expected to default on payment. The Company made an accounting policy election to present the accrued interest receivable balance with other assets on the Company’s consolidated statements of financial position. Accrued interest receivable related to fixed maturities was $
4.5
million and $
3.5
million as of
September 30, 2025 and December 31, 2024
, respectively.
The following is a description, by asset type, of the methodology and significant inputs that the Company used to measure the amount of credit loss recognized in earnings, if any:
U.S. treasuries
– As of September 30, 2025, gross unrealized losses related to U.S. treasuries were
$
0.174
million
. To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, macroeconomic and market analysis is conducted in evaluating these securities. Consideration is given to the interest rate environment, duration and yield curve management of the portfolio, sector allocation and security selection. Based on the analysis performed, the Company did not recognize a credit loss on U.S. treasuries during the period.
Obligations of states and political subdivisions –
As of September 30, 2025, gross unrealized losses related to obligations of states and political subdivisions were
$
0.390
million
. To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, elements that may influence the performance of the municipal bond market are considered in evaluating these securities such as investor expectations, supply and demand patterns, and current versus historical yield and spread relationships. The analysis relies on the output of fixed income credit analysts, as well as dedicated municipal bond analysts who perform extensive in-house fundamental analysis on each issuer, regardless of their rating by the major agencies. Based on the analysis performed, the Company did not recognize a credit loss on obligations of states and political subdivisions during the period.
11
Mortgage-backed securities (“MBS”) –
As of September 30, 2025, gross unrealized losses related to mortgage-backed securities were
$
3.412
million
. To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, mortgage-backed securities are modeled to project principal losses under downside, base, and upside scenarios for the economy and home prices. The primary assumption that drives the security and loan level modeling is the Home Price Index (“HPI”) projection. These forecasts incorporate not just national macro-economic trends, but also regional impacts to arrive at the most granular and detailed and comprehensive projections. These assumptions are incorporated into the model as a basis to generate delinquency probabilities, default curves, loss severity curves, and voluntary prepayment curves at the loan level within each deal. The model utilizes HPI-adjusted current loan to value, payment history, loan terms, loan modification history, and borrower characteristics as inputs to generate expected cash flows and principal loss for each bond under various scenarios. Based on the analysis performed, the Company did not recognize a credit loss on mortgage-backed securities during the period.
Asset backed securities (“ABS”) -
As of September 30, 2025, gross unrealized losses related to asset backed securities were
$
3.616
million
. The weighted average credit enhancement for the Company’s asset backed portfolio is
36.5
. This represents the percentage of pool losses that can occur before an asset backed security will incur its first dollar of principal losses. To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, every ABS transaction is analyzed on a stand-alone basis. This analysis involves a thorough review of the collateral, prepayment, and structural risk in each transaction. Additionally, the analysis includes an in-depth credit analysis of the originator and servicer of the collateral. The analysis projects an expected loss for a deal given a set of assumptions specific to the asset type. These assumptions are used to calculate at what level of losses the deal will incur its first dollar of principal loss. The major assumptions used to calculate this ratio are loss severities, recovery lags, and no advances on principal and interest. Based on the analysis performed, the Company did not recognize a credit loss on asset backed securities during the period.
Commercial mortgage-backed securities (“CMBS”) -
As of September 30, 2025, gross unrealized losses related to the CMBS portfolio were
$
1.343
million
. The weighted average credit enhancement for the Company’s CMBS portfolio is
41.7
. This represents the percentage of pool losses that can occur before a commercial mortgage-backed security will incur its first dollar of principal loss. To assess whethe
r the decline in fair value below amortized cost has resulted from a credit loss or other factors, a loan level analysis is utilized where every underlying CMBS loan is re-underwritten based on a set of assumptions reflecting expectations for the future path of the economy. Each loan is analyzed over time using a series of tests to determine if a credit event will occur during the life of the loan. Inherent in this process are several economic scenarios and their corresponding rent/vacancy and capital market states. The five primary credit events that frame the analysis include loan modifications, term default, balloon default, extension, and ability to pay off the balloon. The resulting output is the expected loss adjusted cash flows for each bond under base case and distressed scenarios. Based on the analysis performed, the Company did not recognize a credit loss on commercial mortgage-backed securities during the period.
Corporate bonds -
As of September 30, 2025, gross unrealized losses related to corporate bonds were
$
1.099
million
. To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, analysis for this asset class includes maintaining detailed financial models that include a projection of each issuer’s future financial performance, including prospective debt servicing capabilities, capital structure composition, and the value of the collateral. The analysis incorporates the macroeconomic environment, industry conditions in which the issuer operates, the issuer’s current competitive position, its vulnerability to changes in the competitive and regulatory environment, issuer liquidity, issuer commitment to bondholders, issuer creditworthiness, and asset protection. Part of the process also includes running downside scenarios to evaluate the expected likelihood of default as well as potential losses in the event of default. Based on the analysis performed, the Company did not recognize a credit loss on corporate bonds during the period.
Foreign bonds –
As of September 30, 2025, gross unrealized losses related to foreign bonds were
$
0.718
million
. To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, detailed financial models are maintained that include a projection of each issuer’s future financial performance, including prospective debt servicing capabilities, capital structure composition, and the value of the collateral. The analysis incorporates the macroeconomic environment, industry conditions in which the issuer operates, the issuer’s current competitive position, its vulnerability to changes in the competitive and regulatory environment, issuer liquidity, issuer commitment to bondholders, issuer creditworthiness, and asset protection. Part of the process also includes running downside scenarios to evaluate the expected likelihood of default as well as potential losses in the event of default. Based on the analysis performed, the Company did not recognize a credit loss on foreign bonds during the period.
12
The Company has evaluated its investment portfolio and has determined that an allowance for expected credit losses on its investments is not required.
Accumulated Other Comprehensive Income (Loss), Net of Tax
Accumulated other comprehensive income (loss),
net of tax, as of September 30, 2025 and December 31, 2024 was as follows:
(Dollars in thousands)
September 30, 2025
December 31, 2024
Net unrealized gains (losses) from:
Fixed maturities
$
(
5,039
)
$
(
12,731
)
Foreign currency fluctuations
(
164
)
(
259
)
Deferred taxes
1,003
2,580
Accumulated other comprehensive income (loss), net of tax
$
(
4,200
)
$
(
10,410
)
The following tables present the changes in accumulated other c
omprehensive income (loss), by components, for the quarters and nine months ended September 30, 2025 and 2024:
Quarter Ended September 30, 2025
(Dollars in thousands)
Unrealized Gains and Losses on Available for Sale Securities
Foreign Currency Items
Accumulated Other Comprehensive Income (Loss)
Beginning balance, net of tax
$
(
4,512
)
$
(
145
)
$
(
4,657
)
Other comprehensive income before reclassification, before tax
524
20
544
Amounts reclassified from accumulated other comprehensive income (loss), before tax
27
—
27
Other comprehensive income, before tax
551
20
571
Income tax expense
(
109
)
(
5
)
(
114
)
Ending balance, net of tax
$
(
4,070
)
$
(
130
)
$
(
4,200
)
Quarter Ended September 30, 2024
(Dollars in thousands)
Unrealized Gains and Losses on Available for Sale Securities
Foreign Currency Items
Accumulated Other Comprehensive Income (Loss)
Beginning balance, net of tax
$
(
17,882
)
$
(
169
)
$
(
18,051
)
Other comprehensive income before reclassification, before tax
11,912
74
11,986
Amounts reclassified from accumulated other comprehensive income, before tax
801
—
801
Other comprehensive income, before tax
12,713
74
12,787
Income tax expense
(
2,568
)
(
15
)
(
2,583
)
Ending balance, net of tax
$
(
7,737
)
$
(
110
)
$
(
7,847
)
Nine Months Ended September 30, 2025
(Dollars in thousands)
Unrealized Gains and Losses on Available for Sale Securities
Foreign Currency Items
Accumulated Other Comprehensive Income (Loss)
Beginning balance, net of tax
$
(
10,205
)
$
(
205
)
$
(
10,410
)
Other comprehensive income before reclassification, before tax
7,644
95
7,739
Amounts reclassified from accumulated other comprehensive income (loss), before tax
48
—
48
Other comprehensive income, before tax
7,692
95
7,787
Income tax expense
(
1,557
)
(
20
)
(
1,577
)
Ending balance, net of tax
$
(
4,070
)
$
(
130
)
$
(
4,200
)
13
Nine Months Ended September 30, 2024
(Dollars in thousands)
Unrealized Gains and Losses on Available for Sale Securities
Foreign Currency Items
Accumulated Other Comprehensive Income (Loss)
Beginning balance, net of tax
$
(
22,715
)
$
(
148
)
$
(
22,863
)
Other comprehensive income before reclassification, before tax
17,841
47
17,888
Amounts reclassified from accumulated other comprehensive income, before tax
833
—
833
Other comprehensive income, before tax
18,674
47
18,721
Income tax expense
(
3,696
)
(
9
)
(
3,705
)
Ending balance, net of tax
$
(
7,737
)
$
(
110
)
$
(
7,847
)
The reclassifications out of accumulated other compre
hensive income (loss) for the quarters and nine months ended September 30, 2025 and 2024 were as follows:
Amounts Reclassified from
Accumulated Other
Comprehensive Income (Loss)
(Dollars in thousands)
Quarters Ended September 30,
Details about Accumulated Other
Comprehensive Income (Loss) Components
Affected Line Item in the Consolidated
Statements of Operations
2025
2024
Unrealized gains and losses on available for sale securities
Other net realized investment losses
$
27
$
801
Income tax expense (benefit)
1
(
168
)
Total reclassifications, net of tax
$
28
$
633
Amounts Reclassified from
Accumulated Other
Comprehensive Income (Loss)
(Dollars in thousands)
Nine Months Ended September 30,
Details about Accumulated Other
Comprehensive Income (Loss) Components
Affected Line Item in the Consolidated
Statements of Operations
2025
2024
Unrealized gains and losses on available for sale securities
Other net realized investment losses
$
48
$
833
Income tax expense (benefit)
3
(
168
)
Total reclassifications, net of tax
$
51
$
665
Net Realized Investment Gains (Losses)
The components of net realized investment gains (losses) f
or the quarters and nine months ended September 30, 2025 and 2024 were as follows:
Quarters Ended September 30,
Nine Months Ended September 30,
(Dollars in thousands)
2025
2024
2025
2024
Fixed maturities:
Gross realized gains
$
8
$
5
$
69
$
54
Gross realized losses
(
35
)
(
806
)
(
117
)
(
887
)
Net realized gains (losses)
(
27
)
(
801
)
(
48
)
(
833
)
Equity securities:
Gross realized gains
38
295
322
1,384
Gross realized losses
(
4,005
)
(
6
)
(
4,005
)
(
11
)
Net realized gains (losses)
(
3,967
)
289
(
3,683
)
1,373
Total net realized investment gains (losses)
$
(
3,994
)
$
(
512
)
$
(
3,731
)
$
540
14
The following table shows the calculation of the portion of realized gains and losses related to equity securities held as of
September 30, 2025 and 2024:
Quarters Ended September 30,
Nine Months Ended September 30,
(Dollars in thousands)
2025
2024
2025
2024
Net gains (losses) recognized during the period on equity securities
$
(
3,967
)
$
289
$
(
3,683
)
$
1,373
Less: net gains (losses) recognized during the period on equity securities sold during the period
—
(
157
)
—
(
423
)
Unrealized gains (losses) recognized during the reporting period on equity securities still held
$
(
3,967
)
$
446
$
(
3,683
)
$
1,796
The proceeds from sales and redemptions of available for sale and equity securities resulting in net realized inv
estment gains (losses) for the nine months ended September 30, 2025 and 2024 were as follows:
Nine Months Ended September 30,
(Dollars in thousands)
2025
2024
Fixed maturities
$
201,033
$
80,236
Equity securities
—
—
Net Investment Income
The sources of net investment income for the
quarters and nine months ended September 30, 2025 and 2024 were as follows:
Quarters Ended September 30,
Nine Months Ended September 30,
(Dollars in thousands)
2025
2024
2025
2024
Fixed maturities
$
14,972
$
15,457
$
44,268
$
43,617
Equity securities
716
181
1,001
615
Cash and cash equivalents
715
800
2,321
2,121
Other invested assets
2,012
555
1,318
1,486
Total investment income
18,415
16,993
48,908
47,839
Investment expense
(
504
)
(
505
)
(
1,508
)
(
1,520
)
Net investment income
$
17,911
$
16,488
$
47,400
$
46,319
The Company’s total investment return on a pre-tax basis for the
quarters and nine months ended September 30, 2025 and 2024 were as follows:
Quarters Ended September 30,
Nine Months Ended September 30,
(Dollars in thousands)
2025
2024
2025
2024
Net investment income
$
17,911
$
16,488
$
47,400
$
46,319
Net realized investment gains (losses)
(
3,994
)
(
512
)
(
3,731
)
540
Change in unrealized holding gains (losses)
571
12,787
7,787
18,721
Net realized and unrealized investment returns
(
3,423
)
12,275
4,056
19,261
Total investment return
$
14,488
$
28,763
$
51,456
$
65,580
Total investment return %
(1)
1.0
%
2.0
%
3.6
%
4.6
%
Average investment portfolio
(2)
$
1,434,105
$
1,451,641
$
1,437,944
$
1,429,253
(1)
Not annualized.
(2)
Average of total cash and invested asse
ts, net of receivable/payable for securities, as of the beginning and end of the period.
As of September 30, 2025 and December 31, 2024
, the Company did
no
t own any fixed maturity securities that were non-income producing for the preceding twelve months.
15
Insurance Enhanced Municipal Bonds
As of September 30, 2025
, the Company held insurance enhanced municipal bonds with a market value of approximately $
1.3
million which represented
0.1
% of the Company’s total cash and invested assets, net of payable for securities. The financial guarantors of the Company’s $
1.3
million municipal bonds include Assured Guaranty Corporation ($
0.4
million
) and Ambac Financial Group ($
0.9
million
).
The Company had no direct investments in the entities that have provided financial guarantees or other credit support to any security held by the Company at September 30, 2025.
Bonds Held on Deposit
Certain cash and cash equivalents and bonds available for sale were deposited with various governmental authorities in accordance with statutory requirements, were held as collateral, or were held in trust.
The fair values were as follows as of
September 30, 2025 and December 31, 2024:
Estimated Fair Value
(Dollars in thousands)
September 30, 2025
December 31, 2024
On deposit with governmental authorities
$
19,861
$
19,378
Held in trust pursuant to third-party requirements
164,490
158,964
Total
(1)
$
184,351
$
178,342
(1)
Includes cash and cash equivalents o
f $
25.3
mi
llion and $
5.2
million at
September 30, 2025 and December 31, 2024
, respectively, with the remainder related to bonds available for sale.
Variable Interest Entities
A Variable Interest Entity (“VIE”) refers to an investment in which an investor holds a controlling interest that is not based on the majority of voting rights. Under the VIE model, the party that has the power to exercise significant management influence and maintain a controlling financial interest in the entity’s economics is said to be the primary beneficiary, and is required to consolidate the entity within their results. Other entities that participate in a VIE, for which their financial interests fluctuate with changes in the fair value of the investment entity’s net assets but do not have significant management influence and the ability to direct the VIE’s significant economic activities are said to have a variable interest in the VIE but do not consolidate the VIE in their financial results.
The Company has interests
in
three
limited partnership investments with an aggregate carrying value approximating fair value of $
19.1
million and $
29.4
million as of
September 30, 2025 and December 31, 2024
. The Company has a variable interest in
two
of these limited partnership investments, for which it is not the primary beneficiary. These investments are accounted for under the equity method since its ownership interest exceeds
3
%.
The carrying value of one of the Company’s VIEs, which invests in distressed securities and assets, was $
2.1
million
and $
2.6
million as of
September 30, 2025 and December 31, 2024
, respectively. The Company’s maximum exposure to loss from this VIE, which factors in future funding commitments of $
14.2
million, wa
s $
16.4
million and $
16.8
million at September 30, 2025 and December 31, 2024, respectively. Since the investment period has concluded, the Company does not expect any capital calls will be made prospectively. The carrying value and maximum exposure to loss of a second VIE that invests in Real Estate Investment Trust (“REIT”) qualifying assets was $
7.4
million
and $
8.9
million as of September 30, 2025 and December 31, 2024, respectively. The Company’s investment in VIEs is included i
n other invested assets on the consolidated balance sheets with changes in carrying value recorded in the consolidated statements of operations.
4.
Fair Value Measurements
The accounting standards related to fair value measurements define fair value, establish a framework for measuring fair value, outline a fair value hierarchy based on inputs used to measure fair value, and enhance disclosure requirements for fair value measurements. These standards do not change existing guidance as to whether or not an instrument is carried at fair value. The Company has determined that its fair value measurements are in accordance with the requirements of these accounting standards.
16
The Company’s invested assets are carried at their fair value and are categorized based upon a fair value hierarchy:
•
Level 1 – inputs utilize quoted prices (unadjusted) in active markets for identical assets that the Company has the ability to access at the measurement date.
•
Level 2 – inputs utilize other than quoted prices included in Level 1 that are observable for similar assets, either directly or indirectly.
•
Level 3 – inputs are unobservable for the asset, and include situations where there is little, if any, market activity for the asset.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset.
The following table presents information about the Company’s invested assets measured at fair value on a recurring basis as of
September 30, 2025 and December 31, 2024 and indicates the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value.
Fair Value Measurements
As of September 30, 2025
(Dollars in thousands)
Level 1
Level 2
Level 3
Total
Assets:
Fixed maturities:
U.S. treasuries
$
577,001
$
—
$
—
$
577,001
Obligations of states and political subdivisions
—
14,150
—
14,150
Mortgage-backed securities
—
223,207
—
223,207
Commercial mortgage-backed securities
—
57,321
—
57,321
Asset-backed securities
—
150,986
—
150,986
Corporate bonds
—
205,268
—
205,268
Foreign corporate bonds
—
81,446
—
81,446
Total fixed maturities
577,001
732,378
—
1,309,379
Equity securities
21,019
12,606
—
33,625
Total assets measured at fair value
$
598,020
$
744,984
$
—
$
1,343,004
Fair Value Measurements
As of December 31, 2024
(Dollars in thousands)
Level 1
Level 2
Level 3
Total
Assets:
Fixed maturities:
U.S. treasuries
$
875,246
$
—
$
—
$
875,246
Obligations of states and political subdivisions
—
16,335
—
16,335
Mortgage-backed securities
—
58,920
—
58,920
Commercial mortgage-backed securities
—
65,568
—
65,568
Asset-backed securities
—
135,427
—
135,427
Corporate bonds
—
156,096
—
156,096
Foreign corporate bonds
—
74,316
—
74,316
Total fixed maturities
875,246
506,662
—
1,381,908
Equity securities
—
12,284
—
12,284
Total assets measured at fair value
$
875,246
$
518,946
$
—
$
1,394,192
The securities classified as Level 1 in the above tables consist of U.S. treasuries and equity securities actively traded on an exchange.
17
The securities classified as Level 2 in the above tables consist primarily of fixed maturities and preferred stocks. Based on the typical trading volumes and the lack of quoted market prices for fixed maturities and preferred stocks, security prices are derived through recent reported trades for identical or similar securities making adjustments through the reporting date based upon available market observable information. If there are no recent reported trades, matrix or model processes are used to develop a security price where future cash flow expectations are developed based upon collateral performance and discounted at an estimated market rate. Included in the pricing of asset-backed securities, collateralized mortgage obligations, and mortgage-backed securities are estimates of the rate of future prepayments of principal over the remaining life of the securities. Such estimates are derived based on the characteristics of the underlying structure and prepayment speeds previously experienced at the interest rate levels projected for the underlying collateral.
Fair Value of Alternative Investments
Other invested assets consist of limited partnerships whose carrying value approximates fair value.
The following table provides the fair value and future funding commitments related to these investments at
September 30, 2025 and December 31, 2024.
September 30, 2025
December 31, 2024
(Dollars in thousands)
Fair Value
Future Funding
Commitment
Fair Value
Future Funding
Commitment
European Non-Performing Loan Fund, LP
(1)
$
2,146
$
14,214
$
2,628
$
14,214
Mortgage Debt Fund, LP
(2)
7,368
—
8,882
—
Global Debt Fund, LP
(3)
9,570
—
17,903
—
Total
$
19,084
$
14,214
$
29,413
$
14,214
(1)
This limited partnership invests in distressed securities and assets through senior and subordinated, secured and unsecured debt and equity, in both public and private large-cap and middle-market companies. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets. As of
September 30, 2025
, the Company has funded $
35.8
million of this commitment le
aving
$
14.2
million
as unfunded. Since the investment period has concluded, the Company does not expect any capital calls will be made prospectively.
(2)
This limited partnership invests in REIT qualifying assets such as mortgage loans, investor property loans, and commercial mortgage loans. The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets.
(3)
This limited partnership invests in performing, stressed or distressed securities and loans across the global fixed income markets as well as other securities that offer attractive investment opportunities. The Company does have the contractual option to withdraw all or a portion of its limited partnership interest by providing notice to the fund. On July 31, 2023, the Company provided the Global Debt Fund, LP with a formal withdrawal request to fully redeem the partnership interest. Partial redemption proceeds of $
9.2
million were received during the
nine months ended September 30, 2025
.
Limited Partnerships with ownership interest exceeding 3%
The Company uses the equity method to account for investments in limited partnerships where its ownership interest exceeds
3
%. The equity method of accounting for an investment in limited partnerships requires that its cost basis be updated to account for the income or loss earned on the investment. In the Fair Value of Alternative Investm
ents table above, all of the investments are booked on a one quarter lag due to non-availability of data at the time the financial statements are prepared. The investment income (loss) associated with the li
mited partnerships whose ownership interest exceeds
3
% is reflected in the consolidated statements of operations in the amounts of $
0.0
million
and ($
0.2
) million
for the quarters ended September 30, 2025 and 2024, respectively,
and $
0.1
millio
n and $
0.4
million for the nine months ended September 30, 2025 and 2024, respectively.
Pricing
The Company’s pricing vendors provide prices for all investment categories except for investments in limited partnerships. Two primary vendors are utilized to provide prices for equity and fixed maturity securities.
The following is a description of the valuation methodologies used by the Company’s pricing vendors for investment securities carried at fair value:
•
Equity security prices are received from primary and secondary exchanges.
18
•
Corporate and agency bonds, as well as preferred stock, are evaluated by utilizing a spread to a benchmark curve. Bonds with similar characteristics are grouped into specific sectors. Inputs for both asset classes consist of trade prices, broker quotes, the new issue market, and prices on comparable securities.
•
Data from commercial vendors is aggregated with market information, then converted into an option adjusted spread (“OAS”) matrix and prepayment model used for collateralized mortgage obligations (“CMO”). CMOs are categorized with mortgage-backed securities in the tables listed above. For asset-backed securities, spread data is derived from trade prices, dealer quotations, and research reports. For both asset classes, evaluations utilize standard inputs plus new issue data, and collateral performance. The evaluated pricing models incorporate cash flows, broker quotes, market trades, historical prepayment speeds, and dealer projected speeds.
•
For obligations of state and political subdivisions, an attribute-based modeling system is used. The pricing model incorporates trades, market clearing yields, market color, and fundamental credit research.
•
U.S. treasuries are evaluated by obtaining feeds from a number of live data sources including primary and secondary dealers as well as inter-dealer brokers.
•
For mortgage-backed securities, various external analytical products are utilized and purchased from commercial vendors.
The Company performs certain procedures to validate whether the pricing information received from the pricing vendors is reasonable, to ensure that the fair value determination is consistent with accounting guidance, and to ensure that its assets are properly classified in the fair value hierarchy. The Company’s procedures include, but are not limited to:
•
Reviewing periodic reports provided by the Investment Manager that provides information regarding rating changes and securities placed on watch. This procedure allows the Company to understand why a particular security’s market value may have changed or may potentially change.
•
Understanding and periodically evaluating the various pricing methods and procedures used by the Company’s pricing vendors to ensure that investments are properly classified within the fair value hierarchy.
•
On a quarterly basis, the Company corroborates investment security prices received from its pricing vendors by obtaining pricing from a second pricing vendor for a sample of securities.
During the quarters and nine months ended September 30, 2025 and 2024, the Company has not adjusted q
uotes or prices obtained from the pricing vendors.
5. Allowance for Expected Credit Losses - Premium Receivables and Reinsurance Receivables
For premium receivables, the allowance is based upon the Company’s ongoing review of key aspects of amounts outstanding, including but not limited to, length of collection periods, direct placement with collection agencies, solvency of insured, agents, or reinsurers on assumed reinsurance, terminated agents, and other relevant factors.
The following table is an analysis of the allowance for expected credit losses related to the Company's premium receivables for the
quarters and nine months ended September 30, 2025 and 2024:
Quarters Ended September 30,
Nine Months Ended September 30,
(Dollars in thousands)
2025
2024
2025
2024
Beginning balance
$
3,371
$
4,043
$
3,530
$
4,796
Current period provision for expected credit losses
197
(
522
)
118
(
695
)
Write-offs
(
92
)
(
35
)
(
172
)
(
615
)
Ending balance
$
3,476
$
3,486
$
3,476
$
3,486
For reinsurance receivables, the allowance is based upon the Company’s ongoing review of key aspects of amounts outstanding, including but not limited to, length of collection periods, disputes, applicable coverage defenses, insolvent reinsurers, financial strength of solvent reinsurers based on AM Best Ratings and other relevant factors.
19
The allowance for expected credit losses related to the Company's reinsurance receivables was
$
9.0
million at September 30, 2025 and December 31, 2024
.
6
. Income Taxes
Global Indemnity Group, LLC is a publicly traded partnership for U.S. federal income tax purposes and meets the qualifying income exception to maintain partnership status. As a publicly traded partnership, Global Indemnity Group, LLC is generally not subject to federal income tax and most state income taxes. However, income earned by the subsidiaries of Global Indemnity Group, LLC is subject to corporate tax in the United States and certain foreign jurisdictions.
The Company conducts business in the United States where the statutory income tax rate is
21
% and conducts certain functions in Ireland where the statutory income tax rate is
12.5
% on trading income.
The statutory income tax rate of each country is applied against the expected annual taxable income of the Company in each country to estimate the annual income tax expense.
The Company’s income before income taxes is derived from its U.S. subsidiaries for the quarters and nine months ended September 30, 2025 and 2024.
The Company uses the estimated annual effective tax rate method for calculating its interim tax provision. These rates are revised, if necessary, at the end of each successive interim period to reflect current estimates of the annual effective tax rates.
The effective tax rate was
22.0
% and
21.7
%
for the quarter and nine months ended September 30, 2025
, respectively. The effective tax rate is higher than the statutory tax rate of
21
%
primarily due to non-deductible executive compensation offset partially by Global Indemnity Group, LLC’s income being treated as a partnership for tax.
The effective tax rate was
19.7
% and
20.1
% for the quarter and nine months ended September 30, 2024
, respectively. The effective tax rate is lower than the statutory tax rate of
21
% primarily due to Global Indemnity Group, LLC’s income being treated as a partnership for tax offset partially by non-deductible executive compensation.
On July 4, 2025, the U.S enacted the One Big Beautiful Bill Act (the “Act”). The Act includes provisions to expense previously deferred domestic research and development costs, increase bonus depreciation and modify the international tax framework.
The Company has evaluated the impact of the Act on its consolidated financial statements and does not anticipate a material effect.
7. Liability for Unpaid Losses and Loss Adjustment Expenses
Activity in the liability for unpaid losses and loss adjustment expenses is summarized as follows:
Quarters Ended September 30,
Nine Months Ended September 30,
(Dollars in thousands)
2025
2024
2025
2024
Balance at beginning of period
$
776,127
$
844,206
$
800,391
$
850,599
Less: ceded reinsurance receivables
59,478
70,392
60,754
72,829
Net balance at beginning of period
716,649
773,814
739,637
777,770
Net losses and loss adjustment expenses related to:
Current year
49,919
52,434
169,600
159,561
Prior years
(
44
)
(
34
)
(
39
)
(
115
)
Total net losses and loss adjustment expenses
49,875
52,400
169,561
159,446
Paid net losses and loss adjustment expenses related to:
Current year
13,208
8,415
46,984
32,501
Prior years
50,425
48,520
159,323
135,436
Total paid net losses and loss adjustment expenses
63,633
56,935
206,307
167,937
Net balance at end of period
702,891
769,279
702,891
769,279
Plus: ceded reinsurance receivables
58,790
70,897
58,790
70,897
Balance at end of period
$
761,681
$
840,176
$
761,681
$
840,176
20
When analyzing unpaid losses and loss adjustment expenses ("loss reserves") and prior year development, the Company considers many factors, including the frequency and severity of claims, loss trends, case reserve settlements that may have resulted in significant development, and any other additional or pertinent factors that may impact reserve estimates.
During the third quarter of 2025, the Company's adjustments to prior accident year loss reserves netted to a
decrease of less than $
0.1
million.
•
Belmont Insurance Companies - Core (“Belmont Core”) had
an increase of $
2.6
million consisting of (i) $
1.6
million decrease for property lines primarily related to the 2023 and 2024 accident years and (ii) $
4.2
million increase for casualty lines primarily related to the 2019 through 2022 accident years mainly due to increased severity on claims.
•
Belmont Insurance Companies - Non-Core ("Belmont Non-Core") had a decrease
of $
2.7
million consisting of: (i) $
1.2
million decrease for property lines primarily related to the 2019 through 2022 accident years and (ii) $
1.5
million decrease for casualty lines across various accident years prior to 2012.
During the third quarter of 2024, the Company's adjustments to prior accident year loss reserves netted to a decrease of less than
$
0.1
million.
•
Belmont Core had an increase of less than $
0.1
million consisting of a $
3.7
million decrease for property lines offset by a $
3.7
million increase for casualty lines across various accident years.
•
Belmont Non-Core had
a decrease of less than $
0.1
million across various accident years
.
During the first nine months of 2025, the Company's adjustments to prior accident year loss reserves netted to a
decrease of less than $
0.1
million.
•
Belmont Core had an increase of $
4.0
million consisting of (i) $
6.1
million decrease for property lines primarily related to the 2019 through 2024 accident years and (ii) $
10.1
million increase for casualty lines primarily related to the 2017 through 2022 accident years mainly due to increased severity on claims.
•
Belmont Non-Core had a decrease of $
4.0
million consisting of: (i) $
3.4
million decrease for property lines primarily related to the 2019 through 2022 accident years and (ii) $
0.6
million decrease for casualty lines across various accident years for 2022 and prior.
During the first nine months of
2024, the Company's adjustments to prior accident year loss reserves netted to a decrease of $
0.1
million.
•
Belmont Core
had a decrease of $
0.4
million consisting of $
4.0
million decrease for property lines offset by a $
3.6
million increase for casualty lines across various accident years
.
•
Belmont Non-Core
had an increase of $
0.3
million across various accident years
.
8. Shareholders’ Equity
Amendment of the Limited Liability Company Agreement
Effective January 16, 2025, the Company amended and restated its Second Amended and Restated Limited Liability Company Agreement (such amended and restated agreement, the Third Amended and Restated Limited Liability Company Agreement (“LLCA”)). The LLCA incorporates certain amendments, including, the authorization of
5,000,000
class A common shares that the Board may designate as class A-2 common shares pursuant to a grant agreement, as well as establishing the rights of the class A common shares designated as class A-2 common shares.
Class A common shares designated as class A-2 common shares issuance
On March 6, 2025, Global Indemnity Group, LLC issued
550,000
class
A common shares designated as class A-2 common shares to Fox Paine & Company, LLC. These shares represent an interest in the profits of the Company in excess of a
21
threshold
amount of $
475.3
million which is equal to the product of (i) the volume weighted average closing sale price of a class A common share on the New York Stock Exchange for the
30
consecutive calendar days ending on and including the grant date of March 6, 2025, which is equal to $
34.67
per share, multiplied by (ii) the total number of outstanding class A and class B common shares of
13,708,199
, subject to adjustment as set forth in the class A common shares designated as class A-2 common shares grant agreement. These shares are fully vested and non-forfeitable. The class A common shares designated as class A-2 common shares have the same voting rights as the class A common shares and are entitled to ordinary cash dividends or other regular distributions in the same manner as both the class A and class B common shares. Other than distributions made in connection with a Change of Control Transaction, the class A common shares designated as class A-2 common shares are also entitled to receive any special dividends or distributions that may be declared by the Board in the same manner as the class A and class B common shares provided the distribution relates solely to Company profits accrued since the grant date and does not result in the reduction of the threshold amount. Unless otherwise determined by the Board and the Conflicts Committee of the Board of Directors, the class A common shares designated as class A-2 common shares may not be assigned, sold, pledged, hypothecated, transferred, or disposed of in any manner until the occurrence of a Change of Control Transaction. Upon a Change of Control Transaction, the holders of shares, including the class A common shares designated as class A-2 common shares shall be entitled to receive distributions, if any, from the proceeds of the sale of the Company or the Company’s assets in the following order:
1)
first, holders of Series A Cumulative Fixed Rate Perpetual Preferred Shares receive the sum of the Unpaid Priority Return and the Unreturned Liquidation Preference (each as defined in the Series A Preferred Shares Designation) with respect to their Series A Cumulative Fixed Rate Perpetual Preferred Shares;
2)
second, holders of class A and class B common shares (other than the class A common shares designated as class A-2 common shares) receive distributions equal to the Threshold Amount less the total amount of any special distributions or special dividends paid by the Company to holders of class A and class B common shares (other than the class A common shares designated as class A-2 common shares) following the grant date that relate solely to the capital (not profits) of the Company (which amount shall be determined by the Board);
3)
third, the holders of class A common shares designated as class A-2 common shares receive
100
% of distributions until the amount received per class A common shares designated as a class A-2 common shares is “caught up” to the amount received under step (2) by each class A common share; and
4)
fourth, the class A common shares designated as class A-2 common shares participate in distributions of profits, pro-rata with other common shareholders (otherwise in accordance with the LLCA).
Repurchases of the Company's class A common shares
No
class A common shares were surrendered, repurchased, or redeemed during the
quarter and nine months ended September 30, 2025. As of September 30, 2025
, the Company’s remaining authorization to repurchase shares is $
101.0
million.
The following table provides information with respect to the class A common shares that were surrendered or repurchased during the
nine months ended September 30, 2024:
(Dollars in thousands,
except share and per share data)
Period
(1)
Total Number
of Shares
Purchased
Average
Price Paid
Per Share
Total Number of Shares
Purchased as Part of
Publicly Announced Plan or Program
Approximate Dollar Value
of Shares that May Yet Be
Purchased Under the
Plans or Programs (2)
June 1-30, 2024
16,527
(3)
$
32.00
—
$
101,004
Total
16,527
$
32.00
(1)
Based on settlement date.
(2)
Based on the $
135
million share repurchase authorization.
(3)
Surrendered by employees as payment of taxes withheld on the vesting of restricted stock and/or restricted stock units.
Please see Note 15 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2024 Annual Report on Form 10-K for more information on the Company’s repurchase program.
22
Distributions
Quarterly distribution payments of $
0.35
per common share were declared during the nine months ended September 30, 2025 as follows:
Approval Date
Record Date
Payment Date
Total Distributions Declared
(Dollars in thousands)
March 6, 2025
March 21, 2025
March 28, 2025
$
4,990
June 5, 2025
June 20, 2025
June 27, 2025
4,997
September 11, 2025
September 29, 2025
October 6, 2025
5,003
Total
$
14,990
Quarterly distribution payments of $
0.35
per common share were declared during the nine months ended September 30, 2024 as follows:
Approval Date
Record Date
Payment Date
Total Distributions Declared
(Dollars in thousands)
March 6, 2024
March 21, 2024
March 28, 2024
$
4,752
June 6, 2024
June 21, 2024
June 28, 2024
4,774
September 19, 2024
September 30, 2024
October 7, 2024
4,782
Various
(1)
Various
Various
18
Total
$
14,326
(1)
Represents distributions declared on unvested shares, net of forfeitures.
In addition, distributions paid to Global Indemnity Group, LLC's preferred shareholder were
$
0.1
million
in each of the quarters ended September 30, 2025 and 2024 and
$
0.3
million
in each of the nine months ended September 30, 2025 and 2024.
Distributions of
$
5.0
million,
which were declared on
September 11, 2025
but not paid until
October 6, 2025
, were included in other liabilities on the consolidated balance sheets as of
September 30, 2025.
There were
no
accrued distributions related to common shares as of
December 31, 2024.
Accrued preferred distributions were less than $
0.1
million as
of both September 30, 2025 and December 31, 2024 and were included in other liabilities on the consolidated balance sheets.
Please see Note 15 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2024
Annual Report on Form 10-K for more information on the Company’s distribution program.
9
. Related Party Transactions
Fox Paine Entities
Pursuant to Global Indemnity Group, LLC’s Third Amended and Restated Limited Liability Company Agreement (“LLCA”), Fox Paine Capital Fund II International, L.P. (the “Fox Paine Fund”), together with Fox Mercury Investments, L.P. and certain of its affiliates (the “FM Entities”), and Fox Paine & Company LLC (collectively, the “Fox Paine Entities”) currently constitute a Class B Majority Shareholder (as defined in the LLCA) and, as such, have the right to appoint a number of Global Indemnity Group, LLC’s directors equal in aggregate to the pro rata percentage of the voting power in Global Indemnity Group, LLC beneficially held by the Fox Paine Entities, rounded up to the nearest whole number of directors. The Fox Paine Entities beneficially own shares representing approximately
83.9
%
of the voting power of Global Indemnity Group, LLC as of September 30, 2025. The Fox Paine Entities control the appointment or election of all of Global Indemnity Group, LLC’s Directors due to the LLCA and their controlling share ownership. Global Indemnity Group, LLC’s Chairman is the Chief Executive and founder of Fox Paine & Company, LLC.
Management fee expense o
f $
0.8
million was
incurred during each of the quarters ended September 30, 2025 and 2024 and management fee expense of
$
2.4
million
was incurred during each of the nine months ended September 30, 2025 and 2024, respectively. Prepaid management fees, which were included in other assets on the consolidated balance sheets, were $
3.1
million
and $
2.2
million as of
September 30, 2025 and December 31, 2024, respectively.
23
In addition, Fox Paine & Company, LLC may also propose and negotiate transaction fees with the Company subject to the provisions of the Company’s related party transaction and conflict matter policies, including approval of Global Indemnity Group, LLC’s Conflicts Committee of the Board of Directors, for those services from time to time. Each of the Company’s transactions with Fox Paine & Company, LLC are reviewed and approved by Global Indemnity Group, LLC’s Conflicts Committee, which is composed of Disinterested Directors (as defined in the LLCA), and upon the recommendation of the Conflicts Committee, the Board of Directors (Saul A. Fox, Chairman of the Board of Directors of Global Indemnity Group, LLC and Chief Executive of Fox Paine & Company, LLC, is not a member of the Conflicts Committee and recused himself from deliberations related to fees paid to Fox Paine & Company, LLC or its affiliates).
Advisory Fee related to Internal Reorganization
Fox Paine & Company, LLC conceived, designed, and directed the Company's successful completion of an extensive reorganization of its business in December 2024. This reorganization was a significant milestone, positioning the Company for enhanced operational efficiency and growth by:
•
Enhancing Katalyx Holdings LLC's business divisions: Wholesale Commercial, Vacant Express, Collectibles and Specialty Products by creating separate and distinct businesses for each division to improve branding, attract talent and expand relationships with its distribution partners.
•
Establishing separate businesses for technology, Kaleidoscope Insurance Technologies, Inc., and claims services, Liberty Insurance Adjustment Agency, Inc, that will continue to support the insurance company operations of Belmont Holdings GX, Inc. and create the foundation to offer products and services to other insurance industry participants.
•
De-stacking the insurance companies resulting in an increased consolidated surplus of the insurance companies and allowing for more efficient management of capital and liquidity.
On March 6, 2025, upon the recommendation of the Conflicts Committee of the Board of Directors, Global Indemnity Group, LLC’s Board of Directors (other than Joseph Brown, Chief Executive Officer of Global Indemnity Group, LLC, who recused himself due to his inherent conflict of interest in approving a compensation matter for Fox Paine) approved the issuance of
550,000
class A common shares designated as class A-2 common shares with a grant date fair value of $
11.0
million and additional consideration of $
0.2
million in cash for services performed in connection with the Company’s internal corporate reorganization. Of the grant date fair value of the class A common shares designated as class A-2 common shares,
$
2.7
million was recorded in the first quarter of 2025.
The remaining $
8.3
million will be recognized, if at all, upon a Change of Control Transaction
. See Note 8 f
or additional information regarding the
550,000
class A common shares designated as class A-2 common shares.
Greenberg Traurig, LLP
Fred Karlinsky, Shareholder and Co-Chair of Greenberg Traurig, LLP, has been a member of Global Indemnity Group, LLC's Board of Directors since
December 5, 2023
. Effective
January 17, 2025
, Fred Karlinsky was appointed to the Audit Committee, and as a result, the Company is precluded from obtaining legal services from Greenberg Traurig, LLP.
The Company did
no
t in
cur any costs for legal services rendered by Greenberg Traurig, LLP during the quarter and nine months ended September 30, 2025. The Company incurred
less than $
0.1
million and $
0.2
million
for legal service rendered by Greenberg Traurig, LLP during the quarter and nine months ended September 30, 2024, respectively.
10. Commitments and Contingencies
Legal Proceedings
The Company is, from time to time, involved in various legal proceedings in the ordinary course of business. The Company maintains insurance and reinsurance coverage for such risks in amounts that it considers adequate. However, there can be no assurance that the insurance and reinsurance coverage that the Company maintains is sufficient or will be available in adequate amounts or at a reasonable cost. The Company does not believe that the resolution of any currently pending legal
24
proceedings, either individually or taken as a whole, will have a material adverse effect on its business, results of operations, cash flows, or financial condition.
There is a greater potential for disputes with reinsurers who are in runoff. Some of the Company’s reinsurers have operations that are in runoff, and therefore, the Company closely monitors those relationships. The Company anticipates that, similar to the rest of the insurance and reinsurance industry, it will continue to be subject to litigation and arbitration proceedings in the ordinary course of business.
Commitments
In 2014, the Company entered into a $
50
million
commitment to purchase an alternative investment vehicle which is comprised of European non-performing loans. As of September 30, 2025
, the Company has funded $
35.8
million of this commitmen
t leaving
$
14.2
million
as unfunded. Since the investment period has concluded, the Company does not expect any capital calls will be made prospectively.
Other Commitments
The Company is party to a Management Agreement, as amended, with Fox Paine & Company, LLC, whereby in connection with certain management services provided to it by Fox Paine & Company, LLC, the Company agreed to pay an annual management fee to Fox Paine & Company, LLC. See Note 9
above for additional information pertaining to this management agreement.
11. Share-Based Compensation Plans
Options
During the nine months ended September 30, 2025, the Company grante
d
50,000
Time-Based Stock Options at a strike price of $
36.25
. These Time-Based Stock Options will vest on
December 31,
2028
.
During the nine months ended September 30, 2024
, the Company granted
550,000
Time-Based Stock Options at an average strike price of $
30.73
.
Of this amount,
200,000
Time-Based Stock Options vested in four equal tranches of
25
% on the first business day of each quarter in 2024. Of the remaining
350,000
Time-Based Stock Options,
one-third
vested on
March 6, 2025
,
one-third
will vest on
March 6, 2026
, and
one-third
will vest on
March 6, 20
27
.
No
stock options were granted during the quarters ended
September 30, 2025 or 2024
.
No
unvested stock options were
forfeited during the quarters and nine months ended September 30, 2025 or 2024.
Advisory Fee related to Internal Reorganization
See Note 8 and 9 for ad
ditional information regarding the
550,000
class A common shares designated as class A-2 common shares issued to
Fox Paine & Company, LLC.
Restricted Shares / Restricted Stock Units
There wer
e
no
restricted class A common shares or restricted stock units granted to key employees during the
quarters and nine months ended September 30, 2025 and 2024
. There were
no
restricted c
lass A common shares or restricted stock units forfeited during the quarters and nine months ended September 30, 2025 and 2024.
There
were
no
restricted st
ock units that vested during the quarter and nine months ended September 30, 2025 or the quarter ended September 30, 2024. There were
65,182
restricted stock units that vested during the nine months ended September 30, 2024. Upon vesting, the restricted stock units converted to restricted class A common shares.
During the quarters ended September 30, 2025 and 2024
, the Company granted
27,626
and
23,556
class
A common shares, respectively, at a weighted average grant date value of $
28.87
and $
31.16
per share, respectively, to non-employee directors of the Company under the Global Indemnity Group, LLC 2023 Share Incentive Plan ("the Plan"). During the nine months ended September 30, 2025 and 2024, the Company granted
65,755
and
74,146
class A common shares, respectively, at a weighted average grant date value of $
30.71
and $
30.74
per share, respectively, to non-employee directors of the Company under the Plan.
All
shares granted to non-employee directors of the Company are fully vested but are subject to certain restrictions.
25
12. Earnings Per Share
Earnings per share was computed using the weighted average number of common shares and common share equivalents outstanding during the period.
The following table sets forth the computation of basic and diluted earnings per share attributable to class A common shares, class A common shares designated as class A-2 common shares, and class B common shares:
Quarters Ended
September 30,
Nine Months Ended
September 30,
(Dollars in thousands, except share and per share data)
2025
2024
2025
2024
Numerator:
Net income
$
12,523
$
12,760
$
18,878
$
34,219
Less: preferred stock distributions
110
110
330
330
Net income available to common shareholders
$
12,413
$
12,650
$
18,548
$
33,889
Denominator:
Weighted average shares for basic earnings per share
14,296,628
13,664,542
14,147,848
13,617,960
Options
61,281
136,335
74,997
66,058
Weighted average shares for diluted earnings per share
14,357,909
13,800,877
14,222,845
13,684,018
Net income per share available to common shareholders
Basic
$
0.87
$
0.93
$
1.31
$
2.49
Diluted
$
0.86
$
0.92
$
1.30
$
2.48
The weighted average shares outstanding used to determine dilutive earnings per share does not
include
600,000
options and
483,338
options for the quarter and nine months ended September 30, 2025, respectively,
and
550,000
options for both the quarter and nine months ended September 30, 2024
which were deemed to be anti-dilutive.
13. Segment Information
On December 31, 2024, the Company executed an extensive internal business reorganization that marked a significant milestone, positioning the Company for growth and enhanced operational efficiency, increased statutory capital, and more efficient capital management resulting from de-stacking of the insurance companies.
As a result of this reorganization, the Company’s reportable segments are now structured under
two
holding companies:
•
Katalyx Holdings LLC
includes (i)
four
agencies focused on sourcing, underwriting, and servicing primary and reinsurance business: Penn-America Insurance Services, LLC, Valyn Re LLC, J.H. Ferguson & Associates, LLC, which includes the Vacant Express division, and Collectibles Insurance Services, LLC and (ii)
three
specialized insurance product and service businesses: Kaleidoscope Insurance Technologies, Inc., a developer of proprietary underwriting and policy systems supporting Katalyx Holdings agencies and broader digital initiatives; Sayata, an artificial intelligence-enabled insurance marketplace; and Liberty Insurance Adjustment Agency, Inc., a provider of claims evaluation, adjustment, and related services.
•
Belmont Holdings GX, Inc. includes
five
statutory insurance carriers: Penn-Patriot Insurance Company, Diamond State Insurance Company, Penn-Star Insurance Company, Penn-America Insurance Company, and United National Insurance Company, each of which are rated “A” (Excellent) by AM Best.
In the first quarter of 2025, the Company realigned the composition of its reportable segments to reflect changes in how the Company now manages its operations. The Company changed the level at which
its chief operating decision
maker (“CODM”), the Chief Executive Officer of Global Indemnity Group, LLC, regularly reviews operating results and allocate resources to now include Agency and Insurance Services. As a result of these changes, the Company has
three
reportable segments:
•
Agency and Insurance Services
includes (i) four agencies focused on sourcing, underwriting, and servicing primary and reinsurance business: Penn-America Insurance Services, LLC, Valyn Re LLC (formed in October
26
2025 to provide proportional treaty coverage for both commercial and personal lines), J.H. Ferguson & Associates, LLC, which includes the Vacant Express division, and Collectibles Insurance Services, LLC and (ii) three specialized insurance product and service businesses: Kaleidoscope Insurance Technologies, Inc., a developer of proprietary underwriting and policy systems supporting Katalyx Holdings agencies and broader digital initiatives; Sayata, an artificial intelligence-enabled insurance marketplace; and Liberty Insurance Adjustment Agency, Inc., a provider of claims evaluation, adjustment, and related services.
•
Belmont Insurance Companies - Core (“Belmont Core”)
, previously known as the Penn-America segment, consists of insurance company operations for ongoing direct insurance products and assumed reinsurance products, which are offered in the excess and surplus lines marketplace.
•
Belmont Insurance Companies - Non-Core (“Belmont Non-Core”)
, previously known as the Non-Core Operations segment, consists of insurance company operations for lines of business that have been de-emphasized or are no longer being written. The primary activities of Belmont Non-Core are servicing the run-off of polices/treaties, adjusting claims and estimating loss reserves on de-emphasized and terminated business.
The entities within the Agency and Insurance Services segment other than Sayata executed new affiliated service agreements with Belmont Holdings GX, Inc. and its insurance company subsidiaries effective January 1, 2025. As a result, there are
no
revenues and expenses for Agency and Insurance Services in the comparable period in 2024.
The Company's segments are reported on a stand-alone basis. Intercompany transactions are eliminated in consolidation.
The Company analyzes the operating performance of each segment using the segment’s income (loss). Segment income (loss) does not equate to “net income (loss)” as determined in accordance with U.S. GAAP but is the measure of segment profit or loss used by the CODM to evaluate segment performance and allocate resources, and consistent with authoritative guidance, is the measure of segment performance presented below.
27
The following are tabulations of business segment information for the
quarters and nine months ended September 30, 2025 and 2024. Corporate information is included to reconcile segment data to the consolidated financial statements. Segment results for the quarter and nine months ended September 30, 2024 have been recast to conform to the new reportable segments.
Quarter Ended September 30, 2025
(Dollars in thousands)
Agency and Insurance Services
Belmont Core
Belmont
Non-Core
Elimination
Total
Revenues:
Gross written premiums
$
—
$
108,541
$
(
172
)
$
—
$
108,369
Net written premiums
$
—
$
105,708
$
(
165
)
$
—
$
105,543
Net earned premiums
$
—
$
99,388
$
282
$
—
$
99,670
Commission and service fee income
(1)
14,408
—
—
(
14,408
)
—
Policy and installment fee income
570
—
41
—
611
Total segment revenues
14,978
99,388
323
(
14,408
)
100,281
Reconciliation of revenue
Net investment income
17,911
Net realized investment gains (losses)
(
3,994
)
Total consolidated revenues
$
114,198
Less:
(2)
Net losses and loss adjustment expenses
—
52,665
(
2,446
)
(
344
)
49,875
Net commission expenses
—
34,859
259
(
11,031
)
24,087
Other underwriting expenses
(3)
13,800
5,361
200
(
3,033
)
16,328
Income (loss) from segments
$
1,178
$
6,503
$
2,310
$
—
$
9,991
Reconciliation of segment profit (loss)
Unallocated items:
Net investment income
17,911
Net realized investment gains (losses)
(
3,994
)
Corporate expenses
(
7,844
)
Income before income taxes
16,064
Income tax expense
3,541
Net income
$
12,523
Segment assets
$
43,083
$
162,084
$
79,162
$
(
16,911
)
267,418
Corporate assets
1,466,670
Total assets
$
1,734,088
(1)
Consists of intersegment revenues, which are eliminated in consolidation.
(2)
The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(3)
Other underwriting expenses consist primarily of personnel expenses and general operating expenses related to underwriting activities.
28
Quarter Ended September 30, 2024
(Dollars in thousands)
Agency and Insurance Services
Belmont Core
Belmont
Non-Core
Elimination
Total
Revenues:
Gross written premiums
$
—
$
103,244
$
(
3,477
)
$
—
$
99,767
Net written premiums
$
—
$
100,712
$
(
3,535
)
$
—
$
97,177
Net earned premiums
$
—
$
93,982
$
1,431
$
—
$
95,413
Commission and service fee income
—
—
—
—
—
Policy and installment fee income
—
337
35
—
372
Total segment revenues
—
94,319
1,466
—
95,785
Reconciliation of revenue
Net investment income
16,488
Net realized investment gains (losses)
(
512
)
Total consolidated revenues
$
111,761
Less:
(1)
Net losses and loss adjustment expenses
—
51,382
1,018
—
52,400
Net commission expenses
—
21,926
973
—
22,899
Other underwriting expenses
(2)
—
13,703
951
—
14,654
Income (loss) from segments
$
—
$
7,308
$
(
1,476
)
$
—
$
5,832
Reconciliation of segment profit (loss)
Unallocated items:
Net investment income
16,488
Net realized investment gains (losses)
(
512
)
Corporate expenses
(
5,923
)
Income before income taxes
15,885
Income tax expense
3,125
Net income
$
12,760
Segment assets
$
—
$
165,820
$
97,058
$
—
262,878
Corporate assets
1,498,239
Total assets
$
1,761,117
(1)
The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(2)
Other underwriting expenses consist primarily of personnel expenses and general operating expenses related to underwriting activities.
29
Nine Months Ended September 30, 2025
(Dollars in thousands)
Agency and Insurance Services
Belmont Core
Belmont
Non-Core
Elimination
Total
Revenues:
Gross written premiums
$
—
$
316,749
$
(
2,904
)
$
—
$
313,845
Net written premiums
$
—
$
308,215
$
(
2,894
)
$
—
$
305,321
Net earned premiums
$
—
$
289,161
$
(
1,029
)
$
—
$
288,132
Commission and service fee income
(1)
43,308
—
—
(
43,308
)
—
Policy and installment fee income
1,456
—
112
—
1,568
Total segment revenues
44,764
289,161
(
917
)
(
43,308
)
289,700
Reconciliation of revenue
Net investment income
47,400
Net realized investment gains (losses)
(
3,731
)
Total consolidated revenues
$
333,369
Less:
(2)
Net losses and loss adjustment expenses
—
175,226
(
4,656
)
(
1,009
)
169,561
Net commission expenses
—
101,342
(
20
)
(
33,058
)
68,264
Other underwriting expenses
(3)
39,474
14,938
1,402
(
9,241
)
46,573
Income (loss) from segments
$
5,290
$
(
2,345
)
$
2,357
$
—
$
5,302
Reconciliation of segment profit (loss)
Unallocated items:
Net investment income
47,400
Net realized investment gains (losses)
(
3,731
)
Corporate expenses
(
24,872
)
Income before income taxes
24,099
Income tax expense
5,221
Net income
$
18,878
Segment assets
$
43,083
$
162,084
$
79,162
$
(
16,911
)
267,418
Corporate assets
1,466,670
Total assets
$
1,734,088
(1)
Consists of intersegment revenues, which are eliminated in consolidation.
(2)
The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(3)
Other underwriting expenses consist primarily of personnel expenses and general operating expenses related to underwriting activities
30
Nine months ended September 30, 2024
(Dollars in thousands)
Agency and Insurance Services
Belmont Core
Belmont
Non-Core
Elimination
Total
Revenues:
Gross written premiums
$
—
$
297,844
$
(
3,883
)
$
—
$
293,961
Net written premiums
$
—
$
290,910
$
(
3,897
)
$
—
$
287,013
Net earned premiums
$
—
$
272,467
$
12,339
$
—
$
284,806
Commission and service fee income
—
—
—
—
—
Policy and installment fee income
—
1,020
54
—
1,074
Total segment revenues
—
273,487
12,393
—
285,880
Reconciliation of revenue
Net investment income
46,319
Net realized investment gains (losses)
540
Total consolidated revenues
$
332,739
Less:
(1)
Net losses and loss adjustment expenses
—
151,417
8,029
—
159,446
Net commission expenses
—
63,406
4,599
—
68,005
Other underwriting expenses
(2)
—
41,048
2,737
—
43,785
Income (loss) from segments
$
—
$
17,616
$
(
2,972
)
$
—
$
14,644
Reconciliation of segment profit (loss)
Unallocated items:
Net investment income
46,319
Net realized investment gains (losses)
540
Corporate expenses
(
18,679
)
Income before income taxes
42,824
Income tax expense
8,605
Net income
$
34,219
Segment assets
$
—
$
165,820
$
97,058
$
—
262,878
Corporate assets
1,498,239
Total assets
$
1,761,117
(1)
The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.
(2)
Other underwriting expenses consist primarily of personnel expenses and general operating expenses related to underwriting activities.
14. New Accounting Pronouncements
The Company did not adopt any new accounting pronouncements during the nine months ended September 30, 2025.
Please see Note 25 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2024 Annual Report on Form 10-K for more information on accounting pronouncements issued but not yet adopted.
15. Subsequent Events
Effecti
ve after the market closes on November 3, 2025, Global Indemnity Group, LLC will transfer the listing of its class A common shares from the New York Stock Exchange to the Nasdaq Global Select Market (“Nasdaq”). The Company’s shares are expected to begin trading on Nasdaq under the existing ticker symbol “GBLI” on
November 4, 2025
.
31
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the consolidated financial statements and accompanying notes of the Company included elsewhere in this report. Some of the information contained in this discussion and analysis or set forth elsewhere in this report, including information with respect to the Company’s plans and strategy, constitutes forward-looking statements that involve risks and uncertainties. Please see "Cautionary Note Regarding Forward-Looking Statements" at the end of this Item 2 for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained herein. For more information regarding the Company’s business and operations, please see the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
In the first quarter of 2025, the Company realigned the composition of its reportable segments to reflect changes in how the Company now manages its operations. The Company changed the level at which its chief operating decision maker (“CODM”), the Chief Executive Officer of Global Indemnity Group, LLC, regularly reviews operating results and allocate resources to now include Agency and Insurance Services. As a result of these changes, the Company has three reportable segments:
•
Agency and Insurance Services
includes (i) four agencies focused on sourcing, underwriting, and servicing primary and reinsurance business: Penn-America Insurance Services, LLC, Valyn Re LLC (formed in October 2025 to provide proportional treaty coverage for both commercial and personal lines), J.H. Ferguson & Associates, LLC, which includes the Vacant Express division, and Collectibles Insurance Services, LLC and (ii) three specialized insurance product and service businesses: Kaleidoscope Insurance Technologies, Inc., a developer of proprietary underwriting and policy systems supporting Katalyx Holdings agencies and broader digital initiatives; Sayata, an artificial intelligence-enabled insurance marketplace; and Liberty Insurance Adjustment Agency, Inc., a provider of claims evaluation, adjustment, and related services.
•
Belmont Insurance Companies - Core (“Belmont Core”)
, previously known as the Penn-America segment, consists of insurance company operations for ongoing direct insurance products and assumed reinsurance products, which are offered in the excess and surplus lines marketplace.
•
Belmont Insurance Companies - Non-Core (“Belmont Non-Core”)
, previously known as the Non-Core Operations segment, consists of insurance company operations for lines of business that have been de-emphasized or are no longer being written. The primary activities of Belmont Non-Core are servicing the run-off of polices/treaties, adjusting claims and estimating loss reserves on de-emphasized and terminated business.
Segment results for the quarter and nine months ended September 30, 2024 have been recast to conform to the new reportable segments.
Financial Highlights
2025 Third Quarter Results of Operations
•
Gross written premiums increased 8.6% to $108.4 million as compared to the same period in 2024.
•
Current accident year underwriting income increased 54% to $10.2 million for 2025 compared to $6.6 million of underwriting income for the same period in 2024.
•
Net investment income of $17.9 million in 2025 was 8.6% higher than the same period in 2024 due to increase in income from investment in limited partnerships of $1.5 million.
•
Current accident year combined ratio was 90.4% in 2025 compared to 93.5% for the same period in 2024.
•
Net income of $12.5 million, or $0.86 per share diluted, in 2025 compared to $12.8 million, or $0.92 per share diluted, for the same period in 2024.
•
On August 8, 2025, AM Best affirmed the Financial Strength Rating of A (Excellent) for the U.S. operating subsidiaries of Global Indemnity Group, LLC.
32
2025 Third Quarter Consolidated Financial Condition
•
Total cash and investments of $1.4 billion at September 30, 2025 and December 31, 2024; fixed maturities and cash comprise 96% of total investments.
•
Total assets of $1.7 billion at September 30, 2025 and December 31, 2024.
•
No debt at September 30, 2025 and December 31, 2024.
•
Since the Company's initial public offering in 2003, the total capital returned to shareholders was $644.4 million, comprising $522.2 million of share repurchases and $122.2 million of distributions / dividends. This includes $15.3 million of distributions during 2025.
•
Shareholders' equity increased by $8.8 million to $704.1 million at September 30, 2025 from $695.3 million at June 30, 2025.
•
Book value per common share increased to $48.88 at September 30, 2025 from $48.35 at June 30, 2025.
The Company continued executing its post-reorganization strategy through the acquisition of Sayata and initiating the launch of Valyn Re LLC, a reinsurance managing general agency. The Company is focused on building significant scale in its Agency and Insurance Services segment under Katalyx Holdings LLC and across wholesale, retail and direct-to-consumer channels. This is intended to be accomplished through continued organic business growth, increasing operational efficiency, incubation and new products and services launches, including attracting third-party carrier capacity, and strategic acquisitions. In addition, the Company expects to make continued investments in technology and the Company’s Belmont Core segment.
Results of Operations
The following table summarizes the Company’s results for the quarters and nine months ended September 30, 2025 and 2024:
Quarters Ended
September 30,
%
Nine Months Ended
September 30,
%
(Dollars in thousands)
2025
2024
Change
2025
2024
Change
Gross written premiums
$
108,369
$
99,767
8.6
%
$
313,845
$
293,961
6.8
%
Net written premiums
$
105,543
$
97,177
8.6
%
$
305,321
$
287,013
6.4
%
Net earned premiums
$
99,670
$
95,413
4.5
%
$
288,132
$
284,806
1.2
%
Other income
611
372
64.2
%
1,568
1,074
46.0
%
Total revenues
100,281
95,785
4.7
%
289,700
285,880
1.3
%
Losses and expenses:
Net losses and loss adjustment expenses
49,875
52,400
(4.8
%)
169,561
159,446
6.3
%
Acquisition costs and other underwriting expenses
40,415
37,553
7.6
%
114,837
111,790
2.7
%
Underwriting income (loss)
9,991
5,832
71.3
%
5,302
14,644
(63.8
%)
Net investment income
17,911
16,488
8.6
%
47,400
46,319
2.3
%
Net realized investment gains (losses)
(3,994
)
(512
)
NM
(3,731
)
540
NM
Corporate expenses
(7,844
)
(5,923
)
32.4
%
(24,872
)
(18,679
)
33.2
%
Income before income taxes
16,064
15,885
1.1
%
24,099
42,824
(43.7
%)
Income tax expense
(3,541
)
(3,125
)
13.3
%
(5,221
)
(8,605
)
(39.3
%)
Net income
$
12,523
$
12,760
(1.9
%)
$
18,878
$
34,219
(44.8
%)
Underwriting Ratios:
Loss ratio
(1)
:
50.1
%
54.9
%
58.8
%
56.0
%
Expense ratio
(2)
40.5
%
39.4
%
39.9
%
39.2
%
Combined ratio
(3)
90.6
%
94.3
%
98.7
%
95.2
%
NM - not meaningful
33
(1)
The loss ratio is a GAAP financial measure that is generally viewed in the insurance industry as an indicator of underwriting profitability and is calculated by dividing net losses and loss adjustment expenses by net earned premiums.
(2)
The expense ratio is a GAAP financial measure that is calculated by dividing the sum of acquisition costs and other underwriting expenses by net earned premiums.
(3)
The combined ratio is a GAAP financial measure and is the sum of the Company’s loss and expense ratios.
Premiums
The following table summarizes the change in premium volume by reportable segment:
Quarters Ended September 30,
Belmont Core
Belmont Non-Core
Total
(Dollars in thousands)
2025
2024
2025
2024
2025
2024
Direct written premiums
(1)
$
92,916
$
93,338
$
43
$
(40
)
$
92,959
$
93,298
Assumed written premiums
(2)
15,625
9,906
(215
)
(3,437
)
15,410
6,469
Gross written premiums
(3)
$
108,541
$
103,244
$
(172
)
$
(3,477
)
$
108,369
$
99,767
Net written premiums
(4)
$
105,708
$
100,712
$
(165
)
$
(3,535
)
$
105,543
$
97,177
Nine Months Ended September 30,
Belmont Core
Belmont Non-Core
Total
(Dollars in thousands)
2025
2024
2025
2024
2025
2024
Direct written premiums
(1)
$
278,156
$
278,527
$
161
$
63
$
278,317
$
278,590
Assumed written premiums
(2)
38,593
19,317
(3,065
)
(3,946
)
35,528
15,371
Gross written premiums
(3)
$
316,749
$
297,844
$
(2,904
)
$
(3,883
)
$
313,845
$
293,961
Net written premiums
(4)
$
308,215
$
290,910
$
(2,894
)
$
(3,897
)
$
305,321
$
287,013
(1)
Direct written premiums represent the amount received or to be received for insurance policies written, without reduction for reinsurance costs, ceded premiums or other deductions.
(2)
Assumed written premiums represent the amount received or to be received for assumed reinsurance treaties, without reduction for reinsurance costs, ceded premiums or other deductions.
(3)
Gross written premiums equal the sum of direct and assumed written premiums.
(4)
Net written premiums equal gross written premiums less ceded written premiums.
Gross written premiums increased by 8.6% to $108.4 million for the quarter ended September 30, 2025 compared to $99.8 million for the same period in 2024 and increased 6.8% to $313.8 million for the nine months ended September 30, 2025 compared to $294.0 million for the same period in 2024.
Direct written premium produced by the Agency and Insurance Services segment for Belmont Core:
Quarters Ended September 30,
Nine Months Ended September 30,
(Dollars in thousands)
2025
2024
% Change
2025
2024
% Change
Wholesale Commercial
$
67,931
$
61,938
9.7
%
$
201,888
$
186,870
8.0
%
Vacant Express
11,341
11,219
1.1
%
34,632
29,804
16.2
%
Collectibles
5,087
4,471
13.8
%
13,372
12,139
10.2
%
Direct written premiums excluding specialty products
84,359
77,628
8.7
%
249,892
228,813
9.2
%
Specialty Products
8,557
15,710
(45.5
%)
28,264
49,714
(43.1
%)
Total direct written premiums
$
92,916
$
93,338
(0.5
%)
$
278,156
$
278,527
(0.1
%)
•
In the aggregate, direct written premiums for Wholesale Commercial, Vacant Express, and Collectibles grew by 8.7% and 9.2% for the quarter and nine months ended September 30, 2025, respectively, as compared to same periods in 2024. This growth was driven by premium rate increases, new agency appointments, organic growth of existing agents, and new products.
34
•
Direct written premiums for Specialty Products declined by 45.5% and 43.1% for the quarter and nine months ended September 30, 2025, respectively, as compared to same periods in 2024 due to terminating products not meeting profitability expectations. Excluding terminated business, Specialty Product's direct written premiums declined 3.9% for the quarter ended September 30, 2025 and grew by 12.3% for the nine months ended September 30, 2025.
Assumed written premium produced by the Belmont segments:
Quarters Ended September 30,
Nine Months Ended September 30,
(Dollars in thousands)
2025
2024
% Change
2025
2024
% Change
Belmont Core
$
15,625
$
9,906
57.7
%
$
38,593
$
19,317
99.8
%
Belmont Non-Core
(215
)
(3,437
)
(93.7
%)
(3,065
)
(3,946
)
(22.3
%)
Total assumed written premiums
$
15,410
$
6,469
138.2
%
$
35,528
$
15,371
131.1
%
•
Belmont Core's assumed business grew to $15.6 million and $38.6 million for the quarter and nine months ended September 30, 2025, respectively, from $9.9 million and $19.3 million for the same period in 2024 due to new treaties incepting during 2024 and 2025 and organic growth from existing treaties.
•
Belmont Non-Core's business represents run-off premium from non-renewed treaties.
35
Underwriting Income (Loss)
The components of income (loss) from the Company’s reportable segments and corresponding underwriting ratios are as follows:
Quarters Ended September 30,
Agency and Insurance Services
Belmont Core
Belmont Non-Core
Eliminations
Total
(Dollars in thousands)
2025
2024
2025
2024
2025
2024
2025
2024
2025
2024
Revenues:
Net earned premiums
$
—
$
—
$
99,388
$
93,982
$
282
$
1,431
$
—
$
—
$
99,670
$
95,413
Commission and service fee income
(1)
14,408
—
—
—
—
—
(14,408
)
—
—
—
Policy and installment fee income
570
—
—
337
41
35
—
—
611
372
Total revenues
14,978
—
99,388
94,319
323
1,466
(14,408
)
—
100,281
95,785
Losses and expenses:
Net losses and loss adjustment expenses
—
—
52,665
51,382
(2,446
)
1,018
(344
)
—
49,875
52,400
Net commission expenses
—
—
34,859
21,926
259
973
(11,031
)
—
24,087
22,899
Other underwriting expenses
13,800
—
5,361
13,703
200
951
(3,033
)
—
16,328
14,654
Total losses and expenses
13,800
—
92,885
87,011
(1,987
)
2,942
(14,408
)
—
90,290
89,953
Underwriting income (loss)
$
1,178
$
—
$
6,503
$
7,308
$
2,310
$
(1,476
)
$
—
$
—
$
9,991
$
5,832
Underwriting Ratios:
Loss ratio:
Current accident year
50.3
%
54.7
%
84.0
%
74.1
%
50.1
%
55.0
%
Prior accident year
2.7
%
—
(951.4
%)
(3.0
%)
—
(0.1
%)
Calendar year loss ratio
53.0
%
54.7
%
(867.4
%)
71.1
%
50.1
%
54.9
%
Expense ratio
40.5
%
37.9
%
162.8
%
134.5
%
40.5
%
39.4
%
Combined ratio
93.5
%
92.6
%
(704.6
%)
205.6
%
90.6
%
94.3
%
Accident year combined ratio
90.7
%
92.1
%
177.6
%
181.3
%
90.4
%
93.5
%
(1) Consists of intersegment revenues, which are eliminated in consolidation.
The Company generated underwriting income of $10.0 million for the quarter ended September 30, 2025 compared to $5.8 million of underwriting income for the same period in 2024. The current accident year combined ratio improved 3.5 points to 90.4% for the quarter ended September 30, 2025 from 93.5% for the same period in 2024.
•
Net earned premiums within the Belmont Core segment increased by 5.8% to $99.4 million for the quarter ended September 30, 2025 compared to $94.0 million for the same period in 2024 due to growth in its gross written premiums. Property net earned premiums were $40.6 million and $43.0 million for the quarters ended September 30, 2025 and 2024, respectively. Casualty net earned premiums were $58.7 million and $50.9 million for the quarters ended September 30, 2025 and 2024, respectively.
•
Agency and Insurance Services segment recorded $11.0 million of commission income on direct premiums produced for Belmont Core and $3.4 million of service fee income for technology and claims services provided to Belmont Core and Non-Core segments during the quarter ended September 30, 2025. There were no revenues
36
for 2024 since these affiliated agreements incepted effective on January 1, 2025. The commission and service fee income for the Agency and Insurance Services segment are eliminated in the Company's Consolidated Financial Statements.
•
Policy and installment fee income was $0.6 million and $0.4 million for the quarters ended September 30, 2025 and 2024, respectively.
•
The current accident year loss ratio improved by 4.9 points to 50.1% for the quarter ended September 30, 2025 compared to 55.0% for the same period in 2024 primarily driven by an improvement in both the non-catastrophe and catastrophe property loss ratio.
•
Net losses and loss adjustment expenses related to prior accident years were a decrease of less than $0.1 million for the quarters ended September 30, 2025 and 2024. Please see Note 7 of the notes to the consolidated financial statements in Item 1 of Part I of this report for further discussion on prior accident year development.
Nine Months Ended September 30,
Agency and Insurance Services
Belmont Core
Belmont Non-Core
Eliminations
Total
(Dollars in thousands)
2025
2024
2025
2024
2025
2024
2025
2024
2025
2024
Revenues:
Net earned premiums
$
—
$
—
$
289,161
$
272,467
$
(1,029
)
$
12,339
$
—
$
—
$
288,132
$
284,806
Commission and service fee income
(1)
43,308
—
—
—
—
—
(43,308
)
—
—
—
Policy and installment fee income
1,456
—
—
1,020
112
54
—
—
1,568
1,074
Total revenues
44,764
—
289,161
273,487
(917
)
12,393
(43,308
)
—
289,700
285,880
Losses and expenses:
Net losses and loss adjustment expenses
—
—
175,226
151,417
(4,656
)
8,029
(1,009
)
—
169,561
159,446
Net commission expenses
—
—
101,342
63,406
(20
)
4,599
(33,058
)
—
68,264
68,005
Other underwriting expenses
39,474
—
14,938
41,048
1,402
2,737
(9,241
)
—
46,573
43,785
Total losses and expenses
39,474
—
291,506
255,871
(3,274
)
15,365
(43,308
)
—
284,398
271,236
Underwriting income (loss)
$
5,290
$
—
$
(2,345
)
$
17,616
$
2,357
$
(2,972
)
$
—
$
—
$
5,302
$
14,644
Underwriting Ratios:
Loss ratio:
Current accident year
59.2
%
55.7
%
57.2
%
62.6
%
58.9
%
56.0
%
Prior accident year
1.4
%
(0.1
%)
395.3
%
2.5
%
(0.1
%)
—
Calendar year loss ratio
60.6
%
55.6
%
452.5
%
65.1
%
58.8
%
56.0
%
Expense ratio
40.2
%
38.3
%
(134.3
%)
59.4
%
39.9
%
39.2
%
Combined ratio
100.8
%
93.9
%
318.2
%
124.5
%
98.7
%
95.2
%
Accident year combined ratio
99.4
%
93.9
%
(68.8
%)
118.9
%
98.7
%
95.0
%
(1) Consists of intersegment revenues, which are eliminated in consolidation.
.
Underwriting income of $5.3 million for the nine months ended September 30, 2025 includes net losses and loss adjustment expenses related to California Wildfires in January 2025 ("California Wildfires"), totaling $15.8 million, compared to $14.6
37
million of underwriting income for the same period in 2024. Excluding California Wildfires, the underwriting income was $21.1 million for the nine months ended September 30, 2025. The current accident year combined ratio, excluding the impact of the California Wildfires of 5.5 points, was 93.2% for the nine months ended September 30, 2025 compared to 95.0% for the same period in 2024.
•
Net earned premiums within the Belmont Core segment increased by 6.1% to $289.2 million for the nine months ended September 30, 2025 compared to $272.5 million for the same period in 2024 due to growth in its gross written premiums. Property net earned premiums were $118.7 million and $122.1 million for the nine months ended September 30, 2025 and 2024, respectively. Casualty net earned premiums were $170.4 million and $150.4 million for the nine months ended September 30, 2025 and 2024, respectively.
•
Agency and Insurance Services segment recorded $33.1 million of commission income on direct premiums produced for Belmont Core and $10.3 million of service fee income for technology and claims services provided to Belmont Core and Non-Core segments for the nine months ended September 30, 2025. There were no revenues for 2024 since these affiliated agreements incepted effective on January 1, 2025. The commission and service fee income for the Agency and Insurance Services segment are eliminated in the Company's Consolidated Financial Statements.
•
Policy and installment fee income was $1.6 million and $1.1 million for the nine months ended September 30, 2025 and 2024, respectively.
•
The current accident year loss ratio increased by 2.9 points to 58.9% for the nine months ended September 30, 2025 compared to 56.0% for the same period in 2024 driven by the California Wildfires which impacted the current accident year loss ratio by 5.5 points.
•
Net losses and loss adjustment expenses related to prior accident years were a decrease of less than $0.1 million and ($0.1) million for the nine months ended September 30, 2025 and 2024, respectively. Please see Note 7 of the notes to the consolidated financial statements in Item 1 of Part I of this report for further discussion on prior accident year development.
The current accident year net losses and loss adjustment expenses and loss ratio are summarized as follows:
Quarters Ended
September 30,
Quarters Ended
September 30,
(Dollars in thousands)
2025
2024
% Change
2025
2024
Point Change
Property
Non-catastrophe
$
14,480
$
18,199
(20.4
%)
35.6
%
42.3
%
(6.7
)
Catastrophe
1,281
3,478
(63.2
%)
3.1
%
8.1
%
(5.0
)
Total property
15,761
21,677
(27.3
%)
38.7
%
50.4
%
(11.7
)
Casualty
34,158
30,757
11.1
%
57.9
%
58.7
%
(0.8
)
Total accident year
$
49,919
$
52,434
(4.8
%)
50.1
%
55.0
%
(4.9
)
•
The current accident year non-catastrophe property loss ratio improved by 6.7 points during the quarter ended September 30, 2025 as compared to the same period in 2024 driven by lower claims frequency.
•
The current accident year catastrophe loss ratio improved by 5.0 points during the quarter ended September 30, 2025 as compared to the same period in 2024 recognizing lower claims frequency.
•
The current accident year casualty loss ratio improved by 0.8 points during the quarter ended September 30, 2025 mainly driven by improved pricing from rate increases in 2024 and 2025.
38
Nine Months Ended
September 30,
Nine Months Ended
September 30,
(Dollars in thousands)
2025
2024
% Change
2025
2024
Point Change
Property losses
Non-catastrophe
$
47,654
$
53,446
(10.8
%)
40.1
%
43.8
%
(3.7
)
Catastrophe
24,350
10,274
137.0
%
20.5
%
8.4
%
12.1
Property losses
72,004
63,720
13.0
%
60.6
%
52.2
%
8.4
Casualty losses
97,596
95,841
1.8
%
57.7
%
58.9
%
(1.2
)
Total accident year losses
$
169,600
$
159,561
6.3
%
58.9
%
56.0
%
2.9
•
The current accident year non-catastrophe property loss ratio was 40.1% for the nine months ended September 30, 2025 compared to 43.8% for the same period in 2024, an improvement of 3.7 points driven by lower claims frequency.
•
The current accident year catastrophe net losses and loss adjustment expenses increased to $24.4 million for the nine months ended September 30, 2025 compared to $10.3 million for the same period in 2024. Excluding the California Wildfires, catastrophe net losses and loss adjustment expenses would have been $8.6 million or a loss ratio of 7.2% for the nine months ended September 30, 2025 compared to $10.3 million of catastrophe net losses and loss adjustment expenses or an 8.4% catastrophe loss ratio for the same period in 2024.
•
The current accident year casualty loss ratio improved by 1.2 points for the nine months ended September 30, 2025 mainly driven by improved pricing from rate increases in 2024 and 2025.
The following table summarizes the components of the expense ratio for the quarters and nine months ended September 30, 2025 and 2024:
Quarters Ended September 30,
Point
Nine Months Ended September 30,
Point
2025
2024
Change
2025
2024
Change
Net commission expenses
24.1
%
24.0
%
0.1
23.7
%
23.9
%
(0.2
)
Other underwriting expenses
16.4
%
15.4
%
1.0
16.2
%
15.3
%
0.9
Expense Ratio
40.5
%
39.4
%
1.1
39.9
%
39.2
%
0.7
•
The increase in the expense ratio for the nine months ended September 30, 2025 is primarily due to the investment in underwriting personnel at Katalyx Holdings LLC.
Net investment income
Net investment income increased 8.6% to $17.9 million for the quarter ended September 30, 2025 from $16.5 million for the same period in 2024 and increased 2.3% to $47.4 million for the nine months ended September 30, 2025 from $46.3 million for the same period in 2024 mainly driven by performance in limited partnerships for the quarter and improved yield on fixed maturities for the nine months.
Quarters Ended
September 30,
Nine Months Ended
September 30,
(Dollars in thousands)
2025
2024
Change
2025
2024
Change
Fixed maturities
$
15,183
$
15,752
$
(569
)
$
45,081
$
44,218
$
863
Equities
716
181
535
1,001
615
386
Limited partnerships
2,012
555
1,457
1,318
1,486
(168
)
Net investment income
$
17,911
$
16,488
$
1,423
$
47,400
$
46,319
$
1,081
39
•
Net investment income from the Company’s fixed maturities portfolio decreased by 3.6% for the quarter ended September 30, 2025 as compared to the same period in 2024 primarily due to a lower average yield in 2025 as compared to 2024. Net investment income from the Company’s fixed maturities portfolio grew by 2.0% for the nine months ended September 30, 2025 as compared to the same period in 2024 due to a higher average yield in 2025 as compared to 2024.
•
Net investment income from equities increased by $0.5 million to $0.7 million for the quarter ended September 30, 2025 and increased by $0.4 million to $1.0 million for the nine months ended September 30, 2025 as compared to the same periods in 2024 primarily driven by the Company's $25 million investment in common equities during the third quarter of 2025.
•
Income from limited partnerships increased by $1.5 million for the quarter ended September 30, 2025 and decreased by $0.2 million for the nine months ended September 30, 2025. These fluctuations were primarily attributable to changes in the fair value of one of the Company's limited partnership investments.
The Company's fixed maturities portfolio continues to maintain high quality with an AA- average rating and consists of the following:
(Dollars in thousands)
September 30,
2025
December 31,
2024
Structured bonds
(1)
$
431,514
$
259,915
Other fixed maturities
300,864
246,747
U.S. treasuries
577,001
875,246
Total fixed maturities
$
1,309,379
$
1,381,908
(1) Structured bonds include asset-backed, mortgage-backed, commercial mortgage-backed and collateralized mortgage obligations.
Excluding the structured bonds, the average duration of the Company’s fixed maturities portfolio was 0.6 years as of September 30, 2025, compared with 0.5 years as of December 31, 2024. Structured bonds are subject to conditional prepayment rates whereas the remaining bonds have a set maturity date. Changes in interest rates can cause principal payments on structured bonds to extend or shorten which can impact duration.
Net Realized Investment Gains (Losses)
The components of net realized investment gains (losses) for the quarters and nine months ended September 30, 2025 and 2024 were as follows:
Quarters Ended
September 30,
Nine Months Ended
September 30,
(Dollars in thousands)
2025
2024
2025
2024
Equity securities
$
(3,967
)
$
289
$
(3,683
)
$
1,373
Fixed maturities
(27
)
(801
)
(48
)
(833
)
Net realized investment gains (losses)
$
(3,994
)
$
(512
)
$
(3,731
)
$
540
Net realized investment losses for the quarter and nine months ended September 30, 2025 were primarily due to changes in fair value on the Company's $25 million investment in common equities held during the quarter.
See Note 3 of the notes to the consolidated financial statements in Item 1 of Part I of this report for an analysis of total investment return on a pre-tax basis for the quarters and nine months ended September 30, 2025 and 2024.
Corporate Expenses
Corporate expenses consist of outside legal fees, other professional fees, directors’ fees, management fees & advisory fees, salaries and benefits for holding company personnel, development costs for new products, impairment losses, and taxes incurred which are not directly related to operations.
40
Corporate expenses increased $1.9 million to $7.8 million for the quarter ended September 30, 2025 from $5.9 million for the same period in 2024 primarily due to an increase in professional fees related to the acquisition of Sayata and an increase in employee and recruiting costs related to investment in the Company’s newly formed Agency and Insurance Services segment.
Corporate expenses increased $6.2 million to $24.9 million for the nine months ended September 30, 2025 compared to $18.7 million for the same period in 2024 primarily driven by $2.9 million of advisory fees consisting mainly of stock compensation approved and granted by the Board of Directors to Fox Paine & Company, LLC in the first quarter of 2025 related to the Company’s internal reorganization, an increase in professional fees related to the acquisition of Sayata, and an increase in employee and recruiting costs related to investment in the Company’s newly formed Agency and Insurance Services segment.
See Note 9 of the notes to the consolidated financial statements in Item 1 of Part I of this report for additional information on the advisory fee.
Income Tax Expense
Income tax expense was $3.5 million on net income before tax of $16.1 million for the quarter ended September 30, 2025. This compares to income tax expense of $3.1 million on net income before tax of $15.9 million for the same period in 2024.
Income tax expense was $5.2 million on net income before tax of $24.1 million for the nine months ended September 30, 2025. This compares to income tax expense of $8.6 million on net income before tax of $42.8 million for the same period in 2024.
See Note 6 of the notes to the consolidated financial statements in Item 1 of Part I of this report for a comparison of income tax between periods.
Net Income
The Company had net income of $12.5 million during the quarter ended September 30, 2025 compared to net income of $12.8 million for the same period in 2024. The Company had net income of $18.9 million during the nine months ended September 30, 2025. Excluding the California Wildfires net losses and loss adjustment expenses of $12.3 million after tax, net income would have been $31.2 million for the nine months ended September 30, 2025 compared to net income of $34.2 million for the same period in 2024.
41
Reserves
Amounts recorded for unpaid losses and loss adjustment expenses represent management’s best estimate at September 30, 2025. Management’s best estimate is as of a particular point in time and is based upon known facts, the Company’s actuarial analyses, current law, and the Company’s judgment. This resulted in carried gross reserves of $761.7 million and $800.4 million as of September 30, 2025 and December 31, 2024, respectively, and net reserves of $702.9 million and $739.6 million as of September 30, 2025 and December 31, 2024, respectively. A breakout of the Company’s gross and net reserves is as follows:
September 30, 2025
Gross Reserves
Net Reserves
(2)
(Dollars in thousands)
Case
IBNR
(1)
Total
Case
IBNR
(1)
Total
Belmont Core
$
149,515
$
305,055
$
454,570
$
148,390
$
297,194
$
445,584
Belmont Non-Core
107,843
199,268
307,111
72,875
184,432
257,307
Total
$
257,358
$
504,323
$
761,681
$
221,265
$
481,626
$
702,891
December 31, 2024
Gross Reserves
Net Reserves
(2)
(Dollars in thousands)
Case
IBNR
(1)
Total
Case
IBNR
(1)
Total
Belmont Core
$
146,261
$
298,925
$
445,186
$
146,197
$
289,955
$
436,152
Belmont Non-Core
104,145
251,060
355,205
67,055
236,430
303,485
Total
$
250,406
$
549,985
$
800,391
$
213,252
$
526,385
$
739,637
(1)
Net losses and loss adjustment expenses incurred but not reported, including the expected future emergence of case reserves.
(2)
Does not include reinsurance receivables on paid net losses and loss adjustment expenses.
Gross and net reserves related to Belmont Non-Core are declining as it services the run-off of policies/treaties on de-emphasized and terminated business.
Each reserve category has an implicit frequency and severity for each accident year as a result of the various assumptions made. If the actual levels of frequency and severity are higher or lower than expected, the ultimate net losses and loss adjustment expenses will be different than management’s best estimate. For most of its reserve categories, the Company believes that frequency can be predicted with greater accuracy than severity. Therefore, the Company believes management’s best estimate is more likely influenced by changes in severity than frequency. The following table, which the Company believes reflects a reasonable range of variability around its best estimate based on historical experience and management’s judgment, reflects the impact of changes (which could be favorable or unfavorable) in frequency and severity on the Company’s current accident year net losses and loss adjustment expenses estimate of $169.6 million for claims occurring during the nine months ended September 30, 2025:
Severity Change
(Dollars in thousands)
-10%
-5%
0%
5%
10%
Frequency Change
-5%
(24,592
)
(16,536
)
(8,480
)
(424
)
7,632
-3%
(21,539
)
(13,314
)
(5,088
)
3,138
11,363
-2%
(20,013
)
(11,702
)
(3,392
)
4,918
13,229
-1%
(18,486
)
(10,091
)
(1,696
)
6,699
15,094
0%
(16,960
)
(8,480
)
—
8,480
16,960
1%
(15,434
)
(6,869
)
1,696
10,261
18,826
2%
(13,907
)
(5,258
)
3,392
12,042
20,691
3%
(12,381
)
(3,646
)
5,088
13,822
22,557
5%
(9,328
)
(424
)
8,480
17,384
26,288
The Company’s net reserves for losses and loss adjustment expenses of $702.9 million as of September 30, 2025 relate to multiple accident years. Therefore, the impact of changes in frequency and severity for more than one accident year could be higher or lower than the amounts reflected above.
42
Reconciliation of non-GAAP financial measures and ratios
The tables below reconcile the non-GAAP financial measures or ratios, which excludes the impact of prior accident year adjustments in the first table and excludes the impact of prior accident year adjustments and the California Wildfires in the second table, to its most directly comparable GAAP measure or ratio. The Company believes the non-GAAP financial measures or ratios are useful to investors when evaluating the Company's underwriting performance as trends in the Company's segments may be obscured by prior accident year adjustments and the California Wildfires. These non-GAAP financial measures or ratios should not be considered as a substitute for the most directly comparable GAAP measures or ratios and do not reflect the overall underwriting profitability of the Company.
Quarters Ended September 30,
Nine Months Ended September 30,
2025
2024
2025
2024
(Dollars in thousands)
Net losses and loss adjustment expenses
Loss
Ratio
Net losses and loss adjustment expenses
Loss
Ratio
Net losses and loss adjustment expenses
Loss
Ratio
Net losses and loss adjustment expenses
Loss
Ratio
Property
Non catastrophe property excluding the effect of prior accident year
(1)
$
14,480
35.6
%
$
18,199
42.3
%
$
47,654
40.1
%
$
53,446
43.8
%
Effect of prior accident year
(2,787
)
(6.8
%)
(2,862
)
(6.7
%)
(8,966
)
(7.6
%)
(3,849
)
(3.1
%)
Non catastrophe property
(2)
$
11,693
28.8
%
$
15,337
35.6
%
$
38,688
32.5
%
$
49,597
40.7
%
Catastrophe excluding the effect of prior accident year
(1)
$
1,281
3.1
%
$
3,478
8.1
%
$
24,350
20.5
%
$
10,274
8.4
%
Effect of prior accident year
1
—
143
0.3
%
(632
)
(0.5
%)
511
0.4
%
Catastrophe
(2)
$
1,282
3.1
%
$
3,621
8.4
%
$
23,718
20.0
%
$
10,785
8.8
%
Total property excluding the effect of prior accident year
(1)
$
15,761
38.7
%
$
21,677
50.4
%
$
72,004
60.6
%
$
63,720
52.2
%
Effect of prior accident year
(2,786
)
(6.8
%)
(2,719
)
(6.4
%)
(9,598
)
(8.1
%)
(3,338
)
(2.7
%)
Total property
(2)
$
12,975
31.9
%
$
18,958
44.0
%
$
62,406
52.5
%
$
60,382
49.5
%
Casualty
Total casualty excluding the effect of prior accident year
(1)
$
34,158
57.9
%
$
30,757
58.7
%
$
97,596
57.7
%
$
95,841
58.9
%
Effect of prior accident year
2,742
4.7
%
2,685
5.1
%
9,559
5.6
%
3,223
2.0
%
Total casualty
(2)
$
36,900
62.6
%
$
33,442
63.8
%
$
107,155
63.3
%
$
99,064
60.9
%
Total
Total property and casualty excluding the effect of prior accident year
(1)
$
49,919
50.1
%
$
52,434
55.0
%
$
169,600
58.9
%
$
159,561
56.0
%
Effect of prior accident year
(44
)
—
(34
)
(0.1
%)
(39
)
(0.1
%)
(115
)
—
Total property and casualty
(2)
$
49,875
50.1
%
$
52,400
54.9
%
$
169,561
58.8
%
$
159,446
56.0
%
(1)
Non-GAAP financial
measure / ratio.
(2)
Most directly comparable GAAP measure / ratio.
43
Reconciliation of non-GAAP financial measures and ratios continued
Nine Months Ended
September 30,
(Dollars in thousands)
2025
2024
Current accident year underwriting income excluding California Wildfires
Underwriting income
(1)
$
5,302
$
14,644
Effect of prior accident year
130
703
Current accident year underwriting income
(2)
5,432
15,347
California Wildfires net losses and loss adjustment expenses
15,757
—
Current accident year underwriting income excluding California Wildfires
(2)
$
21,189
$
15,347
Net income excluding California Wildfires
Net income
(1)
$
18,878
$
34,219
California Wildfires net losses and loss adjustment expenses (net of tax)
(3)
12,338
—
Net income excluding California Wildfires
(2)
$
31,216
$
34,219
Underwriting income excluding California Wildfires net losses and loss adjustment expenses
Underwriting income
(1)
$
5,302
$
14,644
California Wildfires net losses and loss adjustment expenses
15,757
—
Underwriting income excluding California Wildfires
(2)
$
21,059
$
14,644
Current accident year catastrophe net losses and loss adjustment expenses excluding California Wildfires
Current accident year catastrophe net losses and loss adjustment expenses
(4)
$
24,350
$
10,274
California Wildfires net losses and loss adjustment expenses
(15,757
)
—
Current accident year catastrophe net losses and loss adjustment expenses excluding California Wildfires
(2)
$
8,593
$
10,274
Current accident year combined ratio excluding California Wildfires
Combined ratio
(1)
98.7
%
95.2
%
Effect of prior accident year
—
(0.2
%)
Current accident year combined ratio
(2)
98.7
%
95.0
%
Impact of California Wildfires
(5.5
%)
—
Current accident year combined ratio excluding California Wildfires
(2)
93.2
%
95.0
%
Current accident year catastrophe loss ratio excluding California Wildfires (2)
Current accident year catastrophe loss ratio
(4)
20.5
%
8.4
%
Impact of California Wildfires
(13.3
%)
—
Current accident year catastrophe loss ratio excluding California Wildfires
(2)
7.2
%
8.4
%
(1) Most directly comparable GAAP measure / ratio.
(2) Non-GAAP financial
measure / ratio.
(3) Represents net losses and loss adjustment expenses of $15.8 million less tax benefit of $3.5 million.
(4) See previous table for reconciliation of non-GAAP financial measures or ratios to its most directly comparable GAAP measure or ratio for current accident year catastrophe net losses and loss adjustment expenses.
44
Critical Accounting Estimates and Policies
The Company’s consolidated financial statements are prepared in conformity with GAAP, which require it to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates and assumptions.
The most critical accounting policies involve significant estimates and include those used in determining the liability for unpaid losses and loss adjustment expenses, recoverability of reinsurance receivables, investments, fair value measurements, goodwill and intangible assets, deferred acquisition costs, and taxation. For a detailed discussion on each of these policies, please see the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. There have been no significant changes to any of these policies or underlying methodologies during the current year.
Liquidity and Capital Resources
Sources and Uses of Funds
Global Indemnity Group, LLC is a holding company. Its principal assets are its ownership in the shares of (i) Belmont Holdings GX, Inc., an insurance holding company that owns the following insurance companies: United National Insurance Company, Diamond State Insurance Company, Penn-America Insurance Company, Penn-Star Insurance Company, and Penn-Patriot Insurance Company, and (ii) Katalyx Holdings LLC, an agency and specialized service holding company.
Global Indemnity Group, LLC’s current short-term and long-term liquidity needs include but are not limited to the payment of corporate expenses, distributions to shareholders, and share repurchases. In order to meet its current short-term and long-term needs, its principal sources of cash include investment income, interest and principal payments on intercompany debt with Belmont Holdings GX, Inc., and reimbursement for equity awards granted to employees of Belmont Holdings GX, Inc. and Katalyx Holdings LLC.
Katalyx Holdings LLC includes four insurance agencies, three insurance service companies, and one service company whose current short-term and long-term liquidity needs include but are not limited to the payment of corporate expenses, operating expenses, capital expenditures in developing and integrating information technology platforms and operations, and payment for equity awards granted to its employees by Global Indemnity Group, LLC. In order to meet its current short-term and long-term needs, its principal sources of cash include fees from third parties, commissions / service fees from Belmont Holdings GX, Inc., commissions from third parties, and capital contributions from Global Indemnity Group, LLC.
Belmont Holdings GX, Inc.’s current short-term and long-term liquidity needs include but are not limited to the payment of corporate expenses, payment of interest and principal on intercompany debt, and payment for equity awards granted to its employees by Global Indemnity Group, LLC. In order to meet its current short-term and long-term needs, its principal sources of cash include dividends from insurance company subsidiaries and investment income.
The insurance companies’ current short-term and long-term liquidity needs include but are not limited to the payment of claims, commissions, operating expenses, federal taxes, and dividends. Their principal sources of funds include cash from direct and assumed business written, investment income, and proceeds from sales and maturities of investments.
The Company continuously reviews and assesses the short-term and long-term needs of each of its holding companies, service companies, and insurance companies. In addition, the Company periodically reviews opportunities related to business acquisitions and as a result, liquidity needs may arise in the future.
Belmont Holdings GX, Inc. is dependent on dividends from its insurance subsidiaries which are restricted by statute as to the amount of dividends that they may pay without the prior approval of regulatory authorities. The dividend limitations imposed by state laws are based on the statutory financial results of each insurance company that are determined by using statutory accounting practices that differ in various respects from accounting principles used in financial statements prepared in conformity with GAAP. See “Regulation - Statutory Accounting Principles” in Item 1 of Part I of the Company’s 2024 Annual Report on Form 10-K. Key differences relate to, among other items, deferred acquisition costs, limitations on deferred income taxes, reserve calculation assumptions and surplus notes. See Note 21 of the notes to the consolidated financial statements in Item 8 of Part II of the Company’s 2024 Annual Report on Form 10-K for further information on dividend limitations related to the insurance companies. Extraordinary dividends of $100.0 million, in aggregate, were
45
declared by the Company's insurance subsidiaries for distribution to Belmont Holdings GX, Inc. in June 2025. The dividends by the Company’s insurance subsidiaries were approved by the respective departments of insurance in Pennsylvania, Indiana and Virginia in July 2025. These dividends were paid in the third quarter of 2025.
Cash Flows
Sources of operating cash consist primarily of net written premiums and investment income which are used to pay claims, underwriting expenses and corporate expenses. Operating cash flows are generally used for investing and financing activities. Funds may be used to pay distributions to the Company’s shareholders.
Net cash provided by operating activities was $15.1 million and $52.3 million for the nine months ended September 30, 2025 and 2024, respectively, consisting of the following:
Nine Months Ended
September 30,
(Dollars in thousands)
2025
2024
Change
Net premiums collected
$
315,488
$
304,001
$
11,487
Net losses and loss adjustment expenses paid
(211,561
)
(165,823
)
(45,738
)
Underwriting and corporate expenses
(140,038
)
(116,682
)
(23,356
)
Net investment income
58,736
33,428
25,308
Net income taxes paid
(7,532
)
(2,657
)
(4,875
)
Interest paid
—
(17
)
17
Net cash provided by operating activities
$
15,093
$
52,250
$
(37,157
)
•
The decline in cash flows of $37.2 million in 2025 compared to the same period in 2024 is primarily driven by an increase in current accident year catastrophe property net losses and loss adjustment expenses paid and increase in prior accident year casualty net losses and loss adjustment expenses paid from the Belmont Non-Core Casualty lines of business.
The reconciliation of net income to net cash provided by operating activities is generally influenced by the following:
•
the timing of the Company’s collection of premiums and payment of commissions;
•
the timing of the Company’s settlements with its reinsurers; and
•
the timing of the Company’s payments of net losses and loss adjustment expenses.
See the consolidated statements of cash flows in the consolidated financial statements in Item 1 of Part I of this report for details concerning the Company’s investing and financing activities.
Liquidity
The Board of Directors approved quarterly distribution payments of $0.35 per common share to all shareholders of record on the close of business on March 21, 2025, June 20, 2025 and September 29, 2025. Distributions paid to common shareholders were $10.0 million during the nine months ended September 30, 2025. The distribution declared on September 29, 2025 for $5.0 million was paid on October 6, 2025. In addition, distributions of $0.3 million were paid to Global Indemnity Group, LLC’s preferred shareholder during the nine months ended September 30, 2025.
Investment Portfolio
On July 31, 2023, the Company provided the Global Debt Fund, LP with a formal withdrawal request to fully redeem the partnership interest. Partial redemption proceeds of $4.7 million and $9.2 million were received during the quarter and nine months ended September 30, 2025, respectively. The Global Debt Fund, LP had a fair market value of $9.6 million at September 30, 2025.
46
Other than the items discussed in the preceding paragraphs, there have been no material changes to the Company’s liquidity during the quarter and nine months ended September 30, 2025. Please see Item 7 of Part II in the Company’s 2024 Annual Report on Form 10-K for information regarding the Company’s liquidity.
Capital Resources
There have been no material changes to the Company’s capital resources during the quarter and nine months ended September 30, 2025. Please see Item 7 of Part II in the Company’s 2024 Annual Report on Form 10-K for information regarding the Company’s capital resources.
Off Balance Sheet Arrangements
The Company has no off balance sheet arrangements.
Some of the statements under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this report are forward-looking statements within the meaning of Section 21E of the Security Exchange Act of 1934, as amended. These forward-looking statements reflect the Company’s current views as of the date of this report. Forward-looking statements are statements that are not historical facts. These statements can be identified by the use of forward-looking terminology such as “believe,” “expect,” “may,” “will,” “should,” “project,” “plan,” “seek,” “intend,” or “anticipate” or the negative thereof or comparable terminology, and include discussions of strategy, financial projections and estimates and their underlying assumptions, statements regarding plans, objectives, expectations or consequences of identified transactions or natural disasters, and statements about the future, including future performance, operations, products and services of the companies.
The forward-looking statements contained in this report are primarily based on the Company’s current expectations and projections about future events and trends that it believes may affect the Company’s business, financial condition, results of operations, prospects, business strategy and financial needs. The outcome of the events described in these forward-looking statements, such as the Company’s ability to execute on its strategy following its corporate reorganization, is subject to risks, uncertainties, assumptions, including, but not limited to, the impact of legislative or regulatory actions, the impact of natural or man-made disasters, the sufficiency of the Company’s reserves, the impact of emerging claims issues, adverse capital market developments impacting investment performance, ability to effectively start-up or integrate new product opportunities, such as the ability to successfully integrate and develop acquired businesses and to establish a reinsurance managing general agency, adverse effect of cyber-attacks, and other factors described in the section captioned “Risk Factors” in Item 1A of Part I in the Company’s 2024 Annual Report on Form 10-K. These risks are not exhaustive, and new risks and uncertainties emerge from time to time. It is not possible for the Company to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this report. The Company cannot provide assurance that the results, events and circumstances reflected in the forward-looking statements will be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements. Forward-looking statements are inherently uncertain and investors are cautioned not to unduly rely upon such statements.
The Company’s forward-looking statements speak only as of the date of this report or as of the date they were made. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.
Item 3. QUANTITATIVE AND QUALITATI
VE DISCLOSURES ABOUT MARKET RISK
Market risk is the risk of economic losses due to adverse changes in the estimated fair value of a financial instrument as the result of changes in interest rates, equity prices, credit risk, illiquidity, foreign exchange rates and commodity prices. The Company’s consolidated balance sheets include the estimated fair values of assets that are subject to market risk. The Company’s primary market risks are interest rate risk and credit risks associated with investments in fixed maturities, equity price risk associated with investments in equity securities, and foreign exchange risk associated with premium received that is denominated in foreign currencies. The Company has no commodity risk.
47
There have been no material changes to the Company’s market risk since December 31, 2024. The Company’s investment grade fixed income portfolio continues to maintain high quality with an AA- average rating and a duration of 1.1 years.
Please see Item 7A of Part II in the Company’s 2024 Annual Report on Form 10-K for information regarding the Company’s market risk.
Item 4. CONTROLS
AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
The Company maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to ensure that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of September 30, 2025. Based upon that evaluation, and subject to the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2025, the design and operation of the Company’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.
Changes in Internal Control over Financial Reporting
There have been no changes in the Company’s internal controls over financial reporting that occurred during the quarter ended September 30, 2025 that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.
48
PART II-OTHER
INFORMATION
Item 1. Legal
Proceedings
The Company is, from time to time, involved in various legal proceedings in the ordinary course of business. The Company maintains insurance and reinsurance coverage for risks in amounts that it considers adequate. However, there can be no assurance that the insurance and reinsurance coverage that the Company maintains is sufficient or will be available in adequate amounts or at a reasonable cost. The Company does not believe that the resolution of any currently pending legal proceedings, either individually or taken as a whole, will have a material adverse effect on its business, results of operations, cash flows, or financial condition.
There is a greater potential for disputes with reinsurers who are in runoff. Some of the Company’s reinsurers’ have operations that are in runoff, and therefore, the Company closely monitors those relationships. The Company anticipates that, similar to the rest of the insurance and reinsurance industry, it will continue to be subject to litigation and arbitration proceedings in the ordinary course of business.
Item 1A. Ri
sk Factors
The Company’s results of operations and financial condition are subject to numerous risks and uncertainties described in Item 1A of Part I in the Company’s 2024 Annual Report on Form 10-K, filed with the SEC on March 11, 2025. The risk factors identified therein have not materially changed.
Item 2. Unregistered Sales of Equi
ty Securities and Use of Proceeds
There were no sales of unregistered equity securities during the quarter ended September 30, 2025.
Global Indemnity Group, LLC did not repurchase any shares from third parties under its repurchase program during the quarter and nine months ended September 30, 2025.
There were no shares surrendered by the Company's employees during the quarter and nine months ended September 30, 2025.
Item 3. Defaults upo
n Senior Securities
None.
Item 4. Mine Saf
ety Disclosures
None.
Item 5. Other
Information
Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements
No
ne of the Company's directors or Section 16 officers adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement, as each term is defined by Item 408 of Regulation S-K, during the quarter ended
September 30, 2025.
Limited Liability Company Agreement Amendment
Effective October 29, 2025, the Company approved Amendment No. 1 (the “Amendment”) to the Third Amended and Restated Limited Liability Company Agreement (the “Third Amended and Restated LLC Agreement”) of the Company to provide that the existing arbitration provisions under Section 12.10 of the Third Amended and Restated LLC Agreement apply to all claims. The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 3.1 to this Quarterly Report on Form 10-Q and incorporated into this Item 5 by reference.
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+ Filed or furnished herewith, as applicable.
50
SIGNA
TURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
GLOBAL INDEMNITY GROUP, LLC
Registrant
Dated: October 31, 2025
By:
/s/ Brian J. Riley
Brian J. Riley
Chief Financial Officer
(Authorized Signatory and Principal Financial and Accounting Officer)
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