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Item 7. Management’s Discussion and Analysis

2026-02-25 compared with 2025-02-27 · 269 added, 269 removed, 1053 unchanged (34% of the section changed)

Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis should be read in conjunction with the "Selected Consolidated Financial Data" and our audited consolidated financial statements and related notes thereto included in the Group's Annual Report on Form 10-K (the "Form 10-K").

In addition to historical information, this discussion contains forward-looking statements that involve risks, uncertainties and assumptions that could cause actual results to differ materially from management’s expectations.

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Fair Value of Investments

Summary Results of Operations

Consolidated Results of Operations

O perating Highli ghts

S egment Information

I nternational Segment

B ermuda Segment

C orporate and Other

Key Operating and Financial Metrics

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Transactions with Related Parties

We are a global specialty insurance and reinsurance company founded in Bermuda in 2013, enhanced by data and technology, focused on producing sustainable underwriting profitability and delivering significant shareholder value.

Hamilton Insurance Group, Ltd.

("Hamilton", "Hamilton Group", the "Group" or the "Company") is a global specialty insurance and reinsurance company founded in Bermuda in 2013, enhanced by data and technology, focused on producing sustainable underwriting profitability and delivering significant shareholder value.

We intend to continue growing our diverse book of business by responding to changing market conditions, prudently managing our capital, and driving sustainable shareholder returns.

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International consists of business written out of our Lloyd’s syndicate and subsidiaries based in the United Kingdom, Ireland, and the United States, and includes the Hamilton Global Specialty and Hamilton Select platforms.

• Hamilton Global Specialty focuses predominantly on commercial specialty and casualty insurance for medium to large-sized accounts and specialty reinsurance products written by Lloyd’s Syndicate 4000 and HIDAC.

Syndicate 4000, a leading Lloyd’s syndicate, generates a significant portion of premium from the U.S.

E&S market and has ranked among the most profitable and least volatile syndicates at Lloyd’s over the last 10 years.

Excess & Surplus ("E&S") market and has ranked among the most profitable and least volatile syndicates at Lloyd’s over the last 10 years.

• Hamilton Select, our U.S.

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We maintain trusted and long-standing relationships with our clients and brokers, who we believe will continue to provide us with increased access to attractive business.

We see growth opportunities in both the insurance and reinsurance markets in which we operate and intend to pursue disciplined growth across our underwriting platforms.

We see continued growth opportunities in both the insurance and reinsurance markets in which we operate and intend to pursue disciplined growth across our underwriting platforms.

In recent years the E&S market has benefited from a strong rate environment and increased submissions as business has shifted into the non-admitted market from the admitted market.

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We believe the access our three underwriting platforms have to U.S.

E&S insurance business will allow us to build a robust and diversified book of business and achieve our profitable growth objectives throughout various market cycles.

Reinsurance business continues to offer a particularly attractive opportunity given the strong rating environment and discipline in the market and is expected to accelerate growth opportunities for us in the near term in many areas.

A number of factors, including economic and social inflation and the frequency and severity of natural catastrophe events created the strongest market conditions seen in decades.

We are a recognized market with deep client and broker relationships, low counter-party credit concentration with many of our insurance partners and a recent rating upgrade to "A" from A.M.

Best, providing ample headroom for us to grow.

We are well positioned to deploy capital quickly, efficiently and profitably through writing more reinsurance business, as well as retaining more of our own business.

Our strong, sustainable underwriting operations are complemented by our unique investment portfolio, which consists of the Two Sigma Hamilton Fund, LLC ("TS Hamilton Fund" or "TSHF"), and our investment grade fixed income portfolio, which is currently benefiting from strong interest rates.

We plan to continue to optimize our investment portfolio through a balanced allocation of invested assets and maintain the flexibility to adjust this allocation as needed.

E&S insurance business allows us to build a robust and diversified book of business and achieve our profitable growth objectives throughout various market cycles.

In recent years, reinsurance business experienced a supply/demand imbalance in a number of classes, which created strong market conditions.

This, combined with our relatively recent AM Best "A" rating upgrade, allowed us to accelerate growth opportunities in these areas.

We have observed a slight change in the supply/demand dynamics in some reinsurance classes this year, particularly property and some specialty classes, which is creating flatter market conditions.

However, we believe pricing is still attractive in most areas.

Strong underlying market conditions persist in casualty classes, due to continued uncertainty around social inflation.

We will continue to optimize our investment portfolio through a balanced allocation of invested assets and maintain the flexibility to adjust this allocation as needed.

We believe our strategy of disciplined underwriting growth, balanced with our investment platform, will drive our ability to create shareholder value.

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Founded in 2001, Two Sigma is a premier investment manager with a strong track record, driven by a differentiated application of technology and data science.

The TS Hamilton Fund is a dedicated fund-of-one managed by Two Sigma with exposures to certain Two Sigma macro and equity strategies and is designed to provide low-correlated absolute returns, primarily by combining multiple hedged and leveraged systematic investment strategies with proprietary risk management investment optimization and execution techniques.

The TS Hamilton Fund is a dedicated fund of one managed by Two Sigma with exposures to certain Two Sigma equity and macro strategies and is designed to provide low-correlated absolute returns, primarily by combining multiple hedged and leveraged systematic and non-systematic investment strategies with proprietary risk management and execution techniques.

The TS Hamilton Fund invests in a broad set of financial instruments and is primarily focused on liquid strategies in global equity, FX markets, exchange-listed and over the counter options (and their underlying instruments) and other derivatives.

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Two Sigma has broad discretion to allocate invested assets to different opportunities.

At December 31, 2024, its investments include Two Sigma Futures Portfolio, LLC ("FTV"), Two Sigma Spectrum Portfolio, LLC ("STV") and Two Sigma Equity Spectrum Portfolio, LLC ("ESTV").

Its current investments include Two Sigma Spectrum Portfolio, LLC ("STV"), Two Sigma Equity Spectrum Portfolio, LLC ("ESTV"), Two Sigma Absolute Return Portfolio, LLC ("ATV"), Two Sigma Futures Portfolio, LLC ("FTV"), Two Sigma Horizon Portfolio, LLC ("HTV"), Two Sigma Navigator Portfolio, LLC ("NTV") and Two Sigma Kuiper Portfolio, LLC ("KTV").

The TS Hamilton Fund’s trading and investment activities are not limited to these strategies and techniques and the TS Hamilton Fund is permitted to pursue any investment strategy and/or technique that Two Sigma determines in its sole discretion to be appropriate for the TS Hamilton Fund from time to time.

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On December 27, 2023, the Bermuda Government enacted a 15% corporate income tax that generally became effective for Bermuda domiciled entities on or after January 1, 2025.

The legislation defers the effective date until January 1, 2030 for so long as the consolidated group operates in six or fewer jurisdictions, has less than €50 million in tangible assets and none of its Bermuda entities are subject to the Income Inclusion Rule in any other jurisdiction.

The act is a response to the OECD Pillar 2 worldwide minimum tax that would otherwise require a top-up tax be paid on Bermuda-sourced income to non-Bermuda jurisdictions such that a 15% minimum effective tax rate ("ETR") is achieved for Hamilton Group’s Bermuda entities.

Hamilton Group expects to be exempt from the worldwide minimum tax until January 1, 2030, pursuant to an exemption similar to that available in Bermuda.

The act includes a provision referred to as the economic transition adjustment (“ETA”), which is intended to provide a fair and equitable transition into the tax regime.

The act is a response to the Organization of Economic Cooperation and Development ("OECD") Pillar Two initiative as enacted by the U.K.

and Ireland in their respective domestic laws.

In substance, these laws require a top-up tax be paid on Bermuda-sourced income to non-Bermuda jurisdictions such that a 15% minimum effective tax rate ("ETR") is achieved for Hamilton Group’s Bermuda entities, the Undertaxed Profits Rule ("UTPR").

Hamilton Group expects to be exempt from the UTPR until January 1, 2030, pursuant to an exemption similar to that available in Bermuda.

The Bermuda legislation includes a provision referred to as the Economic Transition Adjustment ("ETA"), which will reduce future years' Bermuda taxable income.

As of December 31, 2025, the Company holds a deferred tax asset of $35.4 million on its balance sheet related to the ETA.

On January 15, 2025, the OECD issued additional guidance related to the calculation of income subject to taxation under Pillar 2.

Specifically, it provided that for purposes of calculating Pillar 2 taxes, a deduction for the ETA will not be allowed in years after 2026.

Accordingly, when Hamilton Group becomes subject to Pillar 2 taxation on its Bermuda earnings, expected in 2030, it is possible that a top-up tax liability will arise to the extent that it does not achieve a 15% minimum ETR on its Bermuda taxable earnings, excluding the ETA deduction.

If Hamilton were to incur a Pillar 2 top-up tax on its Bermuda earnings, the liability would be recorded in the period and jurisdiction in which it is incurred.

On January 15, 2025, the OECD issued additional guidance related to the calculation of income subject to taxation under the Pillar Two initiative.

Specifically, it provided that for purposes of calculating the UTPR, a deduction for the ETA will not be allowed in years after 2026.

Accordingly, when Hamilton Group becomes subject to the UTPR, expected in 2030, it is possible that a top-up tax liability will arise to the extent that it does not achieve a 15% minimum ETR on its Bermuda taxable earnings, excluding the ETA deduction.

If Hamilton were to incur a UTPR top-up tax on its Bermuda earnings, the liability would be recorded in the period and jurisdiction in which it is incurred.

Hamilton reported an income tax benefit of $15.1 million for the year ended December 31, 2025, which equates to an ETR of (1.8)%.

This was lower than the Bermuda statutory rate of 15%, primarily driven by the Limited International Footprint Exemption and a net release of valuation allowances on deferred tax assets in the U.K.

and the U.S., partially offset by withholding taxes on investment income from the TS Hamilton Fund.

Hamilton reported an income tax expense of $8.4 million for the year ended December 31, 2024, which equates to an ETR of 1.4%.

In 2024, this was higher than the Bermuda statutory rate of 0%, due primarily to income generated in jurisdictions with higher tax rates than Bermuda and withholding taxes on investment income from the TS Hamilton Fund.

Hamilton reported an income tax benefit of $25.1 million for the year ended December 31, 2023, which equates to ETR of (9.8%), which was lower than the Bermuda statutory rate of 0%, due primarily to the effect of the ETA benefit, partially offset by withholding taxes on investment income from the TS Hamilton Fund.

SELECTED CONSOLIDATED FINANCIAL DATA

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(2) Third party fee income is a non-GAAP financial measure as defined in Item 10(e) of SEC Regulation S-K.

The reconciliation to other income (loss), the most comparable GAAP financial measure, also included other income (loss), excluding third party fee income of $Nil, $0.4 million and $(0.3) million for the years ended December 31, 2024, 2023 and 2022, respectively, and less than $0.1 million for each of the years ended November 30, 2021 and 2020.

The reconciliation to other income (loss), the most comparable GAAP financial measure, also included other income (loss), excluding third party fee income of $Nil, $Nil, $0.4 million, and $(0.3) million for each of the years ended December 31, 2025, 2024, 2023 and 2022, respectively, and less than $0.1 million for the year ended November 30, 2021.

Refer to 'Management’s Discussion and Analysis of Financial Condition and Results of Operations—Non-GAAP Measures' for further details.

(3) Other underwriting expenses is a non-GAAP financial measure as defined in Item 10(e) of SEC Regulation S-K.

The reconciliation to general and administrative expenses, the most comparable GAAP financial measure, also included corporate expenses of $61.1 million, $76.7 million, $20.1 million, $22.5 million and $22.9 million for the years ended December 31, 2024, 2023 and 2022, and November 30, 2021 and 2020, respectively.

The reconciliation to general and administrative expenses, the most comparable GAAP financial measure, also included corporate expenses of $57.2 million, $61.1 million, $76.7 million, $20.1 million and $22.5 million for years ended December 31, 2025, 2024, 2023 and 2022, and November 30, 2021, respectively.

Refer to 'Management’s Discussion and Analysis of Financial Condition and Results of Operations—Non-GAAP Measures' for further details.

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paid losses and case reserves) from management’s best estimate of the ultimate losses.

Unlike case reserves, which are established at the contract level, IBNR reserves are generally established at an aggregate level and cannot be identified as reserves for a particular loss event or contract.

Unlike case reserves, which are established at the claim or contract level, IBNR reserves are generally established at an aggregate level and cannot be identified as reserves for a particular loss event or contract.

Reserving Methodology

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• Bornhuetter-Ferguson method:

The Bornhuetter-Ferguson method uses as a starting point an assumed IELR and blends in the loss ratio, which is implied by the claims experience to date using benchmark loss development patterns on paid claims data or reported claims data.

The Bornhuetter-Ferguson method uses as a starting point an assumed IELR and blends in the claims experience to date using historical or benchmark loss development patterns on paid claims data or reported claims data.

Although the method tends to provide less volatile indications at early stages of development and reflects changes in the external environment, it can be slow to react to emerging loss development and may, if the IELR proves to be inaccurate, produce loss estimates which take longer to converge with the final settlement value of loss;

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Management analyzes significant variances between internal and external actuarial estimates, as well as any relevant additional market, underwriting or claims data that may be available and relevant for setting management’s best estimate of ultimate reserves.

As a result of these considerations, the selected reserve estimate may be higher or lower than the external actuarial indicated estimate.

As a result of these considerations, the selected reserve estimate may be higher or lower than the indicated external actuarial estimate.

The Company’s best estimates are point estimates within a range of reasonable actuarial estimates.

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57,167 61,111 76,691

Impairment of goodwill — — 24,082

Amortization of intangible assets 15,709 15,520 10,783

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The following table summarizes book value per share and balance sheet data:

As at December 31,

($ in thousands, except per share amounts) As at December 31,

Book Value 2025 2024 2023

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(1) Third party fee income is a non-GAAP financial measure as defined in Item 10(e) of SEC Regulation S-K.

The reconciliation to other income (loss), the most comparable GAAP financial measure, also included other income (loss), excluding third party fee income of $Nil for each of the years ended December 31, 2025 and 2024 and $0.4 million for the year ended December 31, 2023.

Refer to 'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Non-GAAP Measures' for further details.

(2) Other underwriting expenses is a non-GAAP financial measure as defined in Item 10(e) of SEC Regulation S-K.

The reconciliation to general and administrative expenses, the most comparable GAAP financial measure, also included corporate expenses of $61.1 million, $76.7 million, and $20.1 million for the years ended December 31, 2024, 2023 and 2022, respectively.

The reconciliation to general and administrative expenses, the most directly comparable GAAP financial measure, also included corporate expenses of $57.2 million, $61.1 million, and $76.7 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Refer to 'Management’s Discussion and Analysis of Financial Condition and Results of Operations—Non-GAAP Measures' for further details.

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Gross premiums written Gross premiums written were $2.9 billion, $2.4 billion and $2.0 billion for the years ended December 31, 2025, 2024 and 2023, respectively.

The increase in gross premiums written for the year ended December 31, 2025 compared to the year ended December 31, 2024 was primarily driven by our casualty reinsurance classes and casualty, specialty and property insurance classes.

The increase was as a result of growth in both new and existing business.

The increase in gross premiums written for the year ended December 31, 2024 compared to the year ended December 31, 2023 was primarily driven by our casualty reinsurance, property reinsurance, specialty reinsurance and casualty insurance business.

The growth was a result of new business, increased participations on existing business and a strong rate environment across multiple classes of business.

The increase in gross premiums written for the year ended December 31, 2023 compared to the year ended December 31, 2022 was primarily driven by expansion into additional classes, notably casualty reinsurance and specialty insurance, increased participation on existing business and rate increases across multiple classes of business.

Underwriting results The combined ratio was 92.9% and 91.3% for the years ended December 31, 2025 and 2024, respectively.

The modest increase was driven by an increase in the catastrophe loss ratio and attritional loss ratio, partially offset by a decrease in the other underwriting expense ratio and acquisition cost ratio.

The decrease in the combined ratio from 102.8% for the year ended December 31, 2022 to 90.1% for the year ended December 31, 2023 was driven by lower catastrophe losses as described further below under Losses and Loss Adjustment Expenses .

The increase was primarily driven by an increase in the catastrophe loss ratio and the acquisition cost ratio, partially offset by a decrease in the attritional loss ratio and other underwriting expense ratio.

The increase in the combined ratio from 90.1% for the year ended December 31, 2023 to 91.3% for the year ended December 31, 2024 was driven by an increase in the catastrophe loss ratio and attritional loss ratio, partially offset by a decrease in the other underwriting expense ratio and acquisition cost ratio.

Losses and Loss Adjustment Expenses

For the Years Ended

($ in thousands) Current

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Attritional loss ratio - current year for the year ended December 31, 2025 was 54.4%, compared to 53.1% for the year ended December 31, 2024, an increase of 1.3 percentage points.

The increase was primarily driven by losses of $37.9 million, or 2.2 points, arising from the Francis Scott Key Baltimore Bridge collapse, which impacted our insurance and reinsurance classes in both our International and Bermuda segments.

The attritional loss ratio - current year for the year ended December 31, 2023 was 52.2% compared to 51.8% for the year ended December 31, 2022, an increase of 0.4 percentage points.

The modest increase was attributable to certain large loss events in our specialty classes impacting both our International and Bermuda segments.

Attritional loss ratio - prior year for the year ended December 31, 2024 was flat at 0.0%, compared to a favorable 0.8% for the year ended December 31, 2023, an increase of 0.8 percentage points.

The increase was primarily driven by unfavorable development in both International and Bermuda casualty and specialty classes, largely offset by favorable development in both International and Bermuda property classes.

The attritional loss ratio - current year for the year ended December 31, 2025 was impacted by a change in business mix, including more casualty reinsurance business, and certain large losses primarily in our Bermuda specialty and property reinsurance classes.

The attritional loss ratio - current year for the year ended December 31, 2024 was 53.1% compared to 52.2% for the year ended December 31, 2023.

The attritional loss ratio - current year for the year ended December 31, 2024 included a specific large loss of $37.9 million arising from the Francis Scott Key Baltimore Bridge collapse.

Attritional loss ratio - prior year for the year ended December 31, 2025 was a favorable 2.2%, compared to 0.0% for the year ended December 31, 2024, a decrease of 2.2 percentage points.

The decrease was primarily driven by favorable development in both our Bermuda and International property and specialty classes, partially offset by unfavorable development in certain Bermuda casualty classes.

In addition, casualty business protected by the LPT discussed in Note 7, Reinsurance , benefited from favorable development in the underlying reserves of $2.5 million, which was partially offset by a change in the deferred gain of $0.8 million, for a total net positive earnings impact of $1.7 million.

The attritional loss ratio - prior year for the year ended December 31, 2023 was a favorable 0.8% compared to a favorable 0.3% for the year ended December 31, 2022, a decrease of 0.5 percentage points.

The decrease was primarily driven by favorable development in both the Bermuda and International specialty classes and International property classes, partially offset by unfavorable development in Bermuda property classes and casualty classes in both our Bermuda and International segments.

In addition, casualty business protected by the LPT benefited from $4.2 million in amortization of the associated deferred gain and favorable development in the underlying reserves of $0.8 million, for a total net positive earnings impact of $5.0 million.

See Note 7, Reinsurance , in the accompanying audited consolidated financial statements for further discussion of the LPT.

The attritional loss ratio - prior year for the year ended December 31, 2024 was flat at 0.0% compared to a favorable 0.8% for the year ended December 31, 2023, an increase of 0.8 percentage points.

In addition, casualty business protected by the LPT benefited from favorable development in the underlying reserves of $15.3 million, which was partially offset by a change in the deferred gain of $9.4 million, for a total net positive earnings impact of $5.9 million.

Catastrophe losses - current and prior year development were $159.0 million, $87.6 million and $36.9 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Catastrophe losses for the year ended December 31, 2025 were driven by the California wildfires ($159.7 million), severe convective storms ($10.9 million) and the Queensland hailstorms ($6.9 million), partially offset by favorable prior year development of $18.5 million.

Catastrophe losses for the year ended December 31, 2024 were driven by Hurricane Helene ($52.6 million), Hurricane Milton ($37.8 million), the Calgary hailstorms ($12.9 million), and Hurricane Debby ($5.6 million), partially offset by favorable prior year development of $21.3 million.

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during March 2023 ($11.0 million), severe convective storms in June 2023 ($7.6 million), Hurricane Idalia ($6.5 million), and the Vermont floods ($5.0 million), partially offset by favorable prior year development of $5.2 million.

Catastrophe losses - current and prior year development for the year ended December 31, 2022 were driven by the Ukraine conflict ($79.6 million), Hurricane Ian ($77.5 million), Australian East Coast floods ($16.6 million), KwaZulu-Natal floods ($8.3 million), and Typhoon Nanmadol ($4.3 million), partially offset by favorable prior year development of $17.4 million.

Total Net Realized and Unrealized Gains (Losses) on Investments and Net Investment Income (Loss)

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This includes the fund's returns, net of investment management fees and performance incentive allocations.

The aggregate incentive allocation to which the investment manager is entitled is included in "Net income (loss) attributable to non-controlling interests" in our GAAP financial statements.

The aggregate incentive allocation to which the investment manager is entitled is included in "Net income (loss) attributable to non-controlling interest" in our GAAP financial statements.

TS Hamilton Fund produced returns, net of investment management fees and performance incentive allocations, of 16.0%, 16.3% and 7.6% for the years ended December 31, 2025, 2024 and 2023, respectively.

For the year ended December 31, 2025, TS Hamilton Fund experienced gains from single name equities trading within the equity market neutral vehicles STV, ESTV, and ATV.

Gains from single name equities trading were led by the U.S., followed by East Asia.

TS Hamilton Fund also experienced gains from macro trading within the scientific discretionary macro vehicle, NTV, the systematic macro vehicle, FTV, the relative value rates vehicle, KTV, and the relative value macro vehicle, HTV.

For the year ended December 31, 2024, gains in TS Hamilton Fund were led by single name U.S.

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Within FTV, losses were driven by commodities, fixed income, and equities, partially offset by gains in currencies and credit.

For the year ended December 31, 2022, TS Hamilton Fund generated positive returns in single name equities trading in STV, partially offset by losses in macroeconomic trading in FTV.

Gains were led by U.S.

single name equities in STV, followed by non-U.S.

equities in ESTV.

In macroeconomic activities, FTV generated positive results in equities trading, partially offset by losses from fixed income trading, commodities trading, and currencies trading.

Total net realized and unrealized gains (losses) on investments and net investment income (loss) - other returned income of $87.5 million and $96.4 million and a loss of $73.4 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Total net realized and unrealized gains (losses) on investments and net investment income (loss) - other returned income of $210.9 million, $87.5 million and $96.4 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Income for the year ended December 31, 2025 was primarily driven by investment income on a larger portfolio of higher yielding assets and positive mark-to-market returns.

During the year ended December 31, 2024, the fixed maturity securities trading portfolio produced positive returns as the result of investment yield, partially offset by unrealized losses, primarily arising from U.S.

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During the year ended December 31, 2023, the fixed maturity securities trading portfolio produced positive returns as the rate of rising interest rates slowed and reinvested funds generated higher yields.

During the year ended December 31, 2022, the negative mark-to-market impact of rising U.S.

treasury interest rates and other macroeconomic factors offset investment yield, giving rise to non-credit related net investment losses.

Segment Information

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and overall responsibility for the success and profitability of the Company, including evaluating segment performance.

The CODM evaluates reportable segment performance based on the segment's respective underwriting income or loss.

The CODM evaluates reportable segment performance based on the segments' respective underwriting income or loss.

Underwriting income or loss is calculated as net premiums earned less losses and loss adjustment expenses, acquisition costs, and other underwriting expenses, net of third party fee income.

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We consider many factors, including the nature of each segment’s products, client types, production sources, distribution methods and the regulatory environment, in determining the aggregated operating segments.

Corporate includes net realized and unrealized gains (losses) on investments, net investment income (loss), other income (loss) not incurred by the reportable segments, net foreign exchange gains (losses), general and administrative expenses not incurred by the reportable segments, impairment of goodwill, amortization of intangible assets, interest expense, and income tax expense (benefit).

Corporate includes net realized and unrealized gains (losses) on investments, net investment income (loss), other income (loss) not incurred by the reportable segments, net foreign exchange gains (losses), general and administrative expenses not incurred by the reportable segments, amortization of intangible assets, interest expense, and income tax expense (benefit).

International Segment

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Total $ 1,517,060 $ 1,308,460 $ 1,105,522

Gross premiums written increased by $208.6 million, or 15.9%, from $1.3 billion for the year ended December 31, 2024 to $1.5 billion for the year ended December 31, 2025, primarily driven by growth in both new and existing business in casualty, specialty and property insurance classes.

Gross premiums written increased by $202.9 million, or 18.4%, from $1.1 billion for the year ended December 31, 2023 to $1.3 billion for the year ended December 31, 2024, primarily driven by growth in both new and existing business and improved pricing in casualty and property insurance classes and specialty reinsurance and insurance classes.

Gross premiums written increased by $172.3 million, or 18.5%, from $933.2 million for the year ended December 31, 2022 to $1.1 billion for the year ended December 31, 2023, primarily driven by growth and improved pricing across specialty insurance classes, with additional contributions from growth in casualty insurance and specialty reinsurance classes and hardening rates on property insurance classes.

Net Premiums Earned

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Total $ 1,055,377 $ 886,934 $ 703,508

Net premiums earned increased by $168.4 million, or 19.0%, from $886.9 million for the year ended December 31, 2024 to $1.1 billion for the year ended December 31, 2025.

The increase was primarily driven by growth in our casualty, specialty and property insurance classes.

Casualty insurance growth was primarily driven by U.S.

excess and surplus lines, mergers & acquisitions and professional lines;

specialty insurance growth was primarily driven by accident & health and marine & energy;

property insurance growth was primarily driven by property binder business;

and specialty reinsurance growth was primarily driven by war and terrorism and surety reinsurance.

Net premiums earned increased by $183.4 million, or 26.1%, from $703.5 million for the year ended December 31, 2023 to $886.9 million for the year ended December 31, 2024.

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and specialty reinsurance growth was primarily driven by surety reinsurance and treaty reinsurance.

Net premiums earned increased by $80.5 million, or 12.9%, from $623.0 million for the year ended December 31, 2022 to $703.5 million for the year ended December 31, 2023, reflecting growth in our specialty insurance business, primarily as the result of increases in political risks and political violence from our war and terror product, as well as growth in marine and personal accident lines, and growth in our casualty insurance business, including professional lines.

Third Party Fee Income

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Third party fee income $ 12,027 $ 16,317 $ 9,685

Third party fee income decreased by $4.3 million, or 26.3%, from $16.3 million for the year ended December 31, 2024 to $12.0 million for the year ended December 31, 2025.

The decrease was primarily due to a decrease in syndicate management fees.

Effective July 1, 2025, the management of the third party syndicate was novated from Hamilton Managing Agency to another Lloyd's managing agency.

This ended the Company's management of third party syndicates.

Third party fee income increased by $6.6 million or 68.5%, from $9.7 million for the year ended December 31, 2023 to $16.3 million for the year ended December 31, 2024.

The increase was primarily due to favorable terms of a renewed syndicate management arrangement and an increase in consortium fees.

Third party fee income decreased by $1.7 million or 15.3%, from $11.4 million for the year ended December 31, 2022 to $9.7 million for the year ended December 31, 2023.

The decrease was primarily driven by a reduction in the number of third party syndicates under management and the discontinuation of certain consortium arrangements.

Losses and Loss Adjustment Expenses

For the Years Ended

($ in thousands) Current

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Year Ended December 31, 2025 versus Year Ended December 31, 2024

The loss ratio for the year ended December 31, 2024 was 56.2%, compared to 51.5% for the year ended December 31, 2023, an increase of 4.7 percentage points.

The increase was primarily driven by higher current year catastrophe and attritional losses and a lower contribution from favorable prior year development.

Attritional loss ratio - current year for the year ended December 31, 2025 was 54.0% compared to 53.5% for the year ended December 31, 2024, an increase of 0.5 percentage points.

The increase was primarily driven by losses of $11.8 million, or 1.3 points, arising from the Baltimore Bridge collapse.

Attritional loss ratio - prior year for the year ended December 31, 2024 was a favorable 0.4% compared to a favorable 3.5% for the year ended December 31, 2023, an increase of 3.1 percentage points.

The favorable attritional loss ratio - prior year for the year ended December 31, 2024 was primarily driven by favorable development in our property insurance and reinsurance classes, partially offset by unfavorable development in specialty insurance classes, impacted by two large losses, and casualty insurance, impacted by one specific large loss.

Attritional loss ratio - prior year for the year ended December 31, 2025 was a favorable 2.8% compared to a favorable 0.4% for the year ended December 31, 2024, a decrease of 2.4 percentage points.

The favorable attritional loss ratio - prior year for the year ended December 31, 2025 was primarily driven by favorable development in property, specialty and casualty insurance classes, partially offset by modest unfavorable development in casualty reinsurance classes.

Catastrophe losses - current year and prior year of $26.7 million for the year ended December 31, 2024 were driven by Hurricane Helene ($19.6 million), Hurricane Milton ($12.8 million), and Hurricane Debby ($1.5 million), partially offset by favorable prior year development of $7.2 million.

Catastrophe losses - current year and prior year of $12.6 million for the year ended December 31, 2023 were driven by the Vermont floods ($4.5 million), Hurricane Idalia ($2.9 million), Hawaii wildfires ($2.8 million), and other wind events ($0.5 million), in addition to unfavorable prior year development of $1.9 million.

Catastrophe losses - current year and prior year were $30.2 million and $26.7 million for the years ended December 31, 2025 and 2024, respectively.

Catastrophe losses for the year ended December 31, 2025 were driven by the California wildfires ($29.0 million) and severe convective storms ($1.6 million), partially offset by favorable prior year development of $0.4 million.

Catastrophe losses for the year ended December 31, 2024 were driven by Hurricane Helene ($19.6 million), Hurricane Milton ($12.8 million), and Hurricane Debby ($1.5 million), partially offset by favorable prior year development of $7.2 million.

Year Ended December 31, 2024 versus Year Ended December 31, 2023

The loss ratio for the year ended December 31, 2023 was 51.5%, compared to 53.8% for the year ended December 31, 2022, a decrease of 2.3 percentage points.

The decrease was primarily driven by a lower level of catastrophe losses for the year ended December 31, 2023.

Attritional loss ratio - current year for the year ended December 31, 2024 was 53.5% compared to 53.2% for the year ended December 31, 2023, an increase of 0.3 percentage points.

The increase in the current year attritional loss ratio primarily arose from three specific large losses in our specialty classes compared to fewer comparable events in the prior year.

The increase included a specific large loss of $11.8 million arising from the Baltimore Bridge collapse.

Attritional loss ratio - prior year for the year ended December 31, 2024 was a favorable 0.4% compared to a favorable 3.5% for the year ended December 31, 2023, an increase of 3.1 percentage points.

We experienced favorable prior year development for the year ended December 31, 2023 of $24.4 million, primarily driven by property and specialty classes.

This compared to favorable prior year development for the year ended December 31, 2022 of $29.8 million across most classes of business.

See Note 7, Reinsurance , for further discussion of the LPT.

Catastrophe losses - current year and prior year of $48.1 million for the year ended December 31, 2022 were primarily driven by the Ukraine conflict ($22.5 million), Hurricane Ian ($15.3 million), the KwaZulu-Natal floods ($4.6 million), and the Australian East Coast floods ($2.7 million), in addition to unfavorable prior year development of $3.0 million.

We experienced favorable prior year development for the year ended December 31, 2024 of $3.4 million, primarily driven by property insurance and reinsurance classes, partially offset by unfavorable development in specialty insurance classes, impacted by two large losses, and casualty insurance, impacted by one specific large loss.

Catastrophe losses - current year and prior year were $26.7 million and $12.6 million for the years ended December 31, 2024 and 2023, respectively.

Catastrophe losses for the year ended December 31, 2023 were driven by the Vermont floods ($4.5 million), Hurricane Idalia ($2.9 million), Hawaii wildfires ($2.8 million), and other wind events ($0.5 million), in addition to unfavorable prior year development of $1.9 million.

Acquisition Costs

6 unchanged sentences

Total $ 276,676 $ 216,971 $ 186,698 26.2% 24.5% 26.5% 1.7 (2.0)

The acquisition cost ratio for the year ended December 31, 2025 was 26.2%, compared to 24.5% for the year ended December 31, 2024, an increase of 1.7 percentage points.

The increase was primarily driven by casualty insurance classes and specialty reinsurance classes, primarily due to higher profit commission costs on certain lines of business and a change in business mix.

The acquisition cost ratio for the year ended December 31, 2024 was 24.5% compared to 26.5% for the year ended December 31, 2023, a decrease of 2.0 percentage points.

The decrease was primarily driven by specialty, casualty and property insurance classes as a result of a change in business mix, reduced profit commission costs and favorable ceded commission income.

The acquisition cost ratio for the year ended December 31, 2023 was 26.5% compared to 27.4% for the year ended December 31, 2022, a decrease of 0.9 percentage points.

The decrease was primarily driven by higher volumes of business written in casualty insurance and property insurance classes that benefit from favorable overriding commission offset or lower acquisition costs, and other changes in the business mix.

Other Underwriting Expenses and Other Underwriting Expense Ratios

5 unchanged sentences

Other underwriting expenses were $167.2 million for the year ended December 31, 2025, an increase of $18.4 million, or 12.4%, compared to $148.8 million for the year ended December 31, 2024.

The increase was primarily driven by increases in headcount as we continued to build out underwriting teams supporting the corresponding increase in premium volume, and certain growth related professional and IT costs.

The increase was primarily driven by an increased headcount as we continued to build out underwriting teams supporting the corresponding increase in premium volume and an increase in certain variable performance based compensation costs.

Other underwriting expenses were $148.8 million for the year ended December 31, 2024, an increase of $21.4 million, or 16.8%, compared to $127.4 million for the year ended December 31, 2023.

The increase was primarily driven by increases in headcount as we built out underwriting teams supporting the corresponding increase in premium volume and certain variable performance based compensation costs.

The other underwriting expense ratios for the years ended December 31, 2024, 2023 and 2022 remained stable over the same period at 14.9%, 16.7% and 15.5%, respectively, as a result of the growth in our premium base.

The other underwriting expense ratios for the years ended December 31, 2025, 2024 and 2023 decreased over the same period at 14.7%, 14.9% and 16.7%, respectively, driven by growth in the premium base, partially offset by an increase in the underlying costs and a decrease in third party management fees.

Bermuda Segment

30 unchanged sentences

Total $ 1,406,085 $ 1,114,122 $ 845,516

Gross premiums written increased by $292.0 million, or 26.2%, from $1.1 billion for the year ended December 31, 2024 to $1.4 billion for the year ended December 31, 2025.

The increase was primarily driven by growth in both new and existing business in casualty and property reinsurance classes.

Gross premiums written increased by $268.6 million or 31.8% from $845.5 million for the year ended December 31, 2023 to $1.1 billion for the year ended December 31, 2024.

1 unchanged sentence

Specialty reinsurance also increased, primarily driven by new business and non-recurring reinstatement premiums.

Gross premiums written increased by $132.1 million or 18.5% from $713.4 million for the year ended December 31, 2022 to $845.5 million for the year ended December 31, 2023.

The increase was driven by new business, volume growth and rate increases in casualty reinsurance and property insurance classes of business, partially offset by non-recurring specialty reinsurance reinstatement premiums recorded in the prior year and the strategic decision to exit certain property reinsurance business.

Net Premiums Earned

5 unchanged sentences

Total $ 1,054,399 $ 847,795 $ 615,025

Net premiums earned increased by $232.8 million, or 37.8% from $615.0 million for the year ended December 31, 2023 to $847.8 million for the year ended December 31, 2024, primarily driven by new business, volume growth and rate increases in our casualty and property reinsurance classes.

Net premiums earned increased by $206.6 million, or 24.4% from $847.8 million for the year ended December 31, 2024 to $1.1 billion for the year ended December 31, 2025, primarily driven by new business and volume growth in our casualty, property and specialty reinsurance classes.

The most significant drivers of this increase were general liability, professional liability, property treaty and quota share business and financial lines.

Net premiums earned increased by $232.8 million, or 37.8%, from $615.0 million for the year ended December 31, 2023 to $847.8 million for the year ended December 31, 2024, primarily driven by our casualty and property reinsurance classes, by new business, volume growth and rate increases.

The most significant drivers of this increase were general liability, professional lines and property treaty and quota share classes.

Net premiums earned increased by $94.4 million, or 18.1%, from $520.7 million for the year ended December 31, 2022 to $615.0 million for the year ended December 31, 2023, reflecting growth in net premiums written in our casualty reinsurance classes, driven by continued growth across the majority of our casualty reinsurance classes, primarily general liability and professional liability.

This was partially offset by strategic withdrawals from certain property reinsurance classes of business and non-recurring reinstatement premiums recorded in the prior year.

Third Party Fee Income

1 unchanged sentence

($ in thousands) 2025 2024 2023

Third party fee income (expense) $ 7,435 $ 8,549 $ 201

Third party fee income of $7.4 million for the year ended December 31, 2024 decreased by $1.1 million or 13.0%, compared to $8.5 million for the year ended December 31, 2023 and was generated by certain performance based management fees recognized by Ada Capital Management Limited for services provided to Ada Re, Ltd.

Third party fee income of $8.5 million for the year ended December 31, 2023 increased by $8.3 million, compared to $0.2 million for the year ended December 31, 2022.

The increase was primarily driven by certain performance based management fees recognized by Ada Capital Management Limited for services provided to Ada Re, Ltd.

Third party fee income $ 14,574 $ 7,435 $ 8,549

Third party fee income is generated by certain performance based management fees recognized by Ada Capital Management Limited for services provided to Ada Re, Ltd.

Third party fee income of $14.6 million for the year ended December 31, 2025 increased by $7.1 million or 96.0%, compared to $7.4 million for the year ended December 31, 2024.

Third party fee income of $7.4 million for the year ended December 31, 2024 decreased by $1.1 million, compared to $8.5 million for the year ended December 31, 2023.

Losses and Loss Adjustment Expenses

14 unchanged sentences

Year Ended December 31, 2025 versus Year Ended December 31, 2024

The loss ratio for the year ended December 31, 2024 was 60.4%, compared to 57.3% for the year ended December 31, 2023, an increase of 3.1 percentage points.

The increase was primarily driven by both a higher current year catastrophe loss ratio and current year attritional loss ratio, partially offset by a favorable prior year development loss ratio.

Attritional loss ratio - current year for the year ended December 31, 2025 was 54.6% compared to 52.7% for the year ended December 31, 2024, an increase of 1.9 percentage points.

The increase was primarily driven by losses of $26.1 million, or 3.1 points, arising from the Baltimore Bridge collapse.

Attritional loss ratio - prior year for the year ended December 31, 2024 was an unfavorable 0.5% compared to an unfavorable 2.3% for the year ended December 31, 2023, a decrease of 1.8 percentage points.

The unfavorable attritional loss ratio - prior year for the year ended December 31, 2024 was primarily driven by unfavorable development in certain casualty reinsurance classes, partially offset by favorable development in property reinsurance and insurance classes.

This compared to unfavorable attritional loss prior year development for the year ended December 31, 2023 of $14.0 million, primarily driven by unfavorable development in property and casualty classes of business, partially offset by favorable development in specialty classes of business.

Catastrophe losses - current year and prior year of $60.9 million for the year ended December 31, 2024 were driven by Hurricane Helene ($33.0 million), Hurricane Milton ($25.0 million), the Calgary hailstorms ($12.9 million), and Hurricane Debby ($4.1 million), partially offset by favorable prior year development of $14.1 million.

Catastrophe losses - current year and prior year of $24.3 million for the year ended December 31, 2023 were primarily driven by wind and thunderstorm events which impacted states in both the Southern and Midwest U.S.

during March 2023 ($11.0 million), the Hawaii wildfires ($9.2 million), severe convective storms in June 2023 ($7.1 million), Hurricane Idalia ($3.6 million) and various flood events ($0.5 million), partially offset by favorable prior year development of $7.1 million.

The attritional loss ratio - current year for the year ended December 31, 2025 was impacted by a change in business mix, including an increase in casualty reinsurance business, and certain large losses in our specialty and property reinsurance classes.

The attritional loss ratio - current year for the year ended December 31, 2024 included a specific large loss of $26.1 million arising from the Baltimore Bridge collapse.

Attritional loss ratio - prior year for the year ended December 31, 2025 was a favorable 1.6% compared to an unfavorable 0.5% for the year ended December 31, 2024, a decrease of 2.1 percentage points.

The favorable attritional loss ratio - prior year for the year ended December 31, 2025 was primarily driven by favorable development in property and specialty reinsurance classes and casualty and property insurance classes, partially offset by unfavorable development in certain casualty reinsurance classes, including discontinued lines of business and additional information on certain large losses.

Catastrophe losses - current year and prior year were $128.8 million and $60.9 million for the years ended December 31, 2025 and 2024, respectively.

Catastrophe losses for the year ended December 31, 2025 were driven by the California wildfires ($130.7 million), severe convective storms ($9.3 million) and the Queensland hailstorms ($6.9 million), partially offset by favorable prior year development of $18.1 million.

Catastrophe losses for the year ended December 31, 2024 were driven by Hurricane Helene ($33.0 million), Hurricane Milton ($25.0 million), the Calgary hailstorms ($12.9 million), and Hurricane Debby ($4.1 million), partially offset by favorable prior year development of $14.1 million.

Year Ended December 31, 2024 versus Year Ended December 31, 2023

The loss ratio for the year ended December 31, 2023 was 57.3%, compared to 81.2% for the year ended December 31, 2022, a decrease of 23.9 percentage points.

The decrease was primarily driven by a lower level of catastrophe losses in the current year.

Attritional loss ratio - current year for the year ended December 31, 2023 was 51.1% compared to 52.9% for the year ended December 31, 2022, a decrease of 1.8 percentage points.

The decrease in the current year attritional loss ratio was primarily driven by a generally lower level of current year attritional losses, partially offset by certain specific losses affecting casualty and property insurance and casualty and specialty reinsurance classes.

Attritional loss ratio - current year for the year ended December 31, 2024 was 52.7% compared to 51.1% for the year ended December 31, 2023, an increase of 1.6 percentage points.

The increase included a specific large loss of $26.1 million arising from the Baltimore Bridge collapse.

We experienced unfavorable prior year development for the year ended December 31, 2023 of $14.0 million, primarily driven by unfavorable development in property and casualty classes of business, partially offset by favorable development in specialty classes of business.

This compared to unfavorable attritional loss prior year development for the year ended December 31, 2022 of $26.6 million, primarily driven by unfavorable development across discontinued casualty classes of business.

Catastrophe losses - current year and prior year were $60.9 million and $24.3 million for the years ended December 31, 2024 and 2023, respectively.

Catastrophe losses for the year ended December 31, 2023 were primarily driven by wind and thunderstorm events which impacted states in both the Southern and Midwest U.S.

Catastrophe losses - current year and prior year of $120.8 million for the year ended December 31, 2022 were primarily driven by Hurricane Ian ($62.2 million), the Ukraine conflict ($57.1 million), Australian East Coast floods ($13.9 million), Typhoon Nanmadol ($4.3 million) and KwaZulu-Natal floods ($3.7 million), partially offset by favorable prior year development of $20.4 million.

Acquisition Costs

6 unchanged sentences

Total $ 230,614 $ 171,960 $ 122,450 21.9% 20.3% 19.9% 1.6 0.4

The acquisition cost ratio for the year ended December 31, 2024 increased to 20.3%, compared to 19.9% for the year ended December 31, 2023.

The modest increase was primarily driven by a change in the mix of business, including more proportional business written in our casualty reinsurance and property reinsurance classes.

The acquisition cost ratio for the year ended December 31, 2023 increased to 19.9%, compared to 19.3% for the year ended December 31, 2022, reflecting the impact of higher reinstatement premiums earned by specialty reinsurance classes in the prior period and a change in business mix in casualty insurance and reinsurance classes.

The acquisition cost ratio for the year ended December 31, 2025 was 21.9%, compared to 20.3% for the year ended December 31, 2024.

The increase was primarily driven by a change in business mix, including more proportional business written in our casualty reinsurance classes.

The acquisition cost ratio for the year ended December 31, 2024 was 20.3%, compared to 19.9% for the year ended December 31, 2023.

The modest increase was primarily driven by a change in business mix, including more proportional business written in our casualty reinsurance and property reinsurance classes.

Other Underwriting Expenses and Other Underwriting Expense Ratios

4 unchanged sentences

Other underwriting expenses are general and administrative costs incurred by our reportable segments.

Other underwriting expenses were $61.2 million for the year ended December 31, 2024, an increase of $5.4 million, or 9.7%, compared to $55.8 million for the year ended December 31, 2023.

Other underwriting expenses for the year ended December 31, 2025 were $54.5 million, a decrease of $6.7 million, or 10.9%, compared to $61.2 million for the year ended December 31, 2024.

The decrease was primarily driven by the $17.3 million Bermuda substance-based tax credits , partially offset by increased personnel costs as we continued to build out underwriting teams supporting the corresponding increase in premium volume and an increase in certain variable performance based compensation costs.

Other underwriting expenses for the year ended December 31, 2024 were $61.2 million, an increase of $5.4 million, or 9.7%, compared to $55.8 million for the year ended December 31, 2023.

The increase was primarily driven by an increase in salary and compensation costs, an increased headcount as we continued to build out underwriting teams supporting the corresponding increase in premium volume, and professional fees.

Other underwriting expenses were $55.8 million for the year ended December 31, 2023, an increase of $6.5 million, or 13.1%, compared to $49.3 million for the year ended December 31, 2022.

The increase was primarily driven by increases in certain variable performance based compensation costs.

The other underwriting expense ratios for the years ended December 31, 2024, 2023 and 2022 decreased over the same period at 6.3%, 7.7% and 9.4% as a result of the growth in premium base and certain performance based management fees recognized by Ada Capital Management Limited for services provided to Ada Re, Ltd.

The other underwriting expense ratios for the years ended December 31, 2025, 2024 and 2023 decreased over the same period at 3.8%, 6.3% and 7.7% as a result of the growth in premium base, Bermuda substance-based tax credits, and certain performance based management fees recognized by Ada Capital Management Limited for services provided to Ada Re, Ltd.

Corporate and Other

13 unchanged sentences

This includes the fund's returns, net of investment management fees and performance incentive allocations.

The aggregate incentive allocation to which the investment manager is entitled is included in "Net income (loss) attributable to non-controlling interests" in our GAAP financial statements.

The aggregate incentive allocation to which the investment manager is entitled is included in "Net income (loss) attributable to non-controlling interest" in our GAAP financial statements.

TS Hamilton Fund produced returns, net of investment management fees and performance incentive allocations, of 16.0%, 16.3% and 7.6% for each of the years ended December 31, 2025, 2024 and 2023, respectively.

For the year ended December 31, 2025, TS Hamilton Fund experienced gains from single name equities trading within the equity market neutral vehicles STV, ESTV, and ATV.

Gains from single name equities trading were led by the U.S., followed by East Asia.

For the year ended December 31, 2024, gains in TS Hamilton Fund were led by single name U.S.

9 unchanged sentences

Within FTV, losses were driven by commodities, fixed income, and equities, partially offset by gains in currencies and credit.

For the year ended December 31, 2022, TS Hamilton Fund generated positive returns in single name equities trading in STV, partially offset by losses in macroeconomic trading in FTV.

Gains were led by U.S.

single name equities in STV, followed by non-U.S.

equities in ESTV.

In macroeconomic activities, FTV generated positive results in equities trading, partially offset by losses from fixed income trading, commodities trading, and currencies trading.

Income for the year ended December 31, 2025 was primarily driven by investment income on a larger portfolio of higher yielding assets and positive mark-to-market returns.

1 unchanged sentence

During the year ended December 31, 2022, the negative mark-to-market impact of rising U.S.

Treasury interest rates and other macroeconomic factors offset investment yield, giving rise to non-credit related net investment losses.

Other Income (Loss)

10 unchanged sentences

Consequently, we may incur foreign exchange gains and losses in our results of operations.

Foreign exchange losses of $3.2 million and $6.2 million and gains of $6.1 million for the years ended December 31, 2024, 2023 and 2022, respectively, were primarily driven by the remeasurement of insurance-related assets and liabilities denominated in British Pounds, Euro, Japanese Yen, and Australian and Canadian Dollars.

Foreign exchange losses of $6.0 million, $3.2 million and $6.2 million for the years ended December 31, 2025, 2024 and 2023, respectively, were primarily driven by the remeasurement of insurance-related assets and liabilities denominated in British pounds, euro, Japanese yen, and Australian and Canadian dollars.

Corporate Expenses

4 unchanged sentences

Corporate expenses for the year ended December 31, 2025 were $57.2 million compared to $61.1 million for the year ended December 31, 2024, a decrease of $3.9 million.

The decrease was primarily driven by $9.2 million of Value Appreciation Pool ("VAP") expense recorded for the year ended December 31, 2024, compared to $30.4 million of VAP expense recorded for the year ended December 31, 2023, partially offset by certain variable performance based compensation costs, an increased headcount and an increase in professional fees and insurance costs associated with operating as a public company.

Corporate expenses for the year ended December 31, 2023 were $76.7 million compared to $20.1 million for the year ended December 31, 2022, an increase of $56.6 million.

The increase was primarily driven by $30.4 million of share based compensation expense related to the VAP.

An additional $4.2 million of expense was recorded as an adjustment to retained earnings in "Share compensation expense" in the second quarter of 2023, for a total year to date VAP expense of $34.5 million at December 31, 2023.

The remainder of the increase was primarily driven by certain variable performance based compensation costs.

Impairment of Goodwill

For the Years Ended December 31,

($ in thousands) 2024 2023 2022

Impairment of goodwill $ — $ — $ 24,082

In the years ended December 31, 2024, 2023 and 2022, the Company recorded impairment charges of $Nil, $Nil and $24.1 million, respectively, primarily arising from the annual goodwill impairment assessment.

As of December 31, 2024 and 2023, there was $Nil goodwill recorded on the balance sheet.

The decrease was driven by lower Value Appreciation Pool ("VAP") expenses and the $3.4 million of Bermuda substance-based tax credits , partially offset by an increase in certain variable performance based compensation costs.

Corporate expenses for the year ended December 31, 2024 were $61.1 million compared to $76.7 million for the year ended December 31, 2023, a decrease of $15.6 million.

The decrease was primarily driven by $9.2 million of VAP expense recorded for the year ended December 31, 2024, compared to $30.4 million of VAP expense recorded for the year ended December 31, 2023, partially offset by certain variable performance based compensation costs, an increased headcount and an increase in professional fees and insurance costs associated with operating as a public company.

Amortization of Intangible Assets

3 unchanged sentences

Amortization of intangible assets of $15.7 million, $15.5 million and $10.8 million for the years ended December 31, 2025, 2024 and 2023, respectively, relates to internally developed software and intangible assets acquired in a business combination.

The increase in amortization expense is primarily driven by the incremental expense associated with additional technology projects.

Interest Expense

3 unchanged sentences

Interest expense of $20.2 million, $22.6 million and $21.4 million for the years ended December 31, 2025, 2024 and 2023, respectively, relates to interest payments and certain administrative fees associated with our term loan and letter of credit facilities.

The movement in interest expense is primarily driven by the increase in the Secured Overnight Financing Rate ("SOFR"), which underlies the floating rate associated with the term loan.

The movement in interest expense is primarily driven by the movement in the Secured Overnight Financing Rate ("SOFR"), which underlies the floating rate associated with the term loan.

Income Tax Expense (Benefit)

2 unchanged sentences

Income tax expense (benefit) $ (15,124) $ 8,402 $ (25,066)

The Company's subsidiaries and branches operate in jurisdictions that are subject to tax, specifically, the United Kingdom, Ireland and the United States.

Our effective income tax rate may therefore fluctuate significantly, depending on the relative contribution of each jurisdiction to pre-tax income or loss within the Company in any given period.

Hamilton Group and its Bermuda domiciled subsidiaries were not subject to income tax in Bermuda in 2023 and prior.

On December 27, 2023, Bermuda enacted a 15% corporate income tax that generally became effective on January 1, 2025.

The legislation defers the effective tax date until 2030 for Bermuda companies that meet certain requirements.

The Company expects to meet those requirements to remain exempt until 2030.

The legislation included a provision referred to as the economic transition adjustment, which is intended to provide a fair and equitable transition into the tax regime with respect to which the Company has recorded a deferred tax asset.

Income tax expense of $8.4 million for the year ended December 31, 2024 is primarily driven by withholding taxes on investment income from TS Hamilton Fund and income tax expense on earnings from our London, Dublin, and U.S.

operations, partially offset by a decrease in valuation allowance.

Income tax benefit of $25.1 million for the year ended December 31, 2023 is primarily driven by the economic transition adjustment discussed above, partially offset by withholding taxes on investment income from the TS Hamilton Fund and income tax expense on earnings from our U.K.

operations which was offset by a decrease in valuation allowance.

Income tax expense of $3.1 million for the year ended December 31, 2022, is primarily driven by withholding taxes on investment income from the TS Hamilton Fund and an increase in valuation allowance, partially offset by an income tax benefit from losses in our U.K., U.S.

and Ireland operations.

Income tax benefit for the year ended December 31, 2025 was $15.1 million on pre-tax income of $824.9 million, compared to income tax expense of $8.4 million on pre-tax income of $621.6 million for the year ended December 31, 2024, a decrease of $23.5 million, primarily driven by the release of valuation allowances against deferred tax assets in the U.K.

during the year ended December 31, 2025, partially offset by tax expense in the U.K.

Income tax expense for the year ended December 31, 2024 was $8.4 million on pre-tax income of $621.6 million, compared to a tax benefit $25.1 million on pre-tax income of $255.2 million for the year ended December 31, 2023, an increase of $33.5 million, primarily driven by the one-time ETA benefit recognized in the year ended December 31, 2023 and deferred tax expense in the U.K., U.S.

and Ireland, partially offset by a reduction in valuation allowance due to increased profitability.

Key Operating and Financial Metrics

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As at December 31,

($ in thousands, except for share and per share amounts) 2024 2023

($ in thousands, except per share amounts) 2025 2024

Closing common shareholders' equity $ 2,822,099 $ 2,328,709

2 unchanged sentences

Book value per common share was $28.50 at December 31, 2025, a $5.55 or 24.2% increase from the Company’s book value per common share of $22.95 at December 31, 2024.

The increase was primarily driven by the Company’s net income attributable to common shareholders of $400.4 million and the accretive impact of share repurchases (see Note 11, Share Capital in the accompanying audited consolidated financial statements for further details).

The increase was primarily driven by the Company’s net income attributable to common shareholders of $576.7 million and the accretive impact of share repurchases.

See Note 11, Share Capital in the accompanying audited consolidated financial statements for further details.

Tangible Book Value per Common Share

2 unchanged sentences

As at December 31,

($ in thousands, except for share and per share amounts) 2024 2023

($ in thousands, except per share amounts) 2025 2024

Closing common shareholders' equity $ 2,822,099 $ 2,328,709

3 unchanged sentences

Tangible book value per common share $ 27.62 $ 22.03

$ 22.03 $ 17.75

Tangible book value per common share was $27.62 at December 31, 2025, a $5.59 or 25.4% increase from the Company’s tangible book value per common share of $22.03 at December 31, 2024.

The increase in tangible book value per common share was primarily driven by the Company’s net income attributable to common shareholders and the accretive impact of share repurchases (see Note 11, Share Capital in the accompanying audited consolidated financial statements for further details).

The increase in tangible book value per common share was primarily driven by the Company’s net income attributable to common shareholders of $576.7 million and the accretive impact of share repurchases.

See Note 11, Share Capital in the accompanying audited consolidated financial statements for further details.

Return on Average Common Shareholders' Equity

Management believes that return on average common shareholders’ equity or ("ROACE") is an important indicator of the Company’s profitability and financial efficiency.

Management believes that return on average common shareholders’ equity ("ROACE") is an important indicator of the Company’s profitability and financial efficiency.

We calculate it by dividing net income (loss) attributable to common shareholders by average common shareholders' equity for the corresponding period.

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We present our results of operations in a way that we believe will be the most meaningful and useful to investors, analysts, rating agencies and others who use our financial information to evaluate our performance.

Some of the measurements are considered non-GAAP financial measures under SEC rules and regulations.

In this Form 10-K, we present underwriting income (loss), a non-GAAP financial measure as defined in Item 10(e) of SEC Regulation S-K.

We believe that non-GAAP financial measures, which may be defined and calculated differently by other companies, help explain and enhance the understanding of our results of operations.

Some of the measurements that management uses to assess our operating results are considered non-GAAP financial measures under Regulation G and Item 10(e) of Regulation S-K, each promulgated by the SEC.

We believe that these non-GAAP financial measures, which may be defined and calculated differently by other companies, help explain and enhance the understanding of our results of operations.

However, these measures should not be viewed as a substitute for those determined in accordance with U.S.

Where appropriate, reconciliations of our non-GAAP measures to the most comparable GAAP figures are included below.

Where appropriate, reconciliations of our non-GAAP measures to the most directly comparable GAAP financial measures are included below.

Underwriting Income (Loss)

1 unchanged sentence

We believe that this measure of our performance focuses on the core fundamental performance of the Company’s reportable segments in any given period and is not distorted by investment market conditions, corporate expense allocations or income tax effects.

The table below reconciles underwriting income (loss) to net income (loss), the most comparable GAAP financial measure:

The following table reconciles underwriting income (loss) to net income (loss), the most directly comparable GAAP financial measure:

For the Years Ended December 31,

5 unchanged sentences

Corporate expenses (57,167) (61,111) (76,691)

Impairment of goodwill — — (24,082)

Amortization of intangible assets (15,709) (15,520) (10,783)

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We believe that this measure is a relevant component of our underwriting income (loss).

The table below reconciles third party fee income to other income (loss), the most comparable GAAP financial measure:

The following table reconciles third party fee income to other income (loss), the most directly comparable GAAP financial measure:

For the Years Ended December 31,

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As these costs are not incremental and/or directly attributable to our underwriting operations, these costs are excluded from other underwriting expenses, and therefore, underwriting income (loss).

General and administrative expenses, the most comparable GAAP financial measure to other underwriting expenses, also includes corporate expenses.

The following table reconciles other underwriting expenses to general and administrative expenses, the most comparable GAAP financial measure:

General and administrative expenses, the most directly comparable GAAP financial measure to other underwriting expenses, also includes corporate expenses.

The following table reconciles other underwriting expenses to general and administrative expenses, the most directly comparable GAAP financial measure:

For the Years Ended December 31,

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a fixed maturities and short-term investments trading portfolio and an investment in Two Sigma Hamilton Fund ("TS Hamilton Fund").

The Company's high quality and liquid fixed maturities and short-term investments portfolio is structured to focus primarily on the preservation of capital and the availability of liquidity to meet the Company’s claims obligations, to be well diversified across market sectors, and to generate relatively attractive returns on a risk-adjusted basis over time.

The Company's high quality and liquid fixed maturities and short-term investments trading portfolio is structured to focus primarily on the preservation of capital and the availability of liquidity to meet the Company’s claims obligations, to be well diversified across market sectors, and to generate relatively attractive returns on a risk-adjusted basis over time.

The Company’s investments are subject to market-wide risks and fluctuations, as well as to risks inherent in particular securities.

The Company also invests in TS Hamilton Fund, a Delaware limited liability company.

Hamilton Re has a commitment with TS Hamilton Fund to maintain an amount up to the lesser of (i) $1.8 billion or (ii) 60% of Hamilton Insurance Group’s net tangible assets in TS Hamilton Fund, such lesser amount, the "Minimum Commitment Amount", for a three-year period (the "Initial Term") and for rolling three-year periods thereafter (each such three-year period the "Commitment Period"), subject to certain circumstances and the liquidity options described below, with the Commitment Period ending on June 30, 2027.

The Commitment Period consists of a 3-year rolling term that automatically renews on an annual basis unless Hamilton Re or the Managing Member provide advance notice of non-renewal.

Hamilton Re has a commitment with TS Hamilton Fund to maintain an amount up to the lesser of (i) $1.8 billion or (ii) 60% of Hamilton Group’s net tangible assets in TS Hamilton Fund, such lesser amount, the "Minimum Commitment Amount", for a three-year period (the "Initial Term") and for rolling three-year periods thereafter (each such three-year period the "Commitment Period"), subject to certain circumstances and the liquidity options described below, with the current Commitment Period ending on June 30, 2028.

The Commitment Period consists of a three-year rolling term that automatically renews on an annual basis unless Hamilton Re or the Managing Member provide advance notice of non-renewal.

Two Sigma is a United States Securities and Exchange Commission registered investment adviser specializing in quantitative analysis.

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109,731 2 % 104,359 2 %

Total cash and cash equivalents

1,172,090 19 % 1,100,852 22 %

Total cash & investments

Total cash and investments

$ 6,198,750 100 % $ 4,915,205 100 %

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The increase was primarily driven by positive investment returns on both the fixed maturities and short-term investments trading portfolio and the TS Hamilton Fund for the year ended December 31, 2025.

The Company also continued to deploy more cash into the fixed maturity trading portfolio to take advantage of higher U.S.

treasury interest rates.

The Company also continued to deploy more cash into the fixed maturity trading portfolio.

The TS Hamilton Fund represents $2.4 billion and $2.0 billion of the total cash and investments at December 31, 2025 and 2024, respectively.

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Total $ 2,918,547 $ 9,545 $ (53,120) $ 2,874,972

The fair value of the Company’s fixed maturity trading portfolio and short-term investments increased from $2.3 billion at December 31, 2023 to $2.9 billion at December 31, 2024, due to increases in both the fixed maturity trading portfolio and the short-term investments held by TS Hamilton Fund.

The fair value of the Company’s fixed maturity trading portfolio and short-term investments was $3.4 billion and $2.9 billion at December 31, 2025 and 2024, respectively.

Short-term investments at December 31, 2025 and 2024 of $200.5 million and $497.1 million, respectively, include $199.0 million and $496.0 million, respectively, held within TS Hamilton Fund.

The cash and short-term investment balances within TS Hamilton Fund are not managed by the Company, nor can they be removed from TS Hamilton Fund as they support the underlying investment strategies within the three trading vehicles.

The balance may fluctuate significantly from period to period as a result of movements in the underlying funds.

See discussion below for further details on assets within TS Hamilton Fund.

See the following discussion for further details on assets within TS Hamilton Fund.

The fair values and weighted-average credit ratings of our fixed maturity trading portfolio and short-term investments by type were as follows:

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Fixed maturities:

government treasuries $ 711,103 25 % Aaa $ 708,250 31 % Aaa

government treasuries $ 797,834 23 % Aa1 $ 711,103 25 % Aaa

states, territories and municipalities 12,960 0 % Aa2 13,231 0 % Aa2

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Corporate 1,584,144 46 % A3 1,143,060 41 % A3

Residential mortgage-backed securities - Agency 272,611 9 % Aaa 168,513 7 % Aaa

Residential mortgage-backed securities - Agency 365,650 11 % Aa1 272,611 9 % Aaa

Residential mortgage-backed securities - Non-agency 32,545 1 % Aaa 16,754 1 % Aaa

Commercial mortgage-backed securities - Non-agency 39,686 1 % Aaa 10,423 1 % Aa1

Other asset-backed securities 113,890 4 % Aaa 14,606 1 % Aaa

Commercial mortgage-backed securities - Non-agency 94,698 3 % Aa1 39,686 1 % Aaa

Other asset-backed securities 239,851 7 % Aa1 113,890 4 % Aaa

Total fixed maturities 3,238,543 94 % Aa3 2,377,862 83 % Aa3

Short-term investments 497,110 17 % Aaa 428,878 19 % Aaa

Short-term investments 200,459 6 % Aa1 497,110 17 % Aaa

Total fixed maturities and short-term investments $ 3,439,002 100 % Aa3 $ 2,874,972 100 % Aa2

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Expected average duration (in years) 3.4 3.4

At December 31, 2024 and 2023, approximately 100% of the Company’s fixed maturities and short-term investments trading portfolio was rated investment grade (Baa2 or higher) by third party rating services.

There were no non-investment grade securities in the fixed maturities and short-term investments trading portfolio.

At December 31, 2025 and 2024, 100% of the Company’s fixed maturities and short-term investments trading portfolio was rated investment grade (Baa3 or higher) by third party rating services.

The average credit quality of the Company’s fixed maturities and short-term investments trading portfolio, excluding short-term investments held by the TS Hamilton Fund, at December 31, 2025 and 2024 was Aa3.

The average yield to maturity on the Company’s fixed maturities and short-term investments trading portfolio increased to 4.7% at December 31, 2024 from 4.5% at December 31, 2023.

The expected average duration of the Company’s fixed maturities and short-term investments trading portfolio increased modestly to 3.4 years at December 31, 2024 from 3.3 years at December 31, 2023.

The average yield to maturity on the Company’s fixed maturities and short-term investments trading portfolio decreased to 4.1% at December 31, 2025 from 4.7% at December 31, 2024.

The expected average duration of the Company’s fixed maturities and short-term investments trading portfolio was 3.4 years at each of December 31, 2025 and 2024.

TS Hamilton Fund

Although Two Sigma has broad discretion to allocate invested assets to different opportunities, the current strategy is focused on highly diversified liquid positions in global equities, futures and foreign exchange markets.

Through its investments in Two Sigma Futures Portfolio, LLC ("FTV"), Two Sigma Spectrum Portfolio, LLC ("STV") and Two Sigma Equity Spectrum Portfolio, LLC ("ESTV"), we seek to achieve absolute dollar denominated returns on a substantial capital base primarily by combining multiple hedged and leveraged systematic investment strategies with proprietary risk management and execution techniques.

These systematic strategies include, but are not limited to, technical and statistically-based, fundamental-based, event-based, market condition-based and spread-based strategies as well as contributor-based and/or sentiment-based strategies and blended strategies.

• FTV primarily utilizes systematic strategies to gain broad macro exposure to FX, fixed income, equity and credit indices and commodities, predominantly by trading futures, spots, forwards, options, swaps, cash bonds and exchange traded products.

• STV primarily utilizes systematic strategies to trade U.S.-listed equity securities and related instruments and derivatives.

• ESTV primarily utilizes systematic strategies to trade non-U.S.-listed equity securities and related instruments and derivatives.

At December 31, 2024, the Company owns a 14.3%, 17.8% and 9.8% interest in each of the FTV, STV and ESTV funds, respectively.

Effective January 1, 2025, the Company amended its existing investment in Two Sigma Funds to include an allocation to the following portfolios:

Two Sigma Absolute Return Portfolio, LLC ("ATV"), Two Sigma Horizon Portfolio, LLC ("HTV"), Two Sigma Navigator Portfolio, LLC ("NTV"), and Two Sigma Kuiper Portfolio, LLC ("KTV").

• ATV primarily utilizes a global equity market neutral systematic strategy, predominantly trading equity securities, equity-related derivatives, and foreign exchange contracts.

• KTV primarily utilizes non-systematic, discretionary strategies that combine human discretion with quantitative analysis to trade futures, futures options, foreign currency spot, forward and option contracts, exchange-traded products ("ETPs") and ETP options, debt securities, and various types of derivatives and other instruments.

• HTV utilizes systematic strategies and non-systematic, discretionary strategies to trade futures, futures options, foreign currency spot, forward and option contracts, ETPs and ETP options, debt securities, and various types of derivatives and other instruments.

• NTV utilizes non-systematic, discretionary macro strategies that combine human discretion with quantitative analysis for purposes of trading globally across various asset classes.

TS Hamilton Fund invests in Two Sigma Funds ("Two Sigma Funds"), which are stated at their estimated fair values, which generally represent the Company’s proportionate interest in the members’ equity of the Two Sigma Funds as reported by the respective funds based on the net asset value ("NAV") provided by the fund administrator.

The Company accounts for its investment in Two Sigma Funds under the variable interest model at NAV as a practical expedient for fair value in the consolidated balance sheets.

The Company accounts for its investment in Two Sigma Funds under the variable interest model at NAV as a practical expedient for fair value in the consolidated balance sheet.

The Company owns the following interest in each of the Two Sigma Funds:

As of December 31, 2025

Two Sigma Funds Abbreviation %

Two Sigma Spectrum Portfolio, LLC STV 13.3 %

Two Sigma Equity Spectrum Portfolio, LLC ESTV 8.2 %

Two Sigma Absolute Return Portfolio, LLC ATV 1.9 %

Two Sigma Futures Portfolio, LLC FTV 6.4 %

Two Sigma Horizon Portfolio, LLC HTV 5.4 %

Two Sigma Navigator Portfolio, LLC NTV 6.1 %

Two Sigma Kuiper Portfolio, LLC KTV 5.2 %

Through its investments in the Two Sigma Funds, we seek to achieve absolute dollar denominated returns on a substantial capital base primarily by combining multiple hedged and leveraged systematic and non-systematic investment strategies with proprietary risk management and execution techniques.

These strategies include, but are not limited to, technical and statistically-based, fundamental-based, event-based, market condition-based and spread-based strategies as well as contributor-based and/or sentiment-based strategies and blended strategies.

At December 31, 2024, the Company's investment in the Two Sigma Funds consisted of STV, ESTV and FTV;

effective January 1, 2025, the Company amended its existing investment in Two Sigma Funds to include an allocation to ATV, HTV, NTV and KTV.

• STV primarily utilizes systematic strategies to trade U.S.-listed equity securities, exchange traded funds, money market funds, swap contracts and government debt securities.

• ESTV primarily utilizes systematic strategies to trade non-U.S.-listed equity securities, swap contracts, money market funds, government debt securities, futures and foreign currency forward contracts.

• ATV primarily utilizes systematic strategies to trade a diversified, global, equity market neutral portfolio, predominantly of equity securities, equity-related derivatives and other related instruments.

• FTV primarily utilizes systematic macro strategies to trade exchange traded funds, exchange memberships, government debt securities, money market funds, option contracts, swap contracts, futures and forward contracts.

• HTV primarily utilizes systematic strategies and non-systematic discretionary strategies to trade futures, futures options, foreign currency spot, forward and option contracts, exchange-traded products ("ETPs") and ETP options, debt securities, and various types of derivatives and other instruments.

• NTV primarily utilizes non-systematic discretionary macro strategies that combine human discretion with quantitative analysis for purposes of trading globally across various asset classes.

• KTV primarily utilizes non-systematic discretionary strategies that combine human discretion with quantitative analysis to trade futures, futures options, foreign currency spot, forward and option contracts, ETPs and ETP options, debt securities, and various types of derivatives and other instruments.

The Company’s investments in Two Sigma Funds are as follows:

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Unrealized Gains (Losses) Fair

Two Sigma Futures Portfolio, LLC (FTV) $ 308,061 $ (15,520) $ 292,541 $ 433,911 $ (38,105) $ 395,806

Two Sigma Spectrum Portfolio, LLC (STV) 360,997 102,267 463,264 193,299 88,228 281,527

Two Sigma Equity Spectrum Portfolio, LLC (ESTV) 136,565 47,011 183,576 142,981 31,156 174,137

Two Sigma Spectrum Portfolio, LLC $ 500,616 $ 131,996 $ 632,612 $ 360,997 $ 102,267 $ 463,264

Two Sigma Equity Spectrum Portfolio, LLC 187,718 49,906 237,624 136,565 47,011 183,576

Two Sigma Absolute Return Portfolio, LLC 93,092 8,882 101,974 — — —

Two Sigma Futures Portfolio, LLC 192,064 44,998 237,062 308,061 (15,520) 292,541

Two Sigma Horizon Portfolio, LLC 241,090 4,585 245,675 — — —

Two Sigma Navigator Portfolio, LLC 110,577 (9,585) 100,992 — — —

Two Sigma Kuiper Portfolio, LLC 30,406 1,313 31,719 — — —

$ 1,355,563 $ 232,095 $ 1,587,658 $ 805,623 $ 133,758 $ 939,381

The increase in the total fair value of the Company’s investments in Two Sigma Funds from $851.5 million at December 31, 2023 to $939.4 million at December 31, 2024 is primarily driven by investment gains and collateral management within TS Hamilton Fund.

The increase in the total fair value of the Company’s investments in Two Sigma Funds from $939.4 million at December 31, 2024 to $1.6 billion at December 31, 2025 is primarily driven by investment gains, asset allocations and collateral management within TS Hamilton Fund.

The total net assets managed in TS Hamilton Fund represent our investment in and exposure to Two Sigma Funds’ investment strategies.

However, as part of Two Sigma’s collateral management processes, any capital not required to be held within one of the specific trading vehicles is held in cash or short-term investments within TS Hamilton Fund as shown in the following table.

The cash and short-term investment balances are not managed by the Company, nor can they be removed from TS Hamilton Fund as they support the underlying investment strategies within the three trading vehicles.

The following table represents the total assets and total liabilities of TS Hamilton Fund.

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Management believes that its significant cash flows from operations and high quality liquid investment portfolio will provide sufficient liquidity for the foreseeable future.

At December 31, 2024 and 2023, total unrestricted cash and cash equivalents were $996.5 million and $794.5 million, respectively, and total restricted cash and cash equivalents were $104.4 million and $106.4 million, respectively.

At December 31, 2025 and 2024, total unrestricted cash and cash equivalents were $1.1 billion and $996.5 million, respectively, and total restricted cash and cash equivalents were $109.7 million and $104.4 million, respectively.

Holding Company

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has no operations of its own and its assets consist primarily of investments in its subsidiaries.

Accordingly, Hamilton Insurance Group, Ltd.’s future cash flows depend on the availability of dividends or other statutorily permissible distributions, such as returns of capital, from its subsidiaries.

Accordingly, Hamilton Group's future cash flows depend on the availability of dividends or other statutorily permissible distributions, such as returns of capital, from its subsidiaries.

The ability to pay such dividends and/or distributions is limited by the applicable laws and regulations of the various countries and states in which the Company’s subsidiaries operate (refer to Note 17, Statutory Requirements in the accompanying audited consolidated financial statements for further details), as well as the need to maintain capital levels to adequately support insurance and reinsurance operations, and to preserve financial strength ratings issued by independent rating agencies.

During the years ended December 31, 2024, 2023 and 2022, Hamilton Insurance Group, Ltd.

received $197.5 million, $44.0 million, and $137.0 million, respectively, of distributions from its subsidiaries.

Hamilton Insurance Group, Ltd.’s primary use of funds is interest payments on debt and credit facilities, common share repurchases, capital investments in subsidiaries, and payment of corporate operating expenses.

During the years ended December 31, 2025, 2024 and 2023, Hamilton Group received $220.5 million, $197.5 million, and $44.0 million, respectively, of distributions from its subsidiaries.

The Company’s primary use of funds is common share repurchases, interest payments on debt and credit facilities, capital investments in subsidiaries, and payment of corporate operating expenses.

Common share repurchases may be conducted through open market repurchases and/or privately negotiated transactions.

See Note 11, Share Capital in the accompanying audited consolidated financial statements for further detail of common share repurchases in the year ended December 31, 2025.

Management believes the dividend distribution capacity of Hamilton Insurance Group, Ltd.’s subsidiaries, which was estimated at $547.0 million at December 31, 2024, will provide Hamilton Insurance Group, Ltd.

with sufficient liquidity for the foreseeable future.

Management believes the dividend distribution capacity of Hamilton Group’s subsidiaries, which was estimated at $620.1 million at December 31, 2025, will provide the Company with sufficient liquidity for the foreseeable future.

Operating Subsidiaries

Hamilton Insurance Group, Ltd.’s operating subsidiaries primarily derive cash from the net inflow of premiums less claim payments related to underwriting activities and from net investment income.

Historically, these cash receipts have been sufficient to fund the operating expenses of these subsidiaries, as well as to fund dividend payments to Hamilton Insurance Group, Ltd.

Hamilton Group’s operating subsidiaries primarily derive cash from the net inflow of premiums less claim payments related to underwriting activities and from net investment income.

Historically, these cash receipts have been sufficient to fund the operating expenses of these subsidiaries, as well as to fund dividend payments to the Company.

The subsidiaries’ remaining cash flows are generally invested into the investment portfolio and used to fund common share repurchases or acquisitions.

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Management believes that each of the Company’s insurance subsidiaries and branches exceeded the minimum solvency, capital and surplus requirements in their applicable jurisdictions at December 31, 2025.

Certain of the subsidiaries and branches are required to file Financial Condition Reports ("FCR"), with their regulators, which provide details on solvency and financial performance.

Certain of the subsidiaries and branches are required to file Financial Condition Reports ("FCRs"), with their regulators, which provide details on solvency and financial performance.

Where required, these FCRs are posted on the Company’s website.

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Cash provided by operating activities fluctuates due to timing differences between the collection of premiums and reinsurance recoverables and the payment of losses and loss adjustment expenses, and the payment of premiums to reinsurers.

Net cash provided by (used in) investing activities was $(184.2) million, $(652.1) million and $133.1 million in the years ended December 31, 2024, 2023 and 2022, respectively, primarily driven by the timing of investing activities and the net proceeds of both turnover and new investment in our fixed maturity and short-term investments.

Net cash provided by (used in) investing activities was $(414.1) million, $(184.2) million and $(652.1) million in the years ended December 31, 2025, 2024 and 2023, respectively, primarily driven by the timing of investing activities and the net proceeds of turnover, asset allocations within the TS Hamilton Fund, and our fixed maturity and short-term investments.

Net cash provided by (used in) financing activities was $(376.2) million, $(362.7) million and $59.0 million for the years ended December 31, 2025, 2024 and 2023, respectively.

Net cash used in financing activities for the year ended December 31, 2024 was primarily driven by incentive allocations paid to TS Hamilton Fund and share repurchases.

Net cash used in financing activities for the year ended December 31, 2025 was primarily driven by incentive allocations paid to TS Hamilton Fund and open market share repurchases.

See Note 11, Share Capital in the accompanying audited consolidated financial statements for further detail of common share repurchases in the year ended December 31, 2025.

Net cash used in financing activities for the year ended December 31, 2024 was primarily driven by incentive allocations paid to TS Hamilton Fund and share repurchases.

Net cash provided by financing activities for the year ended December 31, 2023 was primarily driven by the proceeds of shares issued in connection with the Company's Initial Public Offering ("IPO"), partially offset by incentive allocations paid to TS Hamilton Fund.

Net cash used in financing activities for the year ended December 31, 2022 was primarily driven by incentive allocations paid to TS Hamilton Fund.

The Company believes that annual positive cash flows from operating activities will be sufficient to cover claims payments, absent a series of additional large catastrophic losses.

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The primary driver of the increase in total capital was the Company's net income attributable to common shareholders of $576.7 million for the year ended December 31, 2025, partially offset by share repurchases (see Note 11, Share Capital in the accompanying audited consolidated financial statements for further details).

On June 23, 2022, the Company renewed its unsecured $150 million term loan credit arrangement, as amended from time to time (the "Facility"), with various lenders as arranged by Wells Fargo Securities, LLC.

All or a portion of the loan issued under the Facility bears interest at either (a) the Base Rate plus the Applicable Margin or (b) the Adjusted Term Secured Overnight Financing Rate ("SOFR") plus the Applicable Margin, at the Company's discretion.

In the event of default, an additional 2% interest in excess of (a) or (b) will be levied, not to exceed the highest rate permissible under applicable law, and certain types of loans may not be available for borrowing by the Company under the Facility.

On June 10, 2025, Hamilton Group entered into a $150 million term loan credit arrangement (the "Facility") with various lenders as arranged by Wells Fargo Securities, LLC.

The Facility replaces Hamilton Group's $150 million term loan credit agreement, as amended through and including June 23, 2022, between Hamilton Group and the lenders thereto (as amended the "Existing Loan Agreement").

The Facility will be used to refinance the indebtedness outstanding under the Existing Loan Agreement.

All or a portion of the loan issued under the Facility bears interest, at the option of Hamilton Group, at either (a) a base rate plus an applicable margin or (b) the Adjusted Term Secured Overnight Financing Rate ("SOFR") plus an applicable margin, in each case with the applicable margin determined with reference to the Company's long term issuer default rating as assigned by Fitch.

The Facility matures on June 9, 2028, unless accelerated pursuant to the terms of the Facility, and it contains usual and customary representations, warranties, conditions and covenants for bank loan facilities of this type.

The Facility also contains certain financial covenants which cap the ratio of consolidated debt to capital and require that the Company maintain a certain minimum consolidated net worth.

The net worth requirement is recalculated effective as of the end of each fiscal quarter.

As of December 31, 2024, the Company was in compliance with all covenants.

The Facility also includes financial covenants, including a financial strength rating test, a minimum consolidated tangible net worth test and a maximum consolidated indebtedness to total capitalization ratio.

The following table presents the gross outstanding loan balance, loan fair value and unamortized loan issuance costs:

As at December 31,

($ in thousands) 2025 2024

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Unamortized loan issuance costs $ 257 $ 55

Debt issuance costs are amortized over the period during which the Facility is outstanding, as an offset to investment income.

Debt issuance costs are amortized over the period during which the Facility is outstanding, as an offset to net investment income (loss).

The Company amortized debt issuance costs of $0.1 million or less in each of the years ended December 31, 2025, 2024 and 2023.

The Company’s debt is classified as Level 3 within the fair value hierarchy because it is valued using an income approach, which utilizes a discounted cash flow technique that considers the credit profile of the Company.

Common Shares

The Company’s authorized and issued share capital is comprised as follows:

($ in thousands, except share information)

($ in thousands, except share and per share information)

Common shares of $0.01 par value each (2025 and 2024:

As at December 31,

Issued, outstanding and fully paid:

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Total $ 990 $ 1,015

On November 4, 2025, the Board of Directors authorized the repurchase of the Company's common shares in the aggregate amount of $150.0 million, in addition to remaining amounts under the prior authorization (collectively, the "Authorization"), under which the Company may repurchase shares through open market repurchases and/or privately negotiated transactions.

The Authorization will expire when the Company has repurchased the full value of shares authorized, unless terminated earlier by the Board of Directors.

All shares repurchased under the Authorization were subsequently cancelled.

As of December 31, 2025, $178.5 million remained available for repurchase under the Authorization.

For the Years Ended

($ in thousands except per share amounts) 2025 2024

Class B Shares repurchased 4,222,195 1,485,813

Aggregate repurchase price $ 93,445 $ 28,067

Average price per share $ 22.13 $ 18.89

On May 8, 2024, the Company entered into an agreement to repurchase 9.1 million Class A common shares at $12.00 per share (the "Share Repurchase").

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The common shares purchased by the Company were cancelled following the repurchase transaction.

On August 7, 2024, the Board of Directors authorized a repurchase of the Company's common shares in the aggregate amount of $150 million (the “Authorization”), under which the Company may repurchase shares through open market repurchases and/or privately negotiated transactions.

The Authorization will expire when the Company has repurchased the full value of shares authorized, unless terminated earlier by the Board of Directors.

For the year ended December 31, 2024, 1.5 million Class B common shares at an aggregate cost of $28.1 million and an average price of $18.89 per common share were repurchased and cancelled and $121.9 million remained available for purchase under the Authorization.

In general, holders of Class A common shares and Class B common shares have one vote for each common share held while the Class C common shares have no voting rights, except as required by law.

However, each holder of Class A common shares and Class B common shares is limited to voting (directly, indirectly or constructively, as determined for U.S.

federal income tax purposes) that number of common shares equal to 9.5% of the total combined voting power of all classes of shares of the Company (or, in the case of a class vote by the holders of our Class B common shares, such as in respect of the election or removal of directors other than for directors who are appointed by certain shareholders pursuant to the Shareholders Agreement and our Bye-laws, a maximum of 14.92% of the total combined voting power, calculated by multiplying (a) 9.5% and (b) the quotient of dividing (x) the total number of directors by (y) the number of directors elected by holders of Class B common shares).

federal income tax purposes) that number of common shares equal to 9.5% of the total combined voting power of all classes of shares of the Company (or, in the case of a class vote by the holders of our Class B common shares, such as in respect of the election or removal of directors other than for directors who are appointed by certain shareholders pursuant to the Shareholders Agreement and our Bye-laws, an amount calculated by multiplying (a) 9.5% and (b) the quotient of dividing (x) the total number of directors by (y) the number of directors elected by holders of Class B common shares).

In addition, the Board of Directors may, in its absolute discretion, limit a shareholder’s voting rights when it deems it appropriate to do so to avoid certain material adverse tax, legal or regulatory consequences to the Company, any subsidiary of the Company, or any direct or indirect shareholder or its affiliates.

On September 13, 2024, 1.7 million Class A common shares were converted into Class C common shares at the request of the Class A Members and as approved by the Board.

During the year ended December 31, 2024, 7.9 million Class C common shares were converted into Class B common shares at the request of the respective Class C Members and as approved by the Board.

Credit Facilities

The Company has several available letter of credit facilities and a revolving loan facility provided by commercial banks.

The Company has several available letter of credit ("LOC") facilities and a revolving loan facility provided by commercial banks.

The letter of credit facilities are utilized to provide collateral to reinsureds of Hamilton Re and its affiliates to the extent required under insurance and reinsurance agreements and to support capital requirements at Lloyd’s.

On December 5, 2018 and December 27, 2018, Hamilton Re, Ltd.

entered into a Master Agreement for Issuance of Payment Instruments and a Facility Letter for Issuance of Payment Instruments respectively, with CitiBank Europe Plc ("CitiBank Europe"), under which CitiBank Europe agreed to provide an uncommitted secured letter of credit facility for the issuance of standby letters of credit or similar instruments in multiple currencies.

On December 5, 2018 and December 27, 2018, Hamilton Re entered into a Master Agreement for Issuance of Payment Instruments and a Facility Letter for Issuance of Payment Instruments respectively, with CitiBank Europe Plc ("CitiBank Europe"), under which CitiBank Europe agreed to provide an uncommitted secured letter of credit facility for the issuance of standby letters of credit or similar instruments in multiple currencies.

On November 15, 2024, letter of credit capacity under this facility was increased to $250 million.

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In the facility letter, Hamilton Re makes representations and warranties that are customary for facilities of this type and agrees that it will comply with certain informational and other undertakings.

On June 23, 2022, Hamilton Group and Hamilton Re amended and restated their unsecured credit agreement with a syndication of lenders (the "Unsecured Facility").

On June 10, 2025, Hamilton Group and Hamilton Re entered into a $450 million credit agreement with a syndication of lenders (the "Unsecured Facility").

Under the Unsecured Facility, the lenders have agreed to provide up to an aggregate of $450 million of letter of credit capacity for Hamilton Re, up to $150 million of which may be utilized for revolving loans to be issued to Hamilton Group.

At December 31, 2024, there were no loan amounts outstanding under this facility.

Margin rates reflect contractually agreed rates, which are based on Hamilton Re’s current Financial Strength Rating as assigned by A.M.

As of April 30, 2024, letters of credit issued under the facility bear interest at a rate of 137.5 basis points (previously 150 basis points), while revolving loans if issued are subject to a fee of SOFR plus a margin of 162.5 basis points (previously 185 basis points).

To the extent such loans are issued, the available letter of credit capacity shall decrease proportionally, such that the aggregate credit exposure for the lenders under the credit agreement is $415 million.

Amounts unutilized under the facility are subject to a fee of 17.5 basis points (previously 22.5 basis points).

Capacity is provided by Wells Fargo, National Association, Truist Bank, BMO Harris Bank N.A., Commerzbank AG, New York Branch, HSBC Bank USA, N.

A., and Barclays Bank PLC.

Unless renewed or otherwise terminated in accordance with its terms, the Unsecured Facility is scheduled to terminate on June 23, 2025.

On August 12, 2024, Hamilton Re and HIDAC amended their committed letter of credit facility agreement with Bank of Montreal ("BMO"), with the Company as guarantor, under which BMO agreed to make available a secured letter of credit facility of $50 million for a term that will expire on August 13, 2025.

The facility bears a fee of 40 basis points for letters of credit issued and 15 basis points on any unutilized portion of the facility.

On October 25, 2024, Hamilton Re amended its letter of credit facility agreement with UBS AG ("UBS") under which UBS and certain of its affiliates agreed to make available to Hamilton Re a secured letter of credit facility of $100 million for a term that will expire on October 25, 2025.

At December 31, 2025, there were no loan amounts outstanding under the Unsecured Facility.

Letters of credit issued under the Unsecured Facility bear interest at a rate determined by Hamilton Group’s long-term issuer default rating, while revolving loans, if drawn, accrue interest at the option of Hamilton Group at either (a) a base rate plus an applicable margin or (b) Adjusted Term SOFR plus an applicable margin.

In each case, the applicable margin is determined based on Hamilton Group’s long-term issuer default rating as assigned by Fitch.

Currently, any letters of credit issued under the facility bear interest at a rate of 125 basis points.

Revolving loans, if issued, are subject to a fee equal to the prime rate plus 50 basis points or Adjusted Term SOFR plus a margin of 150 basis points.

To the extent such loans are issued, the available letter of credit capacity shall decrease proportionally, such that the aggregate credit exposure for the lenders under the Unsecured Facility is $450 million.

Amounts unutilized under the Unsecured Facility are subject to a fee based upon Hamilton Group's long-term issuer default rating as assigned by Fitch.

This currently bears a fee of 17.5 basis points.

The Unsecured Facility is subject to representations and warranties, affirmative and negative covenants and events of default that the Company considers customary for similar facilities.

The Unsecured Facility also includes financial covenants, including a financial strength rating test, a minimum consolidated tangible net worth test and a maximum consolidated indebtedness to total capitalization ratio.

Capacity is provided by Wells Fargo, National Association, Truist Bank, Commerzbank AG, New York Branch, Citizens Bank, N.A., HSBC Bank USA, National Association, and Barclays Bank PLC.

Unless renewed or otherwise terminated in accordance with its terms, the Unsecured Facility has a maturity date of June 9, 2028.

On October 23, 2025, Hamilton Re amended its letter of credit facility agreement with UBS AG ("UBS") under which UBS and certain of its affiliates agreed to make available to Hamilton Re a secured letter of credit facility in an amount that is equal to the greater of (i) $25 million and (ii) the LOC amount issued and outstanding, provided that the amount shall not at any time be greater than $75 million, for a term that will expire on October 23, 2026.

The facility bears a fee of 140 basis points on the total available capacity.

In addition, on October 20, 2025, Hamilton Re amended the unsecured letter of credit facility agreement that it utilizes to provide Funds at Lloyd's ("FAL") ("FAL LOC Facility") to support the FAL requirements of Syndicate 4000.

Capacity is provided by Barclays Bank PLC, ING Bank N.V., London Branch, and Bank of Montreal, London Branch.

The FAL LOC Facility of $230 million was renewed for an additional one year term that expires on October 28, 2025.

Capacity is provided by ING Bank N.V., London Branch, Commerzbank AG, New York Branch, and Deutsche Bank AG, London Branch.

The FAL LOC Facility was renewed in the amount of $260 million for a term that expires on December 31, 2029.

The facility bears a fee of 150 basis points on the borrowed amount.

The Company’s obligations under its credit facilities require the Company, Hamilton Re and the other parties thereto to comply with various financial and reporting covenants.

The Company’s obligations under its credit facilities require Hamilton Group, Hamilton Re and the other parties thereto to comply with various financial and reporting covenants.

All applicable entities were in compliance with all such covenants at December 31, 2025.

Certain of the Company's credit facilities are secured by pledged interests in the TS Hamilton Fund or the Company's fixed income security portfolio or cash.

Certain of the Company's credit facilities are secured by pledged interests in the TS Hamilton Fund, the Company's fixed income security portfolio, or cash.

The Company’s credit facilities and associated securities pledged, were as follows:

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Pledged interests in fixed income portfolio

(1) Cash pledged as security under letter of credit and revolving loan facilities is included in restricted cash securing other underwriting obligations under Pledged Assets in Note 3, Investments.

Financial Strength Ratings

The Company’s principal insurance and reinsurance operating subsidiaries are assigned financial strength ratings from internationally recognized rating agencies A.M.

Best, Fitch Ratings and Kroll Bond Rating Agency.

These ratings are publicly announced, and are available directly from the agencies' websites.

The Company’s principal insurance and reinsurance operating subsidiaries are assigned financial strength ratings from various internationally recognized rating agencies registered with the SEC as Nationally Recognized Statistical Rating Organizations.

Each agency's ratings are publicly announced, defined and available directly from the agencies' websites.

Financial strength ratings represent the independent opinions of the rating agencies as to the relative creditworthiness of a company and its capacity to meet the obligations of its insurance and reinsurance contracts.

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Ratings are not recommendations to buy, sell or hold securities.

On March 14, 2024, A.M.

Best, an NRSRO, affirmed the Financial Strength Rating of "A-" (Excellent) and the Long-Term Issuer Credit Ratings ("ICR") of "a-" (Excellent) of Hamilton Select.

The rating outlook is "Stable".

On April 30, 2024, A.M.

Best, an NRSRO, upgraded the Financial Strength Rating to "A" (Excellent) from "A-" (Excellent) and the ICR of "a" (Excellent) from "a-" (Excellent) of Hamilton Re and HIDAC, each a wholly owned subsidiary of Hamilton Insurance Group.

The outlook on these ratings was revised to "Stable" from "Positive", also on April 30, 2024.

On July 2, 2024, Fitch, an NRSRO, published Hamilton Re’s Issuer Financial Strength Rating of "A-" (Strong) and Hamilton Insurance Group’s Issuer Default Rating of "BBB+".

The rating outlook is "Stable".

On July 23, 2024, Kroll Bond Rating Agency, ("KBRA"), an NRSRO, affirmed the insurance financial strength rating of "A" of Hamilton Re and the "BBB+" issuer rating of Hamilton Insurance Group.

The outlook on these ratings was changed to "Stable" from "Positive", also on July 23, 2024.

On August 7, 2024, A.M.

Best increased its financial strength rating of the Lloyd's market from "A" to "A+" with a stable outlook.

Our Lloyd’s syndicate benefits from financial strength ratings of "A+" (Superior) from A.M.

Best and "AA-" from each of S&P Global, KBRA and Fitch.

All outlooks on these ratings are "Stable".

On February 7, 2025, Fitch Ratings ("Fitch"), a Nationally Recognized Statistical Rating Organization ("NRSRO"), assigned an Issuer Financial Strength Rating of "A-" (Strong) to HIDAC.

The rating outlook is "Stable".

The financial strength ratings of our principal operating subsidiaries and our holding company are presented below.

All information is as of February 19, 2026, at which time the outlook for each of the below ratings was "Stable".

AM Best Fitch Kroll Bond Rating Agency ("KBRA")

Hamilton Re, Ltd.

Hamilton Insurance DAC A A- NR (1)

Hamilton Select A- NR (1)

Hamilton Insurance Group NR (1)

Default Rating BBB+ Issuer

Lloyd's Overall Market Rating (2)

(1) Not Rated

(2) The Company's Syndicate 4000 benefits from the financial strength ratings assigned by each of AM Best, Fitch, KBRA and S&P Global ("AA-") to the Lloyd’s market.

Reserve for Losses and Loss Adjustment Expenses

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What changed 10-K

Item 7. Management’s Discussion and Analysis