James River Group Holdings, Inc. 10-K

Item 9A. CONTROLS AND PROCEDURES Evaluation of Disclosure Controls and Procedures We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer ("CFO"), as appropriate, to allow timely decisions regarding required disclosure. In connection with the preparation of this Annual Report on Form 10-K, our management carried out an evaluation, under the supervision and with the participation of our CEO and CFO, as of December 31, 2025, of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and 15d-15(e) under the Exchange Act. Based upon this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of December 31, 2025. Management’s Annual Report on Internal Control over Financial Reporting Management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Internal control over financial reporting includes those policies and procedures that: pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. 86 TABLE OF CONTENTS Management has conducted an assessment, including testing, of the effectiveness of our internal control over financial reporting as of December 31, 2025. In making its assessment of internal control over financial reporting, management used the criteria in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, the Company’s management has concluded that, as of December 31, 2025, the Company’s internal control over financial reporting was effective. Ernst & Young LLP, the independent registered public accounting firm that audited the Consolidated Financial Statements of the Company included in this Annual Report, has audited the effectiveness of internal control over financial reporting as of December 31, 2025. Their attestation report, which expresses an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025, is included with our financial statements. Changes in Internal Control over Financial Reporting There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during our quarter ended December 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. The effectiveness of any system of controls and procedures is subject to certain limitations, and, as a result, there can be no assurance that our controls and procedures will detect all errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system will be attained. Item 9B. OTHER INFORMATION None . Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS Not applicable. 87 TABLE OF CONTENTS PART III Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE The information required by Item 10 may be incorporated by reference to the definitive James River Group Holdings, Inc. Proxy Statement, or alternatively, disclosed in an amendment to this Annual Report on Form 10-K, in either case to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K. The Company has adopted an insider trading policy which governs transactions in our securities by the Company's directors, officers and employees (including temporary employees) and is designed to promote compliance with insider trading laws, rules and regulations and listing standards applicable to the Company. A copy of our insider trading policy is filed with this Annual Report on Form 10-K as Exhibit 19.1. Item 11. EXECUTIVE COMPENSATION The information required by Item 11 may be incorporated by reference to the definitive James River Group Holdings, Inc. Proxy Statement, or alternatively, disclosed in an amendment to this Annual Report on Form 10-K, in either case to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K. Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS The information required by Item 12 may be incorporated by reference to the definitive James River Group Holdings, Inc. Proxy Statement, or alternatively, disclosed in an amendment to this Annual Report on Form 10-K, in either case to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K. Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE The information required by Item 13 may be incorporated by reference to the definitive James River Group Holdings, Inc. Proxy Statement, or alternatively, disclosed in an amendment to this Annual Report on Form 10-K, in either case to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K. Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES The information required by Item 14 may be incorporated by reference to the definitive James River Group Holdings, Inc. Proxy Statement, or alternatively, disclosed in an amendment to this Annual Report on Form 10-K, in either case to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K. PART IV Item 15. EXHIBIT AND FINANCIAL STATEMENT SCHEDULES (a) (1) and (2) Financial Statements and Financial Statement Schedules. See “Index to Financial Statements and Schedules” on Page F-1. 88 TABLE OF CONTENTS (3) Exhibits Exhibit Number Description 2.1+ Stock Purchase Agreement dated November 8, 2023 by and among James River Group Holdings, Inc. and Fleming Intermediate Holdings LLC (incorporated by reference to Exhibit 2.1 of the Current Report on Form 8-K filed on November 9, 2023, Commission File No. 001-36777) 3.1 Certificate of Incorporation of James River Group Holdings, Inc. (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed on November 7, 2025, Commission File No. 001-36777) 3.2 Certificate of Designations of 7% Series A Perpetual Cumulative Convertible Preferred Shares of James River Group Holdings, Inc. (incorporated by reference to Exhibit 3.2 of the Current Report on Form 8-K filed on November 7, 2025, Commission File No. 001-36777) 3.3 By-laws of James River Group Holdings, Inc. (incorporated by reference to Exhibit 3.3 of the Current Report on Form 8-K filed on November 7, 2025, Commission File No. 001-36777) 4.1+ Indenture, dated as of May 26, 2004, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Floating Rate Senior Debentures Due 2034 4.2+ Indenture, dated as of May 26, 2004, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Floating Rate Junior Subordinated Debentures Due 2034 4.3+ Amended and Restated Declaration of Trust of James River Capital Trust I, dated as of May 26, 2004, by and among James River Group, Inc., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee, the Regular Trustees (as defined therein), and the holders, from time to time, of undivided beneficial interests in James River Capital Trust I 4.4+ Preferred Securities Guarantee Agreement, dated as of May 26, 2004, by James River Group, Inc., as Guarantor, and Wilmington Trust Company, as Preferred Guarantee Trustee, for the benefit of the holders of James River Capital Trust I 4.5+ Indenture, dated as of December 15, 2004, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Floating Rate Junior Subordinated Deferrable Interest Debentures Due 2034 4.6+ Amended and Restated Declaration of Trust of James River Capital Trust II, dated as of December 15, 2004, by and among James River Group, Inc., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee, the Administrators (as defined therein), and the holders, from time to time, of undivided beneficial interests in the James River Capital Trust II 4.7+ Guarantee Agreement, dated as of December 15, 2004, by James River Group, Inc., as Guarantor, and Wilmington Trust Company, as Guarantee Trustee, for the benefit of the holders, from time to time, of the capital securities of James River Capital Trust II 4.8+ Indenture, dated June 15, 2006, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Floating Rate Junior Subordinated Deferrable Interest Debentures Due 2036 4.9+ Amended and Restated Declaration of Trust of James River Capital Trust III, dated as of June 15, 2006, by and among James River Group, Inc., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee, the Administrators (as defined therein) and the holders, from time to time, of undivided beneficial interests in the James River Capital Trust III 4.10+ Guarantee Agreement, dated as of June 15, 2006, by James River Group, Inc., as Guarantor, and Wilmington Trust Company, as Guarantee Trustee, for the benefit of the holders, from time to time, of the capital securities of James River Capital Trust III 4.11+ Indenture, dated December 11, 2007, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures Due 2037 4.12+ Amended and Restated Declaration of Trust, dated December 11, 2007, by and among James River Group, Inc., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee and the Administrators (as defined therein) and the holders, from time to time, of undivided beneficial interests in James River Capital Trust IV 4.13+ Guarantee Agreement, dated as of December 11, 2007, by James River Group, Inc., as Guarantor, and Wilmington Trust Company, as Guarantee Trustee, for the benefit of the holders, from time to time, of the capital securities of James River Capital Trust IV 4.14+ Indenture, dated as of January 10, 2008, among James River Group Holdings, Inc. and Wilmington Trust Company, as Trustee relating to Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures Due 2038 4.15+ Amended and Restated Declaration of Trust, dated as of January 10, 2008, by and among James River Group Holdings, Inc., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee and the Administrators (as defined therein) for the benefit of the holders, from time to time, of undivided beneficial interest in Franklin Holdings II (Bermuda) Capital Trust I 89 TABLE OF CONTENTS Exhibit Number Description 4.16+ Guarantee Agreement, dated as of January 10, 2008, by and among James River Group Holdings, Inc., as Guarantor, and Wilmington Trust Company, as Guarantee Trustee, for the benefit of the holders, from time to time, of the capital securities of Franklin Holdings II (Bermuda) Capital Trust I 4.17 Description of Registrant’s Securities Registered under Section 12 of the Securities Exchange Act of 1934 10.1+ Credit Agreement, dated as of June 12, 2025, by and among James River Group Holdings, Inc., KeyBank National Association, as Administrative Agent and Letter of Credit Issuer, KeyBank National Association and Truist Securities, Inc. as Joint Book Runners and Joint Lead Arrangers, Truist Bank as Syndication Agent, and the lender parties thereto (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on June 13, 2025, Commission File No. 001-36777) 10.2 Continuing Guaranty of Payment, dated as of June 12, 2025, by James River Group, Inc., as Guarantor, pursuant to Credit Agreement dated as of June 12, 2025, among James River Group Holdings, Inc., KeyBank National Association, as Administrative Agent and Letter of Credit Issuer, KeyBank National Association and Truist Securities, Inc., as Joint Book Runners and Joint Lead Arrangers, Truist Bank as Syndication Agent, and the lender parties thereto (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K filed on June 13, 2025, Commission File No. 001-36777) 10.3 Form of Director and Officer Indemnification Agreement for James River Group Holdings, Inc. (incorporated by reference to Exhibit 10.4 to Post-Effective Amendment No. 1 to Form S-4, Registration No. 333-289276, filed on November 10, 2025, Commission File No. 001-36777) 10.4* James River Group Holdings, Inc. 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.11 of Amendment No. 1 to the Registration Statement on Form S-1, Registration No. 333-199958, filed with the Commission on November 24, 2014) 10.5* Amendment to the James River Group Holdings, Inc. 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on May 3, 2017, Commission File No. 001-36777) 10.6* Second Amendment to the James River Group Holdings, Inc. 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on October 26, 2022, Commission File No. 001-36777) 10.7* Third Amendment to the James River Group Holdings, Inc. 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on October 25, 2024; Commission File No. 001-36777) 10.8* Fourth Amendment to the James River Group Holdings, Inc. 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on October 24, 2025; Commission File No. 001-36777) 10.9* Fifth Amendment to the James River Group Holdings, Inc. 2014 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.2 of Post-Effective Amendment No. 1 to the Registration Statement on Form S-8, Registration Nos. 333-200995, 333-217743, 333-231200, 333-268114, 333-283157, 333-283159, 333-291251, and 333-291252, filed with the Commission on November 10, 2025) 10.10* Form of Performance Restricted Share Unit Agreement (James River Group Holdings, Inc. 2014 Long-Term Incentive Plan) 10.11* Form of Service-Based Restricted Share Unit Agreement (James River Group Holdings, Inc. 2014 Long-Term Incentive Plan) 10.12* James River Group Holdings, Inc. Short-Term Incentive Plan, as amended on April 24, 2025 10.13* James River Group Holdings, Inc. 2014 Non-Employee Director Incentive Plan (incorporated by reference to Exhibit 10.15 of Amendment No. 1 to the Registration Statement on Form S-1, Registration No. 333-199958, filed with the Commission on November 24, 2014) 10.14* Amendment to the 2014 Non-Employee Director Incentive Plan (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on May 1, 2019, Commission File No. 001-36777) 10.15* Second Amendment to the James River Group Holdings, Inc. 2014 Non-Employee Director Incentive Plan (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed on October 25, 2024; Commission File No. 001-36777) 10.16* Third Amendment to the James River Group Holdings, Inc. 2014 Non-Employee Director Incentive Plan (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed on October 24, 2025; Commission File No. 001-36777) 10.17* Fourth Amendment to the James River Group Holdings, Inc. 2014 Non-Employee Director Incentive Plan (incorporated by reference to Exhibit 10.1 of Post-Effective Amendment No. 1 to the Registration Statement on Form S-8, Registration Nos. 333-200995, 333-217743, 333-231200, 333-268114, 333-283157, 333-283159, 333-291251, and 333-291252, filed with the Commission on November 10, 2025) 90 TABLE OF CONTENTS Exhibit Number Description 10.18* Form of Restricted Share Unit Award Agreement (James River Group Holdings, Inc., 2014 Non-Employee Director Incentive Plan) 10.19* Amended and Restated Employment Agreement, dated as of July 30, 2024, by and between Frank D’Orazio, James River Group Holdings, Inc. and James River Group Inc. (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed with on July 31, 2024; Commission File No. 001-36777) 10.20* Employment Agreement, dated December 19, 2016, by and among James River Group Holdings, Inc., James River Group, Inc., and Sarah C. Doran (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on December 22, 2016, Commission File No. 001-36777) 10.21* Amendment to Employment Agreement dated December 19, 2016, between Sarah C. Doran and James River Group Holdings, Inc., and its subsidiary, James River Group, Inc. (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q filed on November 8, 2018, Commission File No. 001-36777) 10.22* Amended and Restated Employment Agreement, dated January 15, 2018, by and among James River Group, Inc., certain subsidiaries of James River Group, Inc. and Richard Schmitzer (incorporated by reference to Exhibit 10.22 to Annual Report on Form 10-K filed on March 1, 2018, Commission File No. 001-36777) 10.23* Amendment to Amended and Restated Employment Agreement, dated January 15, 2018, by and among James River Group, Inc., certain subsidiaries of James River Group, Inc. and Richard Schmitzer (incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q filed on August 5, 2025, Commission File No. 001-36777) 10.24* Amendment dated August 11, 2025 to Amended and Restated Employment Agreement, dated January 15, 2018, by and among James River Group, Inc., certain subsidiaries of James River Group, Inc. and Richard Schmitzer (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on August 14, 2025, Commission File No. 001-36777) 10.25* Amended and Restated Employment Agreement, dated December 10, 2025, by and between Michael Hoffmann and James River Group Holdings, Inc. 10.26 Investment Agreement, dated February 24, 2022, by and between James River Group Holdings, Inc. and GPC Partners Investments (Thames) LP (incorporated by reference to Exhibit 10.1 on the Current Report on Form 8-K filed on February 28, 2022; Commission File No. 001-36777) 10.27 Amendment No. 1 to Investment Agreement, dated March 1, 2022, by and between James River Group Holdings, Inc. and GPC Partners Investments (Thames) LP (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q filed on May 10, 2022; Commission File No. 001-36777) 10.28 First Amendment to Investment Agreement, dated November 11, 2024, by and between James River Group Holdings, Inc. and GPC Partners Investments (Thames) LP (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K filed on November 13, 2024; Commission File No. 001-36777) 10.29 Registration Rights Agreement, dated March 1, 2022, by and between James River Group Holdings, Inc. and GPC Partners Investments (Thames) LP (incorporated by reference to Exhibit 10.4 to the Quarterly Report on Form 10-Q filed on May 10, 2022; Commission File No. 001-36777) 10.30 First Amendment to the Registration Rights Agreement, dated as of November 11, 2024, by and among James River Group Holdings, Inc. and GPC Partners Investments (Thames) LP (incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K filed on November 13, 2024; Commission File No. 001-36777) 10.31 Loss Portfolio Transfer Reinsurance Agreement dated September 27, 2021 between James River Insurance Company and James River Casualty Company and Aleka Insurance, Inc. (incorporated by reference to Exhibit 10.1 on the Current Report on Form 8-K filed on September 30, 2021, Commission File No. 001-36777) 10.32 Trust Agreement dated September 27, 2021 among James River Insurance Company and James River Casualty Company, Aleka Insurance, Inc., and Wells Fargo Bank, N.A. (incorporated by reference to Exhibit 10.2 on the Current Report on Form 8-K filed on September 30, 2021, Commission File No. 001-36777) 10.33+ Combined Loss Portfolio Transfer and Adverse Development Cover Reinsurance Contract dated July 2, 2024 between James River Insurance Company and James River Casualty Company and State National Insurance Company, Inc. (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on July 9, 2024; Commission File No. 001-36777) 10.34 Subscription Agreement, dated November 11, 2024, by and between James River Group Holdings, Inc. and Cavello Bay Reinsurance Limited (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed on November 13, 2024; Commission File No. 001-36777) 10.35 Registration Rights Agreement, dated December 23, 2024, by and among James River Group Holdings, Inc. and Cavello Bay Reinsurance Limited (incorporated by reference to Exhibit 10.40 to the Annual Report on Form 10-K filed on March 4, 2025, Commission File No. 001-36777) 91 TABLE OF CONTENTS Exhibit Number Description 10.36+ Adverse Development Cover Reinsurance Contract, dated November 11, 2024, by and between James River Insurance Company and James River Casualty Company, and Cavello Bay Reinsurance Limited (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed on November 13, 2024; Commission File No. 001-36777) 19.1 James River Group Holdings, Inc. Insider Trading Policy 21.1 List of subsidiaries of James River Group Holdings, Inc. 23.1 Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm 31.1 Principal Executive Officer Certification pursuant to Rule 13a-14(a)/15d-14(a) 31.2 Principal Financial Officer Certification pursuant to Rule 13a-14(a)/15d-14(a) 32.1 Principal Executive Officer and Principal Financial Officer Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 97.1 James River Group Holdings, Inc. Executive Officer Incentive Compensation Recovery Policy 101.INS Inline XBRL Instance Document 101.SCH Inline XBRL Taxonomy Extension Schema Document 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document in Exhibit 101. * Denotes a management contract or compensatory plan or arrangement. + Exhibit or Schedules to Exhibit not filed with the Securities and Exchange Commission pursuant to Item 601(b)(4)(iii) and Regulation 601(a)(5) of Regulation S-K. The Company will furnish a copy of the omitted Exhibit or Schedules to the SEC upon request. Item 16. FORM 10-K SUMMARY Not applicable. 92 TABLE OF CONTENTS SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. JAMES RIVER GROUP HOLDINGS, INC. By: /s/ Frank N. D’Orazio March 3, 2026 Frank N. D’Orazio Chief Executive Officer and Director Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. NAME TITLE DATE /s/ Frank N. D’Orazio Chief Executive Officer and Director March 3, 2026 Frank N. D'Orazio (Principal Executive Officer) /s/ Sarah C. Doran Chief Financial Officer March 3, 2026 Sarah C. Doran (Principal Financial Officer) /s/ Michael E. Crow Principal Accounting Officer March 3, 2026 Michael E. Crow /s/ Christine LaSala Director, Non-Executive Chairperson of the Board March 3, 2026 Christine LaSala /s/ Matthew B. Botein Director March 3, 2026 Matthew B. Botein /s/ Thomas L. Brown Director March 3, 2026 Thomas L. Brown /s/ Joel D. Cavaness Director March 3, 2026 Joel D. Cavaness /s/ Kirstin M. Gould Director March 3, 2026 Kirstin M. Gould /s/ Dennis J. Langwell Director March 3, 2026 Dennis J. Langwell /s/ Peter B. Migliorato Director March 3, 2026 Peter B. Migliorato 93 TABLE OF CONTENTS JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES INDEX TO FINANCIAL STATEMENTS AND SCHEDULES Page Report of Independent Registered Public Accounting Firm (PCAOB ID: 42 ) 2 Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting 4 Consolidated Balance Sheets as of December 31, 2025 and 2024 5 Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) for the Years Ended December 31, 2025, 2024 and 2023 7 Consolidated Statements of Changes in Shareholders’ Equity for the Years Ended December 31, 2025, 2024 and 2023 8 Consolidated Statements of Cash Flows for the Years Ended December 31, 2025, 2024 and 2023 9 Notes to Consolidated Financial Statements for the Years Ended December 31, 2025, 2024 and 2023 10 Schedule I Summary of Investments 59 Schedule II Condensed Financial Information of Registrant 60 Schedule III Supplementary Insurance Information 64 Schedule IV Reinsurance 65 Schedule V Valuation and Qualifying Accounts 66 Schedule VI Supplementary Information Concerning Property Casualty Insurance Operations 67 F-1 TABLE OF CONTENTS JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of James River Group Holdings, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of James River Group Holdings, Inc. and subsidiaries (the Company) as of December 31, 2025 and 2024, the related consolidated statements of income (loss) and comprehensive income (loss), changes in shareholders' equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedules listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated March 3, 2026, expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosures to which it relates. F-2 TABLE OF CONTENTS Valuation of reserves for losses and loss adjustment expenses Description of the Matter At December 31, 2025, the incurred but not reported (IBNR) reserves represent a material portion of the Company’s gross reserve for losses and loss adjustment expenses, totaling a balance of $3.099 billion, the majority of which is comprised of the Company’s Excess & Surplus Lines segment. As described in Notes 1 and 8 of the consolidated financial statements, reserves for losses and loss adjustment expenses reflect the estimated ultimate cost of all incurred unpaid claims including estimates of claims incurred but not reported and loss adjustment expenses as of the balance sheet date. The estimate of IBNR relies on key judgments and actuarial assumptions, including initial expected loss ratios, incurred and paid loss development factors, and weighting of actuarial methods by line of business and accident year. The Company's Reserve Committee utilizes the actuarial results, in addition to other information, in determining management’s best estimate of recorded reserves. The subjectivity and uncertainty of estimating the IBNR reserve is caused by various factors including the uncertainty of future frequency and severity of claims, economic and social trends including inflation and litigation, changes in the business and exposure mix, as well as changes in operations. As such, performing audit procedures to evaluate the IBNR reserve required a high degree of auditor judgment and an increased extent of effort, including the involvement of our actuarial specialists. How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of controls related to the valuation of the IBNR reserve. This included testing controls that management has in place over the inputs, methods and assumptions used in estimating the reserve. To test the IBNR reserve, we evaluated the actuarial methods and assumptions used by the Company with the assistance of our actuarial specialists as well as other judgments made by management in determining their best estimate of recorded reserves. We compared the Company’s prior year assumptions of expected development of ultimate loss to actual losses incurred during the current year to identify potential management bias in the determination of the IBNR reserve. We independently projected reserves for selected lines of business using actual historical data and loss development patterns, as well as industry data and other benchmarks where applicable, and compared management’s recorded reserves to these independent estimates. /s/ Ernst & Young LLP We have served as the Company’s auditor since 2003. Atlanta, Georgia March 3, 2026 F-3 TABLE OF CONTENTS JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Report of Independent Registered Public Accounting Firm To the Shareholders and the Board of Directors of James River Group Holdings, Inc. Opinion on Internal Control Over Financial Reporting We have audited James River Group Holdings, Inc. and subsidiaries’ internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), (the COSO criteria). In our opinion, James River Group Holdings, Inc. and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria . We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2025 and 2024, the related consolidated statements of income (loss) and comprehensive income (loss), changes in shareholders' equity and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and financial statement schedules listed in the Index at Item 15(a) and our report dated March 3, 2026 expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP Atlanta, Georgia March 3, 2026 F-4 TABLE OF CONTENTS JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Consolidated Balance Sheets December 31, 2025 2024 (in thousands) Assets Invested assets: Fixed maturity securities, available-for-sale, at fair value (amortized cost: 2025 – $ 1,448,750 ; 2024 – $ 1,278,337 ) $ 1,404,774 $ 1,189,733 Equity securities, at fair value (cost: 2025 – $ 66,916 ; 2024 – $ 82,678 ) 73,092 86,479 Bank loan participations, at fair value 155,138 142,410 Short-term investments — 97,074 Other invested assets 64,152 36,700 Total invested assets 1,697,156 1,552,396 Cash and cash equivalents 260,941 362,345 Restricted cash equivalents 8,481 28,705 Accrued investment income 12,744 10,534 Premiums receivable and agents’ balances, net 153,638 243,882 Reinsurance recoverable on unpaid losses, net 2,026,110 1,996,913 Reinsurance recoverable on paid losses 118,243 101,210 Prepaid reinsurance premiums 203,950 296,635 Deferred policy acquisition costs 31,286 30,175 Intangible assets, net 32,087 32,450 Goodwill 181,831 181,831 Deferred tax assets, net 64,896 61,170 Income taxes receivable — 22,317 Other assets 68,567 86,513 Total assets $ 4,859,930 $ 5,007,076 See accompanying notes. F-5 TABLE OF CONTENTS JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Consolidated Balance Sheets December 31, 2025 2024 (in thousands, except share amounts) Liabilities and shareholders’ equity Liabilities: Reserve for losses and loss adjustment expenses $ 3,099,418 $ 3,084,406 Unearned premiums 447,644 572,034 Payables to reinsurers 68,459 132,922 Funds held 7,485 25,157 Deferred reinsurance gain 86,720 57,970 Senior debt 225,800 200,800 Junior subordinated debt 104,055 104,055 Accrued expenses 31,006 53,178 Income taxes payable 13,572 — Other liabilities 104,503 182,524 Total liabilities 4,188,662 4,413,046 Commitments and contingent liabilities Series A redeemable preferred shares – 2025 and 2024: 165,000 shares authorized; 112,500 shares issued and outstanding 133,115 133,115 Shareholders’ equity: Common stock – 2025 and 2024: $ 0.0002 par value; 200,000,000 shares authorized; 45,968,584 and 45,644,318 shares issued and outstanding, respectively 9 9 Preferred stock – 2025 and 2024: $ 0.00125 par value; 19,835,000 shares authorized; no shares issued and outstanding — — Additional paid-in capital 937,611 933,311 Retained deficit ( 364,726 ) ( 402,408 ) Accumulated other comprehensive loss ( 34,741 ) ( 69,997 ) Total shareholders’ equity 538,153 460,915 Total liabilities, Series A redeemable preferred shares, and shareholders’ equity $ 4,859,930 $ 5,007,076 See accompanying notes. F-6 TABLE OF CONTENTS JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) Year Ended December 31, 2025 2024 2023 (in thousands, except share amounts) Revenues: Gross written premiums $ 1,172,319 $ 1,431,772 $ 1,508,660 Ceded written premiums ( 603,504 ) ( 850,918 ) ( 814,759 ) Net written premiums 568,815 580,854 693,901 Change in net unearned premiums 31,473 19,342 14,104 Net earned premiums 600,288 600,196 708,005 Net investment income 83,440 93,089 84,046 Net realized and unrealized gains (losses) on investments ( 2,195 ) 3,625 10,441 Other income 6,081 10,716 9,517 Total revenues 687,614 707,626 812,009 Expenses: Losses and loss adjustment expenses 427,204 554,374 500,157 Other operating expenses 183,964 193,198 193,656 Other expenses 2,002 6,145 3,792 Interest expense 23,538 24,666 24,627 Amortization of intangible assets 363 363 363 Impairment of intangible assets — — 2,500 Total expenses 637,071 778,746 725,095 Income (loss) from continuing operations before income taxes 50,543 ( 71,120 ) 86,914 Income tax expense (benefit) on continuing operations: Current 13,821 3,562 31,677 Deferred ( 13,098 ) ( 11,196 ) ( 5,972 ) 723 ( 7,634 ) 25,705 Net income (loss) from continuing operations 49,820 ( 63,486 ) 61,209 Discontinued operations (Note 2): Loss from discontinued operations — ( 13,583 ) ( 88,493 ) Loss on disposal of discontinued operations ( 2,393 ) ( 4,051 ) ( 80,400 ) Total loss from discontinued operations ( 2,393 ) ( 17,634 ) ( 168,893 ) Net income (loss) 47,427 ( 81,120 ) ( 107,684 ) Dividends on Series A preferred shares ( 7,876 ) ( 37,149 ) ( 10,500 ) Net income (loss) available to common shareholders $ 39,551 $ ( 118,269 ) $ ( 118,184 ) Other comprehensive income (loss): Net unrealized gains (losses), net of taxes of $ 9,372 in 2025, $( 1,668 ) in 2024, and $ 6,384 in 2023 35,256 ( 6,276 ) 99,323 Total comprehensive income (loss) $ 82,683 $ ( 87,396 ) $ ( 8,361 ) Net income (loss) per common share: Basic Continuing operations $ 0.91 $ ( 2.60 ) $ 1.35 Discontinued operations $ ( 0.05 ) $ ( 0.46 ) $ ( 4.49 ) $ 0.86 $ ( 3.06 ) $ ( 3.14 ) Diluted Continuing operations $ 0.83 $ ( 2.60 ) $ 1.34 Discontinued operations $ ( 0.04 ) $ ( 0.46 ) $ ( 4.47 ) $ 0.79 $ ( 3.06 ) $ ( 3.13 ) Dividend declared per common share $ 0.04 $ 0.16 $ 0.20 Weighted-average common shares outstanding: Basic 45,968,359 38,685,003 37,618,660 Diluted 60,013,622 38,685,003 37,810,440 See accompanying notes. F-7 TABLE OF CONTENTS JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Consolidated Statements of Changes in Shareholders’ Equity Number of Common Shares Outstanding Common Stock (Par) Preferred Shares Additional Paid-in Capital Retained Deficit Accumulated Other Comprehensive Income (Loss) Total Shareholders’ Equity (in thousands, except share amounts) Balances at December 31, 2022 37,470,237 $ 7 $ — $ 868,858 $ ( 152,055 ) $ ( 163,044 ) $ 553,766 Net loss — — — — ( 107,684 ) — ( 107,684 ) Other comprehensive income — — — — — 99,323 99,323 Vesting of RSUs 171,326 — — ( 1,734 ) — — ( 1,734 ) Compensation expense under share incentive plans — — — 9,116 — — 9,116 Dividends on Series A preferred shares — — — — ( 10,500 ) — ( 10,500 ) Dividends on common stock — — — — ( 7,666 ) — ( 7,666 ) Balances at December 31, 2023 37,641,563 $ 7 $ — $ 876,240 $ ( 277,905 ) $ ( 63,721 ) $ 534,621 Net loss — — — — ( 81,120 ) — ( 81,120 ) Other comprehensive loss — — — — — ( 6,276 ) ( 6,276 ) Conversion of Series A Preferred Shares to common stock (Notes 12 and 13) 5,859,375 1 — 38,788 ( 1,289 ) — 37,500 Extinguishment of Series A Preferred Shares - deemed dividend (Note 12) — — — — ( 25,717 ) — ( 25,717 ) Enstar common stock investment (Note 13) 1,953,125 1 — 12,499 — — 12,500 Vesting of RSUs 190,255 — — ( 847 ) — — ( 847 ) Compensation expense under share incentive plans — — — 6,631 — — 6,631 Dividends on Series A preferred shares — — — — ( 10,143 ) — ( 10,143 ) Dividends on common stock — — — — ( 6,234 ) — ( 6,234 ) Balances at December 31, 2024 45,644,318 $ 9 $ — $ 933,311 $ ( 402,408 ) $ ( 69,997 ) $ 460,915 Net income — — — — 47,427 — 47,427 Other comprehensive income — — — — — 35,256 35,256 Vesting of RSUs 324,266 — — ( 745 ) — — ( 745 ) Compensation expense under share incentive plans — — — 5,045 — — 5,045 Dividends on Series A preferred shares — — — — ( 7,876 ) — ( 7,876 ) Dividends on common stock — — — — ( 1,869 ) — ( 1,869 ) Balances at December 31, 2025 45,968,584 $ 9 $ — $ 937,611 $ ( 364,726 ) $ ( 34,741 ) $ 538,153 See accompanying notes. F-8 TABLE OF CONTENTS JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows Year Ended December 31, 2025 2024 2023 (in thousands) Operating activities Net income (loss) $ 47,427 $ ( 81,120 ) $ ( 107,684 ) Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: Deferred policy acquisition costs ( 66,552 ) ( 65,580 ) ( 73,333 ) Amortization of policy acquisition costs 65,441 69,261 96,453 Net realized and unrealized losses on investments 2,195 6,985 43,251 Impairment of intangible assets — — 2,500 Distributions from equity method investments 4,095 405 43 Income from equity method investments ( 1,673 ) ( 4,133 ) ( 4,881 ) Loss on disposal of discontinued operations — ( 2,193 ) 80,400 Deferred U.S. federal income tax benefit ( 13,098 ) ( 11,205 ) ( 5,972 ) Provision for depreciation and amortization ( 717 ) ( 709 ) ( 475 ) Share based compensation expense 5,045 6,631 9,116 Excess tax benefits from equity incentive plan transactions 984 740 449 Change in operating assets and liabilities: Reserve for losses and loss adjustment expenses 15,012 453,149 278,778 Unearned premiums ( 124,390 ) ( 24,237 ) ( 70,894 ) Premiums receivable and agents’ balances 90,244 15,374 22,594 Reinsurance balances 10,742 ( 552,549 ) ( 66,274 ) Funds held ( 17,672 ) ( 66,942 ) ( 107,922 ) Payable to insurance companies — ( 3,385 ) 2,129 Other ( 35,869 ) 12,423 ( 10,325 ) Net cash (used in) provided by operating activities (a) ( 18,786 ) ( 247,085 ) 87,953 Investing activities Sale of JRG Re — 96,412 — Fixed maturity securities: Purchases ( 336,938 ) ( 178,818 ) ( 197,360 ) Sales 15,418 200,178 34,537 Maturities and calls 152,346 162,472 139,867 Equity Securities: Purchases ( 8,488 ) ( 11,319 ) ( 11,869 ) Sales and redemptions 22,438 56,852 12,625 Bank loan participations: Purchases ( 133,282 ) ( 109,103 ) ( 72,580 ) Sales 86,319 83,564 52,016 Maturities 32,212 36,628 27,605 Other invested assets: Purchases ( 33,841 ) ( 5,075 ) ( 13,775 ) Return of capital 3,261 1,160 2,793 Proceeds from sales and repayments 706 4,077 10,133 Securities receivable or payable, net ( 8,468 ) ( 169 ) 3,499 Short-term investments, net 97,074 ( 24,937 ) 35,675 Purchases of property and equipment ( 4,801 ) ( 4,890 ) ( 6,434 ) Net cash (used in) provided by investing activities ( 116,044 ) 307,032 16,732 Financing activities Senior debt issuances 25,000 — — Senior debt repayments — ( 21,500 ) — Enstar common stock investment (Note 13) — 12,500 — Payroll taxes withheld and remitted on net settlement of RSUs ( 745 ) ( 847 ) ( 1,734 ) Dividends on Series A preferred shares ( 7,876 ) ( 12,768 ) ( 10,500 ) Dividends on common stock ( 1,998 ) ( 6,231 ) ( 7,746 ) Payment of debt issuance costs ( 1,179 ) — ( 1,135 ) Net cash provided by (used in) financing activities 13,202 ( 28,846 ) ( 21,115 ) Change in cash, cash equivalents, and restricted cash equivalents ( 121,628 ) 31,101 83,570 Cash, cash equivalents, and restricted cash equivalents at beginning of year 391,050 359,949 276,379 Cash, cash equivalents, and restricted cash equivalents at end of year $ 269,422 $ 391,050 $ 359,949 JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows Year Ended December 31, 2025 2024 2023 (in thousands) Supplemental information U.S. federal income taxes (refunded) paid, net $ ( 21,781 ) $ 25,104 $ 45,330 U.S. state income taxes paid $ 289 $ 546 $ 367 Interest paid $ 25,689 $ 28,740 $ 30,697 Restricted cash equivalents at beginning of year $ 28,705 $ 72,449 $ 103,215 Restricted cash equivalents at end of year 8,481 28,705 72,449 Change in restricted cash equivalents $ ( 20,224 ) $ ( 43,744 ) $ ( 30,766 ) (a) Cash provided by (used in) operating activities for the years ended December 31, 2025, 2024, and 2023 reflects the activity in restricted cash equivalents above. As permitted under the agreements establishing the Indemnity Trust and the LPT Trust, we have withdrawn collateral from the Indemnity Trust and the LPT Trust to fund the Loss Fund Trust as required under the Administrative Services Agreement. Amounts on deposit in the Loss Fund Trust are included in restricted cash equivalents on the Company's consolidated balance sheets. See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Amounts Recoverable from an Indemnifying Party and Reinsurer on Legacy Commercial Auto Book ”. Excluding the restricted cash activity above, cash provided by (used in) operating activities was $ 1.4 million, $( 203.3 ) million, and $ 118.7 million for the years ended December 31, 2025, 2024, and 2023, respectively. The $ 203.3 million of cash used in operating activities for the year ended December 31, 2024 primarily reflects the $ 313.2 million and $ 52.8 million of reinsurance premium paid in 2024 related to the E&S ADC and E&S Top Up ADC (See Note 8). See accompanying notes. F-9 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 1. Accounting Policies Organization James River Group Holdings, Inc. (referred to as “JRG Holdings” or, with its subsidiaries, the “Company”) is a Delaware holding company organized for the purpose of acquiring and managing insurance entities. The Company owns five insurance companies based in the United States (“U.S.”) focused on specialty insurance niches as described below: • James River Group is a Delaware domiciled insurance holding company formed in 2002, which owns all of the Company’s U.S.-based subsidiaries, either directly or indirectly through one of its wholly-owned U.S. subsidiaries. James River Group oversees the Company’s U.S. insurance operations. • James River Insurance Company (“James River Insurance”) is an Ohio domiciled excess and surplus lines insurance company that, with its wholly-owned insurance subsidiary, James River Casualty Company, is authorized to write business in every state and the District of Columbia. • Falls Lake National Insurance Company (“Falls Lake National”) is an Ohio domiciled insurance company which wholly owns Stonewood Insurance Company (“Stonewood Insurance”), an Ohio domiciled company, and Falls Lake Fire and Casualty Company, a California domiciled company. Falls Lake National primarily writes specialty admitted fronting and program business. The Company previously owned JRG Reinsurance Company Ltd. (“JRG Re”), a Bermuda domiciled reinsurer, which comprised the former Casualty Reinsurance segment, and which, prior to the suspension of its underwriting activities in 2023, primarily provided non-catastrophe casualty reinsurance to U.S. third parties. On November 8, 2023, the Company entered into an agreement to sell JRG Re. The sale closed on April 16, 2024 and resulted in the Company’s disposition of its casualty reinsurance business and related assets. See Discontinued Operations below and Note 2 for additional disclosure. Basis of Presentation and Principles of Consolidation The consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), which vary in some respects from statutory accounting practices (“SAP”) which are prescribed or permitted by the various state insurance departments in the U.S. The accompanying consolidated financial statements include the accounts and operations of the Company and its subsidiaries. Intercompany transactions and balances have been eliminated. Discontinued Operations The results of operations of a component of the Company are reported in discontinued operations when certain criteria are met as of the date of disposal, or earlier if classified as held-for-sale. The Company determined that the sale of JRG Re, which closed on April 16, 2024, represented a strategic shift that had a major effect on the Company's operations. Accordingly, the results of JRG Re's operations have been presented as discontinued operations for all periods presented in this Annual Report on Form 10-K. See Note 2 for additional disclosure. Estimates and Assumptions Preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying disclosures. Those estimates are inherently subject to change, and actual results may ultimately differ from those estimates. Fixed Maturity and Equity Securities Fixed maturity securities classified as “available-for-sale” are carried at fair value, and unrealized gains and losses on such securities, net of any deferred taxes, are reported as a separate component of accumulated other comprehensive income. The Company does not have any securities classified as “held-to-maturity” or “trading”. Fair value generally represents quoted market value prices for securities traded in the public marketplace or prices analytically determined using bid or closing prices for securities not traded in the public marketplace. Premiums and discounts on mortgage-backed securities and asset-backed securities are amortized or accrued using the constant yield method which considers anticipated prepayments at the date of purchase. To the extent that the estimated lives of F-10 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 such securities change as a result of changes in estimated prepayment rates, the adjustments are included in net investment income using the retrospective method. Realized investment gains or losses are determined on a specific identification basis. Interest income is recognized as earned, and dividend income is recognized on the ex-dividend date. The Company reviews its available-for-sale fixed maturities to determine whether any unrealized losses are due to credit-related factors. An allowance for credit losses is established for any credit-related impairments, limited to the amount by which fair value is below amortized cost. Changes in the allowance for credit losses are recognized in earnings and included in n et realized and unrealized gains (losses) on investments . Unrealized losses that are not credit-related are recognized in other comprehensive income. The Company considers the extent to which fair value is below amortized cost in determining whether a credit-related loss exists. The Company also considers the credit quality rating of the security, with a special emphasis on securities downgraded below investment grade. A comparison is made between the present value of expected future cash flows for a security and its amortized cost. If the present value of future expected cash flows is less than amortized cost, a credit loss is presumed to exist and an allowance for credit losses is established. Management may conclude that a qualitative analysis is sufficient to support its conclusion that the present value of the expected cash flows equals or exceeds a security’s amortized cost. Bank Loan Participations Bank loan participations are managed by a specialized outside investment manager. The Company has elected the fair value option to account for bank loan participations. Under the fair value option, bank loan participations are measured at fair value, and changes in unrealized gains and losses in bank loan participations are reported in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) as net realized and unrealized gains (losses) on investments. Losses due to credit-related impairments on bank loan participations are determined based upon consultations and advice from the Company's specialized investment manager and consideration of any adverse situations that could affect the borrower's ability to repay, the estimated value of underlying collateral, and other relevant factors. Interest income is accrued on the unpaid principal balance. Discounts and premiums are amortized to income using the interest method. Generally, the accrual of interest on a bank loan participation is discontinued when the contractual payment of principal or interest has become 90 days past due or management has serious doubts about further collectability of principal or interest. A bank loan participation may remain on accrual status if it is in the process of collection and is either guaranteed or well secured. Interest received on nonaccrual loans generally is reported as investment income. There were no bank loans on nonaccrual status at December 31, 2025 or 2024. Generally, bank loan participations are restored to accrual status when the obligation is brought current, has performed in accordance with the contractual terms for a reasonable period of time, and the ultimate collectability of the total contractual principal and interest is no longer in doubt. Other Invested Assets Other invested assets at December 31, 2025 and 2024 include the Company’s interests in private debt and equity investments. The investments are primarily focused in structured private credit, renewable energy, and limited partnerships. Equity interests in various limited liability companies (“LLCs”) and limited partnerships are accounted for under the equity method, as the Company has determined that the equity method best reflects its economic interest in the underlying equity investment. Short-Term Investments Short-term investments are carried at amortized cost, which approximates fair value. Short-term investments have maturities greater than three months but less than one year at the date of purchase. Cash Equivalents The Company considers highly liquid investments with maturities of three months or less at the date of purchase to be cash equivalents. F-11 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Restricted Cash Equivalents The Company considers highly liquid investments with maturities of three months or less at the date of purchase that are segregated for a specific use to be restricted cash equivalents. Direct Written Premiums Direct written premiums are earned on a pro rata basis over the terms of the policies, generally 12 months. The portion of premiums written applicable to the unexpired terms of the policies in force is recorded as unearned premiums. Policies are accounted for on an individual basis, with no aggregation by counterparty. Premiums Receivable and Agents’ Balances, Net Premiums receivable and agents’ balances are carried at face value net of any allowance for credit losses. The allowance for credit losses represents the current estimate of expected credit losses based on the Company’s assessment of the collectability of receivables that are past due, historical collection percentages, and consideration of current economic conditions and expectations of future conditions that could affect ultimate collections. Receivables greater than 90 days past due were $ 17.0 million and $ 16.4 million at December 31, 2025 and 2024, respectively. The allowance for credit losses was $ 19.7 million and $ 22.3 million at December 31, 2025 and 2024, respectively. Credit loss expense was $ 442,000 for the year ended December 31, 2025, $ 6.9 million for the year ended December 31, 2024, and $ 2.8 million for the year ended December 31, 2023. Receivables written off against the allowance for credit losses totaled $ 3.0 million for the year ended December 31, 2025, $ 2.5 million for the year ended December 31, 2024, and $ 1.2 million for the year ended December 31, 2023. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. Deferred Policy Acquisition Costs Costs which are incrementally or directly related to the successful acquisition of new or renewal insurance business are deferred. These deferred costs are primarily commissions to agents, premium taxes, and the portion of underwriting fixed compensation and payroll related fringe benefits directly related to an insurance contract that has been acquired, net of ceding commissions related to reinsurance ceded. Amortization of such policy acquisition costs is charged to expense in proportion to premium earned over the estimated policy life. To the extent that unearned premiums on existing policies are not adequate to cover projected related costs and expenses, deferred policy acquisition costs are charged to earnings. The Company considers anticipated investment income in determining whether a premium deficiency exists. Reinsurance and Adjustable Features of Insurance and Reinsurance Contracts Certain premiums and losses are ceded to other insurance companies under various excess of loss and quota-share reinsurance contracts. The Company enters into ceded reinsurance contracts to limit its exposure to large losses, to limit exposure on new lines of insurance written by the Company, and to provide additional capacity for growth. Premiums, commissions, and losses and loss adjustment expenses on reinsured business are accounted for on a basis consistent with that used in accounting for the original policies issued and the terms of the reinsurance contracts. Reinsurance recoverables and prepaid reinsurance premiums are reported as assets. The Company uses a provision matrix to calculate the allowance for credit losses on reinsurance recoverables by applying impairment rates based on historical loss data to similarly rated reinsurance companies based on the expected duration of the receivables. The Company also considers the expected impact of current and future expected economic conditions and adjusts estimates if needed based on an evaluation of these factors. The allowance for credit losses on reinsurance recoverables at December 31, 2025 and 2024 was $ 1.6 million and $ 1.2 million, respectively. Other amounts payable to reinsurers or receivable from reinsurers are netted where the right of offset exists. The Company receives ceding commissions in connection with certain ceded reinsurance. The ceding commissions are recorded as a reduction of other operating expenses. Certain reinsurance contracts include provisions that adjust premiums or acquisition expenses based upon the loss experience under the contracts. Premiums written and earned, as well as related acquisition expenses are recorded based upon the projected loss experience under the contracts. The Company’s Specialty Admitted Insurance segment writes insurance under specialty admitted fronting and program arrangements. The fronting and program arrangements may contain contractual provisions that adjust acquisition expenses based upon loss experience under the contracts. The specialty admitted fronting and program arrangements are significantly reinsured. These reinsurance contracts may also contain provisions that adjust premiums or acquisition expenses based upon the F-12 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 loss experience under the contracts. Premiums written and earned, as well as related acquisition expenses, are recorded based upon the projected loss experience under the contracts. Other Income Other income is principally comprised of broker incentive income in the Excess and Surplus Lines segment ($ 3.3 million, $ 5.4 million, and $ 1.3 million for the years ended December 31, 2025, 2024, and 2023, respectively) and fee income in the Specialty Admitted Insurance segment earned on policies for which the segment has no exposure to underwriting risk. Fee income of $ 2.4 million, $ 4.6 million, and $ 5.3 million is included in other income for the years ended December 31, 2025, 2024, and 2023, respectively. Fees are earned on a pro rata basis over the service period of the underlying business. Policies are accounted for on an individual basis, with no aggregation by counterparty. Income Taxes Deferred tax assets and deferred tax liabilities are provided for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of assets and liabilities and their respective U.S. tax basis. Deferred tax assets and liabilities are measured using enacted U.S. corporate tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance only when management believes it is more likely than not that some, or all, of the deferred tax assets will not be realized. The Company determined that no valuation allowance was necessary at December 31, 2025 or 2024. Goodwill Goodwill is tested annually for impairment in the fourth quarter of each calendar year, or more frequently if events or changes in circumstances indicate that the carrying amount of the Company’s reporting units, including goodwill, may exceed their fair values. The Company first assesses qualitative factors in determining whether it is necessary to perform the quantitative goodwill impairment test. If management determines that it is more likely than not that the fair value of a reporting unit is less than the carrying value based on qualitative factors then they will perform the quantitative goodwill impairment test. For the quantitative goodwill impairment testing, the fair value of the reporting units is determined using a combination of a market approach and an income approach which projects the future cash flows produced by the reporting units and discounts those cash flows to their present value. The projection of future cash flows is necessarily dependent upon assumptions on the future levels of income as well as business trends, prospects, market, and economic conditions. The results of the two approaches are weighted to determine the fair value of each reporting unit. When the fair value is less than the carrying value of the net assets of the reporting unit, including goodwill, an impairment loss is charged to operations. To determine the amount of any goodwill impairment, the implied fair value of reporting unit goodwill is compared to the carrying amount of that goodwill. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination is determined. That is, the fair value of a reporting unit is assigned to all of the assets and liabilities of that unit (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination. The excess of the fair value of a reporting unit over the amounts assigned to its assets and liabilities is the implied fair value of goodwill. Intangible Assets, Net Intangible assets are initially recognized and measured at fair value. Specifically identified intangible assets with indefinite lives include trademarks and state insurance licenses and authorities. Other specifically identified intangible assets with lives ranging from 7.0 to 27.5 years represent relationships with brokers. These intangible assets are amortized on a straight-line basis over their estimated useful lives. Intangible assets with indefinite useful lives are reviewed for impairment at least annually. In evaluating whether there has been impairment to the intangible asset, management determines the fair value of the intangible asset and compares the resulting fair value to the carrying value of the intangible asset. If the carrying value exceeds the fair value, the intangible asset is written down to fair value, and the impairment is reported through earnings. The Company evaluates intangible assets with definite lives for impairment when impairment indicators are noted. Impairment of Long-Lived Assets Long-lived assets with finite lives are tested for impairment whenever recognized events or changes in circumstances indicate the carrying value of these assets may not be recoverable. If indicators of impairment are present, fair value is calculated using estimated future cash flows expected to be generated from the use of those assets. An impairment loss is recognized only if the carrying amount of a long-lived asset or asset group is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset or asset group is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset or asset group. That assessment is based on the carrying F-13 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 amount of the asset or asset group at the date it is tested for recoverability. An impairment loss is measured as the amount by which the carrying amount of a long-lived asset or asset group exceeds its fair value. Property and Equipment, Net Property and equipment, which is included in “other assets” in the accompanying consolidated balance sheets, is reported at cost less accumulated depreciation and is depreciated principally on a straight-line basis over the estimated useful lives of the depreciable assets, generally three years to ten years . Reserve for Losses and Loss Adjustment Expenses The reserve for losses and loss adjustment expenses represents the estimated ultimate cost of all reported and unreported losses and loss adjustment expenses incurred and unpaid at the balance sheet date. The Company does not discount this reserve. The process of estimating the reserve for losses and loss adjustment expenses requires a high degree of judgment and is subject to a number of variables. The reserve for losses and loss adjustment expenses is estimated using individual case-basis valuations and statistical analyses. Those estimates are subject to the effects of trends in loss severity and frequency. The Company utilizes various actuarially-accepted reserving methodologies in determining expected outcomes for its reserves. These methodologies utilize various inputs, including management’s initial expected loss ratio (the ratio of losses and loss adjustment expenses incurred to net earned premiums), expected reporting patterns and payment patterns for losses and loss adjustment expenses (based on insurance industry data and the Company’s own experience), and the Company’s actual paid and reported losses and loss adjustment expenses. An internal actuary reviews these results and (after applying appropriate professional judgment and other actuarial techniques that are considered necessary) presents recommendations to the Company’s management. Management uses this information and its judgment to make decisions on the final recorded reserve for losses and loss adjustment expenses. Management believes that the use of judgment is necessary to arrive at a best estimate for the reserve for losses and loss adjustment expenses given the long-tailed nature of the business generally written by the Company and the limited operating experience of the fronting and program business in the Specialty Admitted Insurance segment. Judgment is also required to make actuarial adjustments, if needed, for changes in claims processing and case reserving that could cause current reported loss and paid loss development patterns to deviate from historical patterns. The Company believes that the insurance that it writes is subject to above-average variation in reserve estimates. The Excess and Surplus Lines market is subject to high policyholder turnover and changes in underlying mix of exposures. This turnover and change in underlying mix of exposures can cause actuarial estimates based on prior experience to be less reliable than estimates for more stable, admitted books of business. Catastrophes of significant magnitude, including hurricanes, earthquakes, and wildfires, involve complex coverage issues. In estimating the reserve for losses and loss adjustment expenses for these catastrophes, management uses case reserve estimates based on information obtained from site inspections by the Company’s adjustors and the terms of coverage provided in the policies. Management estimates reserves for incurred but not reported claims for these catastrophes using judgment based on an assessment of the Company’s property insurance exposures where the catastrophes occur and the Company’s progress in settling claims. Although management believes that the reserve for losses and loss adjustment expenses is reasonable, it is possible that the Company’s actual incurred losses and loss adjustment expenses will not develop in a manner consistent with the assumptions inherent in the determination of these reserves. Specifically, the Company’s actual ultimate loss ratio could differ from management’s initial expected loss ratio and/or the Company’s actual reporting patterns for losses could differ from the expected reporting patterns. Accordingly, the ultimate settlement of losses and the related loss adjustment expenses may vary significantly from the estimates included in the Company’s consolidated financial statements. These estimates are reviewed continually by management and are adjusted as necessary as experience develops or new information becomes known; such adjustments are included in current operations. Retroactive Reinsurance Accounting Loss portfolio transfers and adverse development covers are forms of reinsurance utilized by the Company to transfer losses and loss adjustment expenses and associated risk of adverse development on covered subject business for losses that have already occurred ("retroactive"), as defined in the respective agreements, to an assuming reinsurer in exchange for a reinsurance premium. The Company periodically reevaluates the remaining reserves subject to loss portfolio transfers and adverse development covers, and when recognized adverse prior year development on the subject business causes the cumulative amounts ceded under the agreements to exceed the consideration paid, the agreements move into a gain position subject to F-14 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 retroactive reinsurance accounting under GAAP. Gains are deferred under retroactive reinsurance accounting and recognized in earnings in proportion to actual paid recoveries under the agreements using the recovery method. Share Based Compensation The Company expenses the fair value of stock equity awards over the vesting period of the award on a straight-line basis. Compensation cost for performance restricted stock units (“PRSU”) is based upon the probable outcome of performance conditions. The Black-Scholes-Merton option pricing model is used to value options granted (see Note 14). Forfeitures of share-based awards are recognized as they occur. As the share based compensation expense is incurred, a corresponding increase to additional paid-in capital in shareholders’ equity is recognized. Share based compensation expense is reflected in “other operating expenses” in the accompanying consolidated statements of income (loss) and comprehensive income (loss). Variable Interest Entities Entities that do not have sufficient equity at risk to allow the entity to finance its activities without additional financial support or in which the equity investors, as a group, do not have the characteristic of a controlling financial interest are referred to as variable interest entities (“VIE”). A VIE is consolidated by the variable interest holder that is determined to have the controlling financial interest (primary beneficiary) as a result of having both the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. The Company determines whether it is the primary beneficiary of an entity subject to consolidation based on a qualitative assessment of the VIE’s capital structure, contractual terms, nature of the VIE’s operations and purpose, and the Company’s relative exposure to the related risks of the VIE on the date it becomes initially involved in the VIE. The Company reassesses its VIE determination with respect to an entity on an ongoing basis. The Company holds interests in VIEs through certain equity method investments included in “other invested assets” in the accompanying consolidated balance sheets. The Company has determined that it should not consolidate any of the VIEs as it is not the primary beneficiary in any of the relationships. Although the investments resulted in the Company holding variable interests in the entities, they did not empower the Company to direct the activities that most significantly impact the economic performance of the entities. The Company’s investments related to these VIEs totaled $ 7.3 million and $ 7.7 million as of December 31, 2025 and 2024, respectively, representing the Company’s maximum exposure to loss. Earnings (Loss) Per Share Basic earnings (loss) per share excludes dilution and is computed by dividing net income (loss) available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted earnings (loss) per share reflects the dilution that could occur if securities or other contracts to issue common shares were exercised or vested using the treasury stock method or converted into common shares under the if-converted method. When inclusion of potential common shares increases the earnings per share or reduces the loss per share, the effect on earnings is anti-dilutive, and the diluted net earnings or net loss per share is computed excluding these potential common shares. F-15 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The following represents a reconciliation of the numerator and denominator of the basic and diluted earnings (loss) per common share computations contained in the consolidated financial statements. Year Ended December 31, 2025 2024 2023 (in thousands, except share and per share amounts) Net income (loss) from continuing operations $ 49,820 $ ( 63,486 ) $ 61,209 Less: Dividends on Series A preferred shares ( 7,876 ) ( 37,149 ) ( 10,500 ) Income (loss) from continuing operations available to common shareholders $ 41,944 $ ( 100,635 ) $ 50,709 Loss from discontinued operations ( 2,393 ) ( 17,634 ) ( 168,893 ) Net income (loss) available to common shareholders $ 39,551 $ ( 118,269 ) $ ( 118,184 ) Weighted average common shares outstanding: Basic 45,968,359 38,685,003 37,618,660 Dilutive potential common shares 14,045,263 — 191,780 Diluted 60,013,622 38,685,003 37,810,440 Net income (loss) per common share: Basic Continuing operations $ 0.91 $ ( 2.60 ) $ 1.35 Discontinued operations $ ( 0.05 ) $ ( 0.46 ) $ ( 4.49 ) $ 0.86 $ ( 3.06 ) $ ( 3.14 ) Diluted Continuing operations $ 0.83 $ ( 2.60 ) $ 1.34 Discontinued operations $ ( 0.04 ) $ ( 0.46 ) $ ( 4.47 ) $ 0.79 $ ( 3.06 ) $ ( 3.13 ) For the year ended December 31, 2025, all potential common shares were dilutive and included in the calculation of diluted earnings (loss) per common share. For the years ended December 31, 2024, and 2023, potential common shares of 7,886,906 , and 5,722,915 , respectively, were excluded from the calculation of diluted earnings (loss) per common share as their effects were anti-dilutive. The Company amended the Series A Preferred Shares on November 11, 2024, which, among other things, reduced the voluntary conversion price (see Note 12). The lower conversion price results in a higher number of potential shares of common stock under an assumed conversion when the Series A Preferred Shares are determined to be dilutive in the earnings per share calculation. In applying the if-converted method in the calculation of diluted earnings per share from continuing operations when the Series A Preferred Shares are dilutive, the dividends on the Series A Preferred Shares are added back to income from continuing operations available to common shareholders in the numerator of the calculation and the additional shares of common stock from an assumed conversion of the Series A Preferred Shares are added in the denominator of the calculation. Adopted Accounting Standards The guidance in ASU 2023-09 —Income Taxes (Topic 740): Improvements to Income Tax Disclosures was designed to increase transparency about income tax information through improvements to the rate reconciliation and disclosure of income taxes paid. This ASU is effective for fiscal years beginning after December 15, 2024. The Company adopted the new standard effective with this Form 10-K by providing additional disclosures in Note 15. The new standard did not have a material impact on the Company's financial statements. No other accounting standards were adopted during the year ended December 31, 2025 that had a material impact on our financial statements. F-16 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Prospective Accounting Standards The guidance in ASU 2024-03 , Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses requires additional, disaggregated disclosure around certain income statement expense line items. This ASU is effective for fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027, although early adoption is permitted. The Company is in the process of evaluating the impact of this new guidance on the disclosures in its financial statements. The guidance in ASU 2025-06, Intangibles-Goodwill and Other – Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal -Use Software removes the concept of project stages and requires the capitalization of software costs when management has committed to funding the software project and it is probable that the project will be completed. This ASU is effective for fiscal years beginning after December 15, 2027, but early adoption is permitted as of the beginning of an annual reporting period. The Company is evaluating the impact of adopting this new guidance, but does not expect that the standard will have a material impact on our financial statements. There are no other prospective accounting standards which are expected to have a material impact on our financial statements subsequent to December 31, 2025 . 2. Discontinued Operations On November 8, 2023, the Company entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) with Fleming Intermediate Holdings LLC, a Cayman Islands limited liability company (“Fleming”). Pursuant to the Stock Purchase Agreement, and on the terms and subject to the conditions therein, Fleming agreed to purchase from the Company all of the common shares of JRG Re. JRG Re comprised the remaining operations of the former Casualty Reinsurance segment, and the sale of JRG Re, which closed on April 16, 2024, resulted in the Company’s disposition of its casualty reinsurance business and related assets. Pursuant to the terms of the Stock Purchase Agreement, the aggregate consideration received by the Company, after giving effect to estimated adjustments based on changes in JRG Re’s adjusted net worth between March 31, 2023 and the closing, totaled approximately $ 291.4 million (the “Closing Date Purchase Price”). The aggregate Closing Date Purchase Price was comprised of (i) $ 152.4 million paid in cash by Fleming and (ii) an aggregate $ 139.0 million dividend and distribution from contributed surplus by JRG Re to the Company. In accordance with the Stock Purchase Agreement, the cash portion of the purchase price was calculated based on an estimated balance sheet of JRG Re as of the date of closing. The estimated balance sheet was subject to final post-closing adjustments, which resulted in the downward adjustment to the cash portion of the Closing Date Purchase Price discussed below. As required by the Stock Purchase Agreement, the Company and Fleming engaged in a post-closing purchase price true-up process. The Company agreed with an initial $ 11.4 million downward adjustment to the Closing Date Purchase Price due to investment portfolio valuation losses from JRG Re’s operations between the date of the balance sheet used to produce the estimated closing statement and the date of closing, which downward adjustment was paid to Fleming on October 18, 2024. On April 18, 2025, the independent accounting firm appointed by the parties issued its final determination, concluding the post-closing purchase price true-up process. Pursuant to this final determination, the Company paid $ 522,789 to Fleming on April 29, 2025 comprised of a $ 483,625 final downward adjustment to the Closing Date Purchase Price and interest due according to the terms of the Stock Purchase Agreement. The Company determined that the sale of JRG Re represented a strategic shift that had a major effect on its operations. Accordingly, the results of JRG Re's operations have been presented as discontinued operations for all periods presented in this Annual Report on Form 10-K. The $ 139.0 million pre-closing dividend was completed in the first quarter of 2024. It included the forgiveness of $ 133.2 million owed from JRG Holdings to JRG Re and $ 5.8 million paid in cash to JRG Holdings. In the fourth quarter of 2023, after giving effect to the pre-closing dividend, the Company recorded an estimated loss on sale of $ 80.4 million to write down the carrying value of JRG Re to its estimated fair value based upon the estimated sales price of the transaction less costs to sell and other adjustments in accordance with the Stock Purchase Agreement. At December 31, 2024, the estimated loss on sale was revised to $ 78.3 million. The Company also recognized losses of $ 53.2 million for the year ended December 31, 2023 associated with JRG Re's fixed maturity securities as the Company no longer had the intent or ability to hold securities in an unrealized loss position until a recovery of their fair value could occur. The losses are included in net realized and unrealized (losses) gains on investments in the operating results presented below. F-17 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The loss on disposal for the year ended December 31, 2024 of $ 4.1 million includes the $ 2.1 million gain for the change in the estimated loss on sale and selling costs incurred of $ 6.2 million. For the year ended December 31, 2025, the loss on disposal of $ 2.4 million includes the $ 522,789 downward adjustment to the Closing Date Purchase Price plus interest and $ 1.9 million of additional selling costs incurred by the Company related to the sale of JRG Re. The operating results of JRG Re reported in discontinued operations were as follows: Year Ended December 31, 2025 2024 2023 (in thousands) Revenues: Gross written premiums $ — $ 1,137 $ 17,357 Ceded written premiums — 877 2,178 Net written premiums — 2,014 19,535 Change in net unearned premiums — 8,371 75,874 Net earned premiums — 10,385 95,409 Net investment income — 4,432 23,038 Net realized and unrealized (losses) gains on investments — ( 9,472 ) ( 53,693 ) Total revenues — 5,345 64,754 Expenses: Losses and loss adjustment expenses — 13,157 120,294 Other operating expenses — 5,039 27,983 Other expenses — — 1,402 Interest expense — 732 3,568 Total expenses — 18,928 153,247 Loss from discontinued operations — ( 13,583 ) ( 88,493 ) Loss on disposal of discontinued operations ( 2,393 ) ( 4,051 ) ( 80,400 ) Total loss from discontinued operations ( 2,393 ) ( 17,634 ) ( 168,893 ) Cash flows from discontinued operations included in the consolidated statements of cash flows were as follows: Year Ended December 31, 2025 2024 2023 (in thousands) Net cash used in operating activities of discontinued operations $ — $ ( 25,115 ) $ ( 115,907 ) Net cash provided by investing activities of discontinued operations — 63,104 115,145 Net cash provided by (used in) discontinued operations $ — $ 37,989 $ ( 762 ) Interest paid by discontinued operations $ — $ 1,388 $ 3,951 F-18 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 3. Investments The Company’s available-for-sale fixed maturity securities are summarized as follows: Cost or Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Value (in thousands) December 31, 2025 Fixed maturity securities: State and municipal $ 237,366 $ 1,164 $ ( 19,053 ) $ 219,477 Residential mortgage-backed 483,074 3,239 ( 13,595 ) 472,718 Corporate 589,477 5,461 ( 17,184 ) 577,754 Commercial mortgage and asset-backed 124,507 187 ( 4,159 ) 120,535 U.S. Treasury securities and obligations guaranteed by the U.S. government 14,326 28 ( 64 ) 14,290 Total fixed maturity securities, available-for-sale $ 1,448,750 $ 10,079 $ ( 54,055 ) $ 1,404,774 December 31, 2024 Fixed maturity securities: State and municipal $ 223,009 $ 598 $ ( 27,043 ) $ 196,564 Residential mortgage-backed 352,064 32 ( 25,869 ) 326,227 Corporate 503,610 1,358 ( 29,483 ) 475,485 Commercial mortgage and asset-backed 178,238 112 ( 7,892 ) 170,458 U.S. Treasury securities and obligations guaranteed by the U.S. government 21,416 2 ( 419 ) 20,999 Total fixed maturity securities, available-for-sale $ 1,278,337 $ 2,102 $ ( 90,706 ) $ 1,189,733 The amortized cost and fair value of available-for-sale investments in fixed maturity securities at December 31, 2025 are summarized, by contractual maturity, as follows: Cost or Amortized Cost Fair Value (in thousands) One year or less $ 34,093 $ 33,910 After one year through five years 418,689 413,159 After five years through ten years 235,889 228,537 After ten years 152,498 135,915 Residential mortgage-backed 483,074 472,718 Commercial mortgage and asset-backed 124,507 120,535 Total $ 1,448,750 $ 1,404,774 Actual maturities may differ for some securities because borrowers have the right to call or prepay obligations with or without penalties. F-19 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The following table shows the Company’s gross unrealized losses and fair value for available-for-sale securities aggregated by investment category and the length of time that individual securities have been in a continuous unrealized loss position: Less Than 12 Months 12 Months or More Total Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses (in thousands) December 31, 2025 Fixed maturity securities: State and municipal $ 26,425 $ ( 369 ) $ 152,646 $ ( 18,684 ) $ 179,071 $ ( 19,053 ) Residential mortgage-backed 63,405 ( 193 ) 171,993 ( 13,402 ) 235,398 ( 13,595 ) Corporate 61,910 ( 243 ) 214,235 ( 16,941 ) 276,145 ( 17,184 ) Commercial mortgage and asset-backed 7,662 ( 19 ) 78,130 ( 4,140 ) 85,792 ( 4,159 ) U.S. Treasury securities and obligations guaranteed by the U.S. government 241 ( 2 ) 4,810 ( 62 ) 5,051 ( 64 ) Total fixed maturity securities, available-for-sale $ 159,643 $ ( 826 ) $ 621,814 $ ( 53,229 ) $ 781,457 $ ( 54,055 ) December 31, 2024 Fixed maturity securities: State and municipal $ 35,979 $ ( 1,087 ) $ 146,547 $ ( 25,956 ) $ 182,526 $ ( 27,043 ) Residential mortgage-backed 179,807 ( 5,285 ) 140,559 ( 20,584 ) 320,366 ( 25,869 ) Corporate 149,149 ( 4,281 ) 220,743 ( 25,202 ) 369,892 ( 29,483 ) Commercial mortgage and asset-backed 17,991 ( 65 ) 101,525 ( 7,827 ) 119,516 ( 7,892 ) U.S. Treasury securities and obligations guaranteed by the U.S. government 7,653 ( 115 ) 12,412 ( 304 ) 20,065 ( 419 ) Total fixed maturity securities, available-for-sale $ 390,579 $ ( 10,833 ) $ 621,786 $ ( 79,873 ) $ 1,012,365 $ ( 90,706 ) At December 31, 2025, the Company held fixed maturity securities of 369 issuers that were in an unrealized loss position with a total fair value of $ 781.5 million and gross unrealized losses of $ 54.1 million. None of the fixed maturity securities with unrealized losses has ever missed, or been delinquent on, a scheduled principal or interest payment. At December 31, 2025, 100.0 % of the Company’s fixed maturity security portfolio was rated “BBB-” or better (“investment grade”) by Standard & Poor’s or received an equivalent rating from another nationally recognized rating agency. The Company periodically reviews its available-for-sale fixed maturities to determine whether any unrealized losses exist that are due to credit-related factors. An allowance for credit losses is established for any credit-related impairments, limited to the amount by which fair value is below amortized cost. Changes in the allowance for credit losses are recognized in earnings and included in net realized and unrealized gains (losses) on investments. Unrealized losses that are not credit-related are recognized in other comprehensive income. The Company considers the extent to which fair value is below amortized cost in determining whether a credit-related loss exists. The Company also considers the credit quality rating of the security, with a special emphasis on securities downgraded below investment grade. A comparison is made between the present value of expected future cash flows for a security and its amortized cost. If the present value of future expected cash flows is less than amortized cost, a credit loss is presumed to exist and an allowance for credit losses is established. Management may conclude that a qualitative analysis is sufficient to support its conclusion that the present value of expected cash flows equals or exceeds a security's amortized cost. As a result of this review, management concluded that there were no credit-related impairments of fixed maturities at December 31, 2025 or December 31, 2024. During the year ended December 31, 2024, management recognized an impairment loss of $ 207,000 for one fixed maturity security due to the Company's inability to hold the security until a recovery in its value to the amortized cost basis. For the remainder of securities in an unrealized loss position, management does not intend to sell the securities and it is not "more likely than not" that the Company will be required to sell these securities before a recovery in their value to their amortized cost basis occurs. F-20 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The Company elected the fair value option to account for bank loan participations. Under the fair value option, bank loan participations are measured at fair value, and changes in unrealized gains and losses in bank loan participations are reported in our income statement as net realized and unrealized gains (losses) on investments. Applying the fair value option to the bank loan portfolio increases volatility in the Company's financial statements, but management believes it is less subjective and less burdensome to implement and maintain than ASU 2016-13, which would have otherwise been required. At December 31, 2025, the Company's bank loan portfolio had an aggregate unpaid principal balance of $ 161.2 million and an aggregate fair value of $ 155.1 million. Investment income on bank loan participations included in net investment income was $ 12.8 million, $ 17.0 million, $ 12.0 million during the years ended December 31, 2025, 2024, and 2023, respectively. Net realized and unrealized gains (losses) on investments includes gains of $ 777,000 , losses of $ 620,000 , and gains of $ 9.0 million related to changes in unrealized gains and losses on bank loan participations for the years ended December 31, 2025, 2024, and 2023, respectively. Management concluded that $ 203,000 , $ 3.3 million, and $ 397,000 of the net realized and unrealized gains (losses) were due to credit-related impairments for the years ended December 31, 2025, 2024, and 2023, respectively. Losses due to credit-related impairments were determined based upon consultations and advice from the Company's specialized investment manager and consideration of any adverse situations that could affect the borrower's ability to repay, the estimated value of underlying collateral, and other relevant factors. Bank loan participations generally have a credit rating that is below investment grade (i.e. below “BBB-” for Standard & Poor’s) at the date of purchase. These bank loans are primarily senior, secured floating-rate debt rated “BB”, “B”, or “CCC” by Standard & Poor’s or an equivalent rating from another nationally recognized rating agency. These bank loans include assignments of, and participations in, performing and non-performing senior corporate debt generally acquired through primary bank syndications and in secondary markets. Bank loans consist of, but are not limited to, term loans, the funded and unfunded portions of revolving credit loans, and other similar loans and investments. Management believed that it was probable at the time that these loans were acquired that the Company would be able to collect all contractually required payments receivable. Interest income on bank loan participations is accrued on the unpaid principal balance, and discounts and premiums on bank loan participations are amortized to income using the interest method. Generally, the accrual of interest on a bank loan participation is discontinued when the contractual payment of principal or interest has become 90 days past due or management has serious doubts about further collectability of principal or interest. A bank loan participation may remain on accrual status if it is in the process of collection and is either guaranteed or well secured. Generally, bank loan participations are restored to accrual status when the obligation is brought current, has performed in accordance with the contractual terms for a reasonable period of time, and the ultimate collectability of the total contractual principal and interest is no longer in doubt. Interest received on nonaccrual loans generally is reported as investment income. There were no bank loans on nonaccrual status at December 31, 2025 or 2024. Major categories of the Company’s net investment income are summarized as follows: Year Ended December 31, 2025 2024 2023 (in thousands) Fixed maturity securities $ 53,181 $ 48,262 $ 49,793 Bank loan participations 12,830 16,992 11,984 Equity securities 5,447 7,424 6,548 Other invested assets 3,229 4,855 5,049 Cash, cash equivalents, restricted cash equivalents, and short-term investments 12,418 19,249 13,703 Gross investment income 87,105 96,782 87,077 Investment expense ( 3,665 ) ( 3,693 ) ( 3,031 ) Net investment income $ 83,440 $ 93,089 $ 84,046 F-21 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The Company’s net realized and unrealized gains and losses on investments are summarized as follows: Year Ended December 31, 2025 2024 2023 (in thousands) Fixed maturity securities: Gross realized gains $ 467 $ 1,613 $ — Gross realized losses ( 393 ) ( 2,891 ) ( 339 ) 74 ( 1,278 ) ( 339 ) Equity securities: Gross realized gains 1,016 11,061 1,845 Gross realized losses ( 2,987 ) ( 1,439 ) ( 320 ) Changes in fair values of equity securities 2,374 ( 873 ) 3,722 403 8,749 5,247 Bank loan participations: Gross realized gains 541 845 306 Gross realized losses ( 3,992 ) ( 4,069 ) ( 3,806 ) Changes in fair values of bank loan participations 777 ( 620 ) 9,049 ( 2,674 ) ( 3,844 ) 5,549 Short-term investments and other: Gross realized gains 4 1 2 Gross realized losses ( 2 ) ( 2 ) ( 18 ) Changes in fair values of short-term investments and other — ( 1 ) — 2 ( 2 ) ( 16 ) Total $ ( 2,195 ) $ 3,625 $ 10,441 The change in the Company’s available-for-sale fixed maturity gross unrealized net losses was $ 44.6 million, $( 7.9 ) million and $ 30.4 million for the years ended December 31, 2025, 2024, and 2023, respectively. F-22 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The Company invests selectively in private debt and equity opportunities. These investments, which together comprise the Company’s other invested assets, are primarily focused in structured private credit, renewable energy, and limited partnerships. Carrying Value Investment Income December 31, Year Ended December 31, 2025 2024 2025 2024 2023 (in thousands) Renewable energy LLCs (a) Excess and Surplus Lines $ 7,274 $ 7,690 $ ( 369 ) $ 1,447 $ 2,375 Corporate & Other — — — 293 524 7,274 7,690 ( 369 ) 1,740 2,899 Renewable energy notes receivable ( b) Excess and Surplus Lines — — — 61 108 Corporate & Other — — — 77 136 — — — 138 244 Limited partnerships (c) Excess and Surplus Lines 13,108 14,644 1,828 2,393 1,566 Corporate & Other 369 464 — — — 13,477 15,108 1,828 2,393 1,566 Private Debt (d) Excess and Surplus Lines 43,401 13,902 1,770 584 340 Corporate & Other — — — — — 43,401 13,902 1,770 584 340 Total other invested assets Excess and Surplus Lines 63,783 36,236 3,229 4,485 4,389 Corporate & Other 369 464 — 370 660 $ 64,152 $ 36,700 $ 3,229 $ 4,855 $ 5,049 (a) The Company’s Excess and Surplus Lines segment owns equity interests ranging from 3.6 % to 5.0 % in various LLCs whose principal objective is capital appreciation and income generation from owning and operating renewable energy production facilities (wind and solar). The Company’s former Non-Executive Chairman invested in certain of these LLCs. The equity method is used to account for the Company’s LLC investments. Income for the LLCs primarily reflects adjustments to the carrying values of investments in renewable energy projects to their determined fair values. The fair value adjustments are included in revenues for the LLCs. Expenses for the LLCs are not significant and are comprised of administrative and interest expenses. During the fourth quarter of 2022, the underlying projects in two of our LLCs were sold at the manager's discretion. The Company received proceeds of $ 3.6 million, comprised of $ 3.1 million in the Excess and Surplus Lines segment and $ 524,000 in the Corporate and Other segment during the year ended December 31, 2023. During the year ended December 31, 2024, the Company received additional proceeds from the sales of $ 1.7 million in the Excess and Surplus Lines segment and $ 293,000 in the Corporate and Other segment. The Company received cash distributions from all renewable energy investments totaling $ 48,000 and $ 439,000 for the years ended December 31, 2025 and 2024, respectively. (b) The Company's Excess and Surplus Lines and Corporate and Other segments invested in two notes receivable for renewable energy projects. Interest on the notes was fixed at 12 %. During the year ended December 31, 2024 , the Company received final principal repayments of $ 608,000 and $ 761,000 on the notes receivable in the Company's Excess and Surplus Lines segment and Corporate and Other segment, respectively. (c) The Company owns investments in limited partnerships that invest in concentrated portfolios including publicly-traded small cap equities, loans of middle market private equity sponsored companies, private equity general partnership interests, commercial mortgage-backed securities, specialty private credit, and tranches of distressed home loans. Income from the F-23 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 partnerships is recognized under the equity method of accounting. During the year ended December 31, 2025, the Company redeemed its investment in one of the limited partnerships for $ 5.9 million in proceeds. At December 31, 2025, the Company’s Excess and Surplus Lines segment has outstanding commitments to invest another $ 11.7 million in these limited partnerships. (d) The Company's Excess and Surplus Lines segment holds ten notes receivable for structured private credit. Interest on two notes maturing in 2031 is fixed at 4.25 % and 5.25 %. Interest on two notes maturing in 2035 is fixed at 6.50 % and 8.00 %. Interest on three notes maturing in 2035 is fixed at 6.00 %, 7.00 %, and 8.00 %. Interest on three notes maturing in 2064 is fixed at 6.79 %, 8.04 %, and 9.04 %. At December 31, 2025, the Company's Excess and Surplus Lines segment has outstanding commitments to invest another $ 80.7 million in these notes. On April 10, 2025, the Company entered into an investment agreement with Sixth Street, the parent of Enstar Group Limited (“Enstar”). Pursuant to the agreement, the Company's Excess and Surplus Lines segment has invested $ 784,000 and $ 10.5 million within limited partnerships and collateralized notes receivable for structured private credit, respectively, at December 31, 2025. During the year ended December 31, 2025, the Company earned investment income of $ 498,000 from the investment and has outstanding commitments to invest another $ 63.5 million in the investment at December 31, 2025. At December 31, 2025 and 2024 cash and investments with fair values of $ 73.8 million and $ 76.6 million, respectively, were on deposit with state insurance departments to satisfy regulatory requirements. 4. Deferred Policy Acquisition Costs An analysis of deferred policy acquisition costs is as follows: Year Ended December 31, 2025 2024 2023 (in thousands) Balance at beginning of period $ 30,175 $ 31,497 $ 32,837 Policy acquisition costs deferred: Commissions 50,084 43,720 47,665 Underwriting and other issue expenses 16,468 20,918 23,628 66,552 64,638 71,293 Amortization of policy acquisition costs ( 65,441 ) ( 65,960 ) ( 72,633 ) Net change 1,111 ( 1,322 ) ( 1,340 ) Balance at end of period $ 31,286 $ 30,175 $ 31,497 5. Goodwill and Intangible Assets On December 11, 2007, the Company completed an acquisition of James River Group by acquiring 100 % of the outstanding shares of James River Group common stock, referred to herein as the “Merger”. The transaction was accounted for under the purchase method of accounting, and goodwill and intangible assets were recognized by the Company as a result of the transaction. All of the Company’s goodwill is an asset of the Excess and Surplus Lines segment. The Company’s annual testing performed in the fourth quarter of 2025, 2024 and 2023 indicated that no impairment of goodwill had occurred. The carrying amount of goodwill at December 31, 2025 and 2024 was $ 181.8 million. Accumulated goodwill impairment losses were $ 99.6 million at December 31, 2025 and 2024. The most recent goodwill impairment losses occurred in 2010. Specifically identifiable intangible assets were acquired in the Merger. In September, 2023, the Company sold the renewal rights to the Individual Risk Workers’ Compensation (“IRWC”) business in the Specialty Admitted Insurance segment. Upon closing of the transaction, the Company recognized an impairment charge of $ 2.5 million related to the trademark intangible asset associated with the IRWC business. During the fourth quarters of 2025, 2024 and 2023, the indefinite-lived intangible assets for trademarks and insurance licenses and authorities were tested for impairment. Intangible assets for broker relationships that have specific lives and are subject to amortization were also reviewed for impairment. There were no additional impairments recognized in 2025, 2024, or 2023. F-24 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The gross carrying amounts and accumulated amortization for each major specifically identifiable intangible asset class were as follows: December 31, 2025 2024 Life (Years) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization (in thousands) Trademarks Indefinite $ 19,700 $ — $ 19,700 $ — Insurance licenses and authorities Indefinite 8,964 — 8,964 — Identifiable intangibles not subject to amortization 28,664 — 28,664 — Broker relationships 24.6 11,611 8,188 11,611 7,825 Identifiable intangible assets subject to amortization 11,611 8,188 11,611 7,825 $ 40,275 $ 8,188 $ 40,275 $ 7,825 Future estimated amortization of specifically identifiable intangible assets as of December 31, 2025 is as follows ( in thousands) : 2026 $ 363 2027 363 2028 363 2029 363 2030 363 Thereafter 1,608 Total $ 3,423 The table below summarizes the changes in the net carrying values of intangible assets by segment for the year ended December 31, 2025: December 31, 2024 December 31, 2025 Net Carrying Value Amortization Impairment Losses Net Carrying Value (in thousands) Excess and Surplus Lines Trademarks $ 19,700 $ — $ — $ 19,700 Insurance licenses and authorities 4,900 — — 4,900 Broker relationships 3,785 ( 363 ) — 3,422 28,385 ( 363 ) — 28,022 Specialty Admitted Insurance Insurance licenses and authorities 4,065 — — 4,065 4,065 — — 4,065 Total identifiable intangible assets $ 32,450 $ ( 363 ) $ — $ 32,087 F-25 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The table below summarizes the changes in the net carrying values of intangible assets by segment for the year ended December 31, 2024: December 31, 2023 December 31, 2024 Net Carrying Value Amortization Impairment Losses Net Carrying Value (in thousands) Excess and Surplus Lines Trademarks $ 19,700 $ — $ — $ 19,700 Insurance licenses and authorities 4,900 — — 4,900 Broker relationships 4,148 ( 363 ) — 3,785 28,748 ( 363 ) — 28,385 Specialty Admitted Insurance Insurance licenses and authorities 4,065 — — 4,065 4,065 — — 4,065 Total identifiable intangible assets $ 32,813 $ ( 363 ) $ — $ 32,450 Amortization of intangible assets was $ 363,000 for the Excess and Surplus Lines segment and $ 0 for the Specialty Admitted Insurance segment for the year ended December 31, 2023. 6. Property and Equipment, Net Property and equipment, net of accumulated depreciation, is included in "other assets" on the consolidated balance sheets and consists of the following: December 31, 2025 2024 (in thousands) Electronic data processing hardware and software $ 29,499 $ 24,902 Furniture and equipment 1,537 1,763 Property and equipment, cost basis 31,036 26,665 Accumulated depreciation ( 9,096 ) ( 6,892 ) Property and equipment, net $ 21,940 $ 19,773 7. Leases The Company has entered into operating leases for office space in North Carolina, Virginia, Arizona, and Georgia. The present value of future lease payments for the Company’s leases with terms greater than 12 months are included on the consolidated balance sheets as lease liabilities and right-of-use lease assets. For leases with terms of 12 months or less, lease payments are recognized in other operating expenses on a straight-line basis over the lease term. Total expected lease payments are based on the lease payments specified in the contract and the stated term, including any options to extend or terminate that the Company is reasonably certain to exercise. The Company elected the practical expedient to account for lease components and any associated non-lease components as a single lease component, and therefore allocates all of the expected lease payments to the lease component. The lease liability, which represents the Company’s obligation to make lease payments arising from the lease, is calculated based on the present value of expected lease payments over the remaining lease term, discounted using the Company’s collateralized incremental borrowing rate at the commencement date. The lease liability is then adjusted for any prepaid rent, lease incentives received or capitalized initial direct costs to determine the lease asset, which represents the Company's right to use the underlying asset for the lease term. Lease liabilities and right-of-use assets are included in other liabilities and other assets , respectively, on the Company's consolidated balance sheets. At December 31, 2025, lease liabilities and right-of-use assets associated with the Company's operating leases were $ 7.0 million and $ 6.8 million, respectively ($ 5.6 million and $ 5.3 million at December 31, 2024, respectively). The weighted- F-26 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 average discount rate and weighted average remaining lease term for operating leases was 4.9 % and 4.2 years, respectively, as of December 31, 2025. The table below summarizes maturities of the Company’s operating lease liabilities as of December 31, 2025, which reconciles to total lease liabilities included in other liabilities on the Company’s consolidated balance sheets: Years ending December 31, (in thousands) 2026 $ 2,010 2027 1,897 2028 1,546 2029 1,191 2030 1,059 Thereafter 88 Total lease payments 7,791 Less imputed interest ( 771 ) Total operating lease liabilities $ 7,020 Operating lease liabilities include $ 4.6 million associated with office space in a building that is owned by a partnership in which the Company has a minority interest. Operating lease costs were $ 3.4 million, $ 4.1 million, and $ 4.6 million for the years ended December 31, 2025 , 2024, and 2023, respectively. Operating lease costs are primarily comprised of rental expense for operating leases. Rental expense is recognized on a straight line basis over the lease term and includes amortization of the right-of-use lease asset and imputed interest on the lease liability. Operating lease costs are included in other operating expenses in the Company's consolidated statements of income (loss) and comprehensive income (loss). 8. Reserve for Losses and Loss Adjustment Expenses In establishing the reserve for losses and loss adjustment expenses, the Company’s internal actuaries estimate an initial expected ultimate loss ratio for each of our lines of business by accident year. Input from the Company’s underwriting and claims departments, including premium pricing assumptions and historical experience, are considered by the Company’s internal actuaries in estimating the initial expected loss ratios. The Company’s internal actuaries generally utilize five primary actuarial methods in their estimation process for the reserve for losses and loss adjustment expenses. These primary methods are supplemented by additional actuarial methods as the Chief Actuary considers appropriate. For example, these supplemental methods can include frequency and severity methods that utilize claim count data to estimate ultimate losses and loss adjustment expenses. These methods utilize, to varying degrees, the initial expected loss ratio, detailed statistical analysis of past claims reporting and payment patterns, claims frequency and severity, paid loss experience, industry loss experience, and changes in market conditions and claims handling practices, policy forms, exclusions, and exposures. In applying these methods to develop an estimate of the reserve for losses and loss adjustment expenses, our internal actuaries use judgment to determine three key parameters for each accident year and line of business: the initial expected loss ratios, the incurred and paid loss development factors and the weighting of the actuarial methods to be used for each accident year and line of business. For the Excess and Surplus Lines segment, the internal actuaries perform a study on each of these parameters at least annually and make recommendations for the initial expected loss ratios, the incurred and paid loss development factors and the weighting of the actuarial methods by accident year and line of business. Members of management’s Reserve Committee review and approve the parameter review actuarial recommendations, and absent any developments requiring an earlier review, these approved parameters are used in the reserve estimation process for the next four quarters at which time a new parameter study is performed. For the Specialty Admitted Insurance segment, expected loss ratios, loss development factors, and loss cost trends are reviewed and updated at least annually. Different reserving methods are appropriate in different situations, and the Company’s internal actuaries use their judgment and experience to determine the weighting of the methods to use for each accident year and each line of business. For example, the current accident year has very little incurred and paid loss development data on which to base reserve projections. As a result, the Company relies heavily on the initial expected loss ratio in estimating reserves for the current accident year. The Company generally sets the initial expected loss ratio for the current accident year consistent with the internal actuaries’ pricing assumptions adjusted upward where warranted based on management's judgment in order to produce the best estimate. We F-27 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 believe that this is a reasonable and appropriate reserving assumption for the current accident year since our pricing assumptions are actuarially driven and since the Company expects to make an acceptable return on the new business written. If actual loss emergence is better than our initial expected loss ratio assumptions, we will experience favorable development and if it is worse than our initial expected loss ratio assumptions, we will experience adverse development. Conversely, sufficient incurred and paid loss development data is available for the oldest accident years, so more weight is given to this development data and less weight is given to the initial expected loss ratio. The following table provides a reconciliation of the beginning and ending reserve balances for losses and loss adjustment expenses, net of reinsurance, to the gross amounts reported in the consolidated balance sheets. Reinsurance recoverables on unpaid losses and loss adjustment expenses are presented gross of an allowance for credit losses on reinsurance balances of $ 1.6 million, $ 1.2 million, and $ 660,000 at December 31, 2025, 2024, and 2023, respectively. Year Ended December 31, 2025 2024 2023 (in thousands) Reserve for losses and loss adjustment expenses net of reinsurance recoverables at beginning of period $ 1,086,278 $ 1,246,973 $ 1,080,766 Add: Incurred losses and loss adjustment expenses net of reinsurance: Current year 400,003 441,058 463,530 Prior years - retroactive reinsurance 28,750 37,237 4,991 Prior years - excluding retroactive reinsurance ( 1,549 ) 76,079 31,636 Total incurred losses and loss and adjustment expenses 427,204 554,374 500,157 Deduct: Loss and loss adjustment expense payments net of reinsurance: Current year 17,842 31,313 32,410 Prior years 395,191 333,277 296,549 Total loss and loss adjustment expense payments 413,033 364,590 328,959 Deduct: Change in deferred reinsurance gain - retroactive reinsurance 28,750 37,237 4,991 Deduct: Loss reserves ceded in E&S ADC — 313,242 — Reserve for losses and loss adjustment expenses net of reinsurance recoverables at end of period 1,071,699 1,086,278 1,246,973 Add: Reinsurance recoverables on unpaid losses and loss adjustment expenses at end of period 2,027,719 1,998,128 1,359,134 Reserve for losses and loss adjustment expenses gross of reinsurance recoverables on unpaid losses and loss adjustment expenses at end of period $ 3,099,418 $ 3,084,406 $ 2,606,107 The foregoing reconciliation shows that $ 1.5 million of net favorable development was experienced in 2025 on the reserve for losses and loss adjustment expenses held at December 31, 2024 (excluding adverse prior year development subject to deferral under retroactive reinsurance accounting - see Loss Portfolio Transfers and Adverse Development Covers below). This net favorable reserve development included $ 5.0 million of net favorable development in the Excess and Surplus Lines segment and $ 3.5 million of net adverse development in the Specialty Admitted Insurance segment. The $ 5.0 million of net favorable development in the Excess and Surplus Lines segment is net of $ 51.4 million ceded to the E&S Top Up ADC. The E&S Top Up ADC is not in a gain position, thus it is not subject to retroactive reinsurance accounting and there are no deferrals related to the E&S Top Up ADC in 2025. Accordingly, all cessions to the E&S Top Up ADC in 2025 reduce net incurred losses and loss adjustment expenses. Additionally, the net favorable development excludes $ 27.2 million of adverse development ceded to the Commercial Auto LPT and E&S ADC that was deferred under retroactive reinsurance accounting. The $ 27.2 million is included in net incurred losses and loss adjustment expenses on the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). The foregoing reconciliation shows that $ 76.1 million of net adverse development was experienced in 2024 on the reserve for losses and loss adjustment expenses held at December 31, 2023 (excluding adverse prior year development subject to deferral under retroactive reinsurance accounting - see Loss Portfolio Transfers and Adverse Development Covers below). This net adverse reserve development included $ 76.7 million of net adverse development in the Excess and Surplus Lines segment, including a $ 52.2 million reserve charge upon execution of the E&S ADC (consideration paid in excess of initial reserves), and $ 607,000 of net favorable development in the Specialty Admitted Insurance segment. F-28 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The foregoing reconciliation shows that $ 31.6 million of net adverse development was experienced in 2023 on the reserve for losses and loss adjustment expenses held at December 31, 2022 (excluding adverse prior year development subject to retroactive reinsurance accounting - see Loss Portfolio Transfers and Adverse Development Covers below). This net adverse reserve development included $ 32.6 million of net adverse development in the Excess and Surplus Lines segment, with adverse development in accident years 2020 and prior exceeding favorable development on accident years 2022 and 2021, and $ 972,000 of net favorable development in the Specialty Admitted Insurance segment. Loss Portfolio Transfers and Adverse Development Covers Loss portfolio transfers and adverse development covers are forms of retroactive reinsurance utilized by the Company to transfer losses and loss adjustment expenses and associated risk of adverse development on covered subject business, as defined in the respective agreements, to an assuming reinsurer in exchange for a reinsurance premium. This reinsurance can bring economic finality (up to the limit of such agreements, if applicable) on the subject risks when they no longer meet the Company's risk appetite or are no longer aligned with the Company's risk management guidelines. Commercial Auto Loss Portfolio Transfer On September 27, 2021, James River Insurance and James River Casualty Company (together, “James River”) entered into a loss portfolio transfer transaction (the “Commercial Auto LPT”) with Aleka Insurance, Inc. (“Aleka”), a captive insurance company affiliate of Rasier LLC, to reinsure substantially all of the Excess and Surplus Lines segment's legacy portfolio of commercial auto policies previously issued to Rasier LLC and its affiliates (collectively, “Rasier”) for which James River is not otherwise indemnified by Rasier. The reinsurance coverage is structured to be fully collateralized, is not subject to an aggregate limit, and is subject to certain exclusions. The cumulative amounts ceded under the loss portfolio transfer were $ 451.4 million, $ 459.3 million and $ 456.2 million as of December 31, 2025, 2024, and 2023, respectively. Combined Loss Portfolio Transfer and Adverse Development Cover On July 2, 2024, James River entered into a Combined Loss Portfolio Transfer and Adverse Development Cover Reinsurance Contract (the “E&S ADC”) with State National Insurance Company, Inc. (“State National”). The transaction closed upon signing. The E&S ADC was effective January 1, 2024 (the “Effective Date”) and applies to James River’s Excess & Surplus Lines segment casualty portfolio losses attaching to premium earned during 2010-2023 (both years inclusive), excluding, among others, losses related to commercial auto policies issued to a former large insured or its affiliates (the “Subject Business”). Pursuant to the E&S ADC, (a) State National reinsures 85 % of losses paid on and after the Effective Date in respect of the Subject Business in excess of $ 716.6 million up to an aggregate limit of $ 467.1 million (with State National’s share of the aggregate limit being $ 397.0 million) in exchange for a reinsurance premium paid by James River equal to $ 313.2 million, and (b) James River continues to manage claims and to manage and collect the benefit of other existing third-party reinsurance on the Subject Business, which third-party reinsurance inures to the benefit of the E&S ADC. Additional adverse development of $ 35.0 million (net of the Company's 15% retention) recognized on the subject business of the E&S ADC in the year ended December 31, 2025 exhausted the remaining limit of the E&S ADC. Adverse Development Cover On November 11, 2024, Enstar, through its subsidiary Cavello Bay Reinsurance Limited (“Cavello Bay”), entered into an adverse development cover agreement with James River (“E&S Top Up ADC”), pursuant to which, in exchange for a premium of $ 52.8 million (less an amount equal to the federal excise tax payable on the premium), Cavello Bay reinsures, effective January 1, 2024, 100 % of the losses associated with James River’s Excess and Surplus Lines segment casualty portfolio losses attaching to premium earned during 2010-2023 (both years inclusive). The E&S Top Up ADC excludes losses related to commercial auto policies issued to a former large insured or its affiliates and is subject to a retention by James River of $ 1,183.7 million (the limit of the E&S ADC executed on July 2, 2024) and up to an aggregate limit of $ 75.0 million. The E&S Top Up ADC closed on December 23, 2024. The Company recognized a $ 52.8 million reduction in pre-tax income in connection with the adverse development cover upon closing. In 2025, $ 51.4 million of adverse development was ceded to the E&S Top Up ADC, reducing the aggregate limit remaining on the E&S Top Up ADC to $ 23.6 million at December 31, 2025. Retroactive Reinsurance Accounting The Company periodically reevaluates the remaining reserves subject to the Commercial Auto LPT, the E&S ADC, and the E&S Top Up ADC, and when recognized adverse prior year development on the subject business causes the cumulative amounts ceded under the agreements to exceed the consideration paid, the agreements move into a gain position subject to retroactive reinsurance accounting under GAAP. Gains are deferred under retroactive reinsurance accounting and recognized in F-29 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 earnings in proportion to actual paid recoveries under the agreements using the recovery method. While the deferral of gains can introduce volatility in the Company's operating results in the short-term, over the life of the contract, we would expect no economic impact to the Company as long as the counterparty performs under the contract. The impact of retroactive reinsurance accounting is not indicative of the Company's current and ongoing operations. The following tables summarize the retroactive reinsurance accounting for the Commercial Auto LPT and the E&S ADC for the years ended December 31, 2025, 2024, and 2023. The E&S Top Up ADC was not subject to retroactive reinsurance accounting as it was not in a gain position as of December 31, 2025. Year Ended December 31, 2025 2024 2023 (in thousands) Commercial Auto LPT Deferred retroactive reinsurance gain at beginning of period $ 9,222 $ 20,733 $ 15,742 (Favorable) adverse prior year development on subject business ( 7,848 ) 3,051 64,403 Retroactive reinsurance benefits under the recovery method 1,553 ( 14,562 ) ( 59,412 ) Deferred retroactive reinsurance gain at end of period $ 2,927 $ 9,222 $ 20,733 E&S ADC Deferred retroactive reinsurance gain at beginning of period $ 48,748 $ — $ — Adverse prior year development ceded on subject business 35,045 48,748 — Retroactive reinsurance benefits under the recovery method — — — Deferred retroactive reinsurance gain at end of period $ 83,793 $ 48,748 $ — Total Deferred retroactive reinsurance gain at beginning of period $ 57,970 $ 20,733 $ 15,742 Adverse prior year development on subject business 27,197 51,799 64,403 Retroactive reinsurance benefits under the recovery method 1,553 ( 14,562 ) ( 59,412 ) Deferred retroactive reinsurance gain at end of period $ 86,720 $ 57,970 $ 20,733 F-30 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The following tables present incurred and paid losses and loss adjustment expenses, net of reinsurance as of December 31, 2025 for: (1) the Excess and Surplus Lines segment split between all excess and surplus lines business excluding commercial auto, and separately, commercial auto, and (2) the Specialty Admitted Insurance segment split between individual risk workers’ compensation and fronting and programs. The tables present incurred and paid losses for accident years 2016-2025 before cessions to retrospective reinsurance contracts including the Commercial Auto LPT, the E&S ADC, and the E&S Top Up ADC. The impact of the Commercial Auto LPT and the E&S ADC is reflected in the reconciliation at the bottom of the paid losses and loss adjustment expense tables for "Excess and Surplus Lines - Excluding Commercial Auto" and "Excess and Surplus Lines - Commercial Auto" to arrive at total outstanding losses and loss adjustment expenses, net of reinsurance. The information provided herein about incurred and paid accident year claims development for the years ended December 31, 2024 and prior is presented as “unaudited” supplementary information. Excess and Surplus Lines — Excluding Commercial Auto Incurred losses and loss adjustment expenses, net of reinsurance (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2016 $ 138,507 $ 125,093 $ 126,050 $ 126,971 $ 125,097 $ 132,235 $ 135,491 $ 141,242 $ 148,400 $ 151,612 2017 144,349 131,897 132,136 124,265 128,674 134,272 147,196 155,593 158,714 2018 167,004 158,458 146,633 150,687 151,563 167,237 173,186 180,931 2019 214,653 194,759 189,671 188,061 204,844 228,076 237,568 2020 239,897 211,732 207,210 231,658 273,883 296,540 2021 304,435 286,343 274,120 307,338 321,722 2022 340,436 293,402 320,146 342,533 2023 369,255 330,330 335,617 2024 360,426 345,686 2025 351,985 Total $ 2,722,908 Cumulative paid losses and loss adjustment expenses, net of reinsurance (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2016 $ 5,180 $ 22,852 $ 46,045 $ 70,105 $ 90,166 $ 102,072 $ 116,059 $ 126,916 $ 133,928 $ 141,710 2017 5,290 22,956 42,764 64,924 81,303 102,866 120,229 132,182 141,347 2018 6,000 26,160 50,679 76,494 105,538 124,903 138,319 155,337 2019 8,235 31,346 62,227 103,836 136,289 166,472 191,455 2020 8,642 34,561 73,106 117,892 168,550 211,509 2021 11,693 55,070 100,649 154,168 204,642 2022 12,713 51,537 108,960 177,429 2023 10,927 49,094 109,278 2024 11,096 48,871 2025 8,824 Total $ 1,390,402 Total outstanding losses and loss adjustment expenses, net of reinsurance before E&S ADC and E&S Top Up ADC $ 1,332,506 Reinsurance recoverable for E&S ADC $ 434,562 All outstanding losses and loss adjustment expenses prior to 2016, net of reinsurance ( 117 claims outstanding) $ 16,282 Total outstanding losses and loss adjustment expenses, net of reinsurance $ 914,226 F-31 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Excess and Surplus Lines — Commercial Auto Incurred losses and loss adjustment expenses, net of reinsurance (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2016 $ 74,340 $ 109,286 $ 126,791 $ 147,122 $ 157,712 $ 164,399 $ 164,046 $ 165,744 $ 165,121 $ 165,286 2017 207,355 208,743 272,421 319,472 355,713 366,636 376,251 376,306 374,566 2018 255,881 230,220 283,408 349,067 371,637 389,244 389,261 387,645 2019 262,306 240,773 339,771 365,279 408,340 416,654 413,077 2020 19,133 10,899 12,324 19,009 22,062 22,927 2021 21,154 16,565 17,319 19,998 20,774 2022 26,126 19,921 19,730 21,370 2023 18,181 16,089 16,879 2024 11,602 12,491 2025 11,100 Total $ 1,446,115 Cumulative paid losses and loss adjustment expenses, net of reinsurance (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2016 $ 18,295 $ 54,054 $ 89,381 $ 125,108 $ 141,545 $ 152,030 $ 158,819 $ 162,219 $ 164,491 $ 165,091 2017 41,467 107,377 192,961 252,169 309,860 344,235 364,501 369,931 373,717 2018 45,136 119,099 184,686 257,346 329,009 368,865 379,246 384,415 2019 44,225 107,182 192,982 285,725 358,920 393,141 402,253 2020 628 2,854 7,304 14,151 17,705 19,129 2021 2,810 4,313 10,325 12,936 17,072 2022 1,897 5,365 8,691 12,994 2023 2,066 5,341 10,195 2024 319 1,165 2025 553 Total $ 1,386,584 Total outstanding losses and loss adjustment expenses, net of reinsurance before Commercial Auto LPT and E&S ADC $ 59,531 Reinsurance recoverable for Commercial Auto LPT $ 11,520 Reinsurance recoverable for E&S ADC and E&S Top Up ADC $ 13,868 All outstanding losses and loss adjustment expenses prior to 2016, net of reinsurance ( 0 claims outstanding) $ 113 Total outstanding losses and loss adjustment expenses, net of reinsurance $ 34,256 F-32 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Specialty Admitted — Individual Risk Workers’ Compensation Incurred losses and loss adjustment expenses, net of reinsurance (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2016 $ 21,678 $ 20,299 $ 18,050 $ 15,800 $ 14,050 $ 13,069 $ 12,790 $ 12,510 $ 12,502 $ 12,484 2017 24,869 22,071 19,779 18,810 16,606 15,487 15,360 15,318 15,311 2018 16,432 16,288 16,038 14,200 12,139 11,829 11,793 11,894 2019 20,253 21,056 20,631 18,129 17,624 17,408 17,257 2020 20,137 22,240 19,389 18,934 18,617 18,235 2021 14,519 14,713 12,668 12,702 12,472 2022 14,507 11,828 11,096 11,439 2023 21,095 19,218 19,118 2024 12,715 9,760 2025 276 Total $ 128,246 Cumulative paid losses and loss adjustment expenses, net of reinsurance (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2016 $ 4,664 $ 10,227 $ 12,135 $ 12,432 $ 12,481 $ 12,483 $ 12,483 $ 12,483 $ 12,483 $ 12,483 2017 6,546 12,782 14,285 15,195 15,210 15,236 15,279 15,286 15,295 2018 4,497 9,034 11,412 11,746 11,765 11,752 11,747 11,752 2019 5,473 13,776 16,254 16,909 17,154 17,179 17,224 2020 7,394 14,668 16,665 17,206 17,606 17,657 2021 5,874 10,780 11,679 11,865 12,085 2022 5,943 9,732 10,348 10,518 2023 6,126 12,764 15,610 2024 4,998 7,977 2025 2 Total $ 120,603 All outstanding losses and loss adjustment expenses prior to 2016, net of reinsurance ( 2 claims outstanding) $ 376 Outstanding losses and loss adjustment expenses assumed from involuntary workers’ compensation pools $ 2,198 Total outstanding losses and loss adjustment expenses, net of reinsurance $ 10,217 F-33 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Specialty Admitted — Fronting and Programs Incurred losses and loss adjustment expenses, net of reinsurance (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2016 $ 11,542 $ 15,670 $ 14,682 $ 15,522 $ 14,468 $ 15,090 $ 14,304 $ 13,289 $ 13,133 $ 13,336 2017 21,229 24,271 25,201 24,728 25,097 24,893 23,128 23,576 23,185 2018 21,758 20,677 19,822 20,158 19,268 19,193 19,129 19,021 2019 18,832 19,020 19,991 18,956 18,777 18,210 18,196 2020 25,433 28,131 31,555 34,705 34,650 35,930 2021 39,999 44,857 47,505 46,526 47,995 2022 47,262 51,101 50,544 49,139 2023 53,635 58,449 62,761 2024 55,536 56,860 2025 35,490 Total $ 361,913 Cumulative paid losses and loss adjustment expenses, net of reinsurance (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2016 $ 1,894 $ 5,123 $ 6,888 $ 10,732 $ 10,896 $ 11,711 $ 12,142 $ 12,321 $ 12,567 $ 12,794 2017 1,223 6,682 13,065 15,854 18,219 20,655 20,770 21,752 22,268 2018 885 4,972 10,495 12,631 14,059 15,424 16,457 16,733 2019 4,358 5,125 9,958 13,007 14,914 15,740 16,203 2020 5,375 15,678 20,903 26,523 29,084 31,683 2021 8,347 18,106 27,156 34,120 39,295 2022 13,018 23,284 30,131 36,354 2023 13,145 26,983 38,368 2024 14,745 28,812 2025 8,359 Total $ 250,869 All outstanding losses and loss adjustment expenses prior to 2016, net of reinsurance ( 2 claims outstanding) $ 92 Outstanding losses and loss adjustment expenses, assumed from involuntary pools $ 1,864 Total outstanding losses and loss adjustment expenses, net of reinsurance $ 113,000 F-34 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The reconciliation of the net incurred and paid claims development tables to the reserve for losses and loss adjustment expenses in the consolidated balance sheet at December 31, 2025 is as follows (in thousands): E&S – excluding commercial auto $ 914,226 E&S – commercial auto 34,256 Specialty Admitted – individual risk workers’ compensation 10,217 Specialty Admitted – fronting and programs 113,000 Net reserve for losses and loss adjustment expenses 1,071,699 Reinsurance recoverables on unpaid losses (gross of $ 1.6 million allowance for credit losses on reinsurance recoverables) 2,027,719 Gross reserve for losses and loss adjustment expenses $ 3,099,418 The following is unaudited supplementary information about average annual percentage payouts of incurred claims by age, net of reinsurance, as of December 31, 2025. Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 E&S – excluding commercial auto 3.2 % 11.1 % 14.5 % 16.2 % 14.3 % 11.9 % 9.5 % 8.0 % 5.2 % 5.1 % E&S – commercial auto 9.0 % 14.7 % 21.8 % 20.2 % 16.2 % 8.1 % 3.6 % 1.6 % 1.2 % 0.4 % Specialty Admitted – individual risk workers’ compensation 29.1 % 33.2 % 14.7 % 7.9 % 6.1 % 3.1 % 2.0 % 0.9 % 1.0 % 0.7 % Specialty Admitted – fronting and programs 20.2 % 21.8 % 19.3 % 13.3 % 7.9 % 5.2 % 3.3 % 2.9 % 3.3 % 1.5 % In determining the cumulative number of reported claims, the Company measures claim counts by individual claimant for individual risk workers’ compensation policies in the Specialty Admitted Insurance segment. In the Excess and Surplus Lines segment and for fronting and programs in the Specialty Admitted Insurance segment, the Company measures claim counts by claim event. The claim counts include all claims reported, even if the Company does not establish a liability for the claim (i.e. reserve for losses and loss adjustment expenses). The table below provides information on IBNR liabilities and claims frequency for: (1) the Excess and Surplus Lines segment split between commercial auto and all non commercial auto, and (2) the Specialty Admitted Insurance segment split between individual risk workers’ compensation and fronting and programs: Excess and Surplus Lines — Excluding Commercial Auto Accident Year Incurred Losses and Loss Adj Expenses IBNR before E&S ADC IBNR net of E&S ADC Cumulative # of Reported Claims ($ in thousands) 2016 $ 151,612 $ 4,913 $ 994 3,440 2017 158,714 6,707 1,615 3,436 2018 180,931 11,383 2,726 5,056 2019 237,568 19,165 4,556 6,758 2020 296,540 41,965 13,168 6,938 2021 321,722 75,267 17,342 5,526 2022 342,533 111,556 24,177 5,308 2023 335,617 168,378 35,606 4,663 2024 345,686 264,885 264,885 3,462 2025 351,985 328,296 328,296 2,105 F-35 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Excess and Surplus Lines — Commercial Auto Accident Year Incurred Losses and Loss Adj Expenses IBNR before Commercial Auto LPT& E&S ADC IBNR net of Commercial Auto LPT & E&S ADC Cumulative # of Reported Claims ($ in thousands) 2016 $ 165,286 $ 167 $ 6 89,116 2017 374,566 349 29 134,150 2018 387,645 1,431 71 97,342 2019 413,077 4,282 37 71,494 2020 22,927 1,539 341 637 2021 20,774 2,396 512 792 2022 21,370 4,323 363 536 2023 16,879 3,927 794 321 2024 12,491 8,433 8,433 255 2025 11,100 9,943 9,943 200 Specialty Admitted - Individual Risk Workers’ Compensation Accident Year Incurred Losses and Loss Adj Expenses IBNR Cumulative # of Reported Claims ($ in thousands) 2016 $ 12,484 $ 1 836 2017 15,311 1 1,093 2018 11,894 ( 2 ) 1,239 2019 17,257 30 1,555 2020 18,235 90 1,381 2021 12,472 219 1,302 2022 11,439 219 1,050 2023 19,118 349 910 2024 9,760 435 285 2025 276 275 — F-36 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Specialty Admitted — Fronting and Programs Accident Year Incurred Losses and Loss Adj Expenses IBNR Cumulative # of Reported Claims ($ in thousands) 2016 $ 13,336 $ 71 2,825 2017 23,185 363 6,809 2018 19,021 726 7,423 2019 18,196 793 8,180 2020 35,930 2,089 9,254 2021 47,995 4,322 11,027 2022 49,139 7,030 10,370 2023 62,761 12,661 10,389 2024 56,860 18,204 9,200 2025 35,490 22,821 5,390 The Company has not provided insurance coverage that could reasonably be expected to produce material levels of asbestos claims activity. In addition, management does not believe that the Company is exposed to environmental liability claims other than those which it has specifically underwritten and priced as an environmental exposure. 9. Reinsurance The Company remains liable to policyholders if its reinsurers are unable to meet their contractual obligations under applicable reinsurance agreements. To minimize exposure to significant losses from reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers and monitors concentrations of credit risk. The Company’s reinsurance contracts generally require reinsurers that are not authorized as reinsurers under U.S. state insurance regulations or that experience rating downgrades from rating agencies below specified levels to fund their share of the Company’s ceded outstanding losses and loss adjustment expense reserves, typically through the use of irrevocable and unconditional letters of credit. In fronting arrangements, which the Company conducts through its Specialty Admitted Insurance segment, the Company is subject to credit risk with regard to insurance companies who act as reinsurers for the Company in such arrangements. The Company customarily requires a collateral trust arrangement to secure the obligations of the insurance entity for whom it is fronting. At December 31, 2025, the Company had reinsurance recoverables on unpaid losses of $ 2,026.1 million and reinsurance recoverables on paid losses of $ 118.2 million. All material reinsurance recoverables are from companies with A.M. Best Company ratings of “A-” (Excellent) or better, or are collateralized by the reinsurer for our benefit through letters of credit or trust agreements, or represent recoverables from a state residual market for automobile insurance. At December 31, 2025, reinsurance recoverables on unpaid losses from the Company’s three largest reinsurers were $ 401.1 million, $ 341.5 million, and $ 194.2 million, representing 46.2 % of the total balance. At December 31, 2025, prepaid reinsurance premiums ceded to the three reinsurers with the largest amount of prepaid reinsurance premiums totaled $ 24.0 million, $ 20.2 million, and $ 15.7 million, representing 29.4 % of the total balance. F-37 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Premiums written, premiums earned, and losses and loss adjustment expenses incurred are summarized as follows: Year Ended December 31, 2025 2024 2023 (in thousands) Written premiums: Direct $ 1,172,265 $ 1,429,791 $ 1,506,668 Assumed 54 1,981 1,992 Ceded ( 603,504 ) ( 850,918 ) ( 814,759 ) Net $ 568,815 $ 580,854 $ 693,901 Earned premiums: Direct $ 1,296,243 $ 1,445,652 $ 1,496,708 Assumed 466 1,984 2,250 Ceded ( 696,421 ) ( 847,440 ) ( 790,953 ) Net $ 600,288 $ 600,196 $ 708,005 Losses and loss adjustment expenses: Direct $ 945,685 $ 1,343,698 $ 1,204,532 Assumed 1,049 730 2,032 Ceded ( 519,530 ) ( 790,054 ) ( 706,407 ) Net $ 427,204 $ 554,374 $ 500,157 10. Senior Debt On June 12, 2025, the Company entered into a Credit Agreement (the “Credit Agreement”). The Credit Agreement replaced the Company’s Previous Credit Agreement, which provided for a $ 212.5 million unsecured revolving credit facility and a $ 45.0 million secured revolving credit facility. The Credit Agreement provides for a $ 212.5 million unsecured revolving credit facility available for general corporate purposes and matures on June 12, 2028. Following the sale of JRG Re, the Company no longer had a need for the secured revolving credit facility provided by the Previous Credit Agreement. The interest rates applicable to the loans under the Credit Agreement are generally based on the Secured Overnight Financing Rate (“SOFR”) plus a specified margin ( 2.75 % at December 31, 2025) based on the Company’s Leverage Ratio (as defined in the Credit Agreement). In addition, the Company will pay an unused facility fee on each lender’s commitment ( 0.3 % at December 31, 2025) . At December 31, 2025, the Company had a drawn balance of $ 210.8 million outstanding under the Credit Agreement, including $ 25.0 million previously borrowed on January 27, 2025 under the Previous Credit Agreement which was contributed to our regulated insurance entities. The Credit Agreement provides for an accordion feature that permits the Company to request that one or more lenders (without the consent of the other lenders) or new financial institutions (with the consent of the Administrative Agent) provide it with increases in the credit facility of up to an aggregate of $ 30.0 million , subject to satisfaction of certain conditions. The Credit Agreement contains customary representations and warranties, affirmative and negative covenants and events of default. The Credit Agreement also includes financial covenants, including a maximum leverage ratio and minimum consolidated net worth, risk-based capital ratio and financial strength rating requirements with which the Company was in compliance at December 31, 2025 . In connection with the Credit Agreement, James River Group entered into a Continuing Guaranty of Payment dated June 12, 2025 pursuant to which James River Group guarantees the payment and performance of the Company’s obligations under the Credit Agreement and other loan documents. On May 26, 2004, James River Group issued $ 15.0 million of unsecured, floating rate senior debentures (the “Senior Debt”), due April 29, 2034 unless accelerated earlier, through an indenture. The Senior Debt is not redeemable by the holder and is not subject to sinking fund requirements. Interest accrues quarterly and is payable in arrears at a per annum rate of the F-38 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 three-month SOFR on the Determination Date (as defined in the indenture) plus a spread adjustment of 0.26 % and a margin of 3.85 %. The Senior Debt is redeemable prior to its stated maturity in whole or in part, at the option of James River Group. The terms of the indenture generally provide that so long as the Senior Debt is outstanding, neither James River Group nor any of its subsidiaries may: • assume or permit to exist any indebtedness that is secured by any encumbrance on the capital stock of James River Group or any of its subsidiaries which is senior to the Senior Debt; or • issue, sell, transfer or otherwise dispose of any shares of, securities convertible into, or warrants, rights or options to subscribe for or purchase shares of, capital stock of any subsidiary. The terms of the Senior Debt contain certain covenants, with which the Company was in compliance at December 31, 2025, and which, among other things, restrict our ability to assume senior indebtedness secured by our U.S. holding company's common stock or its subsidiaries' capital stock or to issue shares of its subsidiaries' capital stock. Interest payable is included in “accrued expenses” in the accompanying consolidated balance sheets. 11. Junior Subordinated Debt The Company issued trust preferred securities (“Trust Preferred Securities”) through James River Capital Trust I, James River Capital Trust II, James River Capital Trust III, James River Capital Trust IV, and Franklin Holdings II (Bermuda) Capital Trust I, (each, a “Trust”; collectively, the “Trusts”). These Delaware statutory trusts are sponsored and wholly-owned by the Company. Each Trust was created solely for the purpose of issuing the Trust Preferred Securities. Each Trust used proceeds from the sale of its Trust Preferred Securities to purchase the Company’s floating rate junior subordinated debentures (the “Junior Subordinated Debt”) issued to the Trust under an indenture (each, an “Indenture”; collectively, the “Indentures”). The Junior Subordinated Debt is the sole asset of each Trust, and the Trust Preferred Securities are the sole liabilities of each Trust. The Company purchased all of the outstanding common stock of the Trusts, and the investment in the Trusts is included in “other assets” in the accompanying consolidated balance sheets.   The following table summarizes the nature and terms of the junior subordinated debt and trust preferred securities outstanding at December 31, 2025 (including the Company’s repurchases of a portion of these trust preferred securities): James River Capital Trust I James River Capital Trust II James River Capital Trust III James River Capital Trust IV Franklin Holdings II (Bermuda) Capital Trust I ($ in thousands) Issue date May 26, 2004 December 15, 2004 June 15, 2006 December 11, 2007 January 10, 2008 Principal amount of Trust Preferred Securities $ 7,000 $ 15,000 $ 20,000 $ 54,000 $ 30,000 Principal amount of Junior Subordinated Debt $ 7,217 $ 15,464 $ 20,619 $ 55,670 $ 30,928 Carrying amount of Junior Subordinated Debt net of repurchases $ 7,217 $ 15,464 $ 20,619 $ 44,827 $ 15,928 Maturity date of Junior Subordinated Debt, unless accelerated earlier May 24, 2034 December 15, 2034 June 15, 2036 December 15, 2037 March 15, 2038 Trust common stock $ 217 $ 464 $ 619 $ 1,670 $ 928 Interest rate, per annum Three-Month SOFR plus 4.3 % Three-Month SOFR plus 3.7 % Three-Month SOFR plus 3.3 % Three-Month SOFR plus 3.4 % Three-Month SOFR plus 4.3 % All of the Junior Subordinated Debt is currently redeemable at 100.0 % of the unpaid principal amount at the Company’s option. Interest on the Trust Preferred Securities and interest paid to the Trusts on the Junior Subordinated Debt is payable quarterly in arrears at a per annum rate as described in the table above. The Company has the right to defer interest payments on the Junior Subordinated Debt for up to five years without triggering an event of default. The Trust Preferred Securities are subject to mandatory redemption in a like amount (a) upon repayment of all of the Junior Subordinated Debt on the stated maturity date, (b) contemporaneously with the optional prepayment of all of the Junior Subordinated Debt in conjunction with a special event (as defined), and (c) five years or more after the issue date, F-39 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 contemporaneously with the optional prepayment, in whole or in part, of the Junior Subordinated Debt. The Indentures contain certain covenants which the Company is in compliance with as of December 31, 2025. Interest payable is included in “accrued expenses” on the accompanying consolidated balance sheets. 12. Series A Preferred Shares The Company has 112,500 7 % Series A Perpetual Cumulative Convertible Preferred Shares, par value $ 0.00125 per share (the “Series A Preferred Shares”) outstanding as of December 31, 2025 and December 31, 2024. The Series A Preferred Shares were issued on March 1, 2022 and are held by GPC Partners Investments (Thames) LP (“GPC Partners”), an affiliate of Gallatin Point Capital LLC. The Series A Preferred Shares rank senior to our common stock with respect to dividend rights and rights on the distribution of assets on any liquidation, dissolution or winding up of the affairs of the Company, upon which the holders of Series A Preferred Shares would receive the greater of the $ 1,000 liquidation preference per share (the “Liquidation Preference”) plus accrued and unpaid dividends, or the amount they would have received if they had converted all of their Series A Preferred Shares to common stock immediately before such liquidation, dissolution or winding up. Holders of the Series A Preferred Shares are entitled to a dividend at the rate of 7 % of the Liquidation Preference per annum, paid in cash, in-kind in common stock or in Series A Preferred Shares, at the Company’s election. On October 1, 2029, and each five-year anniversary thereafter, the dividend rate will reset to a rate equal to the five-year U.S. treasury rate plus 5.2 %, subject to a cap of 8.0 %. Dividends accrue and are payable quarterly. Cash dividends of $ 7.9 million, $ 10.1 million, and $ 10.5 million were declared on the Series A Preferred Shares in the years ended December 31, 2025, 2024, and 2023, respectively. The Series A Preferred Shares are convertible at the option of the holders thereof at any time into common stock at a conversion price of $ 8.32 , making the Series A Preferred Shares convertible into 13,521,634 shares of common stock. The conversion price is subject to customary anti-dilution adjustments, including cash dividends on the common stock above specified levels. The Certificate of Designations setting forth the terms of the Series A Preferred Shares (the “Certificate of Designations”) limits the Company's ability to pay dividends to its common shareholders. If the Company pays cash dividends of more than $ 0.05 per share of common stock per quarter, without the consent of at least the majority of the Series A Preferred Shares then outstanding, the Company will be required to reduce the conversion price of the Series A Preferred Shares. Additionally, the payment of cash dividends in excess of $ 0.10 per share of common stock per quarter is not permitted if the dividends on the Series A Preferred Shares for that quarter are not paid in cash, unless the Company’s insurance subsidiaries satisfy certain capital requirements. Share dividends payable on the common stock to the Company's shareholders also trigger a reduction of the conversion price applicable to the Series A Preferred Shares. None of the triggers that would result in adjustments to the conversion price have been met at December 31, 2025. If at any time the volume-weighted average price (“VWAP”) per share of common stock is greater than 200 % of the then applicable conversion price for at least twenty (20) consecutive trading days, the Company will be able to elect to convert (a “Mandatory Conversion”) all of the outstanding Series A Preferred Shares into common stock. In the case of a Mandatory Conversion, each Series A Preferred Share then outstanding will be converted into (i) the number of shares of common stock equal to the quotient of (A) the sum of the Liquidation Preference and the accrued and unpaid dividends with respect to such Series A Preferred Share to be converted divided by (B) the conversion price of such share in effect as of the date of the Mandatory Conversion plus (ii) cash in lieu of fractional shares. Upon any Mandatory Conversion on or before March 1, 2027, all dividends that would have accrued from the date of the Mandatory Conversion to the later of March 1, 2027 or the last day of the eighth quarter following the date of the Mandatory Conversion, the last eight quarters of which will be discounted to present value using a discount rate of 3.5 % per annum, and will be immediately payable in common stock, valued at the average of the daily VWAP of the Company’s common stock during the five (5) trading days immediately preceding the conversion. The holders of the Series A Preferred Shares may require the Company to repurchase their shares upon the occurrence of certain change of control events. Upon the occurrence of a Fundamental Change (as defined in the Certificate of Designations), each holder of outstanding Series A Preferred Shares will be permitted to, at its election, (i) effective as of immediately prior to the Fundamental Change, convert all or a portion of its Series A Preferred Shares into common stock, or (ii) require the Company to repurchase any or all of such holder’s Series A Preferred Shares at a purchase price per Series A Preferred Share equal to the Liquidation Preference of such Series A Preferred Share plus accrued and unpaid dividends plus, if the F-40 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Fundamental Change repurchase occurs prior to March 1, 2027, all dividends that would have accrued up to such date, but that have not been paid. The repurchase price will be payable in cash. Because the Company may be required to repurchase all or a portion of the Series A Preferred Shares at the option of the holder upon the occurrence of certain change of control events, the Series A Preferred Shares are classified as mezzanine equity in the Company's consolidated balance sheets and recognized at their determined fair value of $ 133.1 million. The Series A Preferred Shares were valued using a lattice method commonly applied to value preferred shares. The Series A Preferred Shares are classified as Level 3 in the valuation hierarchy due to the presence of significant unobservable inputs. The Certificate of Designations limits transfers of the Series A Preferred Shares without the Company’s consent if, after the transfer, the transferee would hold 9.9 % or more of the voting equity of the Company or, in the event of an A.M. Best downgrade of James River Insurance Company below A- (Excellent), 19.9 % of the voting equity. Under the terms of the Investment Agreement, GPC Partners has the right to designate one member of the Board (the “Series A Designee”). GPC Partners designated Matthew Botein as the Series A Designee, and Mr. Botein was approved by the Board as a director with a term that expired at the 2024 annual general meeting of the Company’s shareholders. Mr. Botein was re-elected as a director at each of the 2024 and 2025 annual meeting of shareholders for a term expiring at the following year's annual meeting. 2024 Amendment The Series A Preferred Shares were originally issued to GPC Partners for an aggregate purchase price of $ 150.0 million, or $ 1,000 per share, in a private placement that closed on March 1, 2022. On November 11, 2024, the Company amended the Certificate of Designations held by GPC Partners to, among other things, convert $ 37.5 million of the outstanding Series A Preferred Shares to common stock at a per share price of $ 6.40 . The Company accounted for the amendment as an extinguishment of the pre-amendment Series A Preferred Shares due to the significance of quantitative and qualitative changes to the shares. The Company estimated the fair value of the new Series A Preferred Shares to be $ 133.1 million on the date of issuance and classified the new Series A Preferred Shares as mezzanine equity. The redemption feature, which could require the Company to repurchase all or a portion of the Series A Preferred Shares at the option of the holder upon the occurrence of certain change of control events, was not impacted by the amendment. The Company recorded a deemed dividend of $ 25.7 million within retained deficit for the difference between the $ 144.9 million carrying value of the extinguished pre-amendment Series A preferred shares and the combined $ 133.1 million estimated fair value of the new Series A Preferred Shares and $ 37.5 million of new common stock issued through conversion of Series A Preferred Shares in the amendment. The new Series A Preferred Shares were valued at the time of the amendment using a lattice method commonly applied to value preferred shares. The new Series A Preferred Shares are classified as level 3 in the valuation hierarchy due to the presence of significant unobservable inputs. 13. Shareholders' Equity The Company has 200,000,000 shares of common stock authorized with $ 0.0002 par value per share. The following table presents a rollforward of changes in common shares issued and outstanding. Year Ended December 31, 2025 2024 Issued and outstanding common shares, beginning of year 45,644,318 37,641,563 Conversion of Series A Preferred Shares to common stock — 5,859,375 Enstar common stock investment — 1,953,125 Vesting of RSU awards 324,266 190,255 Issued and outstanding common shares, end of year 45,968,584 45,644,318 On November 11, 2024, the Company amended the Certificate of Designations to, among other things, convert 37,500 outstanding Series A Preferred Shares with a liquidation value of $ 37.5 million to common shares at a per share price of $ 6.40 , resulting in the issuance of 5,859,375 common shares. The difference between the $ 6.40 share price per the amended Certificate of Designations and the $ 6.62 closing price of the Company's shares on November 11, 2024 was considered a deemed dividend for accounting purposes, resulting in a $ 1.3 million charge to retained deficit. F-41 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 On November 11, 2024, Enstar Group Limited ("Enstar"), through its subsidiary Cavello Bay Reinsurance Limited, entered into a subscription agreement to purchase $ 12.5 million of the Company’s common shares at a share price of $ 6.40 . The Enstar investment closed on December 23, 2024, resulting in the issuance of 1,953,125 common shares. The difference between the $ 6.40 share price per the subscription agreement and the $ 4.66 closing price of the Company's shares on December 23, 2024 was considered a deemed contribution for accounting purposes, resulting in a $ 3.4 million increase in additional paid-in-capital. The Company has 7,632,650 shares of common stock reserved for future issuance upon exercise or vesting of equity awards, as applicable, and 13,521,634 shares of common stock reserved for issuance upon conversion of the Series A Preferred Shares. The Board of Directors declared the following cash dividends on common stock in 2025, 2024, and 2023: Date of Declaration Dividend per Common Share Payable to Shareholders of Record on Payment Date Total Amount (thousands) 2025 February 20, 2025 $ 0.01 March 10, 2025 March 31, 2025 $ 477 April 24, 2025 $ 0.01 June 9, 2025 June 30, 2025 $ 476 July 24, 2025 $ 0.01 September 15, 2025 September 30, 2025 $ 476 October 23, 2025 $ 0.01 December 15, 2025 December 31, 2025 $ 473 Total $ 0.04 $ 1,902 2024 February 15, 2024 $ 0.05 March 11, 2024 March 29, 2024 $ 1,940 April 25, 2024 $ 0.05 June 10, 2024 June 28, 2024 $ 1,939 July 25, 2024 $ 0.05 September 16, 2024 September 30, 2024 $ 1,938 November 9, 2024 $ 0.01 December 16, 2024 December 31, 2024 $ 446 Total $ 0.16 $ 6,263 2023 February 16, 2023 $ 0.05 March 13, 2023 March 31, 2023 $ 1,922 April 27, 2023 $ 0.05 June 12, 2023 June 30, 2023 $ 1,921 July 27, 2023 $ 0.05 September 11, 2023 September 29, 2023 $ 1,922 October 26, 2023 $ 0.05 December 11, 2023 December 29, 2023 $ 1,919 Total $ 0.20 $ 7,684 Included in the dividends are $ 65,000 , $ 152,000 and $ 159,000 of dividend equivalents on RSUs, of which $ 127,000 , $ 252,000 and $ 255,000 were payable as of December 31, 2025, 2024, and 2023, respectively. 14. Equity Awards Equity Incentive Plans The Company’s shareholders have approved various equity incentive plans, including the 2014 Long Term Incentive Plan (“2014 LTIP”) and the 2014 Non-Employee Director Incentive Plan (“2014 Director Plan”) (collectively, the “Plans”). All awards issued under the Plans are issued at the discretion of the Board of Directors. Employees are eligible to receive non-qualified stock options, incentive stock options, share appreciation rights, performance shares, restricted shares, RSUs, and other awards under the 2014 LTIP. The 2014 LTIP was amended on October 23, 2025, increasing the number of shares available for issuance under the 2014 LTIP by 1,650,000 shares. Following the amendment, the maximum number of shares available for issuance under the 2014 LTIP is 7,157,650 , and at December 31, 2025, 2,530,314 shares are available for grant. On July 26, 2022, the Board of Directors of the Company approved a new long-term incentive plan (the “LTI Plan”) under the 2014 LTIP. The LTI Plan is designed to align compensation of designated senior officers of the Company with Company performance and shareholder interests over the long-term. Awards under the LTI Plan are made in the form of performance restricted share units (a “PRSU”) and service based restricted share units (RSUs). F-42 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Each PRSU represents a contingent right to receive one Company share of common stock based upon the level of achievement of certain performance metrics during specified three-year fiscal performance periods, with payout for achievement of threshold, target and maximum performance levels set at 50 %, 100 % and 200 % of the target number of PRSUs, respectively. Initial PRSU awards are granted at the 100 % target performance level. The Company projects the level of achievement for each award during the relevant performance period and periodically adjusts the number of outstanding awards to reflect the number of awards expected to vest. Non-employee directors of the Company are eligible to receive non-qualified stock options, share appreciation rights, performance shares, restricted shares, RSUs, and other awards under the 2014 Director Plan. The 2014 Director Plan was amended on October 23, 2025, increasing the number of shares available for issuance under the 2014 LTIP by 225,000 shares. Following the amendment, the maximum number of shares available for issuance under the 2014 Director Plan is 475,000 , and at December 31, 2025, 269,931 shares are available for grant. Generally, awards issued under the 2014 LTIP and 2014 Director Plan vest immediately in the event that an award recipient is terminated without Cause (as defined in the applicable plans), and in the case of the 2014 LTIP for Good Reason (as defined in the applicable plans), at any time following a Change in Control (as defined in the applicable plans). Options There were no options granted in 2025, 2024, or 2023. The following table summarizes the option activity: Year Ended December 31, 2025 2024 2023 Shares Weighted- Average Exercise Price Shares Weighted- Average Exercise Price Shares Weighted- Average Exercise Price Outstanding: Beginning of year — $ — 74,390 $ 42.17 287,974 $ 35.26 Granted — $ — — $ — — $ — Exercised — $ — — $ — — $ — Lapsed — $ — ( 74,390 ) $ 42.17 ( 164,548 ) $ 32.07 Forfeited — $ — — $ — ( 49,036 ) $ 35.50 End of year — $ — — $ — 74,390 $ 42.17 Exercisable, end of year — $ — — $ — 74,390 $ 42.17 The value of the options granted prior to 2023 was estimated at the date of grant using the Black-Scholes-Merton option pricing model. The options outstanding at December 31, 2023 lapsed in the year ended December 31, 2024. At December 31, 2025 and 2024, no options remain outstanding. The options outstanding at December 31, 2023 were fully vested (vesting period of three years from date of grant) and had a contractual life of seven years from the original date of grant. All options had an exercise price equal to the fair value of the underlying shares at the date of grant. The intrinsic value of each option was determined based on the difference between the fair value of the underlying share and the exercise price of the underlying option. No options were exercised during 2025, 2024 or 2023. The aggregate intrinsic value of options outstanding and options exercisable was $ 0 at December 31, 2023. The fair value used for calculating intrinsic value was $ 9.24 at December 31, 2023. F-43 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 RSUs The following table summarizes RSU activity: Year Ended December 31, 2025 2024 2023 Shares Weighted- Average Grant Date Fair Value Shares Weighted- Average Grant Date Fair Value Shares Weighted- Average Grant Date Fair Value Unvested, beginning of year 885,173 $ 15.30 751,254 $ 23.48 665,458 $ 25.98 Granted 1,370,167 $ 3.76 541,520 $ 9.75 388,517 $ 24.13 Vested ( 471,091 ) $ 15.91 ( 276,428 ) $ 24.80 ( 250,793 ) $ 30.99 Forfeited ( 444,943 ) $ 5.29 ( 101,494 ) $ 17.55 ( 51,928 ) $ 24.08 PRSU performance adjustment ( 39,662 ) $ 6.49 ( 29,679 ) $ 24.83 — $ — Unvested, end of year 1,299,644 $ 6.61 885,173 $ 15.30 751,254 $ 23.48 Outstanding RSUs granted to employees generally vest ratably over a three year vesting period. RSUs granted to non-employee directors generally have a one year vesting period. The total fair value of shares vested in 2025, 2024 and 2023 was $ 2.4 million, $ 2.7 million and $ 5.6 million, respectively. The holders of RSUs are entitled to dividend equivalents. The dividend equivalents are settled in cash at the same time that the underlying RSUs vest and are subject to the same risk of forfeiture as the underlying shares. The fair value of the RSUs granted is based on the market price of the underlying shares at the date of grant. The RSUs granted in 2025, 2024 and 2023 include 620,108 , 231,492 and 91,818 PRSU awards, respectively. In 2025 and 2024, performance adjustments were made to the outstanding PRSUs granted in 2024 and 2023. Compensation Expense Share based compensation expense is recognized on a straight-line basis over the vesting period. The amount of expense and related tax benefit is summarized below: Year Ended December 31, 2025 2024 2023 (in thousands) Share based compensation expense $ 5,045 $ 6,631 $ 9,116 U.S. tax benefit on share based compensation expense $ 891 $ 1,214 $ 1,690 Compensation cost for PRSUs is based upon the probable outcome of performance conditions. In 2025 and 2024, the Company adjusted the probable outcome of performance conditions for the 2024 and 2023 PRSUs which resulted in net cumulative adjustments to reduce the compensation expense recognized on the awards of $ 104,000 and $ 451,000 , respectively. At December 31, 2025, the Company had $ 3.8 million of unrecognized share based compensation expense expected to be charged to earnings over a weighted-average period of 1.8 years. 15. Income Taxes On November 7, 2025, James River Group Holdings, Ltd. changed its jurisdiction of incorporation from Bermuda to Delaware, and we refer to this change as the “Domestication”. On the effective date of the Domestication, our common shares issued and outstanding immediately prior to the effective time of the Domestication automatically converted by operation of law into an equivalent number of shares of common stock of James River Group Holdings, Inc., a Delaware corporation. Subsequent to the Domestication, the Company, along with its U.S. subsidiaries, are subject to federal, state and local corporate income taxes, and other taxes applicable to U.S. corporations. Beginning in 2025, the Company will file a consolidated U.S. federal income tax return with its U.S.-domiciled subsidiaries. Prior to the Domestication, James River Group Holdings, Ltd. was not (and its former Bermuda-based subsidiary, JRG Re, prior to its disposition was not) subject to income or capital tax. Effective for tax years beginning on or after January 1, 2025, Bermuda introduced the Corporate Income Tax Act 2023 ("CIT Act") where a Bermuda Constituent Entity group (BCE) that is part of an “in scope Multi-National Enterprise group” (MNE) will be subject to a 15% corporate income tax. F-44 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 A MNE group with a limited international footprint is not an in scope MNE, thus not subject to CIT. The limited international footprint exception is a year-by-year test and expires after tax year 2029. James River Group Holdings, Ltd. meets the criteria of the limited international footprint exception, and as such is not subject to tax under the CIT act. Distributions from the Company’s U.S. subsidiaries to its previous U.K. intermediate holding company, James River UK, were generally subject to a 5 % dividend withholding tax. No distributions occurred in 2025, 2024 or 2023. The Company’s U.S.-based subsidiaries are generally no longer subject to income tax examination by U.S. income tax authorities for the tax years ending before January 1, 2022. During 2018, the IRS published factors that allowed the Company to adjust its current and deferred tax liabilities based on the provisions of the Tax Act. The Tax Act has specific transition provisions associated with reserve discounting. The initial impact of the proposed regulations in 2018 was an increase to our deferred tax asset for the additional discount as of December 31, 2017 of $ 8.8 million offset by an increase to our deferred tax liability of $ 8.8 million representing the 8 year transition provision required by the Tax Act. During 2018, $ 1.1 million of this transition provision was recognized in our current provision and adjusted out of our deferred tax liability. The regulations were finalized in 2019, and the remaining reserve adjustment at December 31, 2019 based on these final regulations was $ 5.7 million recognized over the six years 2020 - 2025 at $ 950,000 per year. In 2025, the Company recognized a one-time deferred tax benefit of $ 14.1 million associated with the effects of Domestication on the business interest expense deduction. The one-time tax benefit lowered the effective tax rate in 2025 and is expected to be utilized in future tax years. The carryforward period for this tax benefit is unlimited and does not expire. The expected income tax provision computed from pre-tax income has been calculated as the sum of the pre-tax income in each jurisdiction multiplied by the applicable U.S. Federal statutory tax rate of 21%. The U.S. income (loss) before income taxes was $ 64.8 million, $( 40.0 ) million, and $ 119.9 million for the years ending December 31, 2025, 2024, and 2023, respectively. The total income tax provision included U.S. federal income taxes of $ 44,000 , $( 7.7 ) million, and $ 25.3 million and state income taxes of $ 679,000 , $ 145,000 , and $ 400,000 for the years ending December 31, 2025, 2024, and 2023, respectively. Foreign income (loss) before income taxes was $( 14.3 ) million, $( 31.1 ) million and $( 33.0 ) million in 2025, 2024 and 2023, respectively. The Company was not subject to tax on its foreign sourced income and no tax was included in the total income tax provision. A reconciliation of the difference between the Company’s total income tax provision and the expected tax provision using the U.S. Federal statutory tax rate of 21% is as follows: Year Ended December 31, 2025 2024 2023 (Amounts in thousands) Amount % Amount % Amount % Federal income tax expense (benefit) at statutory rate $ 10,614 21.0 % $ ( 14,935 ) 21.0 % $ 18,252 21.0 % Net U.S. state and local income tax expense 536 1.1 % 115 ( 0.2 ) % 316 0.4 % Bermuda and U.S. statutory tax rate difference 3,004 5.9 % 6,531 ( 9.2 ) % 6,923 8.0 % Research and development tax credits ( 272 ) ( 0.5 ) % ( 267 ) 0.4 % ( 936 ) ( 1.1 ) % Tax-exempt investment income ( 218 ) ( 0.4 ) % ( 216 ) 0.3 % ( 230 ) ( 0.3 ) % Dividends received deduction ( 325 ) ( 0.6 ) % ( 461 ) 0.7 % ( 386 ) ( 0.4 ) % Excess tax expense on share based compensation 984 1.9 % 740 ( 1.0 ) % 449 0.5 % Provision to return and amended tax returns 21 — % 393 ( 0.6 ) % 725 0.8 % Excess §162(m) compensation 312 0.6 % 399 ( 0.6 ) % 522 0.6 % Business interest expense from Domestication ( 14,078 ) ( 27.9 ) % — — % — — % Other 145 0.3 % 67 ( 0.1 ) % 70 0.1 % Total income tax expense (benefit) $ 723 1.4 % $ ( 7,634 ) 10.7 % $ 25,705 29.6 % State taxes in Virginia make up greater than 50 percent of the tax effect in the net U.S. state and local income tax expense reconciliation difference. F-45 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The significant components of net deferred tax assets at the corporate income tax rate of 21% for the years ended December 31, 2025 and 2024 are summarized as follows: December 31, 2025 2024 (in thousands) Deferred tax assets: Accrued compensation expenses $ 3,838 $ 3,696 Reserve for losses and loss adjustment expenses 39,211 32,823 Unearned premiums 10,257 11,580 Share based compensation 1,042 1,543 Allowance for credit losses 4,731 4,496 Invested assets — 1,124 Business interest expense 14,078 — Net unrealized losses 8,806 18,595 Other 907 4,466 Total deferred tax assets 82,870 78,323 Deferred tax liabilities: Intangible assets 6,686 6,709 Deferred policy acquisition costs 6,570 6,337 Invested assets 489 — Equity method investments 2,813 2,792 Other 1,416 1,315 Total deferred tax liabilities 17,974 17,153 Net deferred tax assets $ 64,896 $ 61,170 The Company is considered a mixed company for net operating loss carryforward rules. A 20-year carryforward without an annual income limitation is applicable for insurance companies. The carryforward period for non-insurance companies is unlimited but limited to 80% of the current year taxable income. At December 31, 2025, the Company has no net operating loss carryforwards. The Company had no reserve for future tax contingencies or liabilities (“unrecognized tax benefits”) at December 31, 2025 or 2024. The U.S. imposes a 1 % excise tax on reinsurance premiums paid to non-U.S. reinsurers with respect to risks located in the U.S. The rates of tax are established based on the nature of the risk, unless reduced by an applicable U.S. tax treaty. The Company paid excise taxes of $ 714,000 , $ 204,000 , and $ 194,000 for the years ended December 31, 2025, 2024, and 2023, respectively, on written premiums assumed from third-party insurers with respect to risks located in the U.S. These excise taxes are reflected as “other operating expenses” in the Company’s Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). 16. Other Operating Expenses and Other Expenses Other operating expenses consist of the following: Year Ended December 31, 2025 2024 2023 (in thousands) Amortization of policy acquisition costs $ 65,441 $ 65,960 $ 72,633 Other underwriting expenses of the insurance segments 85,030 92,266 87,083 Other operating expenses of the Corporate and Other segment 33,493 34,972 33,940 Total $ 183,964 $ 193,198 $ 193,656 F-46 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Other expenses of $ 2.0 million, $ 6.1 million, and $ 3.8 million for the years ended December 31, 2025, 2024, and 2023, respectively, primarily consist of certain nonoperating expenses including legal and other professional fees and other expenses related to various strategic initiatives. 17. Employee Benefits The Company and its subsidiaries offer savings plans (the “Savings Plans”) which qualify under Section 401(k) of the U.S. Internal Revenue Code. Participants may contribute certain percentages of their pre-tax salary to the Savings Plans subject to statutory limitations. The Company and its subsidiaries match employee contributions at various rates up to a maximum contribution of 6.0 % of the participant’s earnings subject to certain statutory limits. For the years ended December 31, 2025, 2024, and 2023, the expense associated with the Savings Plans totaled $ 4.1 million, $ 4.2 million, and $ 4.1 million, respectively. 18. Commitments and Contingent Liabilities Legal Proceedings The Company is involved in various legal proceedings, including commercial matters and litigation regarding insurance claims which arise in the ordinary course of business. In addition, the Company is involved from time to time in legal actions which seek extra-contractual damages, punitive damages or penalties, including claims alleging bad faith in the handling of insurance claims. The Company believes that the outcome of such matters, individually and in the aggregate, is not reasonably likely to have a material adverse effect on the Company's consolidated financial position, results of operations or cash flows. On March 11, 2024, the Company filed a complaint in the Supreme Court of the State of New York, New York County, Commercial Division against Fleming relating to the Stock Purchase Agreement, pursuant to which Fleming agreed to purchase all of the outstanding common shares of JRG Re (the “Transaction”). The complaint alleges that Fleming breached the Stock Purchase Agreement by its refusal to close the Transaction on March 1, 2024 as required under the terms of the Stock Purchase Agreement, and seeks specific performance of Fleming’s obligation to complete the Transaction and an award of damages. The Company subsequently filed a motion for preliminary injunction to require Fleming to fulfill its contractual obligation to close the Transaction, and on April 6, 2024 the Court granted the Company’s motion and ordered Fleming to complete the Transaction on or prior to April 16, 2024. On April 8, 2024, Fleming filed a notice of appeal of the preliminary injunction, which Fleming withdrew on October 9, 2024. The Transaction closed on April 16, 2024. On April 19, 2024, Fleming filed a motion to dismiss the complaint. On May 9, 2024, the Company filed an amended complaint seeking, among other things, specific performance and damages suffered as a result of Fleming's breach of the Stock Purchase Agreement. On June 6, 2024, Fleming filed a motion to dismiss the amended complaint, on July 3, 2024 the Company filed an opposition to the motion to dismiss, on July 24, 2024 Fleming filed its reply to the opposition, and on October 29, 2024 the court heard oral argument on the motion to dismiss. On July 15, 2024, Fleming filed a lawsuit in the U.S. District Court, Southern District of New York against JRG Holdings and certain of its officers, asserting claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, common law fraud, and breaches of contract, and seeking unspecified monetary damages, including compensatory, consequential and punitive damages, all associated with Fleming's purchase of JRG Re pursuant to the Stock Purchase Agreement. On July 31, 2024, Fleming filed an amended complaint, on September 13, 2024, the Company filed a motion to dismiss the amended complaint, and on October 18, 2024 Fleming filed a second amended complaint. On November 15, 2024, the Company filed a motion to dismiss the second amended complaint, on December 23, 2024 Fleming filed an opposition to the motion to dismiss, on January 17, 2025 the Company filed its reply to Fleming's opposition, on July 2, 2025 the court heard oral argument on the motion to dismiss, and on July 17, 2025 the court granted the Company's motion to dismiss. On August 14, 2025, Fleming filed a motion for reconsideration, on August 28, 2025 the Company filed its opposition to Fleming's motion for reconsideration, and on September 4, 2025, Fleming filed its reply to the Company's opposition. On December 2, 2025, the court denied Fleming's motion for reconsideration and on December 22, 2025 Fleming filed a notice of appeal. Fleming’s appeal brief is due to be filed on or prior to March 13, 2026. The Company believes that it has substantial defenses and intends to vigorously defend this lawsuit. Amounts Recoverable from Reinsurers The Company’s insurance segments remain liable to policyholders if its reinsurers are unable to meet their contractual obligations under applicable reinsurance agreements. The Company establishes an allowance for credit losses for our current estimate of uncollectible reinsurance recoverables. At December 31, 2025, the allowance for credit losses on reinsurance recoverables was $ 1.6 million. To minimize exposure to significant losses from reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers and monitors concentrations of credit risk. The Company generally seeks to purchase reinsurance from reinsurers with A.M. Best financial strength ratings of “A-” (Excellent) or better. The Company’s F-47 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 reinsurance contracts generally require reinsurers that are not authorized as reinsurers under U.S. state insurance regulations or that experience rating downgrades from rating agencies below specified levels to fund their share of the Company’s ceded outstanding losses and loss adjustment expense reserves, typically through the use of irrevocable and unconditional letters of credit. In fronting arrangements, which the Company conducts through its Specialty Admitted Insurance segment, the Company is subject to credit risk with regard to insurance companies who act as reinsurers for us in such arrangements. The Company requires collateral, in the form of a trust arrangement or letter of credit, to secure the obligations of the insurance entity for whom it is fronting. Amounts Recoverable from an Indemnifying Party and Reinsurer on Legacy Commercial Auto Book James River previously issued a set of commercial auto insurance contracts (the “Rasier Commercial Auto Policies”) to Rasier under which James River pays losses and loss adjustment expenses on the contracts. James River has indemnity agreements with Rasier (non-insurance entities) (collectively, the “Indemnity Agreements”) and is contractually entitled to reimbursement for the portion of the losses and loss adjustment expenses paid on behalf of Rasier under the Rasier Commercial Auto Policies and other expenses incurred by James River. In addition, on September 27, 2021, James River entered into the Commercial Auto LPT with Aleka to reinsure substantially all of the Rasier Commercial Auto Policies for which James River is not otherwise indemnified by Rasier under the Indemnity Agreements. Each of Rasier and Aleka are required to post collateral equal to 102 % of James River's estimate of the respective party's obligations in trusts pursuant to the terms of the Indemnity Agreements and the Commercial Auto LPT, respectively. At December 31, 2025, the total balance of collateral securing Rasier's obligations under the Indemnity Agreements was $ 41.3 million and Aleka's obligations under the Commercial Auto LPT was $ 19.9 million. At December 31, 2025, the total reinsurance recoverables under the Commercial Auto LPT was $ 12.4 million. In connection with the execution of the Commercial Auto LPT, James River and Aleka entered into an administrative services agreement (the “Administrative Services Agreement”) with a third party claims administrator (the “Administrator”) pursuant to which the Administrator handles the claims on the Rasier Commercial Auto Policies for the remaining life of those claims. The claims paid by the Administrator are reimbursable by James River, and pursuant to the Administrative Services Agreement, James River established a loss fund trust account for the benefit of the Administrator (the “Loss Fund Trust”) to collateralize its claims payment reimbursement obligations. James River funds the Loss Fund Trust using funds withdrawn from the trust account collateralizing the Indemnity Agreements (the “Indemnity Trust”), funds withdrawn from the trust account collateralizing Commercial Auto LPT (the “LPT Trust”), and its own funds, in each case in an amount equal to the pro rata portion of the required Loss Fund Trust balance attributable to the Indemnity Agreements, the Commercial Auto LPT and James River’s existing third party reinsurance agreements, respectively. At December 31, 2025, the balance in the Loss Fund Trust was $ 8.5 million, including $ 5.3 million representing collateral supporting Rasier’s obligations under the Indemnity Agreements and $ 2.2 million representing collateral supporting Aleka’s obligations under the Commercial Auto LPT. Funds posted to the Loss Fund Trust are classified as restricted cash equivalents on the Company's balance sheet. While the Commercial Auto LPT brings economic finality to substantially all of the Rasier Commercial Auto Policies, the Company has credit exposure to Rasier and Aleka under the Indemnity Agreements and the Commercial Auto LPT if the estimated losses and expenses of the Rasier Commercial Auto Policies grow at a faster pace than the growth in the collateral balances. In addition, the Company has credit exposure if its estimates of future losses and loss adjustment expenses and other amounts recoverable under the Indemnity Agreements and the Commercial Auto LPT, which are the basis for establishing the collateral balances, are lower than actual amounts paid or payable. The amount of the Company's credit exposure in any of these instances could be material. To mitigate these risks, the Company closely and frequently monitors its exposure compared to the collateral held, and requests additional collateral in accordance with the terms of the Commercial Auto LPT and Indemnity Agreements when its analysis indicates that it has uncollateralized exposure. F-48 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 19. Other Comprehensive Income (Loss) The following table summarizes the components of other comprehensive income (loss): Year Ended December 31, 2025 2024 2023 (in thousands) Unrealized gains (losses) arising during the period, before U.S. income taxes $ 44,702 $ ( 9,222 ) $ 105,368 U.S. income taxes ( 9,387 ) 1,937 ( 6,313 ) Unrealized gains (losses) arising during the period, net of U.S. income taxes 35,315 ( 7,285 ) 99,055 Less reclassification adjustment: Net realized investment gains (losses) 74 ( 1,278 ) ( 339 ) U.S. income taxes ( 15 ) 269 71 Reclassification adjustment for investment gains (losses) realized in net income 59 ( 1,009 ) ( 268 ) Other comprehensive income (loss) $ 35,256 $ ( 6,276 ) $ 99,323 In addition to the net realized investment gains (losses) on available-for-sale fixed maturities disclosed above, the Company also recognized net realized and unrealized investment gains (losses) on its investments in bank loan participations and equity securities in the respective periods. Refer to Note 3 for disclosure of these amounts. 20. Segment Information The Company's continuing operations are comprised of three reportable segments, two of which are separately managed business units and the third (“Corporate and Other”) includes the Company’s remaining operations. The Excess and Surplus Lines segment primarily offers commercial excess and surplus lines liability and excess property insurance products. The Specialty Admitted Insurance segment offers specialty admitted fronting and program business and, prior to the sale of the Company's renewal rights in 2023, workers’ compensation insurance coverage. The Corporate and Other segment consists of certain management and treasury activities of James River Group and JRG Holdings including public company expenses, expenses for our Board of Directors, long-term incentive compensation for the full Company, interest expense associated with senior debt and Junior Subordinated Debt, and investment income. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies. Prior to entering into a definitive agreement to sell JRG Re on November 8, 2023, JRG Re was considered a reportable segment (the “Casualty Reinsurance” segment). After entering into the agreement to sell JRG Re, the Company no longer considers Casualty Reinsurance to be a reportable segment, but instead it is reported as discontinued operations. The segment information below excludes discontinued operations for all periods presented. Segment profit (loss) is measured by underwriting profit (loss), which is generally defined as net earned premiums and gross fee income (in specific instances when the Company is not retaining insurance risk) in “other income” in the Consolidated Statements of Income (Loss) and Comprehensive Income (Loss) less loss and loss adjustment expenses on business not subject to retroactive reinsurance accounting (see Retroactive Reinsurance Accounting in Note 8 - Reserve for Losses and Loss Adjustment Expenses ) and other operating expenses. Other operating expenses include the underwriting, acquisition, and insurance expenses of the operating segments and, for consolidated underwriting profit, the expenses of the Corporate and Other segment. Other operating expenses for the Corporate and Other segment include personnel costs associated with the holding companies, professional fees, long-term incentive compensation (including share-based compensation) for the full Company, public company expenses and various other corporate expenses. Net commissions in the table below are net of amounts deferred as deferred policy acquisition costs. Employee compensation includes both cash and share-based compensation, as well as employer expenses related to payroll taxes and benefits, and is net of amounts allocated to losses and loss adjustment expenses and amounts deferred. All other operating expenses include, amongst other expenses, costs for insurance, outside professional fees including legal, audit, and consulting, office rent, bad debt expense, and taxes, licenses and fees on business written. Segment results are reported prior to the effects of intercompany pooling agreements and intercompany reinsurance agreements. All gross written premiums and net earned premiums for all periods presented were generated from policies issued to U.S. based insureds. Segment revenues for each reportable segment include net earned premiums, net investment income, and realized and unrealized (losses) gains on investments. The Company's Chief Executive Officer (“CEO”) has final authority over segment resource allocation decisions and performance assessment, and consequently, is identified as the Chief Operating Decision Maker (“CODM”). The CEO F-49 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 considers segment underwriting profit (loss) in the annual budget and forecasting process, and in monthly financial reviews of actual segment results compared to budget and prior year periods in order to assess segment performance and make strategic operating decisions regarding the business written by the segments, the allocation of capital and personnel to the segments, and compensation for segment employees. The segment information presented below aligns with the information that is presented regularly to the CEO. Excess and Surplus Lines Specialty Admitted Insurance Corporate and Other Total (in thousands) As of and for the Year Ended December 31, 2025 Gross written premiums $ 963,035 $ 209,284 $ — $ 1,172,319 Net earned premiums 559,490 40,798 — 600,288 Fee income — 2,416 — 2,416 Losses and loss adjustment expenses 386,824 40,380 — 427,204 Less: losses and loss adjustment expense - retroactive reinsurance 28,750 — — 28,750 Losses and loss adjustment expenses excluding retroactive reinsurance 358,074 40,380 — 398,454 Other operating expenses: Net commissions 59,633 ( 11,183 ) — 48,450 Employee compensation 61,257 9,774 23,005 94,036 All other operating expenses 21,054 9,936 10,488 41,478 141,944 8,527 33,493 183,964 Underwriting (loss) profit 59,472 ( 5,693 ) ( 33,493 ) 20,286 Segment revenues 625,505 60,286 1,823 687,614 Net investment income 65,291 17,011 1,138 83,440 Interest expense — — 23,538 23,538 Segment goodwill 181,831 — — 181,831 Segment assets 3,652,130 1,134,689 73,111 4,859,930 F-50 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Excess and Surplus Lines Specialty Admitted Insurance Corporate and Other Total (in thousands) As of and for the Year Ended December 31, 2024 Gross written premiums $ 1,017,029 $ 414,743 $ — $ 1,431,772 Net earned premiums 512,237 87,959 — 600,196 Fee income — 4,585 — 4,585 Losses and loss adjustment expenses 485,951 68,423 — 554,374 Less: losses and loss adjustment expense - retroactive reinsurance 37,237 — — 37,237 Losses and loss adjustment expenses excluding retroactive reinsurance 448,714 68,423 — 517,137 Other operating expenses: Net commissions 56,186 ( 11,243 ) — 44,943 Employee compensation 62,176 14,115 23,804 100,095 All other operating expenses 22,616 14,376 11,168 48,160 140,978 17,248 34,972 193,198 Underwriting (loss) profit ( 77,455 ) 6,873 ( 34,972 ) ( 105,554 ) Segment revenues 594,433 109,472 3,721 707,626 Net investment income 73,341 16,937 2,811 93,089 Interest expense — — 24,666 24,666 Segment goodwill 181,831 — — 181,831 Segment assets 3,516,399 1,390,894 99,783 5,007,076 F-51 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Excess and Surplus Lines Specialty Admitted Insurance Corporate and Other Total (in thousands) As of and for the Year Ended December 31, 2023 Gross written premiums $ 1,007,351 $ 501,309 $ — $ 1,508,660 Net earned premiums 609,566 98,439 — 708,005 Fee income — 5,301 — 5,301 Losses and loss adjustment expenses 425,035 75,122 — 500,157 Less: losses and loss adjustment expense - retroactive reinsurance 4,991 — — 4,991 Losses and loss adjustment expenses excluding retroactive reinsurance 420,044 75,122 — 495,166 Other operating expenses: Net commissions 61,542 ( 12,809 ) — 48,733 Employee compensation 57,436 18,492 22,502 98,430 All other operating expenses 16,197 18,858 11,438 46,493 135,175 24,541 33,940 193,656 Underwriting profit (loss) 54,347 4,077 ( 33,940 ) 24,484 Segment revenues 690,388 119,777 1,844 812,009 Net investment income 69,325 13,568 1,153 84,046 Interest expense — — 24,627 24,627 Segment goodwill 181,831 — — 181,831 Segment assets 3,083,798 1,387,020 63,039 4,533,857 F-52 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The following table reconciles the underwriting profit (loss) of operating segments by individual segment to consolidated income (loss) from continuing operations before income taxes: Year Ended December 31, 2025 2024 2023 (in thousands) Underwriting profit (loss) of the operating segments: Excess and Surplus Lines $ 59,472 $ ( 77,455 ) $ 54,347 Specialty Admitted Insurance ( 5,693 ) 6,873 4,077 Total underwriting profit (loss) of operating segments 53,779 ( 70,582 ) 58,424 Other operating expenses of the Corporate and Other segment ( 33,493 ) ( 34,972 ) ( 33,940 ) Underwriting profit (loss) 20,286 ( 105,554 ) 24,484 Losses and loss adjustment expenses - retroactive reinsurance ( 28,750 ) ( 37,237 ) ( 4,991 ) Net investment income 83,440 93,089 84,046 Net realized and unrealized (losses) gains on investments ( 2,195 ) 3,625 10,441 Other income 3,665 6,131 4,216 Other expenses ( 2,002 ) ( 6,145 ) ( 3,792 ) Interest expense ( 23,538 ) ( 24,666 ) ( 24,627 ) Amortization of intangible assets ( 363 ) ( 363 ) ( 363 ) Impairment of intangible assets — — ( 2,500 ) Income (loss) from continuing operations before income taxes $ 50,543 $ ( 71,120 ) $ 86,914 The Company currently has 15 underwriting divisions, including 14 in the Excess and Surplus Lines segment, and one in the Specialty Admitted Insurance segment. Each underwriting division focuses on a specific industry group or coverage. Gross written premiums by segment and underwriting division are presented below: Year Ended December 31, 2025 2024 2023 (in thousands) Excess Casualty $ 324,507 $ 325,017 $ 339,870 General Casualty 225,177 237,632 202,861 Manufacturers and Contractors 157,082 176,494 180,074 Excess Property 38,937 53,254 64,574 Energy 43,885 46,405 51,593 Small Business 39,563 39,946 38,561 Allied Health 35,795 31,791 30,904 Commercial Auto 27,947 27,819 29,379 Life Sciences 24,166 25,642 27,595 Sports and Entertainment 19,489 22,192 17,826 Environmental 14,384 20,096 13,832 Professional Liability 9,931 9,367 9,264 Medical Professionals 679 870 955 Management Liability 1,493 504 63 Total Excess and Surplus Lines segment 963,035 1,017,029 1,007,351 Specialty Admitted Insurance segment 209,284 414,743 501,309 Total $ 1,172,319 $ 1,431,772 $ 1,508,660 The Company does business with three brokers that generated $ 338.8 million, $ 221.2 million and $ 129.4 million of gross written premiums for the Excess and Surplus Lines segment for the year ended December 31, 2025, representing 28.9 %, 18.9 % F-53 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 and 11.0 % of consolidated gross written premiums and 35.2 %, 23.0 % and 13.4 % of the Excess and Surplus Lines segment’s gross written premiums, respectively. The Company has agency contracts with various branches within the aforementioned brokers. No other broker generated 10.0% or more of the gross written premiums for the Excess and Surplus Lines segment for the year ended December 31, 2025. No individual insured generated 10.0% or more of the gross written premiums for the Excess and Surplus Lines segment for the year ended December 31, 2025. The Specialty Admitted Insurance segment accepts applications for insurance from a variety of sources, including program administrators and managing general agents (“MGAs”). The Company does business with five agencies that together generated $ 174.8 million of gross written premiums for the Specialty Admitted Insurance segment for the year ended December 31, 2025, representing 14.9 % of consolidated gross written premiums and 83.5 % of the Specialty Admitted Insurance segment’s gross written premiums, respectively. Individually the agencies represented between 1.8 % and 6.2 % of consolidated gross written premiums and between 10.4 % and 34.9 % of the Specialty Admitted Insurance segment’s gross written premiums. No other agency generated 10.0% or more of the gross written premiums for the Specialty Admitted Insurance segment for the year ended December 31, 2025. 21. Fair Value Measurements Three levels of inputs are used to measure fair value of financial instruments: (1) Level 1: quoted price (unadjusted) in active markets for identical assets, (2) Level 2: inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the instrument, and (3) Level 3: inputs to the valuation methodology are unobservable for the asset or liability. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. The fair values of fixed maturity securities, equity securities, and bank loan participations have been determined using fair value prices provided by the Company's investment accounting services provider or investment managers, who utilize internationally recognized independent pricing services. The prices provided by the independent pricing services are generally based on observable market data in active markets ( e.g. broker quotes and prices observed for comparable securities). Values for U.S. Treasury and publicly-traded equity securities are generally based on Level 1 inputs which use the market approach valuation technique. The values for all other fixed maturity securities (including state and municipal securities and obligations of U.S. government corporations and agencies) and bank loan participations generally incorporate significant Level 2 inputs, and in some cases, Level 3 inputs, using the market approach and income approach valuation techniques. There have been no changes in the Company’s use of valuation techniques since December 31, 2023. The Company reviews fair value prices provided by its outside investment accounting service provider or investment managers for reasonableness by comparing the fair values provided by the managers to those provided by its investment custodian. The Company also reviews and monitors changes in unrealized gains and losses. The Company has not historically adjusted security prices. The Company obtains an understanding of the methods, models and inputs used by the investment managers and independent pricing services, and controls are in place to validate that prices provided represent fair values. The Company’s control process includes, but is not limited to, initial and ongoing evaluation of the methodologies used, a review of specific securities and an assessment for proper classification within the fair value hierarchy, and obtaining and reviewing internal control reports for the investment manager that obtains fair values from independent pricing services. F-54 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Assets measured at fair value on a recurring basis as of December 31, 2025 are summarized below: Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Total (in thousands) Fixed maturity securities, available-for-sale: State and municipal $ — $ 219,477 $ — $ 219,477 Residential mortgage-backed — 472,718 — 472,718 Corporate — 577,754 — 577,754 Commercial mortgage and asset-backed — 120,535 — 120,535 U.S. Treasury securities and obligations guaranteed by the U.S. government 14,290 — — 14,290 Total fixed maturity securities, available-for-sale $ 14,290 $ 1,390,484 $ — $ 1,404,774 Equity securities: Preferred stock $ — $ 70,601 $ — $ 70,601 Common stock — 2,487 4 2,491 Total equity securities $ — $ 73,088 $ 4 $ 73,092 Bank loan participations $ — $ 155,138 $ — $ 155,138 Short-term investments $ — $ — $ — $ — Assets measured at fair value on a recurring basis as of December 31, 2024 are summarized below: Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Total (in thousands) Fixed maturity securities, available-for-sale: State and municipal $ — $ 196,564 $ — $ 196,564 Residential mortgage-backed — 326,227 — 326,227 Corporate — 475,485 — 475,485 Commercial mortgage and asset-backed — 170,458 — 170,458 U.S. Treasury securities and obligations guaranteed by the U.S. government 20,999 — — 20,999 Total fixed maturity securities, available-for-sale $ 20,999 $ 1,168,734 $ — $ 1,189,733 Equity securities: Preferred stock $ — $ 71,245 $ — $ 71,245 Common stock 12,693 2,536 5 15,234 Total equity securities $ 12,693 $ 73,781 $ 5 $ 86,479 Bank loan participations $ — $ 142,410 $ — $ 142,410 Short-term investments $ — $ 97,074 $ — $ 97,074 F-55 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 A reconciliation of the beginning and ending balances of available-for-sale fixed maturity securities, equity securities, and bank loan participations measured at fair value on a recurring basis using significant unobservable inputs (Level 3) is shown below: Year Ended December 31, 2025 2024 2023 (in thousands) Beginning balance $ 5 $ 11 $ 7 Transfers in to Level 3 — — — Transfers out of Level 3 — — — Purchases — — — Sales — — — Maturities, calls and paydowns — — — Amortization of discount — — — Total gains or losses (realized/unrealized): Included in earnings ( 1 ) ( 6 ) 4 Included in other comprehensive income — — — Ending balance $ 4 $ 5 $ 11 The Company held one equity security at December 31, 2025, December 31, 2024, and December 31, 2023 for which the fair value was determined using significant unobservable inputs (Level 3). The fair values for the equity security (disclosed above) were obtained from our asset manager, who used an internal model to value the security. Transfers out of Level 3 occur when the Company is able to obtain reliable prices from pricing vendors for which the Company was previously unable to obtain reliable prices. Transfers in to Level 3 occur when the Company is unable to obtain reliable prices for securities from pricing vendors and instead must use broker price quotes. There were no transfers between Level 1 and Level 2 during 2025, 2024 or 2023. The Company recognizes transfers between levels at the beginning of the reporting period. In the determination of the fair value for bank loan participations and certain high yield bonds, the Company’s investment manager endeavors to obtain data from multiple external pricing sources. External pricing sources may include brokers, dealers and price data vendors that provide a composite price based on prices from multiple dealers. Such external pricing sources typically provide valuations for normal institutional size trading units of such securities using methods based on market transactions for comparable securities, and various relationships between securities, as generally recognized by institutional dealers. For investments in which the investment manager determines that only one external pricing source is appropriate or if only one external price is available, the relevant investment is generally recorded at fair value based on such price. Investments for which external sources are not available or are determined by the investment manager not to be representative of fair value are recorded at fair value as determined by the Company, with input from its investment managers and valuation specialists as considered necessary. In determining the fair value of such investments, the Company considers one or more of the following factors: type of security held, convertibility or exchangeability of the security, redeemability of the security (including the timing of redemptions), application of industry accepted valuation models, recent trading activity, liquidity, estimates of liquidation value, purchase cost, and prices received for securities with similar terms of the same issuer or similar issuers. There were no investments for which external sources were unavailable to determine fair value as of December 31, 2025 and 2024. F-56 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 The carrying values and fair values of financial instruments are summarized below: December 31, 2025 2024 Carrying Value Fair Value Carrying Value Fair Value (in thousands) Assets Fixed maturity securities, available-for-sale $ 1,404,774 $ 1,404,774 $ 1,189,733 $ 1,189,733 Equity securities 73,092 73,092 86,479 86,479 Bank loan participations 155,138 155,138 142,410 142,410 Cash and cash equivalents 260,941 260,941 362,345 362,345 Restricted cash equivalents 8,481 8,481 28,705 28,705 Short-term investments — — 97,074 97,074 Other invested assets – notes receivable 43,401 44,639 13,902 12,877 Liabilities Senior debt 225,800 230,007 200,800 201,787 Junior subordinated debt 104,055 116,093 104,055 121,766 The fair values of fixed maturity securities, equity securities, and bank loan participations have been determined using quoted market prices for securities traded in the public market or prices using bid or closing prices for securities not traded in the public marketplace. The fair values of cash and cash equivalents and short-term investments approximate their carrying values due to their short-term maturity. The fair values of other invested assets-notes receivable, senior debt, and junior subordinated debt at December 31, 2025 and 2024 were determined by calculating the present value of expected future cash flows under the terms of the note agreements or debt agreements, as applicable, discounted at an estimated market rate of interest at December 31, 2025 and 2024, respectively. The Company also utilized an internally developed valuation model based on the spread of a comparable market index to determine the fair value of certain other invested assets-notes receivable at December 31, 2025 and 2024. The fair values of senior debt, junior subordinated debt, and invested assets-notes receivable, classified in other invested assets, at December 31, 2025 and 2024 were determined using inputs to the valuation methodology that are unobservable (Level 3). 22. Statutory Matters U.S. state insurance laws and regulations prescribe accounting practices for determining statutory net income and capital and surplus for insurance companies. In addition, state regulators may permit statutory accounting practices that differ from prescribed practices. Statutory accounting practices prescribed or permitted by regulatory authorities for the Company’s insurance subsidiaries differ from U.S. GAAP. The principal differences between SAP and GAAP as they relate to the financial statements of the Company’s insurance subsidiaries are (a) policy acquisition costs are expensed as incurred under SAP, whereas they are deferred and amortized under GAAP, (b) certain assets are not admitted for purposes of determining surplus under SAP, (c) the classification and carrying amounts of investments in certain securities are different under SAP and GAAP, and (d) the criteria for providing asset valuation allowances and the methodologies used to determine the amount thereof are different under SAP and GAAP. F-57 TABLE OF CONTENTS James River Group Holdings, Inc. and Subsidiaries Notes to Consolidated Financial Statements Years ended December 31, 2025, 2024, and 2023 Combined net income, statutory capital and surplus and minimum required statutory capital and surplus, as determined in accordance with statutory accounting practices, for the U.S. insurance subsidiaries as of December 31, 2025, 2024, and 2023 and for the years then ended are summarized as follows: 2025 2024 2023 (in thousands) Statutory net income $ 75,164 $ 40,731 $ 90,469 Statutory capital and surplus 789,485 642,978 615,427 Minimum required statutory capital and surplus 339,639 286,392 220,449 RBC requirements promulgated by the National Association of Insurance Commissioners require property-casualty insurers to maintain minimum capitalization levels determined based on formulas incorporating various business risks of the insurance subsidiaries. As of December 31, 2025, the insurance subsidiaries’ adjusted capital and surplus exceeds their authorized control level RBC. 23. Dividend Restrictions The insurance statutes of the U.S.-based insurance subsidiaries’ states of domicile limit the amount of dividends that they may pay annually without first obtaining regulatory approval. Generally, the limitations are based on the greater of statutory net income for the preceding year or 10.0 % of statutory surplus at the end of the preceding year. The maximum amount of dividends available to James River Group from its U.S. insurance subsidiaries during 2026 without regulatory approval is $ 96.1 million. However, U.S. insurance regulators have broad powers to prevent the reduction of statutory surplus to inadequate levels and could refuse to permit the payment of dividends. The terms of our Credit Agreement limit our ability to pay dividends on our common stock and the Series A Preferred Shares to an aggregate of $ 20.0 million per fiscal year. 24. Other Related Party Transactions The Company leases a commercial office building which houses the Company’s Richmond, Virginia operations under the terms of a non-cancelable lease from an entity with which it is affiliated. The term of the lease, which has been amended from time to time, runs through 2031. Operating costs under the lease were $ 1.4 million for the year ended December 31, 2025 and $ 2.1 million for each of the years ended December 31, 2024, and 2023, respectively. 25. Subsequent Events On February 20, 2026, the Board of Directors declared a cash dividend of $ 0.01 per share of common stock. The dividend is payable on March 31, 2026 to shareholders of record on March 13, 2026 . On February 20, 2026, the Board of Directors declared a quarterly dividend on the Series A Preferred Shares. The dividend of up to $ 2.0 million will be payable in cash on March 31, 2026 to holders of record on March 15, 2026 . On February 20, 2026, the Board of Directors approved awards under the 2014 LTIP and the 2014 Director Plan to the Company’s employees and directors with an aggregate fair value of $ 9.1 million and a grant date of March 4, 2026. F-58 TABLE OF CONTENTS SCHEDULE I JAMES RIVER GROUP HOLDINGS, INC. Summary of Investments—Other than Investments in Related Parties Type of Investment Cost or Amortized Cost Fair Value Amount at which shown on Balance Sheet (1) (in thousands) Fixed maturity securities, available-for-sale: State and municipal $ 237,366 $ 219,477 $ 219,477 Residential mortgage-backed 483,074 472,718 472,718 Corporate 589,477 577,754 577,754 Commercial mortgage and asset-backed 124,507 120,535 120,535 U.S. Treasury securities and obligations guaranteed by the U.S. government 14,326 14,290 14,290 Total fixed maturity securities, available-for-sale 1,448,750 1,404,774 1,404,774 Equity securities: Preferred Stock 64,363 70,601 70,601 Common Stock 2,553 2,491 2,491 Total equity securities 66,916 73,092 73,092 Bank loan participations 159,273 155,138 155,138 Short-term investments — — — Other invested assets 45,597 Total invested assets $ 1,678,601 (1) Differences between the amounts in this column and the amounts in the consolidated balance sheet are due to this schedule excluding investments in related parties. F-59 TABLE OF CONTENTS SCHEDULE II JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Condensed Financial Information of Registrant Balance Sheets (Parent Company) December 31, 2025 2024 (in thousands) Assets Cash and cash equivalents $ 10,750 $ 64,525 Investment in subsidiaries 874,105 732,285 Deferred tax assets, net 14,386 — Income tax receivable 481 — Other assets 3,557 31,775 Total assets $ 903,279 $ 828,585 Liabilities and Shareholders’ equity Liabilities: Accrued expenses $ 1,045 $ 1,716 Senior debt 210,800 185,800 Junior subordinated debt 15,928 15,928 Due to subsidiaries 4,079 863 Other liabilities 159 30,248 Total liabilities 232,011 234,555 Commitments and contingent liabilities Series A redeemable preferred shares 133,115 133,115 Shareholders’ equity: Class A common shares 9 9 Additional paid-in capital 937,611 933,311 Retained deficit ( 364,726 ) ( 402,408 ) Accumulated other comprehensive (loss) income ( 34,741 ) ( 69,997 ) Total shareholders’ equity 538,153 460,915 Total liabilities, Series A redeemable preferred shares, and shareholders’ equity $ 903,279 $ 828,585 See accompanying notes. F-60 TABLE OF CONTENTS SCHEDULE II JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Condensed Financial Information of Registrant Statements of Income (Loss) and Comprehensive Income (Loss) (Parent Company) Year Ended December 31, 2025 2024 2023 (in thousands) Revenues: Net investment income $ 861 $ 1,860 $ — Other income 80 90 88 Total revenues 941 1,950 88 Expenses: Other operating expenses 740 14,142 14,689 Other expenses 3,819 9,619 4,049 Interest expense 15,391 15,484 15,685 Total expenses 19,950 39,245 34,423 Loss before equity in net income (loss) of subsidiaries ( 19,009 ) ( 37,295 ) ( 34,335 ) Equity in net income (loss) of subsidiaries (1) 51,569 ( 43,825 ) ( 73,349 ) Income (loss) before taxes 32,560 ( 81,120 ) ( 107,684 ) Income tax benefit ( 14,867 ) — — Net income (loss) $ 47,427 $ ( 81,120 ) $ ( 107,684 ) Other comprehensive income (loss): Equity in other comprehensive earnings (losses) of subsidiaries 35,256 ( 6,276 ) 99,323 Total comprehensive income (loss) $ 82,683 $ ( 87,396 ) $ ( 8,361 ) (1) Includes amounts for JRG Re. The sale of JRG Re closed on April 16, 2024. Operating results of JRG Re are included in discontinued operations in our Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). See Note 2 - Discontinued Operations. See accompanying notes. F-61 TABLE OF CONTENTS SCHEDULE II JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Condensed Financial Information of Registrant Statements of Cash Flows (Parent Company) Year Ended December 31, 2025 2024 2023 (in thousands) Operating activities Net income (loss) $ 47,427 $ ( 81,120 ) $ ( 107,684 ) Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: Provision for depreciation and amortization 521 474 345 Share based compensation expense 5,045 6,631 9,116 Equity in undistributed earnings of subsidiaries ( 51,569 ) 43,825 73,349 Deferred U.S. Federal income tax benefit ( 14,386 ) — — Changes in operating assets and liabilities 985 2,996 47,673 Net cash (used in) provided by operating activities ( 11,977 ) ( 27,194 ) 22,799 Investing activities Sale of JRG Re — 136,213 — Dividends from subsidiaries — 5,755 — Net cash provided by investing activities — 141,968 — Financing activities Senior debt issuance 25,000 — — Senior debt repayments — ( 21,500 ) — Contribution to subsidiary ( 55,000 ) ( 23,364 ) — Payment of debt issuance costs ( 1,179 ) — ( 1,135 ) Enstar common stock investment — 12,500 — Payroll taxes withheld and remitted on net settlement of RSUs ( 745 ) ( 847 ) ( 1,734 ) Dividends on Series A preferred shares ( 7,876 ) ( 12,768 ) ( 10,500 ) Dividends on common shares ( 1,998 ) ( 6,231 ) ( 7,746 ) Net cash used in financing activities ( 41,798 ) ( 52,210 ) ( 21,115 ) Change in cash and cash equivalents ( 53,775 ) 62,564 1,684 Cash and cash equivalents at beginning of period 64,525 1,961 277 Cash and cash equivalents at end of period $ 10,750 $ 64,525 $ 1,961 Supplemental information Interest paid $ 16,675 $ 17,137 $ 16,949 See accompanying notes. F-62 TABLE OF CONTENTS SCHEDULE II JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Condensed Financial Information of Registrant Notes to Condensed Financial Statements 1. Accounting Policies Organization Subsequent to the Domestication on November 7, 2025, James River Group Holdings, Inc. is a Delaware holding company organized for the purpose of acquiring and managing insurance entities. Prior to the Domestication, James River Group Holdings, Ltd. was an exempted holding company registered in Bermuda. Basis of Presentation The accompanying condensed financial statements have been prepared using the equity method. Under the equity method, the investment in consolidated subsidiaries is stated at cost plus equity in undistributed earnings of consolidated subsidiaries since the date of acquisition. These condensed financial statements should be read in conjunction with the Company’s consolidated financial statements. Estimates and Assumptions Preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying disclosures. Those estimates are inherently subject to change, and actual results may ultimately differ from those estimates. Adopted Accounting Standards No accounting standards were adopted during the year ended December 31, 2025 that had a material impact on our financial statements. F-63 TABLE OF CONTENTS SCHEDULE III JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Supplementary Insurance Information (in thousands) Deferred Policy Acquisition Costs Reserve for Losses and Loss Adjustment Expenses Unearned Premiums Net Earned Premiums Net Investment Income Losses and Loss Adjustment Expenses Amortization of Policy Acquisition Costs Other Operating Expenses Net Written Premiums December 31, 2025 Excess and Surplus Lines $ 33,127 $ 2,348,826 $ 398,155 $ 559,490 $ 65,291 $ 386,824 $ 73,122 $ 141,944 $ 544,124 Specialty Admitted ( 1,841 ) 750,592 49,489 40,798 17,011 40,380 ( 7,681 ) 8,527 24,691 Corporate and Other — — — — 1,138 — — 33,493 — Total $ 31,286 $ 3,099,418 $ 447,644 $ 600,288 $ 83,440 $ 427,204 $ 65,441 $ 183,964 $ 568,815 December 31, 2024 Excess and Surplus Lines $ 31,085 $ 2,226,038 $ 447,711 $ 512,237 $ 73,341 $ 485,951 $ 69,704 $ 140,978 $ 508,445 Specialty Admitted ( 910 ) 858,368 124,323 87,959 16,937 68,423 ( 3,744 ) 17,248 72,409 Corporate and Other — — — — 2,811 — — 34,972 — Total $ 30,175 $ 3,084,406 $ 572,034 $ 600,196 $ 93,089 $ 554,374 $ 65,960 $ 193,198 $ 580,854 December 31, 2023 Excess and Surplus Lines $ 30,625 $ 1,769,788 $ 428,570 $ 609,566 $ 69,325 $ 425,035 $ 75,890 $ 135,175 $ 589,551 Specialty Admitted 872 836,319 159,329 98,439 13,568 75,122 ( 3,257 ) 24,541 104,350 Corporate and Other — — — — 1,153 — — 33,940 — Total $ 31,497 $ 2,606,107 $ 587,899 $ 708,005 $ 84,046 $ 500,157 $ 72,633 $ 193,656 $ 693,901 F-64 TABLE OF CONTENTS SCHEDULE IV JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Reinsurance Direct Amount Ceded to Other Companies Assumed from Other Companies Net Amount Percentage of Amount Assumed to Net (in thousands) Year Ended December 31, 2025 Excess and Surplus Lines Written Premiums $ 963,035 $ 418,911 $ — $ 544,124 — Specialty Admitted Written Premiums 209,230 184,593 54 24,691 0.2 % Total Written Premiums $ 1,172,265 $ 603,504 $ 54 $ 568,815 — % Year Ended December 31, 2024 Excess and Surplus Lines Written Premiums $ 1,017,029 $ 508,584 $ — $ 508,445 — Specialty Admitted Written Premiums 412,762 342,334 1,981 72,409 2.7 % Total Written Premiums $ 1,429,791 $ 850,918 $ 1,981 $ 580,854 0.3 % Year Ended December 31, 2023 Excess and Surplus Lines Written Premiums $ 1,007,351 $ 417,800 $ — $ 589,551 — Specialty Admitted Written Premiums 499,317 396,959 1,992 104,350 1.9 % Total Written Premiums $ 1,506,668 $ 814,759 $ 1,992 $ 693,901 0.3 % F-65 TABLE OF CONTENTS SCHEDULE V JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Valuation and Qualifying Accounts Balance at Beginning of Period Additions Amounts Charged to Expense Deductions Amounts Written Off or Disposals Balance at End of Period (in thousands) Year Ended December 31, 2025 Allowance for Credit Losses on Premiums Receivable and Agents' Balances $ 22,327 $ 441 $ ( 3,036 ) $ 19,732 Allowance for Credit Losses on Reinsurance Balances 1,215 394 — 1,609 Total $ 23,542 $ 835 $ ( 3,036 ) $ 21,341 Year Ended December 31, 2024 Allowance for Credit Losses on Premiums Receivable and Agents' Balances $ 17,916 $ 6,905 $ ( 2,494 ) $ 22,327 Allowance for Credit Losses on Reinsurance Balances 660 555 — 1,215 Total $ 18,576 $ 7,460 $ ( 2,494 ) $ 23,542 Year Ended December 31, 2023 Allowance for Credit Losses on Premiums Receivable and Agents' Balances $ 16,248 $ 2,826 $ ( 1,158 ) $ 17,916 Allowance for Credit Losses on Reinsurance Balances 580 80 — 660 Total $ 16,828 $ 2,906 $ ( 1,158 ) $ 18,576 F-66 TABLE OF CONTENTS SCHEDULE VI JAMES RIVER GROUP HOLDINGS, INC. AND SUBSIDIARIES Supplementary Information Concerning Property Casualty Insurance Operations Year Ended December 31, 2025 2024 2023 (in thousands) Deferred policy acquisition costs $ 31,286 $ 30,175 $ 31,497 Reserve for losses and loss adjustment expenses 3,099,418 3,084,406 2,606,107 Unearned premiums 447,644 572,034 587,899 Net earned premiums 600,288 600,196 708,005 Net investment income 83,440 93,089 84,046 Losses and loss adjustment expenses incurred: Current year 400,003 441,058 463,530 Prior years - retroactive reinsurance 28,750 37,237 4,991 Prior years - excluding retroactive reinsurance ( 1,549 ) 76,079 31,636 Total losses and loss adjustment expenses incurred 427,204 554,374 500,157 Amortization of policy acquisition costs 65,441 65,960 72,633 Paid losses and loss adjustment expenses, net of reinsurance 413,033 364,590 328,959 Net written premiums 568,815 580,854 693,901 F-67