Maiden Holdings, Ltd. 10-Q

Item 5. Other Information Executive Ownership and Sales From time to time, some of the Company’s directors and executives may determine that it is advisable to diversify their investments for personal financial planning reasons, or may seek liquidity for other reasons, and may sell common shares of the Company in the open market, in private transactions or to the Company. To effect such sales, some of the Company’s directors and executives have previously entered into, and may in the future enter into, trading plans designed to comply with the Company’s Insider Trading and Outside Investments Policy and the provisions of Rule 10b5-1 under the Securities Exchange Act of 1934. The trading plans will not reduce any of the executives’ ownership of the Company’s shares below the applicable executive stock ownership guidelines. The Company does not undertake any obligation to report Rule 10b5-1 plans that may be adopted by any employee or director of the Company in the future, or to report any modifications or termination of any publicly announced plan. Insider Trading Arrangements and Policies The Company has adopted a Rule 10b5-1(c)(1) trading arrangement as defined in Item 408 of Regulation S-K under the Securities Exchange Act of 1934, as amended. On March 20, 2024, an amendment was made to the agreement initially signed on September 29, 2023 between Maiden Holdings and a financial intermediary authorizing the intermediary to purchase common shares from October 30, 2023 until the close of business on September 29, 2024, subject to certain conditions set forth in the agreement. No changes to the applicable trading period under the initial agreement were made in the amendment. Submission of Matters to a Vote of Security Holders (a) The 2024 Annual General Meeting of Shareholders of the Company was held on May 6, 2024. (b) Matters voted on at the meeting and the number of votes cast: 127,396,152 common shares were voted at the Annual General Meeting. Per the bye-laws of the Company in which the voting power is adjusted to the extent necessary so that there is no 9.5% voter, 29,260,574 common shares held by Maiden Reinsurance Ltd. were restricted from voting. 1. To elect nine directors to the Board of Directors of Maiden Holdings, Ltd. to serve until the 2025 Annual General Meeting of Shareholders or until their successors have been duly elected or appointed and qualified: Name Votes For Withheld Broker Non-Vote Barry D. Zyskind 54,109,815 3,233,885 40,791,878 Holly L. Blanchard 52,629,049 4,714,651 40,791,878 Patrick J. Haveron 53,828,025 3,515,675 40,791,878 Simcha G. Lyons 48,400,222 8,943,478 40,791,878 Lawrence F. Metz 53,930,193 3,413,507 40,791,878 Raymond M. Neff 54,382,979 2,960,721 40,791,878 Yehuda L. Neuberger 54,135,969 3,207,731 40,791,878 Steven H. Nigro 54,357,852 2,985,848 40,791,878 Keith A. Thomas 49,259,686 8,084,014 40,791,878 2. To vote on a non-binding advisory resolution to approve the compensation of certain of our executive officers: Votes For Votes Against Abstain Broker Non-Vote 53,525,660 3,586,552 231,488 40,791,878 3. The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the 2024 fiscal year: Votes For Votes Against Abstain Broker Non-Vote 96,314,726 1,752,137 68,715 — 72 Item 6. Exhibits. Exhibit No. Description 10.1 Renewal Rights and Asset Purchase Agreement by and between Maiden General Försäkrings AB, Maiden Life Försäkrings AB and AmTrust Nordic AB, dated as of May 3, 2024 31.1 Section 302 Certification of CEO 31.2 Section 302 Certification of CFO 32.1 Section 906 Certification of CEO 32.2 Section 906 Certification of CFO 101.1 The following materials from Maiden Holdings, Ltd. Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 formatted in Inline XBRL: (i) unaudited Condensed Consolidated Balance Sheets; (ii) unaudited Condensed Consolidated Statements of Income; (iii) unaudited Condensed Consolidated Statements of Comprehensive Income; (iv) unaudited Condensed Consolidated Statements of Changes in Shareholders' Equity; (v) unaudited Condensed Consolidated Statements of Cash Flows; and (vi) Notes to unaudited Condensed Consolidated Financial Statements. 73 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MAIDEN HOLDINGS, LTD. By: May 9, 2024 /s/ Patrick J. Haveron Patrick J. Haveron Chief Executive Officer and Chief Financial Officer (Principal Executive Officer) /s/ Mark O. Heintzman Mark O. Heintzman Senior Vice President - Finance (Principal Financial Officer) 74