NI Holdings, Inc. 10-Q

nodk-20260331 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ___________ Commission file number 001-37973 NI HOLDINGS, INC. (Exact name of registrant as specified in its charter) North Dakota 81-2683619 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1101 First Avenue North Fargo , North Dakota 58102 (Address of principal executive offices) (Zip Code) (701) 298-4200 Registrant’s telephone number, including area code Not applicable Former name, former address, and former fiscal year, if changed since last report Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value per share NODK Nasdaq Capital Market Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☐ Accelerated filer ☒ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ i If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes No ☒ The number of shares of Registrant’s common stock outstanding on April 30, 2026 was 20,481,437 . No preferred shares are issued or outstanding. ii TABLE OF CONTENTS FORWARD-LOOKING STATEMENTS 2 PART I. - FINANCIAL INFORMATION 3 Item 1. - Financial Statements 3 Consolidated Balance Sheets – March 31, 2026 (Unaudited) and December 31, 2025 3 Consolidated Statements of Operations (Unaudited) – Three months Ended March 31, 2026 and 2025 4 Consolidated Statements of Comprehensive Income (Loss) (Unaudited) – Three Months Ended March 31, 2026 and 2025 5 Consolidated Statements of Changes in Shareholders’ Equity (Unaudited) – Three Months Ended March 31, 2026 and 2025 6 Consolidated Statements of Cash Flows (Unaudited) – Three Months Ended March 31, 2026 and 2025 7 Notes to Unaudited Consolidated Financial Statements 8 Item 2. - Management’s Discussion and Analysis of Financial Condition and Results of Operations 28 Item 3. - Quantitative and Qualitative Disclosures about Market Risk 36 Item 4. - Controls and Procedures 36 Part II. - OTHER INFORMATION 37 Item 1. - Legal Proceedings 37 Item 1A. - Risk Factors 37 Item 2. - Unregistered Sales of Equity Securities and Use of Proceeds 38 Item 3. - Defaults upon Senior Securities 39 Item 4. - Mine Safety Disclosures 39 Item 5. - Other Information 39 Item 6. - Exhibits 39 Signatures 40 iii CERTAIN IMPORTANT INFORMATION Unless the context otherwise requires, as used in this Quarterly Report on Form 10-Q (“Form 10-Q”): · “NI Holdings,” “the Company,” “we,” “us,” and “our” refer to NI Holdings, Inc., together with Nodak Insurance Company and its subsidiaries, and Direct Auto Insurance Company, for periods discussed after completion of the conversion; · the “Nodak conversion” refers to the series of transactions consummated on March 13, 2017, by which Nodak Mutual Insurance Company converted from a mutual insurance company to a stock insurance company, as Nodak Insurance Company, and became a wholly-owned subsidiary of NI Holdings, an intermediate stock holding company formed on the date of conversion; · “Nodak Mutual Group” refers to Nodak Mutual Group, Inc., which is the majority shareholder of NI Holdings; · “Nodak Mutual Insurance Company” is the predecessor company to Nodak Insurance Company prior to the conversion; · “Nodak Insurance” refers to Nodak Insurance Company or Nodak Mutual Insurance Company interchangeably; · “Battle Creek” refers to Battle Creek Insurance Company. Battle Creek is a wholly-owned subsidiary of Nodak Insurance; · “Direct Auto” refers to Direct Auto Insurance Company. Direct Auto is a wholly-owned subsidiary of NI Holdings; · “American West” refers to American West Insurance Company. American West is a wholly-owned subsidiary of Nodak Insurance; · “Primero” refers to Primero Insurance Company. Primero is an indirect, wholly-owned subsidiary of Nodak Insurance; and · “Nodak Agency” refers to Nodak Agency, Inc. Nodak Agency is a wholly-owned subsidiary of Nodak Insurance. 1 FORWARD-LOOKING STATEMENTS This report contains, and management may make, certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, may be forward-looking statements. Words such as “may,” “will,” “should,” “likely,” “anticipates,” “expects,” “intends,” “plans,” “projects,” “believes,” “views,” “estimates,” and similar expressions are used to identify these forward-looking statements. These statements include, among other things, the Company’s statements about: · our anticipated operating and financial performance, business plans, and prospects; · strategic reviews, capital allocation objectives, dividends, and share repurchases; · plans for and prospects of acquisitions, dispositions, and other business development activities, and our ability to successfully capitalize on these opportunities; · the impact of a future pandemic and related economic conditions, including the potential impact on the Company's investments; · our ability to enter new markets successfully and capitalize on growth opportunities either through acquisitions or the expansion of our distribution network; · cyclical changes in the insurance industry, competition, innovation, and emerging technologies; · expectations for the impact of, or changes to, existing or new government regulations or laws; · our ability to anticipate and respond to macroeconomic, geopolitical, health and industry trends, pandemics, acts of war, government shutdowns, and other large-scale crises; · developments in general economic conditions (including the impact of tariffs and changes in tax laws), domestic and global financial markets, interest rates, unemployment, or inflation, that could affect the performance of our insurance operations and/or investment portfolio; and · our ability to effectively manage future growth, including additional necessary capital, systems, and personnel. Given their nature, we cannot assure that any outcome expressed in these or other forward-looking statements will be realized in whole or in part. Actual outcomes may vary materially from past results and those anticipated, estimated, implied, or projected. These forward-looking statements may be affected by underlying assumptions that may prove inaccurate or incomplete, or by known or unknown risks and uncertainties, including those described in Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q (“Form 10-Q”) and in the Part I, Item 1A, “Risk Factors” section in our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Annual Report”). The occurrence of any of the risks identified in the Part I, Item 1A, “Risk Factors” section of the 2025 Annual Report, or other risks currently unknown, could have a material adverse effect on our business, financial condition or results of operations, or we may be required to increase our accruals for contingencies. It is not possible to predict or identify all such factors. Consequently, you should not consider such discussion to be a complete discussion of all potential risks or uncertainties. Therefore, you are cautioned not to unduly rely on forward-looking statements, which speak only as of the date of this Form 10-Q. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities law. You are advised, however, to consult any further disclosures we make on related subjects. 2 PART I. - FINANCIAL INFORMATION Item 1. - Financial Statements NI Holdings, Inc. Consolidated Balance Sheets (dollar amounts in thousands, except par value) March 31, 2026 December 31, 2025 (Unaudited) Assets: Cash and cash equivalents $ 57,717 $ 51,715 Fixed income securities, at fair value (net of allowance for expected credit losses of $ 0 at March 31, 2026 and December 31, 2025) 289,780 301,393 Equity securities, at fair value 25,792 23,951 Other investments 1,621 1,621 Total cash and investments 374,910 378,680 Premiums and agents' balances receivable (net of allowance for expected credit losses of $ 298 at March 31, 2026, and $ 334 at December 31, 2025) 40,210 41,575 Deferred policy acquisition costs 19,110 19,209 Reinsurance recoverables on losses (net of allowance for expected credit losses of $ 0 at March 31, 2026 and December 31, 2025) 9,951 11,957 Income tax recoverable 8,945 11,490 Accrued investment income 2,270 2,462 Property and equipment, net 6,616 6,759 Deferred income taxes 5,422 6,145 Receivable from Federal Crop Insurance Corporation 12,786 15,605 Other assets 11,889 12,120 Total assets $ 492,109 $ 506,002 Liabilities: Unpaid losses and loss adjustment expenses $ 123,594 $ 137,855 Unearned premiums 103,636 106,498 Reinsurance premiums payable 1,719 878 Accrued expenses and other liabilities 12,964 20,434 Total liabilities 241,913 265,665 Shareholders’ equity: Common stock, $ 0.01 par value, authorized: 25,000,000 shares; issued: 23,000,000 shares; and outstanding: 2026 – 20,520,028 shares, 2025 – 20,554,144 shares 230 230 Additional paid-in capital 95,643 95,932 Unearned employee stock ownership plan shares ( 212 ) ( 212 ) Retained earnings 203,478 191,074 Accumulated other comprehensive loss, net of income taxes ( 12,500 ) ( 10,595 ) Treasury stock, at cost, 2026 – 2,458,807 shares, 2025 – 2,424,691 shares ( 36,443 ) ( 36,092 ) Total shareholders’ equity 250,196 240,337 Total liabilities and shareholders’ equity $ 492,109 $ 506,002 The accompanying notes are an integral part of these consolidated financial statements. 3 NI Holdings, Inc. Consolidated Statements of Operations (Unaudited) (dollar amounts in thousands, except per share data) Three Months Ended March 31, 2026 2025 Revenues: Net premiums earned $ 55,113 $ 67,497 Net investment income 2,655 2,838 Net investment gains 1,704 869 Fee and other income 130 230 Total revenues 59,602 71,434 Expenses: Losses and loss adjustment expenses 23,356 38,525 Amortization of deferred policy acquisition costs 11,886 16,528 Other underwriting and general expenses 8,650 8,632 Total expenses 43,892 63,685 Income before income taxes 15,710 7,749 Income tax expense 3,202 1,289 Net income $ 12,508 $ 6,460 Earnings per common share: Basic $ 0.60 $ 0.31 Diluted $ 0.60 $ 0.31 Share data: Weighted average common shares outstanding used in basic per common share calculations 20,875,365 21,014,923 Dilutive securities 59,709 81,207 Weighted average common shares used in diluted per common share calculations 20,935,074 21,096,130 The accompanying notes are an integral part of these consolidated financial statements. 4 NI Holdings, Inc. Consolidated Statements of Comprehensive Income (Loss) (Unaudited) (dollar amounts in thousands) Three Months Ended March 31 2026 2025 Net income $ 12,508 $ 6,460 Other comprehensive income (loss), before income taxes: Holding gains (losses) on investments ( 2,403 ) 3,313 Reclassification adjustment for net realized losses included in net income ( 8 ) — Other comprehensive income (loss), before income taxes ( 2,411 ) 3,313 Income tax benefit (expense) related to items of other comprehensive income (loss) 506 ( 753 ) Other comprehensive income (loss), net of income taxes ( 1,905 ) 2,560 Comprehensive income $ 10,603 $ 9,020 The accompanying notes are an integral part of these consolidated financial statements. 5 NI Holdings, Inc. Consolidated Statements of Changes in Shareholders’ Equity (Unaudited) (dollar amounts in thousands) Three Months Ended March 31, 2026 Common Stock Additional Paid-in Capital Unearned Employee Stock Ownership Plan Shares Retained Earnings Accumulated Other Comprehensive Loss, Net of Income Taxes Treasury Stock Total Shareholders’ Equity Balance, January 1, 2026 $ 230 $ 95,932 $ ( 212 ) $ 191,074 $ ( 10,595 ) $ ( 36,092 ) $ 240,337 Net income — — — 12,508 — — 12,508 Other comprehensive income (loss), net of income taxes — — — — ( 1,905 ) — ( 1,905 ) Purchase of treasury stock — — — — — (861 ) (861 ) Share-based compensation — 293 — — — — 293 Issuance of vested award shares — ( 582 ) — ( 104 ) — 510 ( 176 ) Balance, March 31, 2026 $ 230 $ 95,643 $ ( 212 ) $ 203,478 $ ( 12,500 ) $ ( 36,443 ) $ 250,196 Three Months Ended March 31, 2025 Common Stock Additional Paid-in Capital Unearned Employee Stock Ownership Plan Shares Retained Earnings Accumulated Other Comprehensive Loss, Net of Income Taxes Treasury Stock Total Shareholders’ Equity Balance, January 1, 2025 $ 230 $ 95,796 $ ( 455 ) $ 201,584 $ ( 18,231 ) $ ( 34,293 ) $ 244,631 Net income — — — 6,460 — — 6,460 Other comprehensive income (loss), net of income taxes — — — — 2,560 — 2,560 Purchase of treasury stock — — — — — — — Share-based compensation — 480 — — — — 480 Issuance of vested award shares — ( 493 ) — ( 47 ) — 409 ( 131 ) Balance, March 31, 2025 $ 230 $ 95,783 $ ( 455 ) $ 207,997 $ ( 15,671 ) $ ( 33,884 ) $ 254,000 The accompanying notes are an integral part of these consolidated financial statements. 6 NI Holdings, Inc. Consolidated Statements of Cash Flows (Unaudited) (dollar amounts in thousands) Three Months Ended March 31, 2026 2025 Cash flows from operating activities: Net income $ 12,508 $ 6,460 Adjustments to reconcile net income to net cash flows from operating activities: Net investment gains ( 1,704 ) ( 869 ) Deferred income tax expense (benefit) 1,229 ( 683 ) Depreciation of property and equipment 168 173 Share-based compensation 293 480 Amortization of deferred policy acquisition costs 11,886 16,528 Deferral of policy acquisition costs ( 11,787 ) ( 14,041 ) Net amortization of premiums and discounts on investments 121 85 Gain on sale of property and equipment ( 15 ) — Changes in operating assets and liabilities: Premiums and agents’ balances receivable 1,365 3,687 Reinsurance premiums receivable / payable 841 978 Reinsurance recoverables on losses 2,006 3,915 Income tax recoverable / payable 2,545 1,972 Accrued investment income 192 298 Federal Crop Insurance Corporation receivable / payable 2,819 1,749 Other assets 231 ( 88 ) Unpaid losses and loss adjustment expenses ( 14,261 ) ( 1,402 ) Unearned premiums ( 2,862 ) ( 4,435 ) Accrued expenses and other liabilities ( 7,442 ) ( 4,919 ) Total adjustments ( 14,375 ) 3,428 Net cash flows from operating activities ( 1,867 ) 9,888 Cash flows from investing activities: Proceeds from maturities and sales of fixed income securities 12,826 4,221 Proceeds from sales of equity securities 2,251 2,293 Purchases of fixed income securities ( 3,737 ) ( 7,586 ) Purchases of equity securities ( 2,396 ) ( 2,367 ) Purchases of property and equipment ( 42 ) ( 20 ) Proceeds from sales of property and equipment 32 — Net cash flows from investing activities 8,934 ( 3,459 ) Cash flows from financing activities: Purchase of treasury stock ( 861 ) — Principal repayments of finance leases ( 28 ) ( 26 ) Issuance of vested award shares ( 176 ) ( 131 ) Net cash flows from financing activities ( 1,065 ) ( 157 ) Net increase (decrease) in cash and cash equivalents 6,002 6,272 Cash and cash equivalents at beginning of period 51,715 50,930 Cash and cash equivalents at end of period $ 57,717 $ 57,202 Federal and state income taxes paid (net of refunds received) $ ( 572 ) $ — The accompanying notes are an integral part of these consolidated financial statements. 7 Notes to Unaudited Consolidated Financial Statements 1. Organization NI Holdings is a North Dakota business corporation that is the stock holding company of Nodak Insurance and became such in connection with the Nodak conversion, whereby Nodak Mutual Insurance Company converted from a mutual to stock form of organization and the creation of a mutual holding company. The Nodak conversion was consummated on March 13, 2017. Immediately following the Nodak conversion, all of the outstanding shares of common stock of Nodak Insurance were issued to Nodak Mutual Group, which then contributed the shares to NI Holdings in exchange for 55 % of the outstanding shares of common stock of NI Holdings. Nodak Insurance then became a wholly-owned stock subsidiary of NI Holdings. Prior to completion of the Nodak conversion, NI Holdings conducted no business and had no assets or liabilities. As a result of the Nodak conversion, NI Holdings became the holding company for Nodak Insurance and its existing subsidiaries. These consolidated financial statements include the financial position and results of operations of NI Holdings and the following other entities: Nodak Insurance Company Nodak Insurance is the largest domestic property and casualty insurance company based in North Dakota, offering private passenger auto, homeowners, farmowners, commercial multi-peril, excess lines, dwelling, crop hail, and Federal multi-peril crop insurance coverages through its captive agents in the state. Nodak Agency, Inc. Nodak Agency is an inactive shell corporation. American West Insurance Company American West is a property and casualty insurance company licensed in eight states in the Midwest and Western regions of the United States (“U.S.”). American West primarily writes private passenger auto, homeowners, and farm coverages in South Dakota. American West also writes private passenger auto coverage in North Dakota, as well as crop hail and Federal multi-peril crop insurance coverages in Minnesota and South Dakota. Battle Creek Insurance Company Battle Creek is a property and casualty insurance company writing private passenger auto, homeowners, and farm coverages solely in the state of Nebraska. Battle Creek became affiliated with Nodak Insurance in 2011 and, prior to January 2, 2024, was controlled by Nodak Insurance via a surplus note. On January 2, 2024, Battle Creek issued 300,000 shares of its common stock to Nodak Insurance at a $ 10.00 per share par value and became a wholly-owned subsidiary of Nodak Insurance. Because we concluded that we controlled Battle Creek prior to January 2, 2024, we consolidated the financial statements of Battle Creek, and Battle Creek’s policyholders’ interest in Battle Creek was reflected as a non-controlling interest in shareholders’ equity in our Consolidated Balance Sheets and its net income or loss was excluded from net income or loss attributed to NI Holdings in our Consolidated Statements of Operations. Subsequent to January 2, 2024, Battle Creek is fully consolidated in our Consolidated Balance Sheets and Consolidated Statements of Operations and, as such, no longer reflected as a non-controlling interest. Primero Insurance Company Primero is a wholly-owned subsidiary of Tri-State, Ltd. Tri-State, Ltd. is an inactive shell corporation that is 100 % owned by Nodak Insurance. Primero is a property and casualty insurance company that primarily provides non-standard auto coverage in the states of Arizona, North Dakota, South Dakota, and Nevada. The Company made the strategic decision to stop writing non-standard auto business for Primero in Nevada during 2024 and in Arizona and South Dakota during the third quarter of 2025, and existing policies for these states will be non-renewed. Direct Auto Insurance Company Direct Auto is a property and casualty insurance company that provides non-standard auto coverage in the state of Illinois. The Company made the strategic decision to stop writing non-standard auto business for Direct Auto in Illinois during the third quarter of 2025, and existing policies will be non-renewed. 8 Organizational Structure and Credit Ratings Nodak Insurance markets and distributes its policies through its captive agents, while all other companies utilize the independent agent distribution channel. Additionally, all of the Company’s insurance subsidiary and affiliate companies as of March 31, 2026, are rated “A” Excellent by A.M. Best Company, Inc. (“AM Best”), a global credit rating agency specializing in the insurance industry. The same executive management team provides oversight and strategic direction for the entire organization. 2. Basis of Presentation and Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. All material intercompany transactions and balances have been eliminated. These financial statements should be read in conjunction with the financial statements and notes thereto included in our 2025 Annual Report. The Consolidated Balance Sheet at December 31, 2025, has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by GAAP for complete financial statements. The preparation of the interim unaudited consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim unaudited consolidated financial statements and the reported amounts of revenues, claims, and expenses during the reporting period. We make estimates and assumptions that can have a significant effect on amounts and disclosures we report in our unaudited consolidated financial statements. The most significant estimates relate to our reserves for unpaid losses and loss adjustment expenses, earned premiums for crop insurance, valuation of investments, determination of credit impairments, valuation allowances for deferred income tax assets, as well as deferred policy acquisition costs. While we believe our estimates are appropriate, the ultimate amounts may differ from the estimates provided. We regularly review our methods for making these estimates as well as the continued appropriateness of the estimated amounts, and we reflect any adjustment we consider necessary in our current results of operations. Operating results for the interim period ended March 31, 2026, are not necessarily indicative of the results that may be expected for the year ending December 31, 2026. Our 2025 Annual Report describes the accounting policies and estimates that are critical to the understanding of our results of operations, financial condition, and liquidity. The accounting policies and estimation processes described in the 2025 Annual Report were consistently applied to the unaudited consolidated financial statements as of and for the three months ended March 31, 2026 and 2025. Enactment of the One Big Beautiful Bill Act of 2025 On July 4, 2025, the U.S. enacted a budget reconciliation package known as the One Big Beautiful Bill Act of 2025 (OBBBA) which includes both tax and non-tax provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others through 2027. The Company believes that the changes resulting from the tax provisions in the OBBBA are not expected to have a material impact on the Company’s results of operations. 9 Recent Accounting Pronouncements Not Yet Adopted Disaggregation of Income Statement Expenses In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” This guidance is intended to improve disclosures about a public business entity's expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. Such information should allow investors to better understand an entity's performance, assess future cash flows, and compare performance over time and with other entities. The amendments will require public business entities to disclose in the notes to the financial statements, at each interim and annual reporting period, specific information about certain costs and expenses, including purchases of inventory, employee compensation, depreciation, and intangible asset amortization included in each expense caption presented on the face of the statement of operations, and the total amount of an entity's selling expenses. The amendments are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and may be applied either prospectively or retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of adopting this guidance on the consolidated financial statements. Internal-Use Software In September 2025, the FASB issued ASU 2025-06, "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software." This guidance modernizes the accounting for internal-use software under ASC 350-40 to adapt to different development practices, especially agile and iterative methods. The updated guidance requires that an entity capitalize software costs when both: 1) management has authorized and committed to the funding of the software project, and 2) it is probable that the project will be completed, and the software will be used to perform its intended function. This update is effective for interim and annual periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting this guidance on the consolidated financial statements. 10 3. Investments The amortized cost and estimated fair value of fixed income securities, presented on a consolidated basis as of March 31, 2026, and December 31, 2025, were as follows: March 31, 2026 Cost or Amortized Cost Allowance for Expected Credit Losses Gross Unrealized Gains Gross Unrealized Losses Fair Value Fixed income securities: U.S. Government and agencies $ 10,396 $ — $ 77 $ ( 87 ) $ 10,386 Obligations of states and political subdivisions 50,409 — 102 ( 4,865 ) 45,646 Corporate securities 121,603 — 578 ( 4,113 ) 118,068 Residential mortgage-backed securities 71,421 — 444 ( 5,212 ) 66,653 Commercial mortgage-backed securities 29,192 — 119 ( 2,067 ) 27,244 Asset-backed securities 18,845 — 155 ( 289 ) 18,711 Redeemable preferred stocks 3,736 — — ( 664 ) 3,072 Total fixed income securities $ 305,602 $ — $ 1,475 $ ( 17,297 ) $ 289,780 December 31, 2025 Cost or Amortized Cost Allowance for Expected Credit Losses Gross Unrealized Gains Gross Unrealized Losses Fair Value Fixed income securities: U.S. Government and agencies $ 10,643 $ — $ 146 $ ( 73 ) $ 10,716 Obligations of states and political subdivisions 50,530 — 168 ( 4,648 ) 46,050 Corporate securities 125,978 — 1,434 ( 3,607 ) 123,805 Residential mortgage-backed securities 73,022 — 679 ( 5,002 ) 68,699 Commercial mortgage-backed securities 29,376 — 182 ( 2,030 ) 27,528 Asset-backed securities 21,519 — 200 ( 310 ) 21,409 Redeemable preferred stocks 3,736 — — ( 550 ) 3,186 Total fixed income securities $ 314,804 $ — $ 2,809 $ ( 16,220 ) $ 301,393 The amortized cost and estimated fair value of fixed income securities by contractual maturity, presented on a consolidated basis, are shown below. Actual maturities could differ from contractual maturities because issuers may have the right to call or prepay these securities. March 31, 2026 Amortized Cost Fair Value Due to mature: One year or less $ 16,007 $ 15,815 After one year through five years 67,490 65,050 After five years through ten years 61,180 60,001 After ten years 37,731 33,234 Mortgage / asset-backed securities 119,458 112,608 Redeemable preferred stocks 3,736 3,072 Total fixed income securities $ 305,602 $ 289,780 December 31, 2025 Amortized Cost Fair Value Due to mature: One year or less $ 10,208 $ 10,097 After one year through five years 73,908 72,140 After five years through ten years 64,118 63,599 After ten years 38,917 34,735 Mortgage / asset-backed securities 123,917 117,636 Redeemable preferred stocks 3,736 3,186 Total fixed income securities $ 314,804 $ 301,393 11 Fixed income securities and cash with a fair value of $ 4,542 at March 31, 2026, and $ 4,574 at December 31, 2025, were deposited with various state regulatory agencies as required by law. The Company has not pledged any assets to secure any obligations. The investment category and duration of the Company’s gross unrealized losses on fixed income securities, presented on a consolidated basis, are shown below. Investments with unrealized losses are categorized with a duration of greater than 12 months when all positions of a security have continually been in a loss position for at least 12 months . March 31, 2026 Less than 12 Months Greater than 12 months Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed income securities: U.S. Government and agencies $ 1,232 $ ( 15 ) $ 3,179 $ ( 72 ) $ 4,411 $ ( 87 ) Obligations of states and political subdivisions 4,270 ( 58 ) 34,827 ( 4,807 ) 39,097 ( 4,865 ) Corporate securities 21,283 ( 381 ) 56,333 ( 3,732 ) 77,616 ( 4,113 ) Residential mortgage-backed securities 8,035 ( 71 ) 30,225 ( 5,141 ) 38,260 ( 5,212 ) Commercial mortgage-backed securities 1,847 ( 4 ) 19,146 ( 2,063 ) 20,993 ( 2,067 ) Asset-backed securities 4,306 ( 118 ) 4,299 ( 171 ) 8,605 ( 289 ) Redeemable preferred stocks — — 3,072 ( 664 ) 3,072 ( 664 ) Total fixed income securities $ 40,973 $ ( 647 ) $ 151,081 $ ( 16,650 ) $ 192,054 $ ( 17,297 ) December 31, 2025 Less than 12 Months Greater than 12 months Total Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses Fixed income securities: U.S. Government and agencies $ 997 $ ( 5 ) $ 3,433 $ ( 68 ) $ 4,430 $ ( 73 ) Obligations of states and political subdivisions 2,976 ( 93 ) 35,429 ( 4,555 ) 38,405 ( 4,648 ) Corporate securities 2,081 ( 147 ) 62,738 ( 3,460 ) 64,819 ( 3,607 ) Residential mortgage-backed securities 3,273 ( 15 ) 33,503 ( 4,987 ) 36,776 ( 5,002 ) Commercial mortgage-backed securities — — 19,754 ( 2,030 ) 19,754 ( 2,030 ) Asset-backed securities 1,433 ( 108 ) 5,832 ( 202 ) 7,265 ( 310 ) Redeemable preferred stocks — — 3,186 ( 550 ) 3,186 ( 550 ) Total fixed income securities $ 10,760 $ ( 368 ) $ 163,875 $ ( 15,852 ) $ 174,635 $ ( 16,220 ) We, along with our investment advisor, frequently review our investment portfolio for declines in fair value that could be indicative of credit losses, which are recognized through an allowance account. We consider a number of factors when determining if an allowance for credit losses is necessary, including payment and default history, credit spreads, credit ratings and rating actions, and probability of default. We determine the credit loss component of fixed income investments by utilizing discounted cash flow modeling to determine the present value of the security and comparing the present value with the amortized cost of the security. We have not recognized any credit losses for fixed income securities since adoption of the credit loss standard. Therefore, there was no beginning balance, activity, or ending balance of credit losses as of and during the three months ended March 31, 2026 and 2025. 12 Net investment income consisted of the following: Three Months Ended March 31, 2026 2025 Fixed income securities $ 2,937 $ 3,128 Equity securities 231 208 Real estate 66 66 Cash and cash equivalents 253 369 Total gross investment income 3,487 3,771 Investment expenses 832 933 Net investment income $ 2,655 $ 2,838 Net investment gains consisted of the following: Three Months Ended March 31, 2026 2025 Gross realized gains: Fixed income securities $ 30 $ — Equity securities 389 503 Total gross realized gains 419 503 Gross realized losses, excluding credit impairment losses: Fixed income securities ( 22 ) — Equity securities ( 256 ) ( 177 ) Total gross realized losses, excluding credit impairment losses ( 278 ) ( 177 ) Net realized gains 141 326 Change in net unrealized gains on equity securities 1,563 543 Net investment gains $ 1,704 $ 869 Non-cash investment transactions were $ 0 and $ 499 for the three months ended March 31, 2026 and 2025, respectively. 4. Fair Value Measurements The Company uses fair value measurements to record fair value adjustments to certain assets to determine fair value disclosures. Investment securities available for sale are recorded at fair value on a recurring basis. Additionally, from time to time, we may be required to record other assets or liabilities at fair value on a nonrecurring basis. These nonrecurring fair value adjustments typically involve application of lower-of-cost-or-market accounting or write-downs of individual assets. Accounting guidance on fair value measurements and disclosures establishes a fair value hierarchy that prioritizes the inputs to valuation methods used to measure fair value. The three levels of the fair value hierarchy are as follows: Level 1 : Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2 : Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability. Level 2 includes fixed income securities with quoted prices that are traded less frequently than exchange traded instruments. Valuation techniques include matrix pricing which is a mathematical technique used widely in the industry to value fixed income securities without relying exclusively on quoted market prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted prices. Level 3 : Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported with little or no market activity). 13 The Company bases its fair values on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. It is our policy to maximize the use of observable inputs and minimize the use of unobservable inputs when developing fair value measurements, in accordance with the fair value hierarchy. Fair value measurements for assets where there exists limited or no observable market data and, therefore, are based primarily upon the estimates of the Company or other third-parties, are often calculated based on the characteristics of the asset, the economic and competitive environment, and other such factors. Management uses its best judgment in estimating the fair value of the Company’s financial instruments; however, there are inherent limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates herein are not necessarily indicative of the amounts which could have been realized in a sale transaction on the dates indicated. The estimated fair value amounts have been measured as of their respective period-end and have not been re-evaluated or updated for purposes of our consolidated financial statements subsequent to those respective dates. As such, the estimated fair values of these financial instruments subsequent to the respective reporting dates may be different than the amounts reported at each period-end. Additionally, changes in the underlying assumptions used, including discount rates and estimates of future cash flows, could significantly affect the results of current or future valuations. The Company uses quoted values and other data provided by an independent pricing service in its process for determining fair values of its investments. The evaluations of such pricing services represent an exit price and a good faith opinion as to what a buyer in the marketplace would pay for a security in a current sale. This pricing service provides us with one quote per instrument. For fixed income securities that have quoted prices in active markets, market quotations are provided. For fixed income securities that do not trade on a daily basis, the independent pricing service prepares estimates of fair value using a wide array of observable inputs including relevant market information, benchmark curves, benchmarking of like securities, sector groupings, and matrix pricing. The observable market inputs that the Company’s independent pricing service utilizes may include benchmark yields, reported trades, broker-dealer quotes, issuer spreads, two-sided markets, benchmark securities, market bids/offers, and other reference data on markets, industry, and the economy. Additionally, the independent pricing service uses an option-adjusted spread model to develop prepayment and interest rate scenarios. Should the independent pricing service be unable to provide a fair value estimate, we would first attempt to obtain a fair value estimate from a second independent pricing service. If unsuccessful, we would attempt to obtain a non-binding fair value estimate from a number of broker-dealers and would review this estimate in conjunction with a fair value estimate reported by an independent business news service or other sources. In instances where only one broker-dealer provides a fair value for a fixed income security, we would use that estimate. In instances where the Company would be able to obtain fair value estimates from more than one broker-dealer, we would review the range of estimates and select the most appropriate value based on the facts and circumstances. Should neither the independent pricing service nor a broker-dealer provide a fair value estimate, we would develop a fair value estimate based on cash flow analyses and other valuation techniques that utilize certain unobservable inputs. Accordingly, the Company classifies such a security as a Level 3 investment. The fair value estimates of our investments provided by the independent pricing service at each period-end were utilized, among other resources, in reaching a conclusion as to the fair value of our investments. Management reviews the reasonableness of the pricing provided by the independent pricing service by employing various analytical procedures. We also use information from a second independent pricing service to further validate the reasonableness of the valuation of our fixed income portfolio. If, after this review, management does not believe the pricing for any security is a reasonable estimate of fair value, then it will seek to resolve the discrepancy through discussions with the independent pricing services. In its review, management did not identify any such discrepancies and no adjustments were made to the estimates provided by the independent pricing services for the three-month period ended March 31, 2026, or the year ended December 31, 2025. The classification within the fair value hierarchy is then confirmed based on the final conclusions from the pricing review. The valuation of money market accounts and equity securities are generally based on Level 1 inputs, which use the market-approach valuation technique. The valuation of certain cash equivalents and our fixed income securities generally incorporates significant Level 2 inputs using the market and income approach techniques. We may assign a lower level to inputs typically considered to be Level 2 based on our assessment of liquidity and relative level of uncertainty surrounding inputs. There were no assets or liabilities classified at Level 3 at March 31, 2026, or December 31, 2025. 14 The following tables set forth our assets which are measured on a recurring basis by the level within the fair value hierarchy in which fair value measurements fall: March 31, 2026 Total Level 1 Level 2 Level 3 Fixed income securities: U.S. Government and agencies $ 10,386 $ — $ 10,386 $ — Obligations of states and political subdivisions 45,646 — 45,646 — Corporate securities 118,068 — 118,068 — Residential mortgage-backed securities 66,653 — 66,653 — Commercial mortgage-backed securities 27,244 — 27,244 — Asset-backed securities 18,711 — 18,711 — Redeemable preferred stock 3,072 — 3,072 — Total fixed income securities 289,780 — 289,780 — Equity Securities - Common stock 25,792 25,792 — — Money market accounts and cash equivalents 16,597 16,597 — — Total assets at fair value $ 332,169 $ 42,389 $ 289,780 $ — December 31, 2025 Total Level 1 Level 2 Level 3 Fixed income securities: U.S. Government and agencies $ 10,716 $ — $ 10,716 $ — Obligations of states and political subdivisions 46,050 — 46,050 — Corporate securities 123,805 — 123,805 — Residential mortgage-backed securities 68,699 — 68,699 — Commercial mortgage-backed securities 27,528 — 27,528 — Asset-backed securities 21,409 — 21,409 — Redeemable preferred stock 3,186 — 3,186 — Total fixed income securities 301,393 — 301,393 — Equity Securities - Common stock 23,951 23,951 Money market accounts and cash equivalents 10,165 10,165 — — Total assets at fair value $ 335,509 $ 34,116 $ 301,393 $ — There were no liabilities measured at fair value on a recurring basis at March 31, 2026, or December 31, 2025. 15 5. Reinsurance External Reinsurance The Company’s consolidated financial statements reflect the effects of assumed and ceded reinsurance transactions. Assumed reinsurance refers to the acceptance of certain insurance risks that other insurance companies have underwritten. Ceded reinsurance involves transferring certain insurance risks (along with the related written and earned premiums) the Company has underwritten to other insurance companies who agree to share these risks. The Company reinsures a portion of the risks it underwrites, through these ceded reinsurance agreements, in order to control its exposure to losses. Our ceded reinsurance is placed either on an automatic basis under general reinsurance contracts known as treaties or through facultative contracts placed on substantial individual risks. These contracts do not relieve the Company from its obligations to policyholders. Treaty reinsurance contracts are typically effective from January 1 through December 31 each year. During the three-month period ended March 31, 2026, the Company maintained property catastrophe reinsurance protection covering $ 123,000 in excess of a $ 20,000 retention. Our per risk excess of loss treaty provides coverage of $ 3,900 in excess of $ 1,100 for property risks and $ 11,000 in excess of $ 1,000 for casualty risks. Additionally, a property per-risk facultative contract is in place to provide coverage up to $ 35,000 in excess of $ 5,000 per property. Aggregate stop loss reinsurance agreements are also in place for both crop hail and multi-peril crop coverage. The crop hail aggregate attaches at a 100 % net loss ratio providing 50 points of cover. The multi-peril crop aggregate attaches at a 105 % net loss ratio providing 45 points of cover. In addition to the aggregate covers, underlying multi-peril crop reinsurance is provided through the Federal Crop Insurance Corporation (“FCIC”). During the year ended December 31, 2025, the Company maintained property catastrophe reinsurance protection covering $ 117,000 in excess of a $ 20,000 retention. Our per risk excess of loss treaty provides coverage of $ 4,000 in excess of $ 1,000 for property risks and $ 11,000 in excess of $ 1,000 for casualty risks. Additionally, a property per-risk facultative contract is in place to provide coverage up to $ 20,000 in excess of $ 5,000 per property. Aggregate stop loss reinsurance agreements are also in place for both crop hail and multi-peril crop coverage. The crop hail aggregate attaches at a 100 % net loss ratio providing 50 points of cover. The multi-peril crop aggregate attaches at a 105 % net loss ratio providing 45 points of cover. In addition to the aggregate covers, underlying multi-peril crop reinsurance is provided through the FCIC. The Company actively monitors and evaluates the financial condition of the reinsurers and develops estimates of the uncollectible amounts due from reinsurers, which would be recognized as credit losses through an allowance account developed using the current expected credit losses (“CECL”) model. Credit loss estimates are made based on periodic evaluation of balances due from reinsurers, changes in reinsurer credit standing, judgments regarding reinsurers’ solvency, known disputes, reporting characteristics of the underlying reinsured business, historical experience, current economic conditions, the state of reinsurer relations in general, and other relevant factors. Collection risk is mitigated by entering into reinsurance arrangements only with reinsurers that have strong credit ratings and statutory surplus above certain levels. At March 31, 2026, and December 31, 2025, management has concluded that it is not necessary to record an allowance for expected credit losses related to reinsurance recoverables. All of our significant reinsurance partners are rated “A-” (Excellent) or better by AM Best or “A+” or better by Standard & Poor’s, and there is no history of write-offs. 16 A reconciliation of direct to net premiums on both a written and an earned basis is as follows: Three Months Ended March 31, 2026 Three Months Ended March 31, 2025 Premiums Written Premiums Earned Premiums Written Premiums Earned Direct premium $ 55,529 $ 58,391 $ 67,728 $ 72,161 Assumed premium 1,983 1,983 38 39 Ceded premium ( 5,261 ) ( 5,261 ) ( 4,704 ) ( 4,703 ) Net premiums $ 52,251 $ 55,113 $ 63,062 $ 67,497 A reconciliation of direct to net losses and loss adjustment expenses is as follows: Three Months Ended March 31, 2026 2025 Direct losses and loss adjustment expenses $ 24,069 $ 40,379 Assumed losses and loss adjustment expenses 121 ( 233 ) Ceded losses and loss adjustment expenses ( 834 ) ( 1,621 ) Net losses and loss adjustment expenses $ 23,356 $ 38,525 Intercompany Reinsurance Pooling Arrangement Effective January 1, 2020, all of our insurance subsidiary and affiliate companies entered into an intercompany reinsurance pooling agreement. Nodak Insurance is the lead company of the pool, and assumes the net premiums, net losses, and underwriting expenses from each of the other five companies. Nodak Insurance then retrocedes balances back to each company, while retaining its own share of the pool’s net underwriting results, based on individual pool percentages established in the respective pooling agreement. This arrangement allows each insurance company to rely upon the capacity of the pool’s total statutory capital and surplus. As a result, they are evaluated by AM Best on a group basis and hold a single combined financial strength rating, long-term issuer credit rating, and financial size category. Pooling percentages for the insurance subsidiaries are updated periodically based on their respective surplus as a percentage of the pool’s surplus. 6. Deferred Policy Acquisition Costs Expenses directly related to successfully acquired insurance policies, primarily commissions, premium taxes and underwriting costs, are deferred and amortized over the terms of the policies. We update our acquisition cost assumptions periodically to reflect actual experience, and we evaluate the costs for recoverability. The table below shows the deferred policy acquisition costs and asset reconciliation: Three Months Ended March 31, 2026 2025 Balance, beginning of period $ 19,209 $ 26,300 Deferral of policy acquisition costs 11,787 14,041 Amortization of deferred policy acquisition costs ( 11,886 ) ( 16,528 ) Balance, end of period $ 19,110 $ 23,813 17 7. Unpaid Losses and Loss Adjustment Expenses Activity in the liability for unpaid losses and loss adjustment expenses is summarized as follows: Three Months Ended March 31, 2026 2025 Balance, beginning of period: Liability for unpaid losses and loss adjustment expenses $ 137,855 $ 137,288 Reinsurance recoverables on losses 11,957 12,561 Net balance, beginning of period 125,898 124,727 Incurred related to: Current year 27,404 37,107 Prior years ( 4,048 ) 1,418 Total incurred 23,356 38,525 Paid related to: Current year 10,251 10,375 Prior years 25,360 25,637 Total paid 35,611 36,012 Balance, end of period: Liability for unpaid losses and loss adjustment expenses 123,594 135,886 Reinsurance recoverables on losses 9,951 8,646 Net balance, end of period $ 113,643 $ 127,240 During the three months ended March 31, 2026, the Company’s incurred reported losses and loss adjustment expense included $ 4,048 of net favorable development on prior accident years. This was primarily attributable to favorable development for the Home and Farm and Private Passenger Auto segments. During the three months ended March 31, 2025, the Company’s incurred reported losses and loss adjustment expenses included $ 1,418 of net unfavorable development on prior accident years. This was primarily attributable to unfavorable development for the Non-Standard Auto segment. Changes in unpaid losses and loss adjustment expense reserves are generally the result of ongoing analysis of recent loss development trends. As additional information becomes known regarding individual claims, original estimates are increased or decreased accordingly. 8. Property and Equipment Property and equipment consisted of the following: March 31, 2026 December 31, 2025 Estimated Useful Life Cost: Land $ 1,249 $ 1,249 indefinite Building and improvements 11,280 11,257 10 – 43 years Electronic data processing equipment 1,511 1,491 5 – 7 years Furniture and fixtures 2,654 2,684 5 – 7 years Automobiles 1,225 1,287 2 – 3 years Gross cost 17,919 17,968 Accumulated depreciation ( 11,303 ) ( 11,209 ) Total property and equipment, net $ 6,616 $ 6,759 Depreciation expense was $ 168 and $ 173 for the three months ended March 31, 2026 and 2025, respectively. 18 9. Royalties and Dividends North Dakota Farm Bureau Nodak Insurance was organized by the North Dakota Farm Bureau (“NDFB”) to provide insurance protection for its members. We have a royalty agreement with the NDFB that recognizes the use of their trademark and provides royalties to the NDFB based on the premiums written on Nodak Insurance’s policies. Royalties paid to the NDFB were $ 470 and $ 440 during the three months ended March 31, 2026 and 2025, respectively. Royalty amounts payable of $ 171 and $ 152 were accrued as a liability to the NDFB at March 31, 2026, and December 31, 2025, respectively. Dividends State insurance laws require our insurance subsidiaries to maintain certain minimum capital and surplus amounts on a statutory basis. Our insurance subsidiaries are subject to regulations that restrict the payment of dividends from statutory surplus and may require prior approval from their domiciliary insurance regulatory authorities. Our insurance subsidiaries are also subject to risk-based capital requirements that may further affect their ability to pay dividends. Our insurance subsidiaries statutory capital and surplus at December 31, 2025, exceeded the amount of statutory capital and surplus necessary to satisfy risk-based capital requirements by a significant margin. For information regarding the availability of subsidiaries to pay dividends to NI Holdings during 2026, see Part II, Item 8, Note 11 “Royalties, Dividends, and Affiliations” section of the 2025 Annual Report. 10. Benefit Plans Nodak Insurance sponsors a 401(k) plan with an automatic and matching contribution for eligible employees at Nodak Insurance, Primero, and Direct Auto. Nodak Insurance also contributes an additional elective amount of employee compensation as a profit-sharing contribution for eligible employees. American West and Battle Creek have no employees. The Company reported expenses related to these plans totaling $ 284 and $ 320 during the three months ended March 31, 2026 and 2025, respectively. All fees associated with the plans are deducted from the eligible employee accounts. The Company also offers a non-qualified deferred compensation plan to key executives of the Company (as designated by the Board of Directors). The Company’s policy is to fund the plan by amounts that represent the excess of the maximum contribution allowed by the Employee Retirement Income Security Act over the key executives’ allowable 401(k) contribution. The plan also allows employee-directed deferral of key executives’ compensation or incentive payments. The Company reported expenses related to this plan totaling $ 348 and $ 134 during the three months ended March 31, 2026 and 2025, respectively. In connection with our initial public offering (“IPO”) in March 2017, the Company established its Employee Stock Ownership Plan (the “ESOP”) within the meaning of Internal Revenue Code Section 4975(e)(7) and invests solely in common stock of the Company. Upon establishment of the ESOP, Nodak Insurance loaned $ 2,400 to the ESOP’s related trust (the “ESOP Trust”). The ESOP loan was for a period of ten years, bearing interest at the long-term Applicable Federal Rate effective on the closing date of the offering ( 2.79 % annually). The ESOP Trust used the proceeds of the loan to purchase shares in our IPO, which resulted in the ESOP Trust owning approximately 1.0 % of the Company’s authorized shares. The ESOP has purchased the shares for investment and not for resale. The shares purchased by the ESOP Trust in the offering are held in a suspense account as collateral for the ESOP loan. Nodak Insurance makes semi-annual cash contributions to the ESOP in amounts no smaller than the amounts required for the ESOP Trust to make its loan payments to Nodak Insurance. While the ESOP makes two loan payments per year, a pre-determined portion of the shares are released from the suspense account and allocated to participant accounts at the end of the calendar year. This release and allocation occurs on an annual basis over the ten-year term of the ESOP loan. Nodak Insurance has a lien on the shares of common stock of the Company held by the ESOP to secure repayment of the loan from the ESOP to Nodak Insurance. If the ESOP is terminated as a result of a change in control of the Company, the ESOP may be required to pay the costs of terminating the plan. It is anticipated that the only assets held by the ESOP will be shares of the Company’s common stock. Participants in the ESOP cannot direct the investment of any assets allocated to their accounts. The ESOP participants are employees of Nodak Insurance. The employees of Primero and Direct Auto do not participate in the ESOP. Each employee of Nodak Insurance automatically becomes a participant in the ESOP if such employee is at least 21 years old, has completed a minimum of one thousand hours of service with Nodak Insurance, and has completed an Eligibility Computation Period. Employees are not permitted to make any contributions to the ESOP. Participants in the ESOP receive annual reports from the Company showing the number of shares of common stock of the Company allocated to the participants’ accounts and the market value of those shares. The shares are allocated to participants based on compensation as provided for in the ESOP. 19 In connection with the establishment of the ESOP, the Company created a contra-equity account on the Consolidated Balance Sheet equal to the ESOP’s basis in the shares. The basis of those shares was set at $ 10.00 per share as part of the IPO. As shares are released from the ESOP suspense account, the contra-equity account is credited, which reduces the impact of the contra-equity account on the Company’s Consolidated Balance Sheets over time. The Company records compensation expense related to the shares released, equal to the number of shares released from the suspense account multiplied by the average market value of the Company’s stock during the period. The Company recognized compensation expense related to the ESOP of $ 70 and $ 89 during the three months ended March 31, 2026 and 2025, respectively. Through March 31, 2026, and December 31, 2025, the Company had released and allocated 218,835 ESOP shares to participants, with a remainder of 21,165 ESOP shares in suspense at March 31, 2026 and December 31, 2025. Using the Company’s quarter-end market price of $ 12.89 per share, the fair value of the unearned ESOP shares was $ 273 at March 31, 2026 11. Line of Credit NI Holdings has a $ 3,000 line of credit with Wells Fargo Bank, N.A. The terms of the line of credit include a floating interest rate of 2.25 % above the daily simple secured overnight financing rate. There were no outstanding amounts during the three months ended March 31, 2026, or the year ended December 31, 2025. This line of credit is scheduled to expire on December 11, 2026 . 12. Income Taxes We record any change to a previously recorded valuation allowance as a result of re-measuring existing temporary differences and loss carryforwards as a component of income tax expense (benefit). The valuation allowance against certain deferred income tax assets was $ 2,069 and $ 2,345 at March 31, 2026 and December 31, 2025, respectively. At March 31, 2026, and December 31, 2025, we had no unrecognized tax benefits, no accrued interest and penalties, and no significant uncertain tax positions. No interest and penalties on uncertain tax positions were recognized during the three-month period ended March 31, 2026, or the year ended December 31, 2025. Our effective tax rate for the three months ended March 31, 2026, was 20.4 %, which reflects the impact of tax-exempt investment income on the calculation of the Company’s income tax provision. The effective tax rate was 16.6 % for the three months ended March 31, 2025, which was impacted by a change in the recorded valuation allowance and reflects the impact of tax-exempt investment income on the calculation of the Company’s income tax provision. 13. Leases Primero leases a facility in Spearfish, South Dakota under a non-cancellable operating lease expiring in 2028 . Direct Auto leases a facility in Chicago, Illinois under a non-cancellable operating lease expiring in 2029 . Nodak Insurance leases a facility in Fargo, North Dakota under a non-cancellable operating lease expiring in 2029 . In addition, Nodak Insurance leases server equipment under a non-cancellable finance lease expiring in 2026. We determine whether a contract is or contains a lease at the inception of the contract. A contract will be deemed to be or contain a lease if the contract conveys the right to control and directs the use of identified property or equipment for a period of time in exchange for consideration. We generally must also have the right to obtain substantially all of the economic benefits from the use of the property and equipment. Lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. To determine the present value of lease payments not yet paid, we estimate incremental borrowing rates based on the floating interest rate on our Line of Credit with Wells Fargo Bank, N.A. at the lease commencement date, as rates are not implicitly stated in most leases. Lease liabilities are included in accrued expenses and other liabilities and right-of-use assets are included in other assets in our Consolidated Balance Sheets. There were expenses of $ 113 and $ 115 related to these leases during the three months ended March 31, 2026 and 2025, respectively. 20 Additional information regarding the Company’s leases are as follows: As of and For the Three Months Ended March 31, 2026 2025 Operating lease cost $ 91 $ 91 Finance lease cost: Amortization of right-of-use assets 20 20 Interest on lease liabilities 2 4 Finance lease cost 22 24 Total lease cost $ 113 $ 115 Other information on leases: Cash payments included in operating cash flows from operating leases $ 98 $ 97 Cash payments included in operating cash flows from finance leases 2 4 Cash payments included in financing cash flows from finance leases 28 26 Right-of-use assets obtained in exchange for new operating lease liabilities — — Right-of-use assets obtained in exchange for new finance lease liabilities — — Weighted average discount rate – operating leases 4.42 % 4.47 % Weighted average discount rate – finance leases 8.50 % 8.50 % Weighted average remaining lease term in years – operating leases 3.2 years 4.4 years Weighted average remaining lease term in years – finance leases 0.6 years 1.6 years The following table presents the contractual maturities of the Company’s lease liabilities for each of the five years in the period ending December 31, 2029, and thereafter, reconciled to our lease liability at March 31, 2026: Year ending December 31, Operating Leases Finance Leases Total 2026 (nine months remaining) 299 70 369 2027 401 — 401 2028 376 — 376 2029 212 — 212 Thereafter — — — Total undiscounted lease payments 1,288 70 1,358 Less: present value adjustment 83 1 84 Lease liability at March 31, 2026 $ 1,205 $ 69 $ 1,274 14. Contingencies We are, from time to time, party to routine litigation incidental to the normal course of our business. Based upon information presently available to us, we do not consider any litigation to be material. However, given the uncertainties attendant to litigation, we cannot assure you that our results of operations and financial condition will not be materially adversely affected by any litigation. Contingent liabilities arising from litigation, income taxes, and other matters are not considered to be material to our financial position. 21 15. Common and Preferred Stock Common Stock Changes in the number of common stock shares outstanding were as follows: Three Months Ended March 31, 2026 2025 Shares outstanding, beginning of period 20,554,144 20,673,268 Treasury shares repurchased through stock repurchase authorization ( 64,668 ) — Issuance of treasury shares for vesting of restricted stock units 30,552 25,306 Shares outstanding, end of period 20,520,028 20,698,574 The changes in the number of common shares outstanding excludes certain non-forfeitable stock award shares that are included in the weighted average common shares outstanding used in basic earnings per common share calculations. On August 25, 2025, our Board of Directors approved an authorization for the repurchase of up to approximately $ 5,000 of the Company’s outstanding common stock in addition to the $ 2,052 remaining from the May 9, 2022 authorization. During the three months ended March 31, 2025, we did not repurchase any shares of our common stock. During the year ended December 31, 2025, we completed the repurchase of 188,185 shares of our common stock for $ 2,517 , including the effects from applicable excise taxes under these authorizations. As of December 31, 2025, these share repurchases closed out the May 9, 2022 authorization, and $ 4,549 remained available under the August 25, 2025 authorization. During the three months ended March 31, 2026, we completed the repurchase of 64,668 shares of our common stock for $ 861 , including the effects from applicable excise taxes under these authorizations. At March 31, 2026, $ 3,692 remains available under this authorization. The cost of this treasury stock is a reduction of shareholders’ equity within our Consolidated Balance Sheets. Preferred Stock The Company’s Articles of Incorporation provide authority to issue up to five million shares of preferred stock. No preferred shares are issued or outstanding. 16. Share-Based Compensation The NI Holdings, Inc. 2020 Stock and Incentive Plan (the “Plan”) is designed to promote the interests of the Company and its shareholders by aiding the Company in attracting and retaining employees, officers, consultants, independent contractors, advisors, and non-employee directors capable of assuring the future success of the Company, to offer such persons incentives to put forth maximum efforts for the success of the Company’s business and to afford such persons an opportunity to acquire an ownership interest in the Company, thereby aligning the interests of such persons with the Company’s shareholders. The Plan provides for the grant of nonqualified stock options, incentive stock options, restricted stock units (“RSUs”), stock appreciation rights, dividend equivalents, and performance share units (“PSUs”) to employees, officers, consultants, advisors, non-employee directors, and independent contractors designated by the Compensation Committee of the Board of Directors (the “Compensation Committee”). Awards made under the Plan are based upon, among other things, a participant’s level of responsibility and performance within the Company. The total aggregate number of shares of common stock that may be issued under the Plan shall not exceed 1,000,000 shares, subject to adjustments as provided in the Plan. No eligible participant may be granted any awards for more than 100,000 shares in the aggregate in any calendar year, subject to adjustment in accordance with the Plan. The aggregate amount payable pursuant to all performance awards denominated in cash to any eligible person in any calendar year is limited to $ 1,000 in value. Directors who are not also employees of the Company may not be granted awards denominated in shares that exceed $ 150 in any calendar year. Restricted Stock Units The Compensation Committee has awarded RSUs to non-employee directors and select executives. RSUs are promises to issue actual shares of common stock at the end of a vesting period. The RSUs granted to executives under the Plan are based on salary. RSUs granted prior to 2024 vest equally over a five-year period. Effective for executive grants beginning in 2024, the RSUs vest equally over a three-year period. As approved by the Compensation Committee, all executive share-based compensation granted in 2025 and 2026 was awarded as RSUs. The RSUs granted to non-employee directors vest 100 % on the date of the next annual meeting of shareholders following the grant date. If applicable, dividend equivalents on RSUs are accrued during the vesting period and paid in cash at the end of the vesting period but are subject to forfeiture until the underlying shares become vested. Participants do not have voting rights with respect to RSUs. 22 The Company recognizes stock-based compensation costs for RSUs based on the grant date fair value. The compensation costs are normally expensed over the vesting periods to each vesting date; however, the cost of RSUs granted to executives are expensed immediately if the executive has met certain retirement criteria and the RSUs become non-forfeitable. Estimated forfeitures are included in the determination of compensation costs. No forfeitures are currently estimated. A summary of the Company’s outstanding and unearned RSUs is presented below: RSUs Weighted-Average Grant-Date Fair Value Per Share Units outstanding and unearned at January 1, 2025 104,398 $ 15.11 RSUs granted during 2025 168,798 14.00 RSUs earned during 2025 ( 51,622 ) 15.02 Forfeitures (1) ( 89,140 ) 14.68 Units outstanding and unearned at December 31, 2025 132,434 14.02 RSUs granted during 2026 163,000 13.31 RSUs earned during 2026 ( 49,956 ) 14.20 Forfeitures ( 5,168 ) 14.62 Units outstanding and unearned at March 31, 2026 240,310 13.49 (1) Represents RSU forfeitures primarily related to the execution of the 2025 separation agreement with the former Chief Executive Officer. The following table shows the impact of RSU activity to the Company’s financial results: Three Months Ended March 31, 2026 2025 RSU compensation expense $ 337 $ 463 Income tax benefit ( 71 ) ( 105 ) RSU compensation expense, net of income taxes $ 266 $ 358 At March 31, 2026, there was $ 2,739 of unrecognized compensation cost related to outstanding RSUs. That cost is expected to be recognized over a weighted-average period of 2.64 years. Performance Share Units The Compensation Committee has awarded PSUs to select executives. PSUs are promises to issue actual shares of common stock at the end of a vesting period, if certain performance conditions are met. The PSUs granted to employees under the Plan are based on salary and, prior to 2024, include a three-year adjusted book value cumulative growth target with threshold and stretch goals. For grants made in 2024, the performance metric is calculated based on an adjusted return on equity over a three-year period, with annual resets. There were no PSUs granted in 2025 or 2026. PSUs will vest on the third anniversary of the grant date, subject to the participant’s continuous employment through the vesting date and the level of performance achieved. If applicable, dividend equivalents on PSUs are accrued and paid in cash at the end of the performance period in accordance with the level of performance achieved but are subject to forfeiture until the underlying shares become vested. Participants do not have voting rights with respect to PSUs. The Company recognizes stock-based compensation costs for PSUs based on the grant date fair value over the performance period of the awards. Estimated forfeitures are included in the determination of compensation costs. The current cost estimates represent the Company’s forecasted performance against cumulative growth targets. 23 A summary of the Company’s outstanding PSUs is presented below: PSUs Weighted-Average Grant-Date Fair Value Per Share Units outstanding at January 1, 2025 26,327 $ 17.50 PSUs granted during 2025 (at target) — — PSUs earned during 2025 — — Performance adjustment (1) — — Forfeitures (2) ( 11,694 ) 14.19 Units outstanding at December 31, 2025 14,633 20.14 PSUs granted during 2026 (at target) — — PSUs earned during 2026 — — Performance adjustment (1) ( 4,986 ) 14.19 Forfeitures ( 959 ) 14.19 Units outstanding at March 31, 2026 8,688 24.21 (1) Represents the change in PSUs issued based upon the attainment of performance goals established by the Company. (2) Represents PSU forfeitures primarily related to the execution of the 2025 separation agreement with the former Chief Executive Officer. The following table shows the impact of PSU activity to the Company’s financial results: Three Months Ended March 31, 2026 2025 PSU compensation expense $ ( 44 ) $ 17 Income tax benefit 9 ( 4 ) PSU compensation expense, net of income taxes $ ( 35 ) $ 13 The cost estimates for PSU grants represent initial target awards until we can reasonably forecast the financial performance of each PSU award grant. At the end of the performance period, we will reflect a performance adjustment, which may be either an increase or decrease from the initial target awards. The actual number of shares to be issued at the end of the performance period will range from 0 % to 200 % of the initial target awards. During the three months ended March 31, 2026, a performance adjustment was recorded to compensation expense related to the PSU awards granted during 2024 due to the Company's expectations regarding performance goals. During the year ended December 31, 2025, no performance adjustments were made to previously recognized compensation expenses. At March 31, 2026, there was $ 36 of unrecognized compensation cost related to outstanding PSUs. That cost is expected to be recognized over a weighted-average period of 0.91 years. 24 17. Allowance for Expected Credit Losses Premiums Receivable The following table presents the balances of premiums and agents’ balances receivable, net of the allowance for expected credit losses as of March 31, 2026 and 2025, and the changes in the allowance for expected credit losses for the three months ended March 31, 2026 and 2025. As of and For the Three Months Ended March 31, 2026 As of and For the Three Months Ended March 31, 2025 Premiums and Agents’ Balances Receivable, Net of Allowance for Expected Credit Losses Allowance for Expected Credit Losses Premiums and Agents’ Balances Receivable, Net of Allowance for Expected Credit Losses Allowance for Expected Credit Losses Balance, beginning of period $ 41,575 $ 334 $ 52,907 $ 337 Current period charge for expected credit losses — ( 44 ) Write-offs of uncollectible premiums receivable ( 36 ) ( 61 ) Balance, end of period $ 40,210 $ 298 $ 49,220 $ 232 18. Segment Information We have five reportable operating segments, which consist of Private Passenger Auto, Non-Standard Auto, Home and Farm, Crop, and All Other (which primarily consists of commercial, assumed reinsurance, and our excess liability business). We operate only in the U.S., and no single customer or agent provides 10 percent or more of our revenues. The following tables provide available information of these segments for the three-months ended March 31, 2026 and 2025. Our chief operating decision maker is our President and Chief Executive Officer (“CEO”). The primary profitability measurement used by the CEO to review segment operating results is underwriting gain (loss). The CEO uses segment underwriting gain (loss) to allocate resources (including employee, financial, and capital resources) for each segment predominantly in the annual planning process. Segment underwriting gain (loss) is used to monitor segment results compared to prior period, forecasted results, and the annual plan. We do not assign or allocate all line items in our Consolidated Statement of Operations or Consolidated Balance Sheets to our operating segments. Those line items include fee and other income, net investment income, net investment gains (losses), and income tax expense (benefit) within the Consolidated Statement of Operations. For the Consolidated Balance Sheets, those items include cash and investments, reinsurance premiums receivable or payable, income taxes recoverable or payable, accrued investment income, property and equipment, deferred income taxes, other assets, accrued expenses and other liabilities, and shareholders’ equity. 25 Three Months Ended March 31, 2026 Private Passenger Auto Non-Standard Auto Home and Farm Crop All Other Total Direct premiums earned $ 22,848 $ 2,608 $ 28,785 $ ( 18 ) $ 4,168 $ 58,391 Assumed premiums earned — — — — 1,983 1,983 Ceded premiums earned ( 552 ) ( 4 ) ( 3,091 ) ( 652 ) ( 962 ) ( 5,261 ) Net premiums earned 22,296 2,604 25,694 ( 670 ) 5,189 55,113 Direct losses and loss adjustment expenses 10,297 2,582 10,716 ( 323 ) 797 24,069 Assumed losses and loss adjustment expenses — — — — 121 121 Ceded losses and loss adjustment expenses ( 5 ) — ( 355 ) ( 370 ) ( 104 ) ( 834 ) Net losses and loss adjustment expenses 10,292 2,582 10,361 ( 693 ) 814 23,356 Gross margin 12,004 22 15,333 23 4,375 31,757 Amortization of deferred policy acquisition costs 4,537 901 5,582 70 796 11,886 Other underwriting and general expenses (1) 3,158 744 3,916 ( 53 ) 885 8,650 Underwriting and general expenses 7,695 1,645 9,498 17 1,681 20,536 Underwriting gain (loss) 4,309 ( 1,623 ) 5,835 6 2,694 11,221 Net investment income 2,655 Net investment gains 1,704 Fee and other income 130 Income before income taxes 15,710 Income tax expense 3,202 Net income $ 12,508 Operating Ratios: Loss and loss adjustment expense ratio 46.2 % 99.2 % 40.3 % 103.4 % 15.7 % 42.4 % Expense ratio 34.5 % 63.2 % 37.0 % ( 2.5 )% 32.4 % 37.3 % Combined ratio 80.7 % 162.4 % 77.3 % 100.9 % 48.1 % 79.7 % Balances at March 31, 2026: Premiums and agents’ balances receivable $ 25,117 $ 163 $ 11,551 $ 115 $ 3,264 $ 40,210 Deferred policy acquisition costs 6,785 209 10,581 — 1,535 19,110 Reinsurance recoverables on losses 673 — 2,626 312 6,340 9,951 Receivable from Federal Crop Insurance Corporation — — — 12,786 — 12,786 Unpaid losses and loss adjustment expenses 29,407 61,620 19,471 1,357 11,739 123,594 Unearned premiums 36,746 1,241 57,287 — 8,362 103,636 (1) Other underwriting and general expenses for each segment include expenses related to compensation, vendor services, and other administrative items. 26 Three Months Ended March 31, 2025 Private Passenger Auto Non-Standard Auto Home and Farm Crop All Other Total Direct premiums earned $ 23,828 $ 18,278 $ 26,511 $ ( 15 ) $ 3,559 $ 72,161 Assumed premiums earned — — — — 39 39 Ceded premiums earned ( 1,170 ) ( 25 ) ( 2,790 ) ( 361 ) ( 357 ) ( 4,703 ) Net premiums earned 22,658 18,253 23,721 ( 376 ) 3,241 67,497 Direct losses and loss adjustment expenses 13,498 14,538 9,932 129 2,282 40,379 Assumed losses and loss adjustment expenses — — — — ( 233 ) ( 233 ) Ceded losses and loss adjustment expenses ( 3 ) — ( 145 ) ( 628 ) ( 845 ) ( 1,621 ) Net losses and loss adjustment expenses 13,495 14,538 9,787 ( 499 ) 1,204 38,525 Gross margin 9,163 3,715 13,934 123 2,037 28,972 Amortization of deferred policy acquisition costs 4,486 6,324 5,037 24 657 16,528 Other underwriting and general expenses (1) 2,892 1,957 2,796 — 987 8,632 Underwriting and general expenses 7,378 8,281 7,833 24 1,644 25,160 Underwriting gain (loss) 1,785 ( 4,566 ) 6,101 99 393 3,812 Net investment income 2,838 Net investment gains 869 Fee and other income 230 Income before income taxes 7,749 Income tax expense 1,289 Net income $ 6,460 Operating Ratios: Loss and loss adjustment expense ratio 59.6 % 79.6 % 41.3 % 132.7 % 37.1 % 57.1 % Expense ratio 32.6 % 45.4 % 33.0 % ( 6.4 )% 50.7 % 37.3 % Combined ratio 92.2 % 125.0 % 74.3 % 126.3 % 87.8 % 94.4 % Balances at March 31, 2025: Premiums and agents’ balances receivable $ 26,159 $ 9,676 $ 10,446 $ 30 $ 2,909 $ 49,220 Deferred policy acquisition costs 6,759 6,362 9,400 — 1,292 23,813 Reinsurance recoverables on losses 2,228 — 1,706 11 4,701 8,646 Receivable from Federal Crop Insurance Corporation — — — 11,474 — 11,474 Unpaid losses and loss adjustment expenses 28,726 77,321 19,467 35 10,337 135,886 Unearned premiums 38,266 22,996 53,358 — 7,443 122,063 (1) Other underwriting and general expenses for each segment include expenses related to compensation, vendor services, and other administrative items. 27 Item 2. - Management’s Discussion and Analysis of Financial Condition and Results of Operations The following discussion is intended to provide a more comprehensive review of our operating results and financial condition than can be obtained from reading the unaudited consolidated financial statements alone. This discussion should be read in conjunction with the unaudited consolidated financial statements and the notes thereto included in Part I, Item 1, “Financial Statements.” Some of the information contained in this discussion and analysis or set forth elsewhere in this Form 10-Q constitutes forward-looking statements that involve risks and uncertainties. Please see “Forward-Looking Statements” included elsewhere in this Form 10-Q. Part I, Item 1A, “Risk Factors” included in our 2025 Annual Report should also be reviewed for a discussion of important factors that could cause actual results to differ materially from the results described, or implied by, the forward-looking statements contained herein. All dollar amounts, except per share data, are in thousands. Financial Highlights 2026 First Quarter Consolidated Results of Operations · Net income of $12,508, or $0.60 per share basic and $0.60 per share diluted · Net premiums earned of $55,113 · Net investment income of $2,655 · Net favorable prior year reserve development of $4,048 · Underwriting gain of $11,221 · Combined ratio of 79.7% · Operating cash flows of ($1,867) 2026 First Quarter Consolidated Financial Condition · Total cash and investments of $374,910 · Total assets of $492,109 · Unpaid losses and loss adjustment expenses of $123,594 · Total liabilities of $241,913 · Shareholders’ equity of $250,196 28 Results of Operations Our consolidated net income was $12,508 and $6,460 for the three months ended March 31, 2026 and 2025, respectively. The major components of our revenues and net income for the two periods are shown below: Three Months Ended March 31, 2026 2025 Revenues: Net premiums earned $ 55,113 $ 67,497 Net investment income 2,655 2,838 Net investment gains 1,704 869 Fee and other income 130 230 Total revenues $ 59,602 $ 71,434 Components of net income: Net premiums earned $ 55,113 $ 67,497 Losses and loss adjustment expenses 23,356 38,525 Amortization of deferred policy acquisition costs and other underwriting and general expenses 20,536 25,160 Underwriting gain 11,221 3,812 Net investment income 2,655 2,838 Net investment gains 1,704 869 Fee and other income 130 230 Income before income taxes 15,710 7,749 Income tax expense 3,202 1,289 Net income $ 12,508 $ 6,460 Net Premiums Earned Three Months Ended March 31, 2026 2025 Net premiums earned: Direct premium $ 58,391 $ 72,161 Assumed premium 1,983 39 Ceded premium (5,261 ) (4,703 ) Total net premiums earned $ 55,113 $ 67,497 Net premiums earned for the three months ended March 31, 2026, decreased $12,384, or 18.3%, compared to the three months ended March 31, 2025. Three Months Ended March 31, 2026 2025 Net premiums earned: Private Passenger Auto $ 22,296 $ 22,658 Non-Standard Auto 2,604 18,253 Home and Farm 25,694 23,721 Crop (670 ) (376 ) All Other 5,189 3,241 Total net premiums earned $ 55,113 $ 67,497 29 Below are comments regarding significant changes in net premiums earned by business segment: Private Passenger Auto – Net premiums earned for the three months ended March 31, 2026, decreased $362, or 1.6%, compared to the same period in 2025. Results were driven by lower renewal premiums in South Dakota and Nebraska as a result of underwriting actions taken in recent periods, partially offset by new business growth in North Dakota. Non-Standard Auto – Net premiums earned for the three months ended March 31, 2026, decreased $15,649, or 85.7%, compared to the same period in 2025. This decrease was driven by strategic decision during the third quarter of 2025 to stop writing non-standard auto business in Illinois, Arizona, and South Dakota, with existing policies being non-renewed. We anticipate further reductions in net earned premiums in the near term as a result of the decisions to run off these non-standard auto operations. Home and Farm – Net premiums earned for the three months ended March 31, 2026, increased $1,973, or 8.3%, compared to the same period in 2025. Results were driven by new business growth in North Dakota and South Dakota, rate increases, and increased insured property values. These increases were partially offset by lower homeowners renewal premiums in South Dakota and Nebraska as a result of underwriting actions taken to improve profitability. Crop – Net premiums earned for the first quarter of any year are typically the result of prior crop year premium adjustments that correspond to the current year settlement of prior crop year claims. The majority of crop insurance premiums are generally written in the second quarter and earned ratably over the remainder of the calendar year. All Other – Net premiums earned for the three months ended March 31, 2026, increased $1,948, or 60.1%, compared to the same period in 2025 primarily driven by the Company’s decision to participate on the catastrophe reinsurance programs of certain farm bureau insurance companies. Losses and Loss Adjustment Expenses Three Months Ended March 31, 2026 2025 Net losses and loss adjustment expenses: Direct losses and loss adjustment expenses $ 24,069 $ 40,379 Assumed losses and loss adjustment expenses 121 (233 ) Ceded losses and loss adjustment expenses (834 ) (1,621 ) Total net losses and loss adjustment expenses $ 23,356 $ 38,525 30 Our net losses and loss adjustment expenses for the three months ended March 31, 2026, decreased $15,169, or 39.4%, compared to the three months ended March 31, 2025. Three Months Ended March 31, 2026 2025 Net losses and loss adjustment expenses: Private Passenger Auto $ 10,292 $ 13,495 Non-Standard Auto 2,582 14,538 Home and Farm 10,361 9,787 Crop (693 ) (499 ) All Other 814 1,204 Total net losses and loss adjustment expenses $ 23,356 $ 38,525 Three Months Ended March 31, 2026 2025 Loss and loss adjustment expense ratio: Private Passenger Auto 46.2% 59.6% Non-Standard Auto 99.2% 79.6% Home and Farm 40.3% 41.3% Crop 103.4% 132.7% All Other 15.7% 37.1% Total loss and loss adjustment expense ratio 42.4% 57.1% Below are comments regarding significant changes in the net losses and loss adjustment expenses, and the net loss and loss adjustment expense ratios, by business segment: Private Passenger Auto – The net loss and loss adjustment expense ratio decreased 13.4 percentage points in the three-month period ended March 31, 2026, compared to the same period in 2025. This decrease was driven by lower frequency of losses as well as favorable prior year development on loss reserves in the current year quarter. Non-Standard Auto – The net loss and loss adjustment expense ratio increased 19.6 percentage points in the three-month period ended March 31, 2026, compared to the same period in 2025. This increase was primarily driven by significant strategic reductions in net earned premium in the current year quarter while continuing to incur expenses necessary to adjust and settle claims. Home and Farm – The net loss and loss adjustment expense ratio decreased 1.0 percentage point in the three-month period ended March 31, 2026, compared to the same period in 2025. This decrease in the current year quarter was driven by favorable prior year development on loss reserves and rate increases impacting net premiums earned. Crop – The net losses and loss adjustment expenses during the first quarter of any year are typically the result of the current year settlement of prior crop year claims. The majority of crop insurance losses and loss adjustment expenses are generally incurred in the last three quarters of the calendar year. All Other – The net loss and loss adjustment expense ratio decreased 21.4 percentage points in the three-month period ended March 31, 2026, compared to the same period in 2025. This decrease was primarily driven by the strong results in the current year quarter related to the Company’s decision to participate on the catastrophe reinsurance programs of certain farm bureau insurance companies. 31 Underwriting and General Expenses and Expense Ratio Three Months Ended March 31, 2026 2025 Underwriting and general expenses: Amortization of deferred policy acquisition costs $ 11,886 $ 16,528 Other underwriting and general expenses 8,650 8,632 Total underwriting and general expenses 20,536 25,160 Expense ratio 37.3% 37.3% The expense ratio is calculated by dividing other underwriting and general expenses and amortization of deferred policy acquisition costs by net premiums earned. The expense ratio measures a company’s operational efficiency in producing, underwriting, and administering its insurance business. The overall expense ratio remained consistent in the three-month period ended March 31, 2026, compared to the same period in 2025. The decrease in the amortization of deferred policy acquisition costs is due to lower deferrable costs resulting from the strategic reduction in premium for the Non-Standard Auto segment, which generally pays higher agent commissions than our other segments. Other underwriting and general expenses were consistent with the prior year quarter and reflect strategic investments in human capital and technology during the current year. Underwriting Gain (Loss) and Combined Ratio Three Months Ended March 31, 2026 2025 Underwriting gain (loss): Private Passenger Auto $ 4,309 $ 1,785 Non-Standard Auto (1,623 ) (4,566 ) Home and Farm 5,835 6,101 Crop 6 99 All Other 2,694 393 Total underwriting gain (loss) $ 11,221 $ 3,812 Three Months Ended March 31, 2026 2025 Combined ratio: Private Passenger Auto 80.7% 92.2% Non-Standard Auto 162.4% 125.0% Home and Farm 77.3% 74.3% Crop 100.9% 126.3% All Other 48.1% 87.8% Combined ratio 79.7% 94.4% Underwriting gain (loss) measures the pre-tax profitability of our insurance operations. It is derived by subtracting losses and loss adjustment expenses, amortization of deferred policy acquisition costs, and other underwriting and general expenses from net premiums earned. The combined ratio represents the sum of these losses and expenses as a percentage of net premiums earned and measures our overall underwriting profit. The total underwriting gain increased $7,409 to a gain of $11,221 for the three-month period ended March 31, 2026, from a gain of $3,812 for the three-month period ended March 31, 2025. These results were driven by the factors discussed in the Net Premiums Earned, Loss and Loss Adjustment Expenses, and the Underwriting and General Expenses and Expense Ratio sections above. The overall combined ratio decreased 14.7 percentage points in the three-month period ended March 31, 2026, compared to the same period in 2025. These results were driven by the factors discussed in the Net Premiums Earned, Loss and Loss Adjustment Expenses, and the Underwriting and General Expenses and Expense Ratio sections above. 32 Net Investment Income The following table shows our average cash and invested assets, net investment income, and return on average cash and invested assets for the reported periods: Three Months Ended March 31, 2026 2025 Average cash and invested assets $ 376,795 $ 391,998 Net investment income $ 2,655 $ 2,838 Gross return on average cash and invested assets 3.7% 3.9% Net return on average cash and invested assets 2.8% 2.9% Net investment income decreased $183 for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. This decrease was primarily driven by earning slightly lower yields on a lower average invested assets in the current year, partially offset by lower investment expenses. Gross and net return on average cash and invested assets decreased year-over-year, primarily driven by consistent yields on a lower average fixed income securities balance (measured at fair value) and lower returns on cash and other short-term investments, partially offset by lower investment expenses. The decrease in average cash and invested assets was driven by a decrease in the fixed income securities balance in 2026 as proceeds from maturities and sales were used to fund operating cash needs. Net Investment Gains (Losses) Net investment gains (losses) consisted of the following: Three Months Ended March 31, 2026 2025 Gross realized gains $ 419 $ 503 Gross realized losses, excluding credit impairment losses (278 ) (177 ) Net realized gains (losses) 141 326 Change in net unrealized gains on equity securities 1,563 543 Net investment gains $ 1,704 $ 869 We had net realized gains of $141 for the three months ended March 31, 2026, compared to net realized gains of $326 for the three months ended March 31, 2025, which were the result of routine portfolio management decisions. No credit impairment losses were reported during any of the periods presented. We experienced an increase in net unrealized gains on equity securities of $1,563 and $543 during the three months ended March 31, 2026 and 2025, respectively, driven by the impact of changes in fair value attributable to favorable equity markets during these periods. Our fixed income securities are classified as available for sale because we will, from time to time, execute sales of securities that are not impaired, consistent with our investment goals and policies. The fixed income portion of the portfolio experienced net unrealized losses of $2,411 during the three months ended March 31, 2026, compared to net unrealized gains of $3,313 during the three months ended March 31, 2025. The change was primarily the result of changes in U.S. interest rates. The change in the fair value of fixed income securities is not reflected in net income; rather it is reflected as a separate component (net of income taxes) of other comprehensive income. Fee and Other Income We had fee and other income of $130 for the three months ended March 31, 2026, compared to $230 for the three months ended March 31, 2025. The decrease in the current year was driven by strategic reductions in non-standard auto premiums that typically generate the majority of the fee income. 33 Income before Income Taxes For the three months ended March 31, 2026, we had pre-tax income of $15,710 compared to a pre-tax income of $7,749 for the three months ended March 31, 2025. This change was attributable to the lower frequency of losses for Private Passenger Auto, impact of the strategic decision to exit the majority of the Non-Standard Auto segment, strong results for the assumed business within the All Other segment, favorable prior year development on loss reserves, and more favorable market conditions for equity investments. Income Tax Expense We recorded income tax expense of $3,202 for the three months ended March 31, 2026, compared to income tax expense of $1,289 for the three months ended March 31, 2025. Our effective tax rate for the three months ended March 31, 2026, was 20.4%, which reflects the impact of tax-exempt investment income on the calculation of the Company’s income tax provision. The effective tax rate was 16.6% for the three months ended March 31, 2025, which was impacted by a change in the recorded valuation allowance. Net Income For the three months ended March 31, 2026, we had net income of $12,508 compared to net income of $6,460 for the three months ended March 31, 2025. This change was attributable to the lower frequency of losses for Private Passenger Auto, impact of the strategic decision to exit the majority of the Non-Standard Auto segment, strong results for the assumed business within the All Other segment, favorable prior year development on loss reserves, and more favorable market conditions for equity investments. Return on Average Equity For the three months ended March 31, 2026, we had annualized return on average equity of 20.4% compared to 10.4% for the three months ended March 31, 2025. Average equity is calculated as the average between beginning and ending equity for the period. Critical Accounting Policies The preparation of financial statements in accordance with GAAP requires both the use of estimates and judgment relative to the application of appropriate accounting policies. We are required to make estimates and assumptions in certain circumstances that affect amounts reported in the unaudited consolidated financial statements and related footnotes. We evaluate these estimates and assumptions on an ongoing basis based on historical developments, market conditions, industry trends, and other information that we believe to be reasonable under the circumstances. There can be no assurance that actual results will conform to these estimates and assumptions or that reported results of operations will not be materially and adversely affected by the need to make accounting adjustments to reflect changes in these estimates and assumptions from time to time. Our critical accounting policies are more fully described in Part II, Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations” presented in our 2025 Annual Report. There have been no changes in our critical accounting policies from December 31, 2025. Liquidity and Capital Resources We expect to generate sufficient funds from our operations and maintain a high degree of liquidity in our investment portfolio to meet the demands of claim settlements and operating expenses for the foreseeable future. Our primary sources of funds are premium collections, investment earnings, and fixed income maturities. We also have a $3,000 line of credit with Wells Fargo Bank, N.A. The terms of the line of credit include a floating interest rate of 2.25% above the daily simple secured overnight financing rate. There were no outstanding amounts during the three months ended March 31, 2026, or the year ended December 31, 2025. This line of credit is scheduled to expire on December 11, 2026. The change in cash and cash equivalents for the three months ended March 31, 2026 and 2025, were as follows: Three Months Ended March 31, 2026 2025 Net cash flows from operating activities $ (1,867 ) $ 9,888 Net cash flows from investing activities 8,934 (3,459 ) Net cash flows from financing activities (1,065 ) (157 ) Net increase in cash and cash equivalents $ 6,002 $ 6,272 34 For the three months ended March 31, 2026, net cash used by operating activities totaled $1,867 compared to net cash provided of $9,888 in the prior year quarter. This change was primarily driven by lower levels of cash received for premiums in the current year quarter due to the strategic decision during the third quarter of 2025 to stop writing non-standard auto business in Illinois, Arizona, and South Dakota. For the three months ended March 31, 2026, net cash provided by investing activities totaled $8,934 compared to net cash used of $3,459 in the prior year quarter. This change was due to the combination of higher proceeds from maturities and sales of fixed income securities and lower purchase of fixed income securities during the current year quarter compared to the prior year quarter. For the three months ended March 31, 2026, net cash used by financing activities totaled $1,065 compared to $157 a year ago. This increase in cash used was attributable to an increase in share repurchases in the current year quarter. As a holding company, a principal source of long-term liquidity will be dividend payments from our directly-owned subsidiaries. Nodak Insurance is restricted by the insurance laws of North Dakota as to the amount of dividends or other distributions it may pay to NI Holdings. North Dakota law sets the maximum amount of dividends that may be paid by Nodak Insurance during any twelve-month period after notice to, but without prior approval of, the North Dakota Insurance Department. This amount cannot exceed the lesser of (i) 10% of the Company’s surplus as regards policyholders as of the preceding December 31, or (ii) the Company’s statutory net income for the preceding calendar year (excluding realized investment gains), less any prior dividends paid during such twelve-month period. In addition, any insurance company other than a life insurance company may carry forward net income from the preceding two calendar years, not including realized investment gains, less any dividends actually paid during those two calendar years. Dividends in excess of this amount are considered “extraordinary” and are subject to the approval of the North Dakota Insurance Department. The amount available for payment of dividends from Nodak Insurance to NI Holdings during 2026 without the prior approval of the North Dakota Insurance Department is approximately $6,730 as of December 31, 2025. No dividends were declared or paid by Nodak Insurance during the three months ended March 31, 2026, or the year ended December 31, 2025. The amount available for payment of dividends from Direct Auto to NI Holdings during 2026 without the prior approval of the North Dakota Insurance Department is approximately $3,829 as of December 31, 2025. No dividends were declared or paid by Direct Auto during the three months ended March 31, 2026, or the year ended December 31, 2025. Prior to its payment of any dividend, Nodak Insurance will be required to provide notice of the dividend to the North Dakota Insurance Department. This notice must be provided to the North Dakota Insurance Department 30 days prior to the payment of an extraordinary dividend and 10 days prior to the payment of an ordinary dividend. The North Dakota Insurance Department has the power to limit or prohibit dividend payments if an insurance company is in violation of any law or regulation. These restrictions or any subsequently imposed restrictions may affect our future liquidity. 35 Item 3. - Quantitative and Qualitative Disclosures about Market Risk The Company’s assessment of market risk as of March 31, 2026, indicates there have been no material changes in the quantitative and qualitative disclosures from those in Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk” in our 2025 Annual Report. Item 4. - Controls and Procedures Evaluation of Disclosure Controls and Procedures The Company’s Chief Executive Officer and Chief Financial Officer have reviewed and evaluated the effectiveness of the Company’s disclosure controls and procedures (as required by Rules 13a-15(b) and 15d-15(b) under the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that the Company’s disclosure controls and procedures, as of the end of the period covered by this report, were designed and functioning effectively to provide reasonable assurance that the information required to be disclosed in our periodic reports filed under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (“SEC”), and that such material information is accumulated and communicated to the Chief Executive Officer and Chief Financial Officer to allow timely decisions regarding required disclosures. We believe that a control system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the control system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. Changes in Internal Control over Financial Reporting In the ordinary course of business, we periodically review our system of internal control over financial reporting to identify opportunities to improve our controls and increase efficiency, while ensuring that we maintain an effective internal control environment. There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. 36 Part II. - OTHER INFORMATION Item 1. - Legal Proceedings We are party to litigation in the normal course of business. Based upon information presently available to us, we do not consider any litigation to be material. However, given the inherent uncertainties of litigation, we cannot assure you that our results of operations and financial condition will not be materially adversely affected by any litigation. Item 1A. - Risk Factors There have been no material changes in our assessment of our risk factors from those set forth in Part I, Item 1A, “Risk Factors” in our 2025 Annual Report. 37 Item 2. - Unregistered Sales of Equity Securities and Use of Proceeds All dollar amounts included in Item 2 herein, except per share data, are in thousands. The Company has not sold any unregistered securities within the past three years. From time to time, the Company may repurchase its own stock. To date, the Company has used the net proceeds from the IPO to fund these share repurchases. On May 9, 2022, our Board of Directors approved an authorization for the repurchase of up to approximately $10,000 of the Company’s outstanding common stock. During the year ended December 31, 2022, we completed the repurchase of 54,223 shares of our common stock for $734 under this authorization. During the year ended December 31, 2023, we repurchased an additional 548,549 shares of our common stock for $7,278, including the effect from applicable excise taxes. During the year ended December 31, 2024, we did not repurchase any shares of our common stock. On August 25, 2025, our Board of Directors approved an authorization for the repurchase of up to approximately $5,000 of the Company’s outstanding common stock in addition to the $2,052 remaining from the May 9, 2022 authorization. During the year ended December 31, 2025, we completed the repurchase of 188,185 shares of our common stock for $2,517, including the effects from applicable excise taxes under these authorizations. As of December 31, 2025, these share repurchases closed out the May 9, 2022 authorization, and $4,549 remained available under the August 25, 2025 authorization. At March 31, 2026, $3,692 remains available under this authorization. Share repurchase activity during the three months ended March 31, 2026, is presented below: Period in 2026 Total Number of Shares Purchased Average Price Paid Per Share (3) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1) (2) Maximum Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (1)(2)(3) (in thousands) January 1 – 31, 2026 11,327 $ 13.30 11,327 $ 4,398 February 1 – 28, 2026 14,784 13.47 14,784 4,199 March 1 – 31, 2026 38,557 13.15 38,557 3,692 Total 64,668 $ 13.25 64,668 $ 3,692 (1) Shares purchased pursuant to the August 25, 2025 publicly announced share repurchase authorization of up to approximately $5,000 of the Company’s outstanding common stock. (2) Maximum dollar value of shares that may yet be purchased consist of up to $3,692 under the August 25, 2025, publicly announced share repurchase authorization. (3) The Inflation Reduction Act of 2022 imposed a 1% excise tax on the net value of certain share repurchases made after December 31, 2022. All dollar amounts presented exclude such excise taxes, as applicable. 38 Item 3. - Defaults upon Senior Securities Not Applicable Item 4. - Mine Safety Disclosures Not Applicable Item 5. - Other Information 10b5-1 Trading Plans During the first quarter of 2026, none of our directors or executive officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408(a) of Regulation S-K). Item 6. - Exhibits EXHIBIT NO. DESCRIPTION OF EXHIBIT 31.1* Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2* Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32** Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101.INS*** Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document 101.SCH** Inline XBRL Taxonomy Extension Schema Linkbase 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 (formatted as Inline XBRL and contained in Exhibit 101) * Filed herewith. ** Furnished herewith. *** Inline XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections. # Management contract or compensatory plan or arrangement. 39 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, thereunto duly authorized on May 8, 2026. NI HOLDINGS, INC. /s/ Cindy L. Launer Cindy L. Launer President and Chief Executive Officer (Principal Executive Officer) /s/ Matthew J. Maki Matthew J. Maki Chief Financial Officer (Principal Financial Officer) 40