Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(a) Unregistered Sales of Equity Securities — No matters require disclosure.
(b) Purchases of Equity Securities By the Issuer and Affiliated Purchasers
On November 12, 2024, Octave's Board of Directors authorized a share repurchase program, under which Octave was authorized to opportunistically repurchase up to $50,000 of the Company’s common shares at management’s discretion over the period ending on December 31, 2026. Additionally, when restricted stock unit awards issued under Octave's Long Term Incentive Plan vest or settle, they become taxable compensation to
Octave Specialty Group, Inc. 43
Second Quarter 2026 Form 10-Q
Table of Contents
employees. Shares withheld to cover the employee's portion of withholding taxes and are included in shares purchased.
The following table includes information about the Company's purchases of its common shares during the second quarter of 2026.
Apr-2026 May-2026 Jun-2026 Second Quarter 2026
Total Shares Purchased
— 2,350 — 2,350
Average Price Paid Per Share $ — $ 4.38 $ — $ 4.38
Total Number of Shares Purchased as Part of Publicly Announced Plan — — — —
Maximum Dollar Value That may Yet be Purchased Under the Plan $ 8,449
The following table shows open market shares repurchased by year under Octave's November 12, 2024 share repurchase program.
($ in thousands,
except per share) Year Ended
December 31, YTD
2026
2024 2025
Shares repurchased 937,141 3,434,745 0
Total cost $ 11,678 $ 29,942 $ —
Average purchase price per share $ 12.48 $ 8.72 $ —
Unused authorization amount $ 8,449
Item 3. Defaults Upon Senior Securities — No matters require disclosure.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.