Item 1. Financial Statements
Item 1. Financial Statements
RLI Corp. and Subsidiaries
Condensed Consolidated Statements of Earnings and Comprehensive Earnings
(Unaudited)
For the Three Months
For the Six Months
Ended June 30,
Ended June 30,
(in thousands, except per share data)
2026
2025
2026
2025
Net premiums earned
$
417,096
$
401,904
$
828,482
$
800,249
Net investment income
46,042
39,418
88,363
76,144
Net realized gains
9,407
15,004
18,966
29,916
Net unrealized gains on equity securities
103,024
43,500
63,628
1,182
Consolidated revenue
$
575,569
$
499,826
$
999,439
$
907,491
Losses and settlement expenses
189,895
184,578
383,139
361,816
Policy acquisition costs
134,675
125,502
266,750
249,189
Insurance operating expenses
32,617
29,594
60,897
56,468
Interest expense on debt
4,441
1,350
6,794
2,685
General corporate expenses
6,223
4,754
8,947
7,702
Total expenses
$
367,851
$
345,778
$
726,527
$
677,860
Equity in earnings of unconsolidated investees
2,970
2,467
5,117
5,515
Earnings before income taxes
$
210,688
$
156,515
$
278,029
$
235,146
Income tax expense
42,660
32,179
55,116
47,596
Net earnings
$
168,028
$
124,336
$
222,913
$
187,550
Other comprehensive earnings (loss), net of tax
( 2,314 )
18,701
( 27,680 )
48,731
Comprehensive earnings
$
165,714
$
143,037
$
195,233
$
236,281
Basic net earnings per share
$
1.83
$
1.35
$
2.42
$
2.04
Diluted net earnings per share
$
1.82
$
1.34
$
2.42
$
2.03
Weighted average number of common shares outstanding:
Basic
91,922
91,827
91,924
91,799
Diluted
92,160
92,518
92,257
92,512
See accompanying notes to the unaudited condensed consolidated financial statements.
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RLI Corp. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited)
June 30,
December 31,
(in thousands, except share and per share data)
2026
2025
ASSETS
Investments and cash:
Fixed income:
Available-for-sale, at fair value
$
3,617,942
$
3,533,336
(amortized cost of $ 3,760,876 and allowance for credit losses of $ 463 at 6/30/26)
(amortized cost of $ 3,642,362 and allowance for credit losses of $ 828 at 12/31/25)
Equity securities, at fair value (cost - $ 530,730 at 6/30/26 and $ 534,311 at 12/31/25)
959,377
898,876
Short-term investments, at cost which approximates fair value
206,119
120,562
Other invested assets
58,661
59,281
Cash
32,101
51,565
Total investments and cash
$
4,874,200
$
4,663,620
Accrued investment income
32,117
30,026
Premiums and reinsurance balances receivable, net of allowances for uncollectible amounts of $ 21,044 at 6/30/26 and $ 23,673 at 12/31/25
267,018
212,226
Ceded unearned premium
122,327
124,669
Reinsurance balances recoverable on unpaid losses and settlement expenses, net of allowances for uncollectible amounts of $ 10,953 at 6/30/26 and $ 11,107 at 12/31/25
718,487
746,798
Deferred policy acquisition costs
188,857
172,648
Property and equipment, at cost, net of accumulated depreciation of $ 88,555 at 6/30/26 and $ 84,459 at 12/31/25
40,712
40,733
Investment in unconsolidated investees
57,872
53,521
Goodwill and intangibles
53,562
53,562
Other assets
57,853
63,683
TOTAL ASSETS
$
6,413,005
$
6,161,486
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Unpaid losses and settlement expenses
$
2,937,211
$
2,886,819
Unearned premiums
1,063,167
991,636
Reinsurance balances payable
25,013
40,580
Funds held
131,881
127,242
Income taxes-current
1,648
29,724
Income taxes-deferred
25,795
21,769
Short-term debt
—
100,000
Long-term debt
296,968
—
Accrued expenses
92,466
128,597
Other liabilities
86,741
56,923
TOTAL LIABILITIES
$
4,660,890
$
4,383,290
Shareholders’ Equity
Common stock ($ 0.01 par value)
(Shares authorized - 400,000,000 )
( 137,868,035 shares issued, 91,772,634 shares outstanding at 6/30/26)
( 137,739,079 shares issued, 91,878,651 shares outstanding at 12/31/25)
$
1,378
$
1,377
Paid-in capital
382,909
376,679
Accumulated other comprehensive earnings (loss)
( 115,754 )
( 88,074 )
Retained earnings
1,888,627
1,881,213
Deferred compensation
13,152
14,082
Less: Treasury shares, at cost ( 46,095,401 shares at 6/30/26 and 45,860,428 shares at 12/31/25)
( 418,197 )
( 407,081 )
TOTAL SHAREHOLDERS’ EQUITY
$
1,752,115
$
1,778,196
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
$
6,413,005
$
6,161,486
See accompanying notes to the unaudited condensed consolidated financial statements.
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RLI Corp. and Subsidiaries
Condensed Consolidated Statements of Shareholders’ Equity
(Unaudited)
Accumulated
Other
Total
Comprehensive
Treasury
Common
Shareholders’
Common
Paid-in
Earnings
Retained
Deferred
Shares
(in thousands, except share and per share data)
Shares
Equity
Stock
Capital
(Loss)
Earnings
Compensation
at Cost
Balance, January 1, 2025
91,738,132
$
1,521,967
$
1,376
$
367,645
$
( 173,723 )
$
1,719,668
$
13,498
$
( 406,497 )
Net earnings
—
63,214
—
—
—
63,214
—
—
Other comprehensive earnings (loss), net of tax
—
30,030
—
—
30,030
—
—
—
Deferred compensation
—
—
—
—
—
—
( 1,686 )
1,686
Share-based compensation
34,602
2,777
—
2,777
—
—
—
—
Dividends and dividend equivalents ($ 0.15 per share)
—
( 13,776 )
—
—
—
( 13,776 )
—
—
Balance, March 31, 2025
91,772,734
$
1,604,212
$
1,376
$
370,422
$
( 143,693 )
$
1,769,106
$
11,812
$
( 404,811 )
Net earnings
—
124,336
—
—
—
124,336
—
—
Other comprehensive earnings (loss), net of tax
—
18,701
—
—
18,701
—
—
—
Deferred compensation
—
—
—
—
—
—
799
( 799 )
Share-based compensation
56,736
2,118
1
2,117
—
—
—
—
Dividends and dividend equivalents ($ 0.16 per share)
—
( 14,706 )
—
—
—
( 14,706 )
—
—
Balance, June 30, 2025
91,829,470
$
1,734,661
$
1,377
$
372,539
$
( 124,992 )
$
1,878,736
$
12,611
$
( 405,610 )
Accumulated
Other
Total
Comprehensive
Treasury
Common
Shareholders’
Common
Paid-in
Earnings
Retained
Deferred
Shares
(in thousands, except share and per share data)
Shares
Equity
Stock
Capital
(Loss)
Earnings
Compensation
at Cost
Balance, January 1, 2026
91,878,651
$
1,778,196
$
1,377
$
376,679
$
( 88,074 )
$
1,881,213
$
14,082
$
( 407,081 )
Net earnings
—
54,885
—
—
—
54,885
—
—
Other comprehensive earnings (loss), net of tax
—
( 25,366 )
—
—
( 25,366 )
—
—
—
Deferred compensation
—
—
—
—
—
—
( 2,546 )
2,546
Share-based compensation
55,280
3,397
1
3,396
—
—
—
—
Dividends and dividend equivalents ($ 0.16 per share)
—
( 14,722 )
—
—
—
( 14,722 )
—
—
Balance, March 31, 2026
91,933,931
$
1,796,390
$
1,378
$
380,075
$
( 113,440 )
$
1,921,376
$
11,536
$
( 404,535 )
Net earnings
—
168,028
—
—
—
168,028
—
—
Other comprehensive earnings (loss), net of tax
—
( 2,314 )
—
—
( 2,314 )
—
—
—
Deferred compensation
—
—
—
—
—
—
1,616
( 1,616 )
Purchases of treasury shares
( 234,973 )
( 12,046 )
—
—
—
—
—
( 12,046 )
Share-based compensation
73,676
2,834
—
2,834
—
—
—
—
Dividends and dividend equivalents ($ 2.18 per share)
—
( 200,777 )
—
—
—
( 200,777 )
—
—
Balance, June 30, 2026
91,772,634
$
1,752,115
$
1,378
$
382,909
$
( 115,754 )
$
1,888,627
$
13,152
$
( 418,197 )
See accompanying notes to the unaudited condensed consolidated financial statements.
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RLI Corp. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
For the Six Months
Ended June 30,
(in thousands)
2026
2025
Net cash provided by operating activities
$
188,049
$
278,233
Cash Flows from Investing Activities
Purchase of:
Fixed income securities, available-for-sale
$
( 469,460 )
$
( 455,880 )
Equity securities
( 14,750 )
( 95,537 )
Property and equipment
( 3,856 )
( 2,358 )
Other
( 5,884 )
( 3,610 )
Proceeds from sale of:
Fixed income securities, available-for-sale
126,582
29,970
Equity securities
38,426
55,251
Other
4,216
2,467
Proceeds from call or maturity of:
Fixed income securities, available-for-sale
230,669
241,362
Net proceeds from purchase of short-term investments
( 85,557 )
( 40,747 )
Net cash used in investing activities
$
( 179,614 )
$
( 269,082 )
Cash Flows from Financing Activities
Proceeds from issuance of debt
$
296,866
$
—
Payment of debt
( 100,000 )
—
Cash dividends paid
( 215,255 )
( 28,453 )
Proceeds from stock option exercises
2,536
926
Purchases of treasury shares
( 12,046 )
—
Net cash used in financing activities
$
( 27,899 )
$
( 27,527 )
Net increase in cash
$
( 19,464 )
$
( 18,376 )
Cash at the beginning of the period
51,565
39,790
Cash at June 30,
$
32,101
$
21,414
See accompanying notes to the unaudited condensed consolidated financial statements.
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NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. BASIS OF PRESENTATION
The unaudited interim condensed consolidated financial statements of RLI Corp. (the Company) and subsidiaries have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP). These condensed consolidated financial statements do not include all the disclosures required by GAAP for annual financial statements and should be read in conjunction with our 2025 Annual Report on Form 10-K. In the opinion of the Company’s management, the condensed consolidated financial statements reflect all adjustments of a normal and recurring nature that are necessary for fair financial statement presentation. The results of operations for any interim period are not necessarily indicative of the operating results for a full year. Certain reclassifications were made to 2025 to conform to the classifications used in the current year.
The preparation of the unaudited condensed consolidated financial statements requires management to make estimates and assumptions relating to the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements, and the reported amounts of revenue and expenses during the period. These estimates are inherently subject to change and actual results could differ significantly from these estimates.
B. ADOPTED ACCOUNTING STANDARDS
No new accounting standards applicable in 2026 materially impact our financial statements.
C. PROSPECTIVE ACCOUNTING STANDARDS
2024-03—Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses
The guidance in ASU 2024-03 requires disaggregation of certain expenses into specified categories in the notes to the financial statements. Each relevant expense caption on the face of the statement of earnings that includes specific expenses, such as employee compensation, depreciation and intangible asset amortization, are required to be separately disclosed in a tabular presentation. Additionally, a separate total of selling expenses is required to be disclosed, along with a definition of what is included in selling expenses.
This ASU is effective for fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027. Although the Company continues to evaluate the impact of adopting this new accounting standard, the amendments are disclosure-related and should not have a material impact on our financial statements.
2025-06—Intangibles-Goodwill and Other – Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal -Use Software
The guidance in ASU 2025-06 removes the concept of project stages and requires the capitalization of software costs when management has committed to funding the software project and it is probable that the project will be completed. This ASU is effective for fiscal years beginning after December 15, 2027, but early adoption is permitted as of the beginning of an annual reporting period. The Company continues to evaluate the impact of adopting this new accounting standard, but does not expect the standard will have a material impact on our financial statements.
D. REINSURANCE
Ceded unearned premiums and reinsurance balances recoverable on unpaid losses and settlement expenses are reported separately as an asset, rather than being netted with the related liability, since reinsurance does not relieve the Company of our liability to policyholders. Such balances are subject to the credit risk associated with the individual reinsurer. We continually monitor the financial condition of our reinsurers and actively follow up on any past due or disputed amounts. As part of our monitoring efforts, we review reinsurers’ annual financial statements and Securities and Exchange Commission filings for those that are publicly traded. We also review insurance industry developments that may impact the financial condition of our reinsurers. We analyze the credit risk associated with our reinsurance balances recoverable by monitoring the AM Best and
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Standard & Poor’s (S&P) ratings of our reinsurers. We subject our reinsurance balances recoverable to detailed recoverability tests, including a segment-based analysis using the average default rating percentage by S&P rating, which assists the Company in assessing the sufficiency of its allowance. Additionally, we perform an in-depth reinsurer financial condition analysis prior to the renewal of our reinsurance placements.
Our policy is to charge to earnings, in the form of an allowance, an estimate of unrecoverable amounts from reinsurers. This allowance is reviewed on an ongoing basis to ensure that the amount makes a reasonable provision for reinsurance balances that we may be unable to recover. Once regulatory action (such as receivership, finding of insolvency, order of conservation or order of liquidation) is taken against a reinsurer, the paid and unpaid recoverable balances for the reinsurer are specifically identified and written off through the use of our allowance for estimated unrecoverable amounts from reinsurers. When we write off such a balance, it is done in full. We then re-evaluate the overall allowance and determine whether the balance is sufficient and, if needed, an additional allowance is recognized.
The allowance for uncollectible amounts on paid reinsurance balances receivable was $ 17 million at June 30, 2026 and December 31, 2025. The allowance for uncollectible amounts on unpaid reinsurance balances recoverable was $ 11 million at June 30, 2026 and December 31, 2025. Changes in the allowances were due to changes in the amount of reinsurance balances outstanding, the composition of reinsurers from whom the balances were recoverable and their associated S&P default ratings. No write-offs were applied to the allowances in the first six months of 2026 and less than $ 1 million was recovered.
E. INTANGIBLE ASSETS
The composition of goodwill and intangible assets is detailed in the following table:
June 30,
December 31,
(in thousands)
2026
2025
Goodwill
Surety
$
40,816
$
40,816
Casualty
5,246
5,246
Total goodwill
$
46,062
$
46,062
Indefinite-lived intangibles
7,500
7,500
Total goodwill and intangibles
$
53,562
$
53,562
Annual impairment assessments were performed on our goodwill and state insurance license indefinite-lived intangible assets during the second quarter of 2026. Based upon these reviews, none of the assets were impaired. In addition, there were no triggering events as of June 30, 2026 that would suggest an updated impairment test would be needed for our goodwill and intangible assets.
F. EARNINGS PER SHARE
Basic earnings per share (EPS) is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the dilution that could occur if securities or other contracts to issue common stock or common stock equivalents were exercised or converted into common stock. When inclusion of these items increases the earnings per share or reduces the loss per share, the effect on earnings is anti-dilutive. Under these circumstances, the diluted net earnings or net loss per share is computed excluding these items. The following represents a reconciliation of the numerator and denominator of the basic and diluted EPS computations contained in the unaudited condensed consolidated financial statements:
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For the Three Months
For the Three Months
Ended June 30, 2026
Ended June 30, 2025
Income
Shares
Per Share
Income
Shares
Per Share
(in thousands, except per share data)
(Numerator)
(Denominator)
Amount
(Numerator)
(Denominator)
Amount
Basic EPS
Earnings available to common shareholders
$
168,028
91,922
$
1.83
$
124,336
91,827
$
1.35
Effect of Dilutive Securities
Stock options and restricted stock units
—
238
—
691
Diluted EPS
Earnings available to common shareholders
$
168,028
92,160
$
1.82
$
124,336
92,518
$
1.34
Anti-dilutive securities excluded from diluted EPS
1,150
48
For the Six Months
For the Six Months
Ended June 30, 2026
Ended June 30, 2025
Income
Shares
Per Share
Income
Shares
Per Share
(in thousands, except per share data)
(Numerator)
(Denominator)
Amount
(Numerator)
(Denominator)
Amount
Basic EPS
Earnings available to common shareholders
$
222,913
91,924
$
2.42
$
187,550
91,799
$
2.04
Effect of Dilutive Securities
Stock options and restricted stock units
—
333
—
713
Diluted EPS
Earnings available to common shareholders
$
222,913
92,257
$
2.42
$
187,550
92,512
$
2.03
Anti-dilutive securities excluded from diluted EPS
1,062
48
G. COMPREHENSIVE EARNINGS
Our comprehensive earnings include net earnings plus after-tax unrealized gains and losses on our available-for-sale fixed income portfolio. In reporting the components of comprehensive earnings, we used the federal statutory tax rate of 21 percent. Other comprehensive earnings (loss), as shown in the consolidated statements of earnings and comprehensive earnings, is net of tax benefit of $ 1 million for the second quarter of 2026, compared to $ 5 million of tax expense for the same period in 2025. For the six-month period ended June 30, 2026, other comprehensive earnings (loss) is net of tax benefit of $ 7 million, compared to $ 13 million of tax expense for the same period in 2025.
Unrealized losses, net of tax, recognized in other comprehensive earnings (loss) were $ 28 million for the first six months of 2026, compared to $ 49 million of unrealized gains, net of tax, in the first six months of 2025. The unrealized losses in 2026 were attributable to an increase in interest rates, which decreased the fair value of securities held in the fixed income portfolio. Interest rates decreased during 2025, which increased the fair value of securities held in the fixed income portfolio.
The following table illustrates the changes in the balance of each component of accumulated other comprehensive earnings (loss) for each period presented in the unaudited condensed consolidated financial statements:
(in thousands)
For the Three Months
For the Six Months
Ended June 30,
Ended June 30,
Unrealized Gains (Losses) on Available-for-Sale Securities
2026
2025
2026
2025
Beginning balance
$
( 113,440 )
$
( 143,693 )
$
( 88,074 )
$
( 173,723 )
Other comprehensive earnings (loss) before reclassifications
( 2,655 )
17,922
( 28,632 )
47,822
Amounts reclassified from accumulated other comprehensive earnings
341
779
952
909
Net current-period other comprehensive earnings (loss)
$
( 2,314 )
$
18,701
$
( 27,680 )
$
48,731
Ending balance
$
( 115,754 )
$
( 124,992 )
$
( 115,754 )
$
( 124,992 )
Balance of securities for which an allowance for credit losses has been recognized in net earnings
$
1,465
$
1,102
Credit losses on or the sale of an available-for-sale security results in amounts being reclassified from accumulated other comprehensive earnings (loss) to current period net earnings. The effects of reclassifications out of accumulated other comprehensive earnings (loss) by the respective line items of net earnings are presented in the following table:
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Amount Reclassified from Accumulated Other
(in thousands)
Comprehensive Earnings (Loss)
For the Three Months
For the Six Months
Component of Accumulated
Ended June 30,
Ended June 30,
Affected line item in the
Other Comprehensive Earnings (Loss)
2026
2025
2026
2025
Statement of Earnings
Unrealized gains and losses on available-for-sale securities
$
( 507 )
$
( 898 )
$
( 1,570 )
$
( 1,103 )
Net realized gains (losses)
75
( 88 )
365
( 48 )
Credit gains (losses) presented within net realized gains
$
( 432 )
$
( 986 )
$
( 1,205 )
$
( 1,151 )
Earnings (loss) before income taxes
91
207
253
242
Income tax (expense) benefit
$
( 341 )
$
( 779 )
$
( 952 )
$
( 909 )
Net earnings (loss)
H. FAIR VALUE MEASUREMENTS
Fair value is defined as the price in the principal market that would be received for an asset to facilitate an orderly transaction between market participants on the measurement date. We determined the fair value of certain financial instruments based on their underlying characteristics and relevant transactions in the marketplace. We maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.
The following are the levels of the fair value hierarchy and a brief description of the type of valuation inputs that are used to establish each level. Financial assets are classified based upon the lowest level of significant input that is used to determine fair value.
Level 1 is applied to valuations based on readily available, unadjusted quoted prices in active markets for identical assets.
Level 2 is applied to valuations based upon quoted prices for similar assets in active markets, quoted prices for identical or similar assets in inactive markets; or valuations based on models where the significant inputs are observable (e.g. interest rates, yield curves, prepayment speeds, default rates, loss severities) or can be corroborated by observable market data.
Level 3 is applied to valuations that are derived from techniques in which one or more of the significant inputs are unobservable.
As a part of management’s process to determine fair value, we utilize widely recognized, third-party pricing sources to determine our fair values. We have obtained an understanding of the third-party pricing sources’ valuation methodologies and inputs. The following is a description of the valuation techniques used for financial assets that are measured at fair value, including the general classification of such assets pursuant to the fair value hierarchy.
Corporate, Agencies, Government and Municipal Bonds: The pricing vendor employs a multi-dimensional model which uses standard inputs including (listed in approximate order of priority for use) benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, market bids/offers and other reference data. The pricing vendor also monitors market indicators, as well as industry and economic events. All bonds valued using these techniques are classified as Level 2.
Mortgage-backed Securities (MBS)/Commercial Mortgage-backed Securities (CMBS) and Asset-backed Securities (ABS): The pricing vendor evaluation methodology primarily includes interest rate movements and new issue data. Evaluation of the tranches (non-volatile, volatile or credit sensitivity) is based on the pricing vendors’ interpretation of accepted modeling and pricing conventions. This information is then used to determine the cash flows for each tranche, benchmark yields, pre-payment assumptions and to incorporate collateral performance. To evaluate MBS and CMBS volatility, an option adjusted spread model is used in combination with models that simulate interest rate paths to determine market price information. This process allows the pricing vendor to obtain evaluations of a broad universe of securities in a way that reflects changes in yield curve, index rates, implied volatility, mortgage rates and recent trade activity. MBS/CMBS and ABS with corroborated, observable inputs are classified as Level 2. All of our MBS/CMBS and ABS are deemed Level 2.
Regulation D Private Placement Securities: All Regulation D privately-placed bonds are deemed Level 3. The pricing vendor evaluation methodology for these securities includes a combination of observable and unobservable inputs. Observable
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inputs include public corporate spread matrices classified by sector, rating and average life, as well as investment and non-investment grade matrices created from fixed income indices. Unobservable inputs include a liquidity spread premium calculated based on public corporate spread and private corporate spread matrices. The quantitative detail of the liquidity spread premium is neither provided nor reasonably available to the Company. An increase to the credit spread assumptions would result in a lower fair value.
For all of our fixed income securities classified as Level 2, we periodically conduct a review to assess the reasonableness of the fair values provided by our pricing services. Our review consists of a two-pronged approach. First, we compare prices provided by our pricing services to those provided by an additional source. In some cases, we obtain prices from securities brokers and compare them to the prices provided by our pricing services. If discrepancies are found in our comparisons, we compare our prices to actual reported trade data for like securities. No changes to the fair values supplied by our pricing services have occurred as a result of our reviews. Based on these assessments, we have determined that the fair values of our Level 2 fixed income securities provided by our pricing services are reasonable.
Equity Securities: As of June 30, 2026, nearly all of our equity holdings were traded on an exchange. Exchange traded equities have readily observable price levels and are classified as Level 1 (fair value based on quoted market prices). Pricing for the equity securities not traded on an exchange is provided by a third-party pricing source using observable inputs and are classified as Level 2. Pricing for equity securities not traded on an exchange rely on one or more unobservable inputs and are classified as Level 3.
Due to the relatively short-term nature of cash, short-term investments, accounts receivable and accounts payable, their carrying amounts are reasonable estimates of fair value. Our investments in private funds, classified as other invested assets, are measured using the investments’ net asset value per share and are not categorized within the fair value hierarchy.
2. INVESTMENTS
Our investments are primarily composed of fixed income debt securities and common stock equity securities. We carry our equity securities at fair value and categorize all of our debt securities as available-for-sale, which are carried at fair value.
Realized gains and losses on disposition of investments are based on the specific identification of the investments sold on the settlement date. The following is a summary of the disposition of fixed income and equity securities for the six-month periods ended June 30, 2026 and 2025:
Sales
Proceeds
Gross Realized
Net Realized
(in thousands)
From Sales
Gains
Losses
Gain (Loss)
2026
Fixed income securities - available-for-sale
$
127,366
$
1,430
$
( 2,445 )
$
( 1,015 )
Equity securities
38,426
21,494
( 1,399 )
20,095
2025
Fixed income securities - available-for-sale
$
29,579
$
188
$
( 1,000 )
$
( 812 )
Equity securities
55,251
30,034
( 562 )
29,472
Calls/Maturities
Gross Realized
Net Realized
(in thousands)
Proceeds
Gains
Losses
Gain (Loss)
2026
Fixed income securities - available-for-sale
$
230,684
$
458
$
—
$
458
2025
Fixed income securities - available-for-sale
$
241,380
$
62
$
( 72 )
$
( 10 )
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FAIR VALUE MEASUREMENTS
Assets measured at fair value on a recurring basis are summarized below:
As of June 30, 2026
Quoted Prices in
Significant Other
Significant
Active Markets for
Observable
Unobservable
Identical Assets
Inputs
Inputs
(in thousands)
(Level 1)
(Level 2)
(Level 3)
Total
Fixed income securities - available-for-sale
U.S. government
$
—
$
281,707
$
—
$
281,707
U.S. agency
—
26,194
—
26,194
Non-U.S. government & agency
—
14,349
2,122
16,471
Agency MBS
—
594,335
—
594,335
ABS/CMBS/MBS*
—
758,032
—
758,032
Corporate
—
1,449,400
133,143
1,582,543
Municipal
—
358,660
—
358,660
Total fixed income securities - available-for-sale
$
—
$
3,482,677
$
135,265
$
3,617,942
Equity securities
950,058
—
9,319
959,377
Total
$
950,058
$
3,482,677
$
144,584
$
4,577,319
As of December 31, 2025
Quoted Prices in
Significant Other
Significant
Active Markets for
Observable
Unobservable
Identical Assets
Inputs
Inputs
(in thousands)
(Level 1)
(Level 2)
(Level 3)
Total
Fixed income securities - available-for-sale
U.S. government
$
—
$
335,223
$
—
$
335,223
U.S. agency
—
37,927
—
37,927
Non-U.S. government & agency
—
11,417
2,130
13,547
Agency MBS
—
610,675
—
610,675
ABS/CMBS/MBS*
—
672,984
—
672,984
Corporate
—
1,383,329
108,177
1,491,506
Municipal
—
371,474
—
371,474
Total fixed income securities - available-for-sale
$
—
$
3,423,029
$
110,307
$
3,533,336
Equity securities
890,622
—
8,254
898,876
Total
$
890,622
$
3,423,029
$
118,561
$
4,432,212
*
Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities
The following table summarizes changes in the balance of securities whose fair value was measured using significant unobservable inputs (Level 3).
Three Months Ended June 30,
Six Months Ended June 30,
(in thousands)
2026
2025
2026
2025
Beginning balance
$
131,981
$
98,945
$
118,561
$
95,125
Net realized and unrealized gains (losses)
Included in other comprehensive earnings (loss)
214
899
( 1,332 )
1,792
Purchases
13,289
3,028
32,585
8,098
Sales / Calls / Maturities
( 900 )
( 1,338 )
( 5,230 )
( 3,481 )
Transfers into Level 3
—
—
—
—
Transfers out of Level 3
—
—
—
—
Balance as of June 30,
$
144,584
$
101,534
$
144,584
$
101,534
Change in unrealized gains (losses) during the period for Level 3 assets held at period-end - included in other comprehensive earnings (loss)
$
214
$
899
$
( 1,333 )
$
1,792
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The amortized cost and fair value of available-for-sale fixed income securities by contractual maturity were as follows:
June 30, 2026
(in thousands)
Amortized Cost
Fair Value
Due in one year or less
$
181,011
$
180,052
Due after one year through five years
761,392
749,675
Due after five years through 10 years
886,609
876,525
Due after 10 years
530,564
459,323
ABS/CMBS/MBS*
1,401,300
1,352,367
Total available-for-sale
$
3,760,876
$
3,617,942
*
Asset-backed, commercial mortgage-backed and mortgage-backed securities
The amortized cost and fair value of available-for-sale securities are presented in the tables below. Amortized cost does not include accrued interest receivable of $ 31 million as of June 30, 2026 and $ 29 million as of December 31, 2025.
June 30, 2026
Cost or
Allowance
Gross
Gross
Amortized
for Credit
Unrealized
Unrealized
Fair
(in thousands)
Cost
Losses
Gains
Losses
Value
U.S. government
$
282,536
$
—
$
735
$
( 1,564 )
$
281,707
U.S. agency
26,313
—
163
( 282 )
26,194
Non-U.S. government & agency
16,884
—
157
( 570 )
16,471
Agency MBS
625,626
—
1,714
( 33,005 )
594,335
ABS/CMBS/MBS*
775,674
( 288 )
1,549
( 18,903 )
758,032
Corporate
1,609,863
( 175 )
8,176
( 35,321 )
1,582,543
Municipal
423,980
—
1,186
( 66,506 )
358,660
Total Fixed Income
$
3,760,876
$
( 463 )
$
13,680
$
( 156,151 )
$
3,617,942
December 31, 2025
Cost or
Allowance
Gross
Gross
Amortized
for Credit
Unrealized
Unrealized
Fair
(in thousands)
Cost
Losses
Gains
Losses
Value
U.S. government
$
331,233
$
—
$
4,909
$
( 919 )
$
335,223
U.S. agency
37,379
—
677
( 129 )
37,927
Non-U.S. government & agency
13,831
—
274
( 558 )
13,547
Agency MBS
634,349
—
4,718
( 28,392 )
610,675
ABS/CMBS/MBS*
685,126
( 470 )
3,640
( 15,312 )
672,984
Corporate
1,502,843
( 358 )
16,951
( 27,930 )
1,491,506
Municipal
437,601
—
1,068
( 67,195 )
371,474
Total Fixed Income
$
3,642,362
$
( 828 )
$
32,237
$
( 140,435 )
$
3,533,336
*
Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities
Allowance for Credit Losses and Unrealized Losses on Fixed Income Securities
A reversible allowance for credit losses is recognized on available-for-sale fixed income securities, if applicable. Several criteria are reviewed to determine if securities in the fixed income portfolio should be included in the allowance for expected credit loss evaluation, including:
● Changes in technology that may impair the earnings potential of the investment,
● The discontinuance of a segment of business that may affect future earnings potential,
● Reduction of or non-payment of interest and/or principal,
● Specific concerns related to the issuer’s industry or geographic area of operation,
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● Significant or recurring operating losses, poor cash flows and/or deteriorating liquidity ratios and
● Downgrades in credit quality by a major rating agency.
If changes in interest rates and credit spreads do not reasonably explain the unrealized loss for an available-for-sale security, or if any of the criteria above indicate a potential credit loss, the security is subjected to a discounted cash flow analysis. Inputs into the discounted cash flow analysis include prepayment assumptions for structured securities, default rates and recoverability rates based on credit rating. The allowance for any security is limited to the amount that the security’s fair value is below amortized cost. As of June 30, 2026, the discounted cash flow analysis resulted in an allowance for credit losses on 8 securities. The following table presents changes in the allowance for expected credit losses on available-for-sale securities:
Three Months Ended June 30,
Six Months Ended June 30,
(in thousands)
2026
2025
2026
2025
Beginning balance
$
538
$
157
$
828
$
197
Increase to allowance from securities for which credit losses were not previously recorded
57
16
96
16
Reduction from securities sold during the period
( 9 )
( 2 )
( 67 )
—
Reductions from intent to sell securities
( 15 )
( 180 )
—
Net increase (decrease) from securities that had an allowance at the beginning of the period
( 123 )
89
( 214 )
32
Balance as of June 30,
$
463
$
245
$
463
$
245
We recognized $ 1 million of losses on securities for which we no longer had the intent to hold until recovery during the first six months of 2026, compared to less than $ 1 million during the first six months of 2025.
As of June 30, 2026, in addition to the securities included in the allowance for credit losses, the fixed income portfolio contained 1,347 securities with an unrealized loss position for which an allowance for credit losses had not been recorded. The $ 156 million in associated unrealized losses represents 4 percent of the fixed income portfolio’s cost basis and 3 percent of total invested assets. Isolated to these securities, unrealized losses increased through the first six months of 2026, as interest rates increased during the period. Of the total 1,347 securities, 743 have been in an unrealized loss position for 12 consecutive months or longer. The following table illustrates the total value of fixed income securities that were in an unrealized loss position after factoring in the allowance for credit losses. All fixed income securities continue to pay the expected coupon payments and we believe we will recover the amortized cost basis of available-for-sale securities that remain in an unrealized loss position.
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June 30, 2026
December 31, 2025
(in thousands)
< 12 Mos.
12 Mos. &
Greater
Total
< 12 Mos.
12 Mos. &
Greater
Total
U.S. government
Fair value
$
116,625
$
45,281
$
161,906
$
8,610
$
80,088
$
88,698
Amortized cost
117,338
46,132
163,470
8,620
80,997
89,617
Unrealized loss
$
( 713 )
$
( 851 )
$
( 1,564 )
$
( 10 )
$
( 909 )
$
( 919 )
U.S. agency
Fair value
$
7,723
$
7,927
$
15,650
$
—
$
19,797
$
19,797
Amortized cost
7,924
8,008
15,932
—
19,926
19,926
Unrealized loss
$
( 201 )
$
( 81 )
$
( 282 )
$
—
$
( 129 )
$
( 129 )
Non-U.S. government
Fair value
$
4,411
$
4,268
$
8,679
$
—
$
4,244
$
4,244
Amortized cost
4,447
4,802
9,249
—
4,802
4,802
Unrealized Loss
$
( 36 )
$
( 534 )
$
( 570 )
$
—
$
( 558 )
$
( 558 )
Agency MBS
Fair value
$
291,449
$
190,635
$
482,084
$
34,783
$
239,581
$
274,364
Amortized cost
295,278
219,811
515,089
34,917
267,839
302,756
Unrealized loss
$
( 3,829 )
$
( 29,176 )
$
( 33,005 )
$
( 134 )
$
( 28,258 )
$
( 28,392 )
ABS/CMBS/MBS*
Fair value
$
398,451
$
133,375
$
531,826
$
110,600
$
142,903
$
253,503
Amortized cost
401,832
148,897
550,729
110,826
157,989
268,815
Unrealized loss
$
( 3,381 )
$
( 15,522 )
$
( 18,903 )
$
( 226 )
$
( 15,086 )
$
( 15,312 )
Corporate
Fair value
$
604,882
$
436,738
$
1,041,620
$
146,177
$
545,897
$
692,074
Amortized cost
612,223
464,718
1,076,941
148,444
571,560
720,004
Unrealized loss
$
( 7,341 )
$
( 27,980 )
$
( 35,321 )
$
( 2,267 )
$
( 25,663 )
$
( 27,930 )
Municipal
Fair value
$
21,547
$
297,023
$
318,570
$
3,759
$
324,235
$
327,994
Amortized cost
22,065
363,011
385,076
3,789
391,400
395,189
Unrealized loss
$
( 518 )
$
( 65,988 )
$
( 66,506 )
$
( 30 )
$
( 67,165 )
$
( 67,195 )
Total fixed income
Fair value
$
1,445,088
$
1,115,247
$
2,560,335
$
303,929
$
1,356,745
$
1,660,674
Amortized cost
1,461,107
1,255,379
2,716,486
306,596
1,494,513
1,801,109
Unrealized loss
$
( 16,019 )
$
( 140,132 )
$
( 156,151 )
$
( 2,667 )
$
( 137,768 )
$
( 140,435 )
*
Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities
The following table shows the composition of the fixed income securities in unrealized loss positions, after factoring in the allowance for credit losses, at June 30, 2026 by the National Association of Insurance Commissioners (NAIC) rating and the generally equivalent Standard & Poor’s (S&P) and Moody’s ratings. The vast majority of the securities are rated by S&P and/or Moody’s.
Equivalent
Equivalent
(dollars in thousands)
NAIC
S&P
Moody’s
Amortized
Unrealized
Percent
Rating
Rating
Rating
Cost
Fair Value
Loss
to Total
1
AAA/AA/A
Aaa/Aa/A
$
2,206,673
$
2,067,119
$
( 139,554 )
89.4
%
2
BBB
Baa
432,377
418,772
( 13,605 )
8.7
%
3
BB
Ba
45,804
44,506
( 1,298 )
0.8
%
4
B
B
28,810
27,443
( 1,367 )
0.9
%
5
CCC
Caa
2,822
2,495
( 327 )
0.2
%
6
CC or lower
Ca or lower
—
—
—
0.0
%
Total
$
2,716,486
$
2,560,335
$
( 156,151 )
100.0
%
Other Invested Assets
We had $ 59 million of other invested assets at June 30, 2026 and December 31, 2025. Other invested assets include investments in low-income housing tax credit partnerships (LIHTC) and historic tax credit partnerships (HTC), membership in the Federal Home Loan Bank of Chicago (FHLBC), and investments in private funds. Our LIHTC and HTC investments are
15
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carried at amortized cost and our investment in FHLBC stock is carried at cost. Due to the nature of the LIHTC, HTC and our membership in the FHLBC, their carrying amounts approximate fair value. The private funds are carried at fair value, using each investment’s net asset value.
Our LIHTC interests were $ 13 million at June 30, 2026, compared to $ 14 million at December 31, 2025. Our LIHTC interests recognized amortization of $ 1 million as a component of income tax expense and a total tax benefit of $ 1 million during the second quarter of 2026 and 2025. For the six months ended June 30, 2026 and 2025, our LIHTC interests recognized amortization of $ 1 million and a total tax benefit of $ 1 million. Our unfunded commitment for our LIHTC investments was $ 7 million at June 30, 2026 and will be paid out in installments through 2040.
Our HTC investment had a balance of $ 9 million at June 30, 2026, compared to $ 11 million at December 31, 2025. Our HTC investment recognized $ 1 million of amortization as a component of income tax expense and a total tax benefit of $ 1 million during the second quarter of 2026, the same as in 2025. For the six months ended June 30, 2026 and 2025, our HTC investment recognized amortization of $ 1 million compared to $ 2 million during the same period in 2025. Our HTC investment recognized a total tax benefit of $ 2 million in each of 2026 and 2025. Our unfunded commitment for our HTC investments was $ 4 million at June 30, 2026 and will be paid out in installments through 2027.
Our investments in private funds totaled $ 17 million at June 30, 2026, down from $ 18 million at December 31, 2025, and had $ 2 million of associated unfunded commitments at June 30, 2026. Our interest in private funds is generally restricted from being transferred or otherwise redeemed without prior consent by the respective entities, and the timed dissolution of the partnerships would trigger redemption.
Investments in Unconsolidated Investees
Our investment in Prime Holdings Insurance Services, Inc. was $ 58 million at June 30, 2026, compared to $ 54 million at December 31, 2025.
Cash and Short-Term Investments
Cash consists of uninvested balances in bank accounts. Short-term investments primarily consist of money market funds and fixed income securities with a contractual maturity of one year or less at the time of acquisition. Short-term investments are carried at cost, which approximates fair value. We had a cash and short-term investment balance of $ 32 million and $ 206 million, respectively, at June 30, 2026, compared to $ 52 million and $ 121 million, respectively, at December 31, 2025.
3. DEBT
Outstanding debt totaled $ 297 million as of June 30, 2026 and consisted of long-term debt, net of unamortized discount and debt issuance costs.
On March 3, 2026, we completed a public debt offering, issuing $ 300 million of senior notes maturing June 1, 2036 , with interest payable semi-annually at a rate of 5.375 percent. The notes were issued at a discount, resulting in proceeds of $ 297 million after deducting the discount and issuance costs. The discount is being amortized to interest expense over the life of the debt using the effective interest method. The average rate on long-term debt was 5.38 percent for the six months ended June 30, 2026. The estimated fair value of the senior notes was $ 293 million as of June 30, 2026. The fair value of our long-term debt is based on limited observable prices and is therefore classified as a Level 2 liability within the fair value hierarchy.
We repaid $ 50 million that was outstanding under our revolving credit facility with PNC Bank, N.A. (PNC) on February 20, 2026, which had been drawn in 2023. The borrowing carried an adjustable interest rate of 5.27 percent as of February 20, 2026. The credit facility with PNC, which was entered into during the first quarter of 2023, provided borrowing capacity of $ 100 million and had a three -year term that was scheduled to expire on May 29, 2026 . On February 26, 2026, we entered into an amended and restated credit agreement with PNC to extend the maturity date to February 26, 2031 . The amended agreement provides borrowing capacity of $ 150 million and may be increased to $ 200 million under certain conditions.
On May 12, 2026, we repaid $ 50 million that was borrowed from the Federal Home Loan Bank of Chicago (FHLBC) on November 12, 2025. While the borrowing was outstanding, interest was paid monthly at an annualized rate of 4.21 percent.
The average rate on short-term debt was 4.52 percent during the first six months of 2026, compared to 5.18 percent during the first six months of 2025.
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4. HISTORICAL LOSS AND LAE DEVELOPMENT
The following table reconciles our unpaid losses and settlement expenses (LAE):
For the Six Months
Ended June 30,
(in thousands)
2026
2025
Unpaid losses and LAE at beginning of year
Gross
$
2,886,819
$
2,693,470
Ceded
( 746,798 )
( 755,425 )
Net
$
2,140,021
$
1,938,045
Increase (decrease) in incurred losses and LAE
Current accident year
$
458,391
$
420,433
Prior accident years
( 75,252 )
( 58,617 )
Total incurred
$
383,139
$
361,816
Loss and LAE payments for claims incurred
Current accident year
$
( 38,884 )
$
( 35,903 )
Prior accident years
( 265,552 )
( 218,788 )
Total paid
$
( 304,436 )
$
( 254,691 )
Net unpaid losses and LAE at June 30,
$
2,218,724
$
2,045,170
Unpaid losses and LAE at June 30,
Gross
$
2,937,211
$
2,806,889
Ceded
( 718,487 )
( 761,719 )
Net
$
2,218,724
$
2,045,170
For the first six months of 2026, incurred losses and LAE included $ 75 million of favorable development on prior years’ loss reserves, primarily related to accident years 2019 through 2022, as well as 2024 and 2025. Favorable development was primarily driven by commercial property, marine, commercial transportation, executive products, professional services and commercial excess liability. Although personal umbrella experienced adverse development, no product experienced significant adverse development.
For the first six months of 2025, incurred losses and LAE included $ 59 million of favorable development on prior years’ loss reserves, primarily related to accident years 2019 through 2022 and 2024. Favorable development was primarily driven by marine, commercial excess liability, surety, commercial property, general liability and our mortgage reinsurance program. Commercial transportation experienced adverse development related to auto exposures, but no products experienced significant adverse development.
5. INCOME TAXES
Income tax expense differed from the amounts computed by applying the U.S. federal tax rate of 21 percent to pretax income as demonstrated in the following table:
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For the Three Months Ended June 30,
For the Six Months Ended June 30, 2026
2026
2025
2026
2025
(in thousands)
Amount
%
Amount
%
Amount
%
Amount
%
U.S. federal statutory tax rate
$
44,245
21.0
%
$
32,868
21.0
%
$
58,386
21.0
%
$
49,381
21.0
%
State and local income taxes, net of federal income tax effect
842
0.4
%
493
0.3
%
1,380
0.5
%
1,047
0.4
%
Tax credit
( 705 )
( 0.3 )
%
( 645 )
( 0.4 )
%
( 3,471 )
( 1.2 )
%
( 1,290 )
( 0.6 )
%
Nontaxable or Nondeductible Items:
Excess tax benefit on share-based compensation
( 144 )
( 0.1 )
%
( 408 )
( 0.3 )
%
( 1,995 )
( 0.7 )
%
( 3,159 )
( 1.4 )
%
Other nontaxable or nondeductible items
( 1,578 )
( 0.8 )
%
( 129 )
( 0.0 )
%
816
0.2
%
1,617
0.8
%
Total tax expense
$
42,660
20.2
%
$
32,179
20.6
%
$
55,116
19.8
%
$
47,596
20.2
%
The effective tax rate is dependent upon the composition of pretax earnings and the related tax effects. The decrease in the effective tax rate was primarily due to the tax deduction related to the $2.00 special dividend paid to our Employee Stock Ownership Plan during the second quarter, as well as greater utilization of tax credits in the first half of the year. In interim periods, income tax expense is adjusted to reflect the estimated annual effective tax rate, and the resulting adjustments are reflected in other nontaxable or nondeductible items.
We have recorded our deferred tax assets and liabilities using the statutory federal tax rate of 21 percent. We believe it is more likely than not that all deferred tax assets will be recovered, given the carry back availability as well as the result of future operations, which we believe will generate sufficient taxable income to realize the deferred tax asset.
6. STOCK BASED COMPENSATION
Our 2015 RLI Corp. Long-Term Incentive Plan (2015 LTIP) was in place from 2015 to 2023. The 2015 LTIP provided for equity-based compensation, including stock options and restricted stock units, up to a maximum of 8,000,000 shares of common stock (subject to adjustment for changes in our capitalization and other events). Between 2015 and 2023, we granted 6,582,776 awards under the 2015 LTIP. The 2015 LTIP was replaced in 2023.
In 2023, our shareholders approved the 2023 RLI Corp. Long-Term Incentive Plan (2023, LTIP), which provides for equity-based compensation. In conjunction with the adoption of the 2023 LTIP, effective May 4, 2023, awards are no longer granted under the 2015 LTIP. Awards under the 2023 LTIP may be in the form of restricted stock, restricted stock units, stock options (incentive or non-qualified), stock appreciation rights, performance units as well as other stock-based awards. Eligibility under the 2023 LTIP is limited to employees, directors, consultants and independent contractors of the Company or any affiliate. The granting of awards under the 2023 LTIP is solely at the discretion of the Human Capital and Compensation Committee of the board of directors or its delegate. The maximum number of shares of common stock available for distribution under the 2023 LTIP is 8,009,782 shares (subject to adjustment for changes in our capitalization and other events). Since the plan’s approval in 2023, we have granted 1,557,569 awards under the 2023 LTIP, including 376,931 thus far in 2026.
Compensation expense is based on the probable number of awards expected to vest. Total compensation expense related to equity awards was $ 2 million and $ 3 million in the three and six-month periods ended June 30, 2026, respectively, compared with $ 2 million and $ 4 million for the corresponding periods in 2025. The related income tax benefit was less than $ 1 million for the three and six-month periods ended June 30, 2026 and 2025. As of June 30, 2026, total unrecognized compensation expense related to outstanding and unvested awards was $ 8 million, which will be recognized over the weighted average vesting period of 2.56 years.
Stock Options
Under the 2023 LTIP, as under the 2015 LTIP, we grant stock options for shares with an exercise price equal to the fair market value of the shares at the date of grant (subject to adjustments for changes in our capitalization, special dividends and other events as set forth in such plans). Options generally vest and become exercisable over a five-year period and expire eight years after grant.
For most participants, the requisite service period and vesting period will be the same. For participants who are retirement eligible, defined by the plan as those individuals whose age and years of service equals 75 or greater, the requisite service period is deemed to be met and options are immediately expensed on the date of grant. For participants who will
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become retirement eligible during the vesting period, the requisite service period over which expense is recognized is the period between the grant date and the attainment of retirement eligibility. Shares issued upon option exercise are newly issued shares.
On May 14, 2026, the board of directors declared a $ 2.00 special cash dividend, payable on June 12, 2026, to shareholders of record at the close of business on May 29, 2026. To preserve the intrinsic value of the options, the board also approved, pursuant to the terms of our stock option plans, a proportional adjustment to the exercise price of all outstanding non-qualified options equal to the special dividend. The adjustment did not result in any incremental compensation expense.
The following tables summarize option activity for the six-month period ended June 30, 2026:
Weighted
Aggregate
Weighted
Average
Intrinsic
Average
Remaining
Value
Options
Exercise Price
Contractual Life
(in 000’s)
Outstanding options at January 1, 2026
2,986,614
$
53.74
Options granted
327,725
49.08
Options exercised
( 123,361 )
34.64
Options canceled/forfeited
( 9,650 )
67.95
Outstanding options at June 30, 2026
3,181,328
$
53.96
4.07
$
26,137
Exercisable options at June 30, 2026
2,178,137
$
50.91
2.98
$
22,087
The intrinsic value of options exercised, which is the difference between the fair value and the exercise price, was $ 3 million in the first six months of both 2026 and 2025.
The fair value of options was estimated using a Black-Scholes based option pricing model with the following weighted average grant-date assumptions and weighted average fair values as of June 30:
2026
2025
Weighted-average fair value of grants
$
9.42
$
15.33
Risk-free interest rates
4.04
%
4.10
%
Dividend yield
3.04
%
2.52
%
Expected volatility
23.18
%
23.18
%
Expected option life
5.08
years
5.04
years
The risk-free rate was determined based on U.S. treasury yields that most closely approximated the options’ expected life. The dividend yield was determined based on the average annualized quarterly dividends paid during the most recent five-year period and incorporated a consideration for special dividends paid in recent history. The expected volatility was calculated based on the median of the rolling volatilities for the expected life of the options. The expected option life was determined based on historical exercise behavior and the assumption that all outstanding options will be exercised at the midpoint of the current date and remaining contractual term, adjusted for the demographics of the current year’s grant.
Restricted Stock Units
In addition to stock options, restricted stock units (RSUs) are granted with a value equal to the closing stock price of the Company’s stock on the dates the units are granted. For employees, these units generally have a three-year cliff vesting, but have an accelerated vesting feature for participants who are retirement eligible, defined by the plan as those individuals whose age and years of service equals 75 or greater. For directors, these units vest on the earlier of one year from the date of grant or the next annual shareholders meeting. In addition, the RSUs have dividend participation, which accrue as additional units and are settled with granted stock units at the end of the vesting period. The total fair value of restricted stock units that vested was $ 2 million and $ 3 million during the first six months of 2026 and 2025, respectively.
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Weighted
Average
Grant Date
RSUs
Fair Value
Nonvested at January 1, 2026
93,559
$
71.65
Granted
49,206
50.20
Reinvested
4,470
54.72
Vested
( 38,891 )
70.79
Forfeited
( 312 )
50.05
Nonvested at June 30, 2026
108,032
$
61.55
7. OPERATING SEGMENT INFORMATION
The Company’s insurance operations are managed and reported in three operating segments: property, casualty and surety. The Company’s chief operating decision maker (CODM) is the chief executive officer. The Company’s CODM assesses the segments’ performance by using earnings before income taxes (underwriting income) and the combined ratio. Underwriting income and combined ratio are analyzed at the segment level and influence how resources are allocated. Decisions are made based on what is likely to provide the best long-term return to the Company.
Amortization of deferred acquisition costs represents the recognition of commission and premium taxes over the life of insurance policies, in proportion to premium revenue recognized. The other policy acquisition costs line item includes other expenses associated with underwriting, but that cannot be specifically associated with the successful acquisition of a policy, including, but not limited to, employment costs for underwriters and underwriting support as well as costs for policy acquisition systems. Insurance operating expenses reflect allocated costs from various support departments, such as corporate technology, accounting, human resources and facilities, among others.
Net investment income consists of the interest and dividend income streams from our investments in fixed income and equity securities. Interest expense represents the cost of debt and lines of credit. General corporate expenses include director and shareholder relation costs and other compensation-related expenses incurred for the benefit of the corporation, but not attributable to the operations of our insurance segments. Investee earnings represents our 23 percent share in earnings of Prime Holdings Insurance Services, Inc., a privately held insurance company which specializes in hard-to-place risks. Assets, and the revenues and expenses associated with investing and financing activities, are not managed at the segment level and therefore are not allocated to segments.
All segment revenues are from external customers and all long-lived assets are held domestically. We have no material foreign operations or customer concentrations and have no intersegment revenues.
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The following table summarizes revenues by major product type within each operating segment:
For the Three Months
For the Six Months
Net Premiums Earned
Ended June 30,
Ended June 30,
(in thousands)
2026
2025
2026
2025
Casualty
Commercial excess and personal umbrella
$
126,854
$
106,055
$
248,125
$
206,530
Commercial transportation
33,632
30,015
64,326
60,274
Professional services
28,134
26,623
56,083
53,210
General liability
22,850
23,869
45,658
46,799
Small commercial
19,886
20,000
39,208
39,915
Executive products
5,481
5,521
11,354
11,464
Other casualty
20,085
22,555
40,734
45,494
Total
$
256,922
$
234,638
$
505,488
$
463,686
Property
Commercial property
$
68,900
$
76,876
$
141,860
$
159,688
Marine
40,337
41,017
79,556
78,726
Other property
14,549
12,771
28,748
24,794
Total
$
123,786
$
130,664
$
250,164
$
263,208
Surety
Transactional
$
13,347
$
13,096
$
26,642
$
25,756
Commercial
12,402
12,422
25,037
25,198
Contract
10,639
11,084
21,151
22,401
Total
$
36,388
$
36,602
$
72,830
$
73,355
Grand Total
$
417,096
$
401,904
$
828,482
$
800,249
The following tables present our operating results by segment, as evaluated by the CODM.
For the Three Months Ended June 30, 2026
(in thousands)
Casualty
Property
Surety
Total
Revenue
Net premiums earned
$
256,922
$
123,786
$
36,388
$
417,096
Net investment income
-
-
-
46,042
Net realized gains
-
-
-
9,407
Net unrealized gains on equity securities
-
-
-
103,024
Consolidated revenue
$
256,922
$
123,786
$
36,388
$
575,569
Less: Expenses
Losses and settlement expenses
$
159,686
$
26,725
$
3,484
Amortization of deferred acquisition costs
50,580
24,967
12,751
Other policy acquisition costs
25,593
9,136
11,648
Insurance operating expenses
19,321
9,459
3,837
Segment earnings before income taxes
$
1,742
$
53,499
$
4,668
$
59,909
Depreciation and amortization expense
$
1,559
$
515
$
356
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For the Three Months Ended June 30, 2025
(in thousands)
Casualty
Property
Surety
Total
Revenue
Net premiums earned
$
234,638
$
130,664
$
36,602
$
401,904
Net investment income
-
-
-
39,418
Net realized gains
-
-
-
15,004
Net unrealized gains on equity securities
-
-
-
43,500
Consolidated revenue
$
234,638
$
130,664
$
36,602
$
499,826
Less: Expenses
Losses and settlement expenses
$
141,260
$
38,459
$
4,859
Amortization of deferred acquisition costs
45,761
26,698
12,656
Other policy acquisition costs
22,067
7,320
11,000
Insurance operating expenses
17,261
8,676
3,657
Segment earnings before income taxes
$
8,289
$
49,511
$
4,430
$
62,230
Depreciation and amortization expense
$
1,544
$
521
$
359
For the Six Months Ended June 30, 2026
(in thousands)
Casualty
Property
Surety
Total
Revenue
Net premiums earned
$
505,488
$
250,164
$
72,830
$
828,482
Net investment income
-
-
-
88,363
Net realized gains
-
-
-
18,966
Net unrealized gains on equity securities
-
-
-
63,628
Consolidated revenue
$
505,488
$
250,164
$
72,830
$
999,439
Less: Expenses
Losses and settlement expenses
$
312,518
$
60,579
$
10,042
Amortization of deferred acquisition costs
98,062
50,309
25,486
Other policy acquisition costs
49,825
19,949
23,119
Insurance operating expenses
36,048
17,643
7,206
Segment earnings before income taxes
$
9,035
$
101,684
$
6,977
$
117,696
Depreciation and amortization expense
$
3,156
$
1,053
$
721
For the Six Months Ended June 30, 2025
(in thousands)
Casualty
Property
Surety
Total
Revenue
Net premiums earned
$
463,686
$
263,208
$
73,355
$
800,249
Net investment income
-
-
-
76,144
Net realized gains
-
-
-
29,916
Net unrealized gains on equity securities
-
-
-
1,182
Consolidated revenue
$
463,686
$
263,208
$
73,355
$
907,491
Less: Expenses
Losses and settlement expenses
$
287,095
$
71,184
$
3,537
Amortization of deferred acquisition costs
88,664
53,674
25,258
Other policy acquisition costs
44,736
15,277
21,580
Insurance operating expenses
32,831
16,647
6,990
Segment earnings before income taxes
$
10,360
$
106,426
$
15,990
$
132,776
Depreciation and amortization expense
$
3,049
$
1,019
$
669
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The following table reconciles segment earnings before income taxes to earnings before income taxes.
For the Three Months
For the Six Months
Ended June 30,
Ended June 30,
(in thousands)
2026
2025
2026
2025
Reconciliation of earnings before income taxes
Segment earnings before income taxes
$
59,909
$
62,230
$
117,696
$
132,776
Net investment income
46,042
39,418
88,363
76,144
Net realized gains
9,407
15,004
18,966
29,916
Net unrealized gains on equity securities
103,024
43,500
63,628
1,182
Interest expense on debt
( 4,441 )
( 1,350 )
( 6,794 )
( 2,685 )
General corporate expenses
( 6,223 )
( 4,754 )
( 8,947 )
( 7,702 )
Equity in earnings of unconsolidated investees
2,970
2,467
5,117
5,515
Earnings before income taxes
$
210,688
$
156,515
$
278,029
$
235,146
8. LEASES
Right-of-use (ROU) assets are included in the other assets line item and lease liabilities are included in the other liabilities line item of the consolidated balance sheet. We determine if a contract contains a lease at inception and recognize operating lease ROU assets and operating lease liabilities based on the present value of the future minimum lease payments at the commencement date. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. Lease agreements may include options to extend or terminate. The options are exercised at our discretion and are included in operating lease liabilities if it is reasonably certain the option will be exercised. Lease agreements have lease and non-lease components, which are accounted for as a single lease component. Operating lease costs for future minimum lease payments are recognized on a straight-line basis over the lease terms. Variable lease costs are expensed in the period in which the obligations are incurred. Sublease income is recognized on a straight-line basis over the sublease term.
The Company’s operating lease obligations are for branch office facilities. The components of lease expense and other lease-related information were as follows:
For the Three Months
For the Six Months
Ended June 30,
Ended June 30,
(in thousands)
2026
2025
2026
2025
Operating lease cost
$
1,287
$
1,081
$
2,450
$
2,230
Variable lease cost
455
459
795
787
Sublease income
( 42 )
( 42 )
( 85 )
( 85 )
Total lease cost
$
1,700
$
1,498
$
3,160
$
2,932
Cash paid for amounts included in measurement of lease liabilities
Operating cash outflows from operating leases
$
1,278
$
1,017
$
2,529
$
2,245
ROU assets obtained in exchange for new operating lease liabilities
$
5,627
$
467
$
9,114
$
480
(in thousands)
June 30, 2026
December 31, 2025
Operating lease ROU assets
$
20,118
$
13,117
Operating lease liabilities
$
21,730
$
14,752
Weighted-average remaining lease term - operating leases
6.29
years
5.93
years
Weighted-average discount rate - operating leases
3.47
%
3.78
%
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Future minimum lease payments under non-cancellable leases were as follows:
(in thousands)
June 30, 2026
2026
$
2,269
2027
4,787
2028
3,566
2029
3,420
2030
2,862
2031
2,831
Thereafter
5,002
Total future minimum lease payments
$
24,737
Less imputed interest
( 3,007 )
Total operating lease liability
$
21,730
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.