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)
2025
2024
2025
2024
Net premiums earned
$
401,904
$
379,065
$
800,249
$
739,741
Net investment income
39,418
33,961
76,144
66,808
Net realized gains (losses)
15,004
( 192 )
29,916
5,802
Net unrealized gains on equity securities
43,500
3,608
1,182
48,922
Consolidated revenue
$
499,826
$
416,442
$
907,491
$
861,273
Losses and settlement expenses
184,578
167,799
361,816
311,623
Policy acquisition costs
125,502
113,921
249,189
224,375
Insurance operating expenses
29,594
27,321
56,468
56,024
Interest expense on debt
1,350
1,604
2,685
3,222
General corporate expenses
4,754
4,140
7,702
9,150
Total expenses
$
345,778
$
314,785
$
677,860
$
604,394
Equity in earnings of unconsolidated investees
2,467
1,646
5,515
6,415
Earnings before income taxes
$
156,515
$
103,303
$
235,146
$
263,294
Income tax expense
32,179
21,311
47,596
53,402
Net earnings
$
124,336
$
81,992
$
187,550
$
209,892
Other comprehensive earnings (loss), net of tax
18,701
( 7,843 )
48,731
( 20,514 )
Comprehensive earnings
$
143,037
$
74,149
$
236,281
$
189,378
Basic net earnings per share
$
1.35
$
0.90
$
2.04
$
2.30
Diluted net earnings per share
$
1.34
$
0.89
$
2.03
$
2.27
Weighted average number of common shares outstanding:
Basic
91,827
91,474
91,799
91,417
Diluted
92,518
92,358
92,512
92,338
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)
2025
2024
ASSETS
Investments and cash:
Fixed income:
Available-for-sale, at fair value
$
3,420,761
$
3,175,796
(amortized cost of $ 3,573,679 and allowance for credit losses of $ 245 at 6/30/25)
(amortized cost of $ 3,391,159 and allowance for credit losses of $ 197 at 12/31/24)
Equity securities, at fair value (cost - $ 487,656 at 6/30/25 and $ 417,897 at 12/31/24)
810,959
736,191
Short-term investments, at cost which approximates fair value
115,662
74,915
Other invested assets
57,266
57,939
Cash
21,414
39,790
Total investments and cash
$
4,426,062
$
4,084,631
Accrued investment income
31,113
28,319
Premiums and reinsurance balances receivable, net of allowances for uncollectible amounts of $ 23,325 at 6/30/25 and $ 22,932 at 12/31/24
252,931
230,534
Ceded unearned premium
121,090
124,955
Reinsurance balances recoverable on unpaid losses and settlement expenses, net of allowances for uncollectible amounts of $ 10,174 at 6/30/25 and $ 9,580 at 12/31/24
761,719
755,425
Deferred policy acquisition costs
180,765
166,214
Property and equipment, at cost, net of accumulated depreciation of $ 80,332 at 6/30/25 and $ 76,330 at 12/31/24
41,722
43,172
Investment in unconsolidated investees
61,183
56,477
Goodwill and intangibles
53,562
53,562
Income taxes-deferred
-
7,793
Other assets
60,660
77,720
TOTAL ASSETS
$
5,990,807
$
5,628,802
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities
Unpaid losses and settlement expenses
$
2,806,889
$
2,693,470
Unearned premiums
1,034,176
984,140
Reinsurance balances payable
32,773
44,681
Funds held
120,019
97,380
Income taxes-current
10,009
749
Income taxes-deferred
3,475
—
Debt
100,000
100,000
Accrued expenses
80,958
124,242
Other liabilities
67,847
62,173
TOTAL LIABILITIES
$
4,256,146
$
4,106,835
Shareholders’ Equity
Common stock ($ 0.01 par value)
(Shares authorized - 400,000,000 )
( 137,689,898 shares issued, 91,829,470 shares outstanding at 6/30/25)
( 137,598,560 shares issued, 91,738,132 shares outstanding at 12/31/24)
$
1,377
$
1,376
Paid-in capital
372,539
367,645
Accumulated other comprehensive earnings (loss)
( 124,992 )
( 173,723 )
Retained earnings
1,878,736
1,719,668
Deferred compensation
12,611
13,498
Less: Treasury shares, at cost ( 45,860,428 shares at 6/30/25 and 12/31/24)
( 405,610 )
( 406,497 )
TOTAL SHAREHOLDERS’ EQUITY
$
1,734,661
$
1,521,967
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY
$
5,990,807
$
5,628,802
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, 2024
91,280,094
$
1,413,514
$
1,371
$
361,660
$
( 166,303 )
$
1,609,785
$
13,539
$
( 406,538 )
Net earnings
—
127,900
—
—
—
127,900
—
—
Other comprehensive earnings (loss), net of tax
—
( 12,671 )
—
—
( 12,671 )
—
—
—
Deferred compensation
—
—
—
—
—
—
( 790 )
790
Share-based compensation
139,668
4,357
2
4,355
—
—
—
—
Dividends and dividend equivalents ($ 0.14 per share)
—
( 12,348 )
—
—
—
( 12,348 )
—
—
Balance, March 31, 2024
91,419,762
$
1,520,752
$
1,373
$
366,015
$
( 178,974 )
$
1,725,337
$
12,749
$
( 405,748 )
Net earnings
—
81,992
—
—
—
81,992
—
—
Other comprehensive earnings (loss), net of tax
—
( 7,843 )
—
—
( 7,843 )
—
—
—
Deferred compensation
—
—
—
—
—
—
434
( 434 )
Share-based compensation
72,346
3,084
1
3,083
—
—
—
—
Dividends and dividend equivalents ($ 0.15 per share)
—
( 13,278 )
—
—
—
( 13,278 )
—
—
Balance, June 30, 2024
91,492,108
$
1,584,707
$
1,374
$
369,098
$
( 186,817 )
$
1,794,051
$
13,183
$
( 406,182 )
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 )
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)
2025
2024
Net cash provided by operating activities
$
278,233
$
212,771
Cash Flows from Investing Activities
Purchase of:
Fixed income securities, available-for-sale
$
( 455,880 )
$
( 369,888 )
Equity securities
( 95,537 )
( 45,585 )
Property and equipment
( 2,358 )
( 3,840 )
Other
( 3,610 )
( 3,591 )
Proceeds from sale of:
Fixed income securities, available-for-sale
29,970
41,543
Equity securities
55,251
31,473
Other
2,467
3,952
Proceeds from call or maturity of:
Fixed income securities, available-for-sale
241,362
159,869
Net proceeds from sale (purchase) of short-term investments
( 40,747 )
9,058
Net cash used in investing activities
$
( 269,082 )
$
( 177,009 )
Cash Flows from Financing Activities
Cash dividends paid
$
( 28,453 )
$
( 25,604 )
Proceeds from stock option exercises
926
3,448
Net cash used in financing activities
$
( 27,527 )
$
( 22,156 )
Net increase (decrease) in cash
$
( 18,376 )
$
13,606
Cash at the beginning of the period
39,790
36,424
Cash at June 30,
$
21,414
$
50,030
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 2024 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.
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.
On January 15, 2025, RLI Corp. effected a two -for-one split of its common stock and a proportionate increase in the number of authorized shares. All share and per share information throughout this report has been retroactively adjusted to reflect the stock split. The shares of common stock retain a par value of $ 0.01 per share.
B. ADOPTED ACCOUNTING STANDARDS
No new accounting standards applicable in 2025 materially impact our financial statements.
C. PROSPECTIVE ACCOUNTING STANDARDS
2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures
The guidance in ASU 2023-09 is designed to increase transparency about income tax information through improvements to the tax rate reconciliation and disclosure of income taxes paid, disaggregated by federal, state and foreign jurisdictions. This ASU is effective for fiscal years beginning after December 15, 2024. 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.
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.
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
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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 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 allowances for uncollectible amounts on paid and unpaid reinsurance balances recoverable were $ 17 million and $ 10 million, respectively, at June 30, 2025 and December 31, 2024. 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 2025 and less than $ 1 million was recovered.
E. INTANGIBLE ASSETS
The composition of goodwill and intangible assets at June 30, 2025 and December 31, 2024 is detailed in the following table:
June 30,
December 31,
(in thousands)
2025
2024
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 2025. Based upon these reviews, none of the assets were impaired. In addition, there were no triggering events as of June 30, 2025 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, 2025
Ended June 30, 2024
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
$
124,336
91,827
$
1.35
$
81,992
91,474
$
0.90
Effect of Dilutive Securities
Stock options and restricted stock units
—
691
—
884
Diluted EPS
Earnings available to common shareholders
$
124,336
92,518
$
1.34
$
81,992
92,358
$
0.89
Anti-dilutive securities excluded from diluted EPS
48
—
For the Six Months
For the Six Months
Ended June 30, 2025
Ended June 30, 2024
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
$
187,550
91,799
$
2.04
$
209,892
91,417
$
2.30
Effect of Dilutive Securities
Stock options and restricted stock units
—
713
—
921
Diluted EPS
Earnings available to common shareholders
$
187,550
92,512
$
2.03
$
209,892
92,338
$
2.27
Anti-dilutive securities excluded from diluted EPS
48
114
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 expense of $ 5 million for the second quarter of 2025, compared to $ 2 million of tax benefit for the same period in 2024. For the six-month period ended June 30, 2025, other comprehensive earnings (loss) is net of tax expense of $ 13 million, compared to $ 5 million of tax benefit for the same period in 2024.
Unrealized gains, net of tax, recognized in other comprehensive earnings (loss) were $ 49 million for the first six months of 2025. Comparatively, $ 21 million of unrealized losses, net of tax, were recognized in other comprehensive earnings (loss) in the first six months of 2024. The unrealized gains in 2025 were attributable to a decrease in interest rates, which increased the fair value of securities held in the fixed income portfolio. Interest rates increased during 2024, which decreased 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
2025
2024
2025
2024
Beginning balance
$
( 143,693 )
$
( 178,974 )
$
( 173,723 )
$
( 166,303 )
Other comprehensive earnings (loss) before reclassifications
17,922
( 8,571 )
47,822
( 21,846 )
Amounts reclassified from accumulated other comprehensive earnings
779
728
909
1,332
Net current-period other comprehensive earnings (loss)
$
18,701
$
( 7,843 )
$
48,731
$
( 20,514 )
Ending balance
$
( 124,992 )
$
( 186,817 )
$
( 124,992 )
$
( 186,817 )
Balance of securities for which an allowance for credit losses has been recognized in net earnings
$
1,102
$
1,463
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)
2025
2024
2025
2024
Statement of Earnings
Unrealized gains and losses on available-for-sale securities
$
( 898 )
$
( 931 )
$
( 1,103 )
$
( 1,765 )
Net realized gains (losses)
( 88 )
9
( 48 )
79
Credit gains (losses) presented within net realized gains
$
( 986 )
$
( 922 )
$
( 1,151 )
$
( 1,686 )
Earnings (loss) before income taxes
207
194
242
354
Income tax (expense) benefit
$
( 779 )
$
( 728 )
$
( 909 )
$
( 1,332 )
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. All corporate, agency, government and municipal securities are deemed 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 classified as corporate securities and deemed Level 3. The pricing vendor evaluation methodology for these securities includes a combination of
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observable and unobservable inputs. Observable 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, 2025, 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, 2025 and 2024:
Sales
Proceeds
Gross Realized
Net Realized
(in thousands)
From Sales
Gains
Losses
Gain (Loss)
2025
Fixed income securities - available-for-sale
$
29,579
$
188
$
( 1,000 )
$
( 812 )
Equity securities
55,251
30,034
( 562 )
29,472
2024
Fixed income securities - available-for-sale
$
41,543
$
357
$
( 1,139 )
$
( 782 )
Equity securities
31,473
13,344
( 340 )
13,004
Calls/Maturities
Gross Realized
Net Realized
(in thousands)
Proceeds
Gains
Losses
Gain (Loss)
2025
Fixed income securities - available-for-sale
$
241,380
$
62
$
( 72 )
$
( 10 )
2024
Fixed income securities - available-for-sale
$
158,472
$
79
$
( 856 )
$
( 777 )
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FAIR VALUE MEASUREMENTS
Assets measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024 are summarized below:
As of June 30, 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
$
—
$
702,072
$
—
$
702,072
U.S. agency
—
55,998
—
55,998
Non-U.S. government & agency
—
11,089
999
12,088
Agency MBS
—
398,548
—
398,548
ABS/CMBS/MBS*
—
418,389
—
418,389
Corporate
—
1,309,630
96,297
1,405,927
Municipal
—
427,739
—
427,739
Total fixed income securities - available-for-sale
$
—
$
3,323,465
$
97,296
$
3,420,761
Equity securities
806,721
—
4,238
810,959
Total
$
806,721
$
3,323,465
$
101,534
$
4,231,720
As of December 31, 2024
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
$
—
$
515,635
$
—
$
515,635
U.S. agency
—
54,338
—
54,338
Non-U.S. government & agency
—
6,898
973
7,871
Agency MBS
—
396,223
—
396,223
ABS/CMBS/MBS*
—
410,248
—
410,248
Corporate
—
1,256,991
89,530
1,346,521
Municipal
—
444,960
—
444,960
Total fixed income securities - available-for-sale
$
—
$
3,085,293
$
90,503
$
3,175,796
Equity securities
731,569
—
4,622
736,191
Total
$
731,569
$
3,085,293
$
95,125
$
3,911,987
*
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)
2025
2024
2025
2024
Beginning balance
$
98,945
$
64,169
$
95,125
$
62,096
Net realized and unrealized gains (losses)
Included in other comprehensive earnings (loss)
899
( 44 )
1,792
( 315 )
Purchases
3,028
9,575
8,098
12,310
Sales / Calls / Maturities
( 1,338 )
( 1,020 )
( 3,481 )
( 1,411 )
Transfers into Level 3
—
—
—
—
Transfers out of Level 3
—
—
—
—
Balance as of June 30,
$
101,534
$
72,680
$
101,534
$
72,680
Change in unrealized gains (losses) during the period for Level 3 assets held at period-end - included in other comprehensive earnings (loss)
$
899
$
( 44 )
$
1,792
$
( 315 )
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The amortized cost and fair value of available-for-sale fixed income securities by contractual maturity as of June 30, 2025 were as follows:
June 30, 2025
(in thousands)
Amortized Cost
Fair Value
Due in one year or less
$
246,543
$
244,682
Due after one year through five years
819,878
812,427
Due after five years through 10 years
1,085,099
1,078,613
Due after 10 years
556,171
468,102
ABS/CMBS/MBS*
865,988
816,937
Total available-for-sale
$
3,573,679
$
3,420,761
*
Asset-backed, commercial mortgage-backed and mortgage-backed securities
The amortized cost and fair value of available-for-sale securities at June 30, 2025 and December 31, 2024 are presented in the tables below. Amortized cost does not include accrued interest receivable of $ 30 million as of June 30, 2025 and $ 27 million as of December 31, 2024.
June 30, 2025
Cost or
Allowance
Gross
Gross
Amortized
for Credit
Unrealized
Unrealized
Fair
(in thousands)
Cost
Losses
Gains
Losses
Value
U.S. government
$
698,528
$
—
$
6,173
$
( 2,629 )
$
702,072
U.S. agency
56,151
—
780
( 933 )
55,998
Non-U.S. government & agency
12,729
—
135
( 776 )
12,088
Agency MBS
431,849
—
2,268
( 35,569 )
398,548
ABS/CMBS/MBS*
434,139
( 77 )
3,008
( 18,681 )
418,389
Corporate
1,430,965
( 168 )
11,450
( 36,320 )
1,405,927
Municipal
509,318
—
328
( 81,907 )
427,739
Total Fixed Income
$
3,573,679
$
( 245 )
$
24,142
$
( 176,815 )
$
3,420,761
December 31, 2024
Cost or
Allowance
Gross
Gross
Amortized
for Credit
Unrealized
Unrealized
Fair
(in thousands)
Cost
Losses
Gains
Losses
Value
U.S. government
$
525,608
$
—
$
309
$
( 10,282 )
$
515,635
U.S. agency
55,921
—
261
( 1,844 )
54,338
Non-U.S. government & agency
8,959
—
—
( 1,088 )
7,871
Agency MBS
438,545
—
927
( 43,249 )
396,223
ABS/CMBS/MBS*
430,973
( 8 )
2,208
( 22,925 )
410,248
Corporate
1,397,676
( 189 )
4,737
( 55,703 )
1,346,521
Municipal
533,477
—
1,003
( 89,520 )
444,960
Total Fixed Income
$
3,391,159
$
( 197 )
$
9,445
$
( 224,611 )
$
3,175,796
*
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,
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● Specific concerns related to the issuer’s industry or geographic area of operation,
● 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, 2025, the discounted cash flow analysis resulted in an allowance for credit losses on 9 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)
2025
2024
2025
2024
Beginning balance
$
157
$
237
$
197
$
306
Increase to allowance from securities for which credit losses were not previously recorded
16
—
16
—
Reduction from securities sold during the period
( 2 )
( 27 )
—
( 89 )
Reductions from intent to sell securities
( 15 )
—
—
—
Net increase (decrease) from securities that had an allowance at the beginning of the period
89
18
32
11
Balance as of June 30,
$
245
$
228
$
245
$
228
We recognized less than $ 1 million of losses on securities for which we no longer had the intent to hold until recovery during the first six months of 2025. No such losses were recognized during the first six months of 2024.
As of June 30, 2025, in addition to the securities included in the allowance for credit losses, the fixed income portfolio contained 1,133 securities with an unrealized loss position for which an allowance for credit losses had not been recorded. The $ 177 million in associated unrealized losses represents 5 percent of the fixed income portfolio’s cost basis and 4 percent of total invested assets. Isolated to these securities, unrealized losses decreased through the first six months of 2025, as bonds rallied on falling interest rates. Of the total 1,133 securities, 932 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 as of June 30, 2025 and December 31, 2024 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, 2025
December 31, 2024
(in thousands)
< 12 Mos.
12 Mos. &
Greater
Total
< 12 Mos.
12 Mos. &
Greater
Total
U.S. government
Fair value
$
60,991
$
120,340
$
181,331
$
303,226
$
157,418
$
460,644
Amortized cost
61,484
122,476
183,960
309,836
161,090
470,926
Unrealized loss
$
( 493 )
$
( 2,136 )
$
( 2,629 )
$
( 6,610 )
$
( 3,672 )
$
( 10,282 )
U.S. agency
Fair value
$
14,696
$
18,686
$
33,382
$
24,024
$
18,330
$
42,354
Amortized cost
15,031
19,284
34,315
24,910
19,288
44,198
Unrealized loss
$
( 335 )
$
( 598 )
$
( 933 )
$
( 886 )
$
( 958 )
$
( 1,844 )
Non-U.S. government
Fair value
$
2,392
$
4,028
$
6,420
$
4,075
$
3,796
$
7,871
Amortized cost
2,395
4,801
7,196
4,158
4,801
8,959
Unrealized Loss
$
( 3 )
$
( 773 )
$
( 776 )
$
( 83 )
$
( 1,005 )
$
( 1,088 )
Agency MBS
Fair value
$
68,809
$
227,415
$
296,224
$
108,772
$
233,625
$
342,397
Amortized cost
70,136
261,657
331,793
111,674
273,972
385,646
Unrealized loss
$
( 1,327 )
$
( 34,242 )
$
( 35,569 )
$
( 2,902 )
$
( 40,347 )
$
( 43,249 )
ABS/CMBS/MBS*
Fair value
$
17,352
$
157,095
$
174,447
$
43,027
$
164,433
$
207,460
Amortized cost
17,402
175,726
193,128
43,395
186,990
230,385
Unrealized loss
$
( 50 )
$
( 18,631 )
$
( 18,681 )
$
( 368 )
$
( 22,557 )
$
( 22,925 )
Corporate
Fair value
$
215,519
$
593,018
$
808,537
$
378,305
$
700,574
$
1,078,879
Amortized cost
221,224
623,633
844,857
389,299
745,283
1,134,582
Unrealized loss
$
( 5,705 )
$
( 30,615 )
$
( 36,320 )
$
( 10,994 )
$
( 44,709 )
$
( 55,703 )
Municipal
Fair value
$
26,009
$
360,306
$
386,315
$
48,514
$
355,475
$
403,989
Amortized cost
26,703
441,519
468,222
49,491
444,018
493,509
Unrealized loss
$
( 694 )
$
( 81,213 )
$
( 81,907 )
$
( 977 )
$
( 88,543 )
$
( 89,520 )
Total fixed income
Fair value
$
405,768
$
1,480,888
$
1,886,656
$
909,943
$
1,633,651
$
2,543,594
Amortized cost
414,375
1,649,096
2,063,471
932,763
1,835,442
2,768,205
Unrealized loss
$
( 8,607 )
$
( 168,208 )
$
( 176,815 )
$
( 22,820 )
$
( 201,791 )
$
( 224,611 )
*
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, 2025 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
$
1,693,968
$
1,534,547
$
( 159,421 )
90.2
%
2
BBB
Baa
321,576
306,145
( 15,431 )
8.7
%
3
BB
Ba
18,928
18,533
( 395 )
0.2
%
4
B
B
24,173
23,343
( 830 )
0.5
%
5
CCC
Caa
4,006
3,601
( 405 )
0.2
%
6
CC or lower
Ca or lower
820
487
( 333 )
0.2
%
Total
$
2,063,471
$
1,886,656
$
( 176,815 )
100.0
%
Other Invested Assets
We had $ 57 million of other invested assets at June 30, 2025, compared to $ 58 million at December 31, 2024. 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
15
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HTC investments are 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 increased to $ 11 million at June 30, 2025, compared to $ 7 million at December 31, 2024, as additional investments were made. 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 2025 and 2024. For the six-months ended June 30, 2025 and 2024, our LIHTC interests recognized amortization of $ 1 million and a total tax benefit of $ 1 million. Our unfunded commitment for our LIHTC investments was $ 5 million at June 30, 2025 and will be paid out in installments through 2039.
Our HTC investment had a balance of $ 13 million at June 30, 2025, compared to $ 15 million at December 31, 2024. 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 2025 and 2024. For the six-months ended June 30, 2025, our HTC investment recognized amortization of $ 2 million and a total tax benefit of $ 2 million, compared to $ 2 million of amortization and a total tax benefit of $ 3 million for the same period in 2024. Our unfunded commitment for our HTC investments was $ 4 million at June 30, 2025 and will be paid out in installments through 2027.
At June 30, 2025, $ 55 million of investments were pledged as collateral with the FHLBC to ensure timely access to the secured lending facility that ownership of FHLBC stock provides. At June 30, 2025, $ 50 million of borrowings were outstanding with the FHLBC.
Our investments in private funds totaled $ 18 million at June 30, 2025, down from $ 24 million at December 31, 2024, and had $ 3 million of associated unfunded commitments at June 30, 2025. 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
We had $ 61 million of investments in unconsolidated investees at June 30, 2025, compared to $ 56 million at December 31, 2024. At June 30, 2025, our investment in Prime Holdings Insurance Services, Inc. (Prime) was $ 61 million and other investments in unconsolidated investees totaled less than $ 1 million.
Cash and Short-Term Investments
Cash consists of uninvested balances in bank accounts. Short-term investments consist of investments with original maturities of 90 days or less, primarily AAA-rated government money market funds. Short-term investments are carried at cost. We had a cash and short-term investment balance of $ 21 million and $ 116 million, respectively, at June 30, 2025, compared to $ 40 million and $ 75 million, respectively, at December 31, 2024.
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3. HISTORICAL LOSS AND LAE DEVELOPMENT
The following table is a reconciliation of our unpaid losses and settlement expenses (LAE) for the first six months of 2025 and 2024:
For the Six Months
Ended June 30,
(in thousands)
2025
2024
Unpaid losses and LAE at beginning of year
Gross
$
2,693,470
$
2,446,025
Ceded
( 755,425 )
( 757,349 )
Net
$
1,938,045
$
1,688,676
Increase (decrease) in incurred losses and LAE
Current accident year
$
420,433
$
376,546
Prior accident years
( 58,617 )
( 64,923 )
Total incurred
$
361,816
$
311,623
Loss and LAE payments for claims incurred
Current accident year
$
( 35,903 )
$
( 40,078 )
Prior accident years
( 218,788 )
( 197,887 )
Total paid
$
( 254,691 )
$
( 237,965 )
Net unpaid losses and LAE at June 30,
$
2,045,170
$
1,762,334
Unpaid losses and LAE at June 30,
Gross
$
2,806,889
$
2,544,622
Ceded
( 761,719 )
( 782,288 )
Net
$
2,045,170
$
1,762,334
For the first six months of 2025, incurred losses and LAE included $ 59 million of favorable development on prior years’ loss reserves, largely from accident years 2019 through 2022 and 2024. Marine, commercial excess, surety, commercial property, general liability and our mortgage reinsurance program were drivers of the favorable development. While no products experienced significant adverse development, auto liability exposures developed adversely for some products, most notably in commercial transportation.
For the first six months of 2024, incurred losses and LAE included $ 65 million of favorable development on prior years’ loss reserves, largely from accident years 2016, 2017, 2019, 2020, 2022 and 2023. Marine, surety, general liability, commercial property, executive products, personal umbrella, professional services and commercial excess were drivers of the favorable development. No products experienced significant adverse development.
4. INCOME TAXES
Our effective tax rate for the three and six months ended June 30, 2025 was 20.6 percent and 20.2 percent, compared to 20.6 percent and 20.3 percent for the same period in 2024. Effective rates are dependent upon components of pretax earnings and the related tax effects.
Income tax expense attributable to income from operations for the three and six-month periods ended June 30, 2025 and 2024 differed from the amounts computed by applying the U.S. federal tax rate of 21 percent to pretax income by the items detailed in the table below. In interim periods, income taxes are adjusted to reflect the effective tax rate we anticipate for the year, with adjustments flowing through the other items, net line.
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For the Three Months Ended June 30,
For the Six Months Ended June 30, 2025
2025
2024
2025
2024
(in thousands)
Amount
%
Amount
%
Amount
%
Amount
%
Provision for income taxes at the statutory rate of 21 %
$
32,868
21.0
%
$
21,694
21.0
%
$
49,381
21.0
%
$
55,292
21.0
%
Increase (reduction) in taxes resulting from:
Excess tax benefit on share-based compensation
( 408 )
( 0.3 )
%
( 422 )
( 0.4 )
%
( 3,159 )
( 1.4 )
%
( 2,297 )
( 0.8 )
%
Tax exempt interest income
( 163 )
( 0.1 )
%
( 249 )
( 0.2 )
%
( 332 )
( 0.1 )
%
( 509 )
( 0.2 )
%
Dividends received deduction
( 247 )
( 0.2 )
%
( 234 )
( 0.2 )
%
( 499 )
( 0.2 )
%
( 468 )
( 0.2 )
%
Tax credit
( 645 )
( 0.4 )
%
( 768 )
( 0.8 )
%
( 1,290 )
( 0.6 )
%
( 1,536 )
( 0.6 )
%
ESOP dividends paid deduction
( 159 )
( 0.1 )
%
( 151 )
( 0.2 )
%
( 308 )
( 0.1 )
%
( 290 )
( 0.1 )
%
Nondeductible expenses
889
0.6
%
946
0.9
%
1,566
0.7
%
1,659
0.6
%
Other items, net
44
0.1
%
495
0.5
%
2,237
0.9
%
1,551
0.6
%
Total tax expense
$
32,179
20.6
%
$
21,311
20.6
%
$
47,596
20.2
%
$
53,402
20.3
%
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.
The One Big Beautiful Bill Act (OBBBA) was signed into law on July 4, 2025. The primary implications to the Company include the timing of when depreciation and other costs can be deducted for tax purposes. The Company does not expect the tax provisions in the OBBBA to have a material impact on our financial statements.
5. STOCK BASED COMPENSATION
Our 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 1,083,188 awards under the 2023 LTIP, including 270,006 thus far in 2025.
Compensation expense is based on the probable number of awards expected to vest. The total compensation expense related to equity awards was $ 2 million and $ 4 million in the three and six-month periods ended June 30, 2025 and 2024. The total income tax benefit was less than $ 1 million for the three and six-month periods ended June 30, 2025 and 2024. Total unrecognized compensation expense relating to outstanding and unvested awards was $ 9 million, which will be recognized over the weighted average vesting period of 2.57 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.
The following tables summarize option activity for the six-month period ended June 30, 2025:
Weighted
Aggregate
Weighted
Average
Intrinsic
Average
Remaining
Value
Options
Exercise Price
Contractual Life
(in 000’s)
Outstanding options at January 1, 2025
2,837,938
$
52.80
Options granted
233,805
74.39
Options exercised
( 71,350 )
28.30
Options canceled/forfeited
( 7,990 )
63.67
Outstanding options at June 30, 2025
2,992,403
$
55.05
4.33
$
52,311
Exercisable options at June 30, 2025
1,803,640
$
48.74
3.26
$
42,367
The intrinsic value of options exercised, which is the difference between the fair value and the exercise price, was $ 3 million and $ 9 million during the first six months of 2025 and 2024, respectively.
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:
2025
2024
Weighted-average fair value of grants
$
15.33
$
15.55
Risk-free interest rates
4.10
%
4.91
%
Dividend yield
2.52
%
2.30
%
Expected volatility
23.18
%
23.08
%
Expected option life
5.04
years
5.00
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 $ 3 million and $ 2 million during the first six months of 2025 and 2024, respectively.
Weighted
Average
Grant Date
RSUs
Fair Value
Nonvested at January 1, 2025
99,095
$
67.54
Granted
36,201
74.53
Reinvested
418
74.05
Vested
( 34,687 )
64.40
Forfeited
( 1,198 )
70.23
Nonvested at June 30, 2025
99,829
$
71.16
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6. OPERATING SEGMENT INFORMATION
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 polices, 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 primarily 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.
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)
2025
2024
2025
2024
Casualty
Commercial excess and personal umbrella
$
108,911
$
85,986
$
212,120
$
166,021
Commercial transportation
30,015
29,323
60,274
56,624
General liability
27,589
26,104
54,307
51,516
Professional services
26,623
26,000
53,210
51,085
Small commercial
20,000
19,459
39,915
37,796
Executive products
5,521
5,448
11,464
11,363
Other casualty
15,979
16,780
32,396
32,971
Total
$
234,638
$
209,100
$
463,686
$
407,376
Property
Commercial property
$
76,876
$
87,400
$
159,688
$
175,005
Marine
41,017
37,069
78,726
69,637
Other property
12,771
9,628
24,794
18,866
Total
$
130,664
$
134,097
$
263,208
$
263,508
Surety
Transactional
$
13,096
$
12,308
$
25,756
$
24,416
Commercial
12,422
12,700
25,198
23,325
Contract
11,084
10,860
22,401
21,116
Total
$
36,602
$
35,868
$
73,355
$
68,857
Grand Total
$
401,904
$
379,065
$
800,249
$
739,741
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The following tables present our operating results by segment, as evaluated by the CODM.
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 (losses)
-
-
-
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 Three Months Ended June 30, 2024
(in thousands)
Casualty
Property
Surety
Total
Revenue
Net premiums earned
$
209,100
$
134,097
$
35,868
$
379,065
Net investment income
-
-
-
33,961
Net realized gains (losses)
-
-
-
( 192 )
Net unrealized gains on equity securities
-
-
-
3,608
Consolidated revenue
$
209,100
$
134,097
$
35,868
$
416,442
Less: Expenses
Losses and settlement expenses
$
121,850
$
41,382
$
4,567
Amortization of deferred acquisition costs
39,904
27,046
11,827
Other policy acquisition costs
21,256
4,227
9,661
Insurance operating expenses
15,775
8,262
3,284
Segment earnings before income taxes
$
10,315
$
53,180
$
6,529
$
70,024
Depreciation and amortization expense
$
1,391
$
469
$
253
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 (losses)
-
-
-
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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For the Six Months Ended June 30, 2024
(in thousands)
Casualty
Property
Surety
Total
Revenue
Net premiums earned
$
407,376
$
263,508
$
68,857
$
739,741
Net investment income
-
-
-
66,808
Net realized gains (losses)
-
-
-
5,802
Net unrealized gains on equity securities
-
-
-
48,922
Consolidated revenue
$
407,376
$
263,508
$
68,857
$
861,273
Less: Expenses
Losses and settlement expenses
$
231,322
$
73,959
$
6,342
Amortization of deferred acquisition costs
76,739
53,265
23,103
Other policy acquisition costs
42,855
8,642
19,771
Insurance operating expenses
32,471
16,746
6,807
Segment earnings before income taxes
$
23,989
$
110,896
$
12,834
$
147,719
Depreciation and amortization expense
$
2,800
$
921
$
512
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)
2025
2024
2025
2024
Reconciliation of earnings before income taxes
Segment earnings before income taxes
$
62,230
$
70,024
$
132,776
$
147,719
Net investment income
39,418
33,961
76,144
66,808
Net realized gains (losses)
15,004
( 192 )
29,916
5,802
Net unrealized gains on equity securities
43,500
3,608
1,182
48,922
Interest expense on debt
( 1,350 )
( 1,604 )
( 2,685 )
( 3,222 )
General corporate expenses
( 4,754 )
( 4,140 )
( 7,702 )
( 9,150 )
Equity in earnings of unconsolidated investees
2,467
1,646
5,515
6,415
Earnings before income taxes
$
156,515
$
103,303
$
235,146
$
263,294
7. 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.
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The Company’s operating lease obligations are for branch office facilities. The components of lease expense and other lease-related information, as of and during the three and six-month periods ended June 30, 2025 and 2024, were as follows:
For the Three Months
For the Six Months
Ended June 30,
Ended June 30,
(in thousands)
2025
2024
2025
2024
Operating lease cost
$
1,081
$
1,153
$
2,230
$
2,334
Variable lease cost
459
260
787
508
Sublease income
( 42 )
( 42 )
( 85 )
( 85 )
Total lease cost
$
1,498
$
1,371
$
2,932
$
2,757
Cash paid for amounts included in measurement of lease liabilities
Operating cash outflows from operating leases
$
1,017
$
1,105
$
2,245
$
2,168
ROU assets obtained in exchange for new operating lease liabilities
$
467
$
333
$
480
$
3,789
(in thousands)
June 30, 2025
December 31, 2024
Operating lease ROU assets
$
12,540
$
14,016
Operating lease liabilities
$
14,219
$
15,711
Weighted-average remaining lease term - operating leases
5.89
years
6.01
years
Weighted-average discount rate - operating leases
3.72
%
3.63
%
Future minimum lease payments under non-cancellable leases as of June 30, 2025 were as follows:
(in thousands)
June 30, 2025
2025
$
2,143
2026
3,947
2027
2,529
2028
1,617
2029
1,470
2030
887
Thereafter
3,602
Total future minimum lease payments
$
16,195
Less imputed interest
( 1,976 )
Total operating lease liability
$
14,219
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.