Item 1. Financial Statements
Item 1. Financial Statements
SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
March 31, 2025 December 31, 2024
($ in thousands, except share and per share amounts) (Unaudited)
Assets
Investments:
Fixed maturity securities, available-for-sale, at fair value (amortized cost of $ 1,410,269 and $ 1,320,266 , respectively)
$ 1,397,508 $ 1,292,218
Fixed maturity securities, held-to-maturity, at amortized cost (net of allowance for credit losses of $ 250 and $ 243 , respectively)
37,519 39,153
Equity securities, at fair value 108,075 106,254
Mortgage loans, at fair value 16,012 26,490
Equity method investments 88,588 98,594
Other long-term investments 37,646 33,182
Short-term investments, at fair value 308,042 274,929
Total investments 1,993,390 1,870,820
Cash and cash equivalents 112,916 121,603
Restricted cash 40,590 35,922
Premiums receivable, net 417,542 321,641
Reinsurance recoverables, net 902,970 857,876
Ceded unearned premium 232,147 203,901
Deferred policy acquisition costs 126,439 113,183
Deferred income taxes 26,984 30,486
Goodwill and intangible assets, net 87,089 87,348
Other assets 90,566 86,698
Total assets $ 4,030,633 $ 3,729,478
Liabilities and stockholders’ equity
Liabilities:
Reserves for losses and loss adjustment expenses $ 1,871,491 $ 1,782,383
Unearned premiums 708,347 637,185
Deferred ceding commission 45,544 40,434
Reinsurance and premium payables 243,083 177,070
Funds held for others 113,748 102,665
Accounts payable and accrued liabilities 78,154 76,206
Notes payable 100,000 100,000
Subordinated debt, net of debt issuance costs 19,545 19,536
Total liabilities 3,179,912 2,935,479
Stockholders’ equity
Common stock, $ 0.01 par value, 500,000,000 shares authorized, 40,402,879 and 40,127,908 shares issued and outstanding, respectively
404 401
Additional paid-in capital 721,186 718,598
Accumulated other comprehensive loss ( 10,047 ) ( 22,120 )
Retained earnings 139,178 97,120
Total stockholders’ equity 850,721 793,999
Total liabilities and stockholders’ equity $ 4,030,633 $ 3,729,478
The accompanying notes are an integral part of the consolidated financial statements.
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE INCOME (UNAUDITED)
Three months ended March 31,
($ in thousands, except share and per share amounts) 2025 2024
Revenues:
Net earned premiums $ 300,366 $ 236,342
Commission and fee income 1,976 2,026
Net investment income 19,331 18,297
Net investment gains 6,841 8,303
Other income 13 —
Total revenues 328,527 264,968
Expenses:
Losses and loss adjustment expenses 187,309 143,914
Underwriting, acquisition and insurance expenses 86,551 69,774
Interest expense 1,834 2,727
Amortization expense 337 388
Other expenses 1,061 1,188
Total expenses 277,092 217,991
Income before income taxes 51,435 46,977
Income tax expense 9,377 10,193
Net income $ 42,058 $ 36,784
Comprehensive income
Net income $ 42,058 $ 36,784
Other comprehensive income (loss):
Unrealized gains and losses on investments:
Net change in unrealized gains (losses) on investments, net of tax 12,255 ( 5,418 )
Reclassification adjustment for losses on securities no longer held, net of tax ( 182 ) ( 908 )
Total other comprehensive income (loss) 12,073 ( 6,326 )
Comprehensive income $ 54,131 $ 30,458
Per share data:
Basic earnings per share $ 1.05 $ 0.94
Diluted earnings per share $ 1.01 $ 0.90
Weighted-average common shares outstanding
Basic 40,196,416 39,108,351
Diluted 41,680,595 41,085,136
The accompanying notes are an integral part of the consolidated financial statements.
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)
Three months ended March 31,
($ in thousands, except share amounts) 2025 2024
Common shares:
Balance at beginning of year 40,127,908 39,863,756
Issuance of shares 274,971 131,271
Balance at March 31 40,402,879 39,995,027
Common stock:
Balance at beginning of year $ 401 $ 399
Issuance of common stock 3 1
Balance at March 31 $ 404 $ 400
Additional paid-in capital:
Balance at beginning of year $ 718,598 $ 710,855
Issuance of common stock 2,588 454
Balance at March 31 $ 721,186 $ 711,309
Stock notes receivable:
Balance at beginning of year $ — $ ( 5,562 )
Employee equity transactions — 328
Balance at March 31 $ — $ ( 5,234 )
Accumulated other comprehensive loss:
Balance at beginning of year $ ( 22,120 ) $ ( 22,953 )
Other comprehensive income (loss), net of tax 12,073 ( 6,326 )
Balance at March 31 $ ( 10,047 ) $ ( 29,279 )
Retained earnings (accumulated deficit):
Balance at beginning of year $ 97,120 $ ( 21,708 )
Net income 42,058 36,784
Balance at March 31 $ 139,178 $ 15,076
Total stockholders’ equity $ 850,721 $ 692,272
The accompanying notes are an integral part of the consolidated financial statements.
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three months ended March 31,
($ in thousands) 2025 2024
Cash flows from operating activities
Net income $ 42,058 $ 36,784
Adjustments to reconcile net income to net cash provided by operating activities 54,702 57,481
Net cash provided by operating activities 96,760 94,265
Cash flows from investing activities:
Purchase of fixed maturity securities, available-for-sale ( 126,827 ) ( 97,426 )
Purchase of equity securities ( 8,422 ) ( 2,035 )
Purchase of equity method investments ( 200 ) ( 261 )
Investment in direct and indirect loans 13,829 10,816
Purchase of property and equipment ( 202 ) ( 260 )
Proceeds from the sales of fixed maturity securities, available-for-sale 8,195 12,093
Maturities, calls, transfers and paydowns of fixed maturity securities, available-for-sale 29,537 30,138
Maturities, calls and paydowns of fixed maturity securities held-to-maturity 2,129 784
Proceeds from the sales of equity securities 8,748 10,458
Sales of and distributions from equity method and other long-term investments 4,396 4,871
Change in short-term investments ( 33,162 ) ( 27,706 )
Change in receivable/payable for securities — ( 13,755 )
Cash provided by deposit accounting 1,200 2,417
Net cash used in investment activities ( 100,779 ) ( 69,866 )
Cash flows from financing activities:
Repayment of stock notes receivable — 328
Proceeds from long term borrowings — 50,000
Payments on long term borrowings and trust preferred — ( 59,794 )
Net cash (used in) provided by financing activities — ( 9,466 )
Net increase (decrease) in cash and cash equivalents and restricted cash ( 4,019 ) 14,933
Cash and cash equivalents and restricted cash at beginning of period (1)
157,525 100,336
Cash and cash equivalents and restricted cash at end of period (1)
$ 153,506 $ 115,269
Supplemental disclosure of cash flow information:
Cash paid for interest $ 1,805 $ 2,656
(1) The sum of cash and cash equivalents and restricted cash from the consolidated balance sheets
The accompanying notes are an integral part of the consolidated financial statements.
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Summary of Significant Accounting Policies
Basis of Presentation
The unaudited condensed consolidated financial statements of Skyward Specialty Insurance Group, Inc. (the “Company”) have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States of America for interim financial reporting and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include all the disclosures required by GAAP for complete consolidated financial statements. Readers are urged to review the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 for a more complete description of the Company’s business and accounting policies. In the opinion of management, all adjustments necessary for a fair statement of the condensed consolidated financial statements have been included. Such adjustments consist only of normal recurring items. Interim results are not necessarily indicative of results of operations for the full year. The consolidated balance sheet as of December 31, 2024 was derived from the Company’s audited annual consolidated financial statements.
Use of Estimates
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from these estimates.
2. Investments
The following tables set forth the amortized cost and the fair value by investment category at March 31, 2025 and December 31, 2024:
($ in thousands) Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Allowance for Credit Losses Fair Value
March 31, 2025
Fixed maturity securities, available-for-sale:
U.S. government securities $ 26,540 $ 212 $ ( 70 ) $ — $ 26,682
Corporate securities and miscellaneous 494,356 7,340 ( 10,846 ) — 490,850
Municipal securities 89,373 592 ( 4,134 ) — 85,831
Residential mortgage-backed securities 410,080 4,658 ( 12,341 ) — 402,397
Commercial mortgage-backed securities 76,802 652 ( 1,263 ) — 76,191
Other asset-backed securities 313,118 3,863 ( 1,424 ) — 315,557
Total fixed maturity securities, available-for-sale $ 1,410,269 $ 17,317 $ ( 30,078 ) $ — $ 1,397,508
Fixed maturity securities, held-to-maturity:
Other asset-backed securities $ 37,769 $ 97 $ ( 6 ) $ ( 250 ) $ 37,610
Total fixed maturity securities, held-to-maturity $ 37,769 $ 97 $ ( 6 ) $ ( 250 ) $ 37,610
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2. Investments (continued)
($ in thousands) Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Loss Allowance for Credit Losses Fair Value
December 31, 2024
Fixed maturity securities, available-for-sale:
U.S. government securities $ 26,577 $ 35 $ ( 126 ) $ — $ 26,486
Corporate securities and miscellaneous 433,298 5,618 ( 13,288 ) — 425,628
Municipal securities 89,966 116 ( 5,366 ) — 84,716
Residential mortgage-backed securities 408,585 1,875 ( 16,627 ) — 393,833
Commercial mortgage-backed securities 70,262 545 ( 1,443 ) — 69,364
Other asset-backed securities 291,578 2,447 ( 1,834 ) — 292,191
Total fixed maturity securities, available-for-sale $ 1,320,266 $ 10,636 $ ( 38,684 ) $ — $ 1,292,218
Fixed maturity securities, held-to-maturity:
Other asset-backed securities $ 39,396 $ — $ ( 436 ) $ ( 243 ) $ 38,717
Total fixed maturity securities, held-to-maturity $ 39,396 $ — $ ( 436 ) $ ( 243 ) $ 38,717
The following table sets forth the amortized cost and fair value of available-for-sale fixed maturity securities by contractual maturity at March 31, 2025:
($ in thousands) Amortized
Cost Fair Value
Due in less than one year $ 26,394 $ 26,361
Due after one year through five years 316,122 312,529
Due after five years through ten years 222,978 221,809
Due after ten years 44,775 42,664
Mortgage-backed securities 486,882 478,588
Other asset-backed securities 313,118 315,557
Total $ 1,410,269 $ 1,397,508
Expected maturities may differ from contractual maturities because borrowers have the right to call or prepay obligations with or without call or prepayment penalties. Also, changing interest rates, tax considerations or other factors may result in portfolio sales prior to maturity.
The Company’s fixed maturity securities, held-to-maturity, at March 31, 2025 consisted entirely of asset backed securities that were not due at a single maturity date.
At March 31, 2025, the Company had U.S. government agencies mortgage-backed fixed maturity securities, with a carrying value of approximately $ 68.1 million pledged as collateral for a loan (the “FHLB Loan”) from the Federal Home Loan Bank of Dallas (“FHLB”) pursuant to an Advances and Security Agreement between the Company and FHLB (the “Advances and Security Agreement”). In accordance with the terms of the FHLB Loan, the Company retains all rights regarding these pledged securities.
At March 31, 2025, the Company had assets with fair values of approximately $ 32.7 million pledged as collateral for the performance obligations under reinsurance agreements. In accordance with the terms of the trust agreements, the Company retains all rights regarding these securities, of which $ 28.2 million are residential mortgage-backed securities, $ 2.3 million of cash and cash equivalents and other assets and $ 2.2 million of short-term investments.
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2. Investments (continued)
The following tables set forth the gross unrealized losses and the corresponding fair values of investments, aggregated by length of time that individual securities had been in a continuous unrealized loss position as of March 31, 2025 and 2024:
Less than 12 Months 12 Months or More Total
($ in thousands) Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses
March 31, 2025
Fixed maturity securities, available-for-sale:
U.S. government securities $ 5,350 $ ( 2 ) $ 2,318 $ ( 68 ) $ 7,668 $ ( 70 )
Corporate securities and miscellaneous 89,029 ( 1,179 ) 80,321 ( 9,667 ) 169,350 ( 10,846 )
Municipal securities 25,337 ( 473 ) 28,863 ( 3,661 ) 54,200 ( 4,134 )
Residential mortgage-backed securities 96,088 ( 984 ) 83,406 ( 11,357 ) 179,494 ( 12,341 )
Commercial mortgage-backed securities 8,833 ( 216 ) 12,372 ( 1,047 ) 21,205 ( 1,263 )
Other asset-backed securities 75,860 ( 507 ) 25,644 ( 917 ) 101,504 ( 1,424 )
Total fixed maturity securities, available-for-sale 300,497 ( 3,361 ) 232,924 ( 26,717 ) 533,421 ( 30,078 )
Fixed maturity securities, held-to-maturity:
Other asset-backed securities 37,610 ( 6 ) — — 37,610 ( 6 )
Total fixed maturity securities, held-to-maturity: 37,610 ( 6 ) — — 37,610 ( 6 )
Total $ 338,107 $ ( 3,367 ) $ 232,924 $ ( 26,717 ) $ 571,031 $ ( 30,084 )
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2. Investments (continued)
Less than 12 Months 12 Months or More Total
($ in thousands) Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses Fair Value Gross Unrealized Losses
December 31, 2024
Fixed maturity securities, available-for-sale:
U.S. government securities $ 15,938 $ ( 34 ) $ 2,297 $ ( 92 ) $ 18,235 $ ( 126 )
Corporate securities and miscellaneous 136,888 ( 2,060 ) 81,232 ( 11,228 ) 218,120 ( 13,288 )
Municipal securities 41,930 ( 1,046 ) 27,687 ( 4,320 ) 69,617 ( 5,366 )
Residential mortgage-backed securities 201,407 ( 3,366 ) 82,496 ( 13,261 ) 283,903 ( 16,627 )
Commercial mortgage-backed securities 9,411 ( 126 ) 13,178 ( 1,317 ) 22,589 ( 1,443 )
Other asset-backed securities 75,119 ( 721 ) 29,851 ( 1,113 ) 104,970 ( 1,834 )
Total fixed maturity securities, available-for-sale 480,693 ( 7,353 ) 236,741 ( 31,331 ) 717,434 ( 38,684 )
Fixed maturity securities, held-to-maturity:
Other asset-backed securities 2,144 ( 2 ) 36,573 ( 434 ) 38,717 ( 436 )
Total fixed maturity securities, held-to-maturity: 2,144 ( 2 ) 36,573 ( 434 ) 38,717 ( 436 )
Total $ 482,837 $ ( 7,355 ) $ 273,314 $ ( 31,765 ) $ 756,151 $ ( 39,120 )
The Company regularly monitors its available-for-sale fixed maturity securities that have fair values less than cost or amortized cost for signs of impairment, an assessment that requires significant management judgment regarding the evidence known. Such judgments could change in the future as more information becomes known, which could negatively impact the amounts reported. Among the factors that management considers for fixed maturity securities are the financial condition of the issuer including receipt of scheduled principal and interest cash flows, and intent to sell, including if it is more likely than not that the Company will be required to sell the investments before recovery.
As of March 31, 2025, the Company had 631 lots of fixed maturity securities in an unrealized loss position. The Company does not have an intent to sell these securities and it is not more likely than not that the Company will be required to sell these securities before maturity or recovery of its cost basis. The Company reviewed its investments at March 31, 2025 and determined that no credit impairment existed in the gross unrealized holding losses, due to the reasons discussed below:
• U.S. government securities and municipal securities : These securities were issued by the U.S. Treasury Department, Federal government-sponsored entities or by state and local governments. The decline in fair values was attributable to changes in interest rates and not credit quality. The Company does not intend to sell these securities and it is likely that it will not do so before their anticipated recovery. Therefore, the Company does not consider these impaired securities.
• Corporate securities and miscellaneous : Corporations in various industries issued these securities. The decline in fair values was attributable to changes in interest rates and not credit quality. The Company reviewed the issuers of these securities to identify any significant adverse change in financial condition, a change in the quality of credit enhancement (if any), a ratings decrease, or negative outlook assignment from a major credit rating agency, and any failure to make interest or principal payments. After these reviews, the Company determined that the decline in fair values was attributable to changes in interest rates and not credit quality. The Company does not intend to sell these securities and it is likely that it will not do so before their anticipated recovery. Therefore, the Company does not consider these impaired securities.
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2. Investments (continued)
• Residential mortgage-backed securities, commercial mortgage-backed securities, and other asset-backed securities : The decline in fair values was attributable to changes in interest rates and not credit quality. The Company does not intend to sell these securities and it is likely that it will not do so before their anticipated recovery. Therefore, the Company does not consider these impaired securities.
The following table sets forth the components of net investment gains for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Gross realized gains
Fixed maturity securities, available-for sale $ 453 $ 499
Equity securities 1,745 1,081
Other 4 18
Total 2,202 1,598
Gross realized losses
Fixed maturity securities, available-for sale ( 120 ) ( 394 )
Equity securities ( 678 ) ( 1,874 )
Other ( 54 ) ( 18 )
Total ( 852 ) ( 2,286 )
Net unrealized gains (losses) on investments
Equity securities 1,080 8,020
Mortgage loans ( 66 ) 971
Other 4,477 —
Net investment gains
$ 6,841 $ 8,303
The following table sets forth the proceeds from sales of available-for-sale fixed maturity securities and equity securities for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Fixed maturity securities, available-for sale $ 8,195 $ 12,093
Equity securities 8,748 10,458
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
2. Investments (continued)
The following table sets forth the components of net investment income for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Income:
Fixed maturity securities, available-for sale $ 17,288 $ 12,231
Fixed maturity securities, held-to-maturity 815 1,126
Equity securities 617 627
Equity method investments ( 1,988 ) 1,098
Mortgage loans 661 1,419
Indirect loans ( 741 ) ( 1,694 )
Short-term investments and cash 3,192 4,240
Other 977 869
Total investment income 20,821 19,916
Investment expenses ( 1,490 ) ( 1,619 )
Net investment income $ 19,331 $ 18,297
The following table sets forth the change in net unrealized gains (losses) on the Company’s investment portfolio, net of deferred income taxes, included in other comprehensive loss for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Fixed maturity securities $ 15,284 $ ( 7,989 )
Deferred income taxes ( 3,211 ) 1,663
Total $ 12,073 $ ( 6,326 )
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3. Fair Value Measurements
The Company’s financial instruments include assets and liabilities carried at fair value, as well as assets and liabilities carried at cost or amortized cost but disclosed at fair value in its consolidated financial statements. In determining fair value, the market approach is generally applied, which uses prices and other relevant data based on market transactions involving identical or comparable assets and liabilities.
The Company uses data primarily provided by third-party investment managers or pricing vendors to determine the fair value of its investments. Periodic analyses are performed on prices received from third parties to determine whether the prices are reasonable estimates of fair value. The analyses include a review of month-to-month price fluctuations and, as needed, a comparison of pricing services’ valuations to other pricing services’ valuations for the identical security.
The Company classifies its financial instruments into the following three-level hierarchy:
Level 1 - Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement
date.
Level 2 - Inputs are other than quoted prices included in Level 1 that are observable for the asset or liability through
corroboration with market data at the measurement date.
Level 3 - Unobservable inputs that reflect management’s best estimate of what market participants would use in
pricing the asset or liability at the measurement date.
The following methods and assumptions were used in estimating the fair value disclosures for financial instruments in the accompanying consolidated financial statements and in these notes:
U.S. government securities, mutual funds and common stock
The Company uses unadjusted quoted prices for identical instruments in an active exchange to measure fair value which represent Level 1 inputs.
Preferred stocks, municipal securities, corporate securities and miscellaneous
The Company uses a pricing model that utilizes market-based inputs such as trades in an illiquid market for a particular security or trades in active markets for securities with similar characteristics. The model considers other inputs such as benchmark yields, issuer spreads, security terms and conditions, and other market data. These represent Level 2 fair value inputs.
Commercial mortgage-backed securities, residential mortgage-backed securities and other asset-backed securities
The Company uses a pricing model that utilizes market-based inputs that may include dealer quotes, market spreads, and yield curves. It may evaluate individual tranches in a security by determining cash flows using the security’s terms and conditions, collateral performance, credit information benchmark yields and estimated prepayments. These represent Level 2 fair value inputs.
Fixed maturity securities, available for sale and equity securities classified as Level 3
The Company has corporate securities and miscellaneous, other asset-backed securities that are managed by an independent asset manager and priced by an independent pricing provider. The provider estimates the value of the securities using the discount net present value of cash flows method using an unobservable discount rate. The discount rate spread represents the risk associated with future cash flows, including inflation, opportunity cost and the time value of money. This rate represents Level 3 fair value inputs.
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3. Fair Value Measurements (continued)
The following table sets forth the range of the discount rate as of March 31, 2025 and December 31, 2024:
March 31, 2025 December 31, 2024
High 7.98 % 8.00 %
Low 5.43 % 5.70 %
Weighted average 6.19 % 6.60 %
Mortgage loans
Mortgage loans have variable interest rates and are collateralized by real property. The Company determines fair value of mortgage loans using the income approach utilizing inputs that are observable and unobservable (Level 3). The unobservable input consists of the spread applied to a prime rate used to discount cash flows. The spread represents the incremental cost of capital based on the borrower’s ability to make future payments and the value of the collateral relative to the loan balance and is subject to judgement and uncertainty.
The following table sets forth the range and weighted average, weighted by relative fair value, of the spread as of March 31, 2025 and December 31, 2024:
March 31, 2025 December 31, 2024
High 7.93 % 10.00 %
Low 7.59 % 7.00 %
Weighted average 7.69 % 7.93 %
Investment in RedBird Capital Partners
Included in other long-term investments is an investment in a limited partnership with RedBird Capital Partners, which invests in Bishop Street Underwriters, LLC (“Bishop Street”), a managing general agent (MGA). The investment had a fair value of $ 32.6 million at March 31, 2025, which was determined using the net asset value. The Company employs procedures to assess the reasonableness of the fair value of the investment including obtaining and reviewing the audited financial statements. The unfunded commitment related to the investment was $ 24.4 million at March 31, 2025. The Company may sell its interest in the investment with the appropriate prior written notice and approval by the general partner. In accordance with Accounting Standard Codification 820-10, this investment is measured at fair value using the net asset value per share practical expedient and has not been classified in the fair value hierarchy.
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3. Fair Value Measurements (continued)
The following tables set forth the Company’s investments within the fair value hierarchy at March 31, 2025 and December 31, 2024:
March 31, 2025
($ in thousands) Level 1 Level 2 Level 3 Total
Fixed maturity securities, available-for-sale:
U.S. government securities $ 26,682 $ — $ — $ 26,682
Corporate securities and miscellaneous — 415,528 75,322 490,850
Municipal securities — 85,831 — 85,831
Residential mortgage-backed securities — 402,397 — 402,397
Commercial mortgage-backed securities — 76,191 — 76,191
Other asset-backed securities — 307,422 8,135 315,557
Total fixed maturity securities, available-for-sale 26,682 1,287,369 83,457 1,397,508
Fixed maturity securities, held-to-maturity:
Other asset-backed securities — — 37,610 37,610
Total fixed maturity securities, held-to-maturity — — 37,610 37,610
Equity securities:
Common stocks 64,215 — — 64,215
Preferred stocks — 1,160 — 1,160
Mutual funds 42,700 — — 42,700
Total equity securities 106,915 1,160 — 108,075
Mortgage loans — — 16,012 16,012
Short-term investments 308,042 — — 308,042
Total $ 441,639 $ 1,288,529 $ 137,079 $ 1,867,247
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3. Fair Value Measurements (continued)
December 31, 2024
($ in thousands) Level 1 Level 2 Level 3 Total
Fixed maturity securities, available-for-sale:
U.S. government securities $ 26,486 $ — $ — $ 26,486
Corporate securities and miscellaneous — 354,815 70,813 425,628
Municipal securities — 84,716 — 84,716
Residential mortgage-backed securities — 393,833 — 393,833
Commercial mortgage-backed securities — 69,364 — 69,364
Other asset-backed securities — 285,084 7,107 292,191
Total fixed maturity securities, available-for-sale 26,486 1,187,812 77,920 1,292,218
Fixed maturity securities, held-to-maturity:
Other asset-backed securities — — 38,717 38,717
Total fixed maturity securities, held-to-maturity: — — 38,717 38,717
Equity securities:
Common stocks 64,251 — — 64,251
Preferred stocks — 1,164 — 1,164
Mutual funds 40,839 — — 40,839
Total equity securities 105,090 1,164 — 106,254
Mortgage loans — — 26,490 26,490
Short-term investments 274,929 — — 274,929
Total $ 406,505 $ 1,188,976 $ 143,127 $ 1,738,608
The following tables set forth the changes in the fair value of instruments carried at fair value with a Level 3 measurement during the three months ended March 31, 2025 and 2024:
($ in thousands) Fixed Maturity Securities, Available-For-Sale Mortgage Loans
Balance at December 31, 2024 $ 77,920 $ 26,490
Total losses for the period recognized in net investment gains ( 110 ) ( 66 )
Issuances — 5
Settlements — ( 10,417 )
Purchases 5,164 —
Sales/Disposals ( 199 ) —
Total unrealized gains for the period recognized in accumulated comprehensive income (loss) 682 —
Balance at March 31, 2025 $ 83,457 $ 16,012
Total losses for the period recognized in net investment gains attributable to the change in unrealized gains or losses relating to assets held as of period end $ — $ ( 84 )
($ in thousands) Mortgage Loans
Balance at December 31, 2023 $ 50,070
Total gains for the period recognized in net investment gains 971
Issuances 187
Settlements ( 6,919 )
Balance at March 31, 2024 $ 44,309
Total gains for the period recognized in net investment gains attributable to the change in unrealized gains or losses relating to assets held as of period end $ 952
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
3. Fair Value Measurements (continued)
The Company measures certain assets, including investments in indirect loans and loan collateral, equity method investments and other invested assets, at fair value on a nonrecurring basis only when they are deemed to be impaired.
In addition to the preceding disclosures on assets and liabilities recorded at fair value in the consolidated balance sheets, the Company is also required to disclose the fair values of certain other financial instruments for which it is practicable to estimate fair value. Estimated fair value amounts, defined as the quoted market price of a financial instrument, have been determined using available market information and other appropriate valuation methodologies. However, considerable judgements are required in developing the estimates of fair value where quoted market prices are not available. Accordingly, these estimates are not necessarily indicative of the amounts that could be realized in a current market exchange. The use of different market assumptions or estimating methodologies may have an effect on the estimated fair value amounts.
The following methods and assumptions were used in estimating the fair value disclosures of other financial instruments:
Fixed maturity securities, held-to-maturity: Fixed maturity securities, held-to-maturity consists of senior and junior notes with target rates of return. As of March 31, 2025, the Company determined the fair value of these instruments using the income approach utilizing inputs that are unobservable (Level 3).
Notes payable: The carrying value approximates the estimated fair value for notes payable as the notes payable accrue interest at current market rates plus a spread. The Company determines fair value using the income approach utilizing inputs that are observable (Level 2).
Subordinated debt: Subordinated debt consists of the Unsecured Subordinated Notes, due May 24, 2039 and have a fixed interest rate. The Company determines the fair value of these instruments using the income approach utilizing inputs that are observable (Level 2).
The following table sets forth the Company’s carrying and fair values of notes payable and subordinated debt as of March 31, 2025 and December 31, 2024:
March 31, 2025 December 31, 2024
($ in thousands) Carrying
Value Fair
Value Carrying
Value Fair
Value
Notes payable
FHLB Loan $ 57,000 $ 57,089 $ 57,000 $ 56,200
Revolving credit facility 43,000 43,000 43,000 43,000
Notes payable $ 100,000 $ 100,089 $ 100,000 $ 99,200
Subordinated debt
Unsecured subordinated notes $ 19,545 $ 20,370 $ 19,536 $ 20,541
Subordinated debt, net of debt issuance costs $ 19,545 $ 20,370 $ 19,536 $ 20,541
Other financial instruments qualify as insurance-related products and are specifically exempted from fair value disclosure requirements.
4. Mortgage Loans
The Company has invested in Separately Managed Accounts (“SMA1” and “SMA2”). As of March 31, 2025 and December 31, 2024, the Company held direct investments in mortgage loans from various creditors through SMA1 and SMA2.
The Company’s mortgage loan portfolios are primarily senior loans on real estate across the U.S. The loans earn interest at a fixed spread above a prime rate, mature in approximately 2 years to 4 years from loan origination and the principal amounts of the loans range between 64 % to 65 % of the property’s appraised value at the time the loans were made.
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
4. Mortgage Loans (continued)
The following table sets forth the carrying value of the Company’s mortgage loans as of March 31, 2025 and December 31, 2024:
($ in thousands) March 31, 2025 December 31, 2024
Commercial $ 8,016 $ 8,474
Retail — 10,032
Hospitality 7,996 7,984
$ 16,012 $ 26,490
The following table sets forth the Company’s gross investment income for mortgage loans for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Commercial $ 108 $ 458
Retail 304 490
Hospitality 249 471
$ 661 $ 1,419
The uncollectible amounts on loans, on an individual loan basis, are determined based upon consultations and advice from the Company’s specialized investment manager and consideration of any adverse situations that could affect the borrower’s ability to repay, the estimated value of underlying collateral, and other relevant factors. The Company writes off the uncollectible amount in the period it was determined to be uncollectible. There was no write-off for uncollectible amounts during the three months ended March 31, 2025 and 2024, respectively.
As of March 31, 2025 $ 4.5 million of mortgage loans were in the process of foreclosure and there were no mortgage loans that were not producing income for the previous 12 months. As of December 31, 2024, no mortgage loans were in the process of foreclosure and there were no mortgage loans that were not producing income for the previous 12 months.
5. Equity Method Investments and Other
The following table sets forth the carrying value and ownership percentage of the Company’s equity method investments as of March 31, 2025 and December 31, 2024:
($ in thousands) March 31, 2025 December 31, 2024
Carrying Value Ownership % Carrying Value Ownership %
Arena Special Opportunities Fund, LP units $ 32,364 14.9 % $ 34,936 15.3 %
JVM Funds LLC units 16,692 10.1 % 17,229 10.1 %
Hudson Ventures Fund 2 LP units 4,897 2.5 % 4,967 2.5 %
RISCOM 2,886 20.0 % 5,013 20.0 %
Brewer Lane Ventures Fund II LP units 1,410 2.4 % 1,040 2.4 %
Dowling Capital Partners LP units 678 5.0 % 666 5.0 %
Arena SOP LP units 218 11.1 % 1,474 10.9 %
$ 59,145 $ 65,325
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
5. Equity Method Investments and Other (continued)
The following table sets forth the components of net investment (loss) income from equity method investments for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Brewer Lane Ventures Fund II LP $ 170 $ ( 32 )
Dowling Capital Partners LP units 13 1,342
Hudson Ventures Fund II LP units ( 25 ) ( 52 )
RISCOM ( 128 ) 286
JVM Funds LLC ( 211 ) ( 484 )
Arena Special Opportunities Fund, LP units ( 551 ) ( 251 )
Arena SOP LP units ( 1,256 ) 289
$ ( 1,988 ) $ 1,098
The following table sets forth the unfunded commitment of equity method investments as of March 31, 2025 and December 31, 2024:
($ in thousands) March 31, 2025 December 31, 2024
Brewer Lane Ventures Fund II LP units $ 3,770 $ 4,077
Dowling Capital Partners LP units 386 386
Hudson Ventures Fund 2 LP units 266 397
$ 4,422 $ 4,860
The difference between the cost of an investment and its proportionate share of the underlying equity in net assets is allocated to the various assets and liabilities of the equity method investment. The Company amortizes the difference in net assets over the same useful life of a similar asset as the underlying equity method investment. For investment in RISCOM, a similar asset would be agent relationships. The Company amortizes this difference over a 15 -year useful life.
The following table sets forth the Company’s recorded investment in RISCOM compared to its share of underlying equity as of March 31, 2025 and December 31, 2024:
($ in thousands) March 31, 2025 December 31, 2024
Investment in RISCOM:
Underlying equity $ 1,689 $ 3,756
Difference 1,197 1,258
Recorded investment balance $ 2,886 $ 5,013
The following table sets forth the Company’s recorded investment in JVM Funds LLC compared to its share of underlying equity as of March 31, 2025 and December 31, 2024:
($ in thousands) March 31, 2025 December 31, 2024
Investment in JVM Funds LLC:
Underlying equity $ 16,125 $ 16,624
Difference 567 605
Recorded investment balance $ 16,692 $ 17,229
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
5. Equity Method Investments and Other (continued)
Investment in Indirect Loans and Loan Collateral
As of March 31, 2025 and December 31, 2024, the Company held indirect investments in collateralized loans and loan collateral through SMA1 and SMA2.
The carrying value of the SMA1 and SMA2 as of March 31, 2025 and December 31, 2024 were as follows:
($ in thousands) March 31, 2025 December 31, 2024
SMA1 $ 19,093 $ 20,296
SMA2 10,350 12,973
Investment in indirect loans and loan collateral $ 29,443 $ 33,269
6. Segment
The Company has one reportable segment through which it offers a broad array of commercial property and casualty products and solutions on a non-admitted (or E&S) and admitted basis, predominantly in the United States. The segment is made up of nine distinct underwriting divisions, or “continuing business,” and has dedicated underwriting leadership supported by high-quality technical staff with deep experience in their respective niches. The Company defines its segment on the basis of the way in which internally reported financial information is regularly reviewed by the Chief Operating Decision Maker (“CODM”) to analyze financial performance, make decisions and allocate resources. The Company’s CODM is the chief executive officer.
The accounting policies of the segment are the same as those described in Note 1 “Summary of Significant Accounting Policies” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. The CODM assesses performance for the segment and decides how to allocate resources based on gross written premiums by net underwriting division, underwriting income, and income before income taxes that also is reported on the condensed consolidated statements of operations as consolidated income before income taxes. The measure of segment assets is reported on the balance sheet as total consolidated assets.
Gross written premiums by underwriting division, net underwriting income, and consolidated net income are used to monitor budget versus actual results. The chief operating decision maker also uses net underwriting income, annualized return on equity and growth in book value per share in competitive analysis by benchmarking to the Company’s competitors. The competitive analysis along with the monitoring of budgeted versus actual results are used in assessing performance of the segment and in establishing management’s compensation.
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
6. Segment (continued)
The following table presents gross written premiums by underwriting division for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Accident & Health $ 63,169 $ 40,901
Agriculture and Credit (Re)insurance 87,847 43,321
Captives 68,401 68,408
Construction & Energy Solutions 75,571 74,222
Global Property 46,686 57,312
Professional Lines 41,166 42,239
Programs 62,675 52,178
Surety 37,798 33,842
Transactional E&S 52,006 46,232
Total continuing business 535,319 458,655
Exited business 7 ( 35 )
Total gross written premiums $ 535,326 $ 458,620
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
6. Segment (continued)
The following table presents information about reported segment net underwriting income, significant segment expenses and a reconciliation of net underwriting income to net income for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Underwriting income
Revenues:
Net earned premiums $ 300,366 $ 236,342
Commission and fee income 1,976 2,026
Total underwriting revenues 302,342 238,368
Expenses:
Losses and LAE 187,309 143,914
Amortization of policy acquisition costs 44,490 31,977
Other operating and general expenses 42,061 37,797
Total underwriting expenses 273,860 213,688
Net underwriting income $ 28,482 $ 24,680
Reconciliation of net underwriting income to net income:
Net underwriting income $ 28,482 $ 24,680
Add:
Net investment income 19,331 18,297
Net investment gains 6,841 8,303
Other income 13 —
Less:
Interest expense 1,834 2,727
Amortization expense 337 388
Other expenses 1,061 1,188
Income before income taxes 51,435 46,977
Income tax expense 9,377 10,193
Net income $ 42,058 $ 36,784
The following table presents annualized return on equity for the three months ended March 31, 2025 and 2024 and book value per share as of March 31, 2025 and December 31, 2024:
Three months ended March 31,
2025 2024
Annualized return on equity 20.5 % 21.7 %
March 31, 2025 December 31, 2024
Book value per share $ 21.06 $ 19.79
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SKYWARD SPECIALTY INSURANCE GROUP, INC. AND SUBSIDIARIES
NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
7. Income Taxes
The following table sets forth the Company’s income tax expense and effective tax rates for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Income tax expense $ 9,377 $ 10,193
Effective tax rate 18.2 % 21.7 %
The effective tax rate will differ from the statutory rate of 21 percent due to permanent differences for disallowed expenses for tax and beneficial adjustments for tax-exempt income, dividends-received deduction, non-deductible expenses and discrete items. The effective tax rate for the three months ended March 31, 2025 was impacted by certain discrete tax items, primarily tax benefits from stock-based compensation, which reduced the effective tax rate by 3.9 %.
8. Losses and Loss Adjustment Expenses
The following table sets forth the reconciliation of unpaid losses and loss adjustment expenses (“LAE”) as reported in the condensed consolidated balance sheets as of and for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Reserves for losses and LAE, beginning of period $ 1,782,383 $ 1,314,501
Less: reinsurance recoverable on unpaid claims, beginning of period ( 670,846 ) ( 455,484 )
Reserves for losses and LAE, beginning of period, net of reinsurance 1,111,537 859,017
Incurred, net of reinsurance, related to:
Current period 187,309 144,155
Prior years — —
Total incurred, net of reinsurance 187,309 144,155
Paid, net of reinsurance, related to:
Current period 15,256 11,805
Prior years 118,900 80,516
Total paid 134,156 92,321
Net reserves for losses and LAE, end of period 1,164,690 910,851
Plus: reinsurance recoverable on unpaid claims, end of period 706,801 466,095
Reserves for losses and LAE, end of period $ 1,871,491 $ 1,376,946
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
9. Commission and Fee Income
Skyward Underwriters Agency, Inc. (“SUA”), a subsidiary of the Company, is a managing general insurance agent and reinsurance broker for property and casualty and accident and health risks in specialty niche markets. Commission and fee income is primarily generated from SUA for the placement of insurance policies on either a third-party insurance or reinsurance company.
The following table sets forth the Company’s disaggregated revenues from contracts with customers for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
SUA commission revenue $ 865 $ 990
SUA fee income 1,629 846
Other ( 518 ) 190
Total commission and fee income $ 1,976 $ 2,026
The Company’s contract assets from commission and fee income as of March 31, 2025 and December 31, 2024 were $ 1.9 million and $ 1.4 million, respectively.
10. Underwriting, Acquisition and Insurance Expenses
The following table sets forth the components of underwriting, acquisition and insurance expenses for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands) 2025 2024
Amortization of policy acquisition costs $ 44,490 $ 31,977
Other operating and general expenses 42,061 37,797
Total underwriting, acquisition and insurance expenses $ 86,551 $ 69,774
11. Reinsurance
Certain premiums and benefits are assumed from and ceded to other insurance companies under various reinsurance agreements. The reinsurance agreements provide the Company with increased capacity to write larger risks and maintain its exposure to loss within its capital resources. The Company remains obligated for amounts ceded in the event that the reinsurers do not meet their obligations.
The following tables set forth the effects of reinsurance on written and earned premiums and losses and loss adjustment expenses for the three months ended March 31, 2025 and 2024:
2025 2024
($ in thousands) Written Earned Written Earned
Direct premiums $ 408,310 $ 385,438 $ 366,796 $ 327,172
Assumed premiums 127,016 78,727 91,824 62,186
Ceded premiums ( 192,055 ) ( 163,799 ) ( 171,520 ) ( 153,016 )
Net premiums $ 343,271 $ 300,366 $ 287,100 $ 236,342
Ceded losses and LAE incurred $ 135,467 $ 85,619
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
11. Reinsurance (continued)
The following table sets forth the components of reinsurance recoverables and ceded unearned premium as of March 31, 2025 and December 31, 2024:
($ in thousands) March 31, 2025 December 31, 2024
Ceded unpaid losses and LAE $ 706,801 $ 670,846
Ceded paid losses and LAE 198,464 166,663
Loss portfolio transfer — 22,662
Allowance for credit losses ( 2,295 ) ( 2,295 )
Reinsurance recoverables $ 902,970 $ 857,876
Ceded unearned premium $ 232,147 $ 203,901
The Company entered into agreements with several of its reinsurers, whereby the reinsurer established funded trust accounts with the Company as the sole beneficiary. These trust accounts provide the Company additional security to collect claim recoverables under reinsurance contracts and the Company does not carry these on the balance sheet because the Company will only have custody over these accounts upon the failure of the reinsurer to pay amounts due. At March 31, 2025, the market value of these accounts was approximately $ 212.8 million. The trust amount will be adjusted periodically, by mutual agreement, based on claim payments and loss reserve recoverables.
Certain ceded reinsurance contracts that transfer only significant timing risk and do not transfer sufficient underwriting risk are accounted for using the deposit method of accounting. The Company’s deposit asset at March 31, 2025 and December 31, 2024 was $ 24.7 million and $ 25.9 million, respectively, and was included in other assets on the condensed consolidated balance sheets.
12. Earnings Per Share
The following table sets forth the compilation of basic and diluted net earnings per share for the three months ended March 31, 2025 and 2024:
Three months ended March 31,
($ in thousands, except for share and per share amounts) 2025 2024
Numerator
Net income $ 42,058 $ 36,784
Denominator
Basic weighted-average common shares 40,196,416 39,108,351
Dilutive effect of stock notes — 711,752
Dilutive effect of stock units 1,004,585 935,890
Dilutive effect of options 479,594 329,143
Diluted weighted-average common share equivalents 41,680,595 41,085,136
Basic earnings per share $ 1.05 $ 0.94
Diluted earnings per share $ 1.01 $ 0.90
The following table presents anti-dilutive instruments that were excluded from the calculation of diluted weighted-average common share equivalents during the three months ended March 31, 2025 and 2024:
Three months ended March 31,
2025 2024
Stock units 56,155 70,671
Options 2,512 48
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NOTES TO (UNAUDITED) CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
12. Earnings Per Share (continued)
The following table presents common share equivalents of contingently issuable instruments that were excluded from basic earnings per share in the three months ended March 31, 2025 and 2024:
Three months ended March 31,
2025 2024
Common shares — 866,428
Total — 866,428
13. Related Party Transactions
RISCOM
RISCOM provides the Company with wholesale brokerage services. RISCOM and the Company also have a managing general agency agreement. The Company holds a 20 % ownership interest in RISCOM.
Net earned premium and gross commission expense related to these agreements for the three months ended March 31, 2025 and 2024 were as follows:
Three months ended March 31,
($ in thousands) 2025 2024
Net earned premium $ 28,960 $ 25,894
Commissions 7,632 6,887
Premiums receivable as of March 31, 2025 and December 31, 2024 were $ 18.6 million and $ 12.6 million, respectively.
Other
Advisory and professional services fees and expense reimbursements paid to various affiliated stockholders and directors for the three months ended March 31, 2025 were $ 0.2 million, compared to $ 2.0 million for the three months ended March 31, 2024.
See Note 4 and 5 for investments involving affiliated companies and additional related party transactions.
14. Commitments and Contingencies
Litigation
The Company is named as a defendant in various legal actions arising from claims made under insurance policies and contracts. Those actions are considered by the Company in estimating the losses and loss adjustment expense reserves. Also, from time to time, the Company is a defendant in various legal actions that relate to bad faith claims, disputes with third parties or that involve alleged errors and omissions. The Company records accruals for these items to the extent the losses are probable and reasonably estimable. Although the ultimate outcome of these matters cannot be determined at this time, based on present information, the availability of insurance coverage and advice received from outside legal counsel, the Company believes the resolution of any such matters will not, individually or in the aggregate, have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows.
Indemnification
In conjunction with the sale of business assets and subsidiaries, the Company has provided indemnifications to certain buyers. Certain indemnifications cover typical representations and warranties related to the responsibilities to perform under the sales contracts. The amount of potential exposure covered by the indemnifications is difficult to determine because the indemnifications cover a variety of matters, operations and scenarios. Certain of these indemnifications have no time limit. At this time, the Company does not have reason to believe any such significant claims exist.
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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.