Form 8-K

8-K — Ategrity Specialty Insurance Co Holdings

Accession: 0002040491-26-000017

Filed: 2026-04-29

Period: 2026-04-29

CIK: 0002040491

SIC: 6331 (FIRE, MARINE & CASUALTY INSURANCE)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — asic-20260429.htm (Primary)

EX-99.1 (asic-20260419xexx991.htm)

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8-K

8-K (Primary)

Filename: asic-20260429.htm · Sequence: 1

asic-20260429

0002040491FALSE00020404912026-02-192026-02-19

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 29, 2026

Ategrity Specialty Insurance Company Holdings

(Exact name of registrant as specified in its charter)

Nevada 001-42695 82-4925734

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification Number)

9 West 57th Street, 33rd Floor

New York, NY 10019

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (212) 509-1600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Common Stock, $0.001 par value per share ASIC New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 2.02 Results of Operations and Financial Condition

On April 29, 2026, Ategrity Specialty Insurance Company Holdings (the “Company”) issued a press release announcing its financial results for the three months ended March 31, 2026. A copy of the Company’s press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

The information contained in Item 2.02, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act, except as expressly provided by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No. Description

99.1

Press Release dated April 29, 2026

104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ATEGRITY SPECIALTY INSURANCE COMPANY HOLDINGS

Date: April 29, 2026 By: /s/ Neelam Patel

Neelam Patel

Chief Financial Officer

EX-99.1

Filename: asic-20260419xexx991.htm · Sequence: 2

Document

Ategrity Specialty Insurance Company Holdings Reports First Quarter 2026 Results

Combined ratio of 87.4% drives underwriting income growth of 86.6% and record earnings

NEW YORK, NY – April 29, 2026 – Ategrity Specialty Insurance Company Holdings (NYSE: ASIC) today announced financial results for the quarter ended March 31, 2026. The Company reported net income attributable to stockholders of $25.5 million, or $0.51 per diluted share, compared to $8.5 million, or $0.20 per diluted share, in the prior-year period. Adjusted net income attributable to stockholders(1) was $25.6 million, or $0.51 per diluted share(1).

First Quarter 2026 Highlights

•Gross written premiums increased 23.1% to $142.9 million

•Net income attributable to stockholders was $25.5 million, or $0.51 per diluted share, up 201.0%

•Adjusted net income attributable to stockholders(1) was $25.6 million, or $0.51 per diluted share

•Combined ratio was 87.4%, compared to 90.9% in Q1 2025

•Adjusted return on stockholders’ equity(1) was 16.4%

•Book value per share at quarter-end was $13.13 per share, up 24.3% from Q1 2025

Chief Executive Officer Justin Cohen said, “Ategrity delivered another quarter of record earnings, as underwriting income increased 86.6% year-over-year, driven by top-line growth and margin expansion. Our business scaled efficiently, generating operating leverage and a lower expense ratio.

We continued to see strong opportunity flow across our distribution network and remained highly selective in how we deployed capital, producing profitable growth and strong returns on equity.

We also invested for the future, launching new regional strategies to broaden our market reach and advancing our automation and AI initiatives to expand margins.

This quarter’s results reflect a productionized underwriting model gaining market share and delivering consistent, profitable performance.”

Underwriting Results

For the quarter ended March 31, 2026, gross written premiums increased 23.1% compared to the prior-year period, driven by execution of our growth initiatives and increased engagement across our expanding distribution network. Gross written premiums for casualty lines increased 27.4% year-over-year, reflecting the Company’s strategic focus on broadening casualty-related products and verticals. Gross written premiums in property lines increased 12.6% year-over-year, driven by growth in areas with limited catastrophe exposure.

Underwriting income(1) was $13.3 million for the quarter, up 86.6% from $7.1 million in the prior-year period. The combined ratio for the quarter was 87.4%, a decrease from 90.9% in the prior-year period, driven by improvements in both the loss and expense ratios. The loss ratio decreased by 1.0 percentage point to 58.8%, supported by strong underwriting results in property, including lower attritional losses and favorable catastrophe experience.

The overall expense ratio was 28.6% for the quarter, compared to 31.1% in the prior-year period, driven by operating expense leverage and lower net policy acquisition costs. Operating expenses, net of fee income, decreased as a percentage of net earned premiums by 1.3 percentage points to 10.9%, reflecting emerging scale benefits of our centralized model and stronger fee income. Policy

acquisition costs also improved, decreasing by 1.2 percentage points to 17.6% of net earned premiums due to a favorable shift in our business mix.

President and Chief Underwriting Officer Chris Schenk said, “We achieved higher retention year-over-year, and new business submission activity was strong, reflecting growing demand for our product and the strength of our distribution network. Our strategic initiatives contributed meaningfully to growth, and policy count in our middle-market business nearly doubled. Technical pricing remained aligned with our target loss ratios, and underlying frequency and severity trends performed better than expected.

We also launched several initiatives focused on expanding our submission pipeline, including new regional strategies in Texas, Florida and New England. We are seeing early traction through new brokerage appointments and expanded market access, as these differentiated solutions position Ategrity for continued above-market growth.”

(1) See the definitions and reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures in the section titled “Non-GAAP Financial Measures” below.

Summary of Operating Results

The following table summarizes the Company’s results of operations for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

($ in thousands, except percentages and per share data)

2026 2025

Gross written premiums $ 142,927 $ 116,143

Ceded written premiums (24,221) (26,272)

Net written premiums $ 118,706 $ 89,871

Net earned premiums $ 105,210 $ 78,301

Fee income 2,224 560

Losses and loss adjustment expenses 61,880 46,862

Underwriting, acquisition and insurance expenses 32,279 24,885

Underwriting income (1)

13,275 7,114

Net investment income 12,042 7,895

Net realized and unrealized gains (losses) on investments 9,464 (4,599)

Interest expense 4 447

Other income 24 965

Other expenses 572 238

Income before income taxes 34,229 10,690

Income tax expense 7,052 2,240

Net income $ 27,177 $ 8,450

Less: Net (loss) income attributable to non-controlling interest - General Partner 1,710 (11)

Net income attributable to stockholders $ 25,467 $ 8,461

Key Metrics

Adjusted net income attributable to stockholders (1)

25,603

8,542

Loss ratio

58.8

59.8

Expense ratio

28.6

31.1

Combined ratio

87.4

90.9

Return on stockholders' equity (2)

16.4

8.2

Adjusted return on stockholders' equity (1) (2)

16.4

8.3

Diluted earnings per share

0.51

0.20

Adjusted diluted earnings per share(1)

0.51

0.21

(1)Each of these metrics is a non-GAAP financial measure. See “Non-GAAP Financial Measures” for a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP measure.

(2)For the three months ended March 31, 2026 and 2025, net income attributable to stockholders and adjusted net income attributable to stockholders are annualized to arrive at return on stockholders’ equity and adjusted return on stockholders’ equity.

Gross Written Premiums

The following table presents gross written premiums by product for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

($ in thousands, except percentages)

2026

2025

$ Change

% Change

Casualty

$ 104,653 $ 82,140

22,513

27.4

Property

38,274 34,003

4,271

12.6

Gross written premiums

142,927

116,143

26,784

23.1

Expense Ratio

The following tables summarize the components of our expense ratio for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

($ in thousands, except percentages) 2026 2025

Expenses

% of Net Earned Premiums (2)

Expenses % of Net Earned Premiums

Policy acquisition costs $ 18,544 17.6 % $ 14,733 18.8 %

Operating expenses, net of fee income (1)

11,511 10.9 % 9,592 12.3 %

Underwriting, acquisition and insurance expenses, net of fee income

$ 30,055 28.6 % $ 24,325 31.1 %

(1)Net of fee income of $2.2 million and $0.6 million for the three months ended March 31, 2026 and 2025, respectively.

(2) The sum of components differs slightly from the total shown due to rounding.

Investment results

The following tables summarize net investment income and net realized and unrealized gains on investments for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,

($ in thousands)

2026

2025

Investment income

Fixed-maturity securities

8,356

6,264

Short-term investments

1,629

570

Cash equivalents

415

436

Loans to affiliates

1,529

250

Total fixed income

11,929

7,520

Utility & Infrastructure Investments

241

511

Other expenses

(128)

(136)

Net investment income

12,042

7,895

Net realized and unrealized gains (losses) on investments

9,464

(4,599)

Non-GAAP Financial Measures

We report our financial results in accordance with GAAP. However, we believe that certain non-GAAP financial measures provide investors in our common stock with additional useful information in evaluating our performance. Management believes that excluding certain items that are not indicative of core performance assists in evaluating our ability to generate earnings and to more readily compare these metrics between past and future periods. These non-GAAP financial measures may be different than similarly titled measures used by other companies.

These non-GAAP financial measures should not be considered in isolation from, or as substitutes for, financial information prepared in accordance with GAAP. There are limitations related to the use of these non-GAAP financial measures as compared to the most directly comparable GAAP financial measures.

Underwriting Income

We define underwriting income as income before income taxes excluding the impact of net investment income, net realized and unrealized gains (losses) on investments, other income, interest expense, and other expenses (which include expenses related to corporate activities and expenses recorded by us in connection with the Company’s initial public offering). Underwriting income is a measure of the pre-tax profitability of our underwriting operations and allows us to evaluate our underwriting performance without regard to net investment income among other things. We use this metric as we believe it gives our management and other users of our financial information useful insight into our underlying business performance. Underwriting income should not be viewed as a substitute for income before income taxes calculated in accordance with GAAP, and other companies may define underwriting income differently.

Underwriting income for the three months ended March 31, 2026 and 2025 reconciles to income before income taxes as follows:

Three Months Ended March 31,

($ in thousands)

2026

2025

Income before income taxes

34,229

10,690

Less:

Net investment income

(12,042)

(7,895)

Net realized and unrealized (gains) losses on investments

(9,464)

4,599

Other income

(24)

(965)

Add:

Interest expense

447

Other expenses

572

238

Underwriting income

13,275

7,114

Adjusted net income attributable to stockholders

We define adjusted net income attributable to stockholders as net income attributable to stockholders excluding certain other non-operating expenses, which include expenses recorded by us in connection with the Company’s initial public offering. We use adjusted net income attributable to stockholders as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Adjusted net income attributable to stockholders should not be viewed as a substitute for net income attributable to stockholders

calculated in accordance with GAAP, and other companies may define adjusted net income differently.

Adjusted net income attributable to stockholders for the three months ended March 31, 2026 and 2025 reconciles to net income attributable to stockholders as follows:

Three Months Ended March 31,

($ in thousands)

2026

2025

Net income attributable to stockholders

25,467

8,461

Adjustments:

Other non-operating expenses (1)

172

103

Tax impact

(36)

(22)

Adjusted net income attributable to stockholders

25,603

8,542

(1)In the three months ended March 31, 2026 and 2025, other non-operating expenses includes share-based compensation expenses recorded by us related to our initial public offering.

Adjusted return on stockholders’ equity

We define adjusted return on stockholders’ equity as adjusted net income attributable to stockholders, expressed as a percentage of average beginning and ending stockholders’ equity during the period. Adjusted net income attributable to stockholders excludes the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook, net of tax impact. We use adjusted return on stockholders’ equity as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Adjusted return on stockholders’ equity should not be viewed as a substitute for return on stockholders’ equity calculated in accordance with GAAP, and other companies may define adjusted return on stockholders’ equity and adjusted net income attributable to stockholders differently.

Adjusted return on stockholders’ equity for the three months ended March 31, 2026 and 2025 reconciles to return on stockholders’ equity as follows:

Three Months Ended March 31,

($ in thousands, except percentages)

2026

2025

Numerator: Adjusted net income attributable to stockholders, annualized (1)

102,412

34,168

Denominator: Average stockholders’ equity

622,667

412,562

Adjusted return on stockholders' equity

16.4

8.3

(1)For the three months ended March 31, 2026 and 2025, net income and adjusted net income are annualized to arrive at return on stockholders’ equity and adjusted return on stockholders’ equity.

Adjusted diluted earnings per share

We define adjusted diluted earnings per share as adjusted net income attributable to stockholders, divided by weighted average common shares outstanding - diluted for the period. We use adjusted diluted earnings per share as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Adjusted diluted

earnings per share should not be viewed as a substitute for diluted earnings per share calculated in accordance with GAAP, and other companies may define adjusted diluted earnings per share differently.

Adjusted diluted earnings per share for the three months ended March 31, 2026 and 2025 reconciles to diluted earnings per share as follows:

Three Months Ended March 31,

($ in thousands, except share and per share data)

2026

2025

Numerator: Adjusted net income attributable to stockholders

25,603

8,542

Denominator: Weighted-average shares outstanding - diluted

49,769,894

41,073,271

Adjusted diluted earnings per share

0.51

0.21

Conference Call

Ategrity will hold a conference call to discuss this press release today, April 29, at 5:00 p.m. Eastern Time. Interested parties may access the conference call via a live webcast, which can be accessed at https://events.q4inc.com/attendee/389772287 or by visiting the Company’s Investor Relations website. Please join the webcast at least 10 minutes before the scheduled start time. A replay of the event webcast will be available on the Company’s Investor Relations website approximately two hours following the call, for a period of at least 30 days.

__________________________________________________________________________________

About Ategrity Specialty Insurance Company Holdings

Ategrity Specialty Insurance Company Holdings is a profitable and growing specialty insurance company dedicated to providing excess and surplus (“E&S”) products to small to medium-sized businesses across the United States. We have built a proprietary underwriting platform that combines sophisticated data analytics with automated and streamlined processes to efficiently serve our clients and deliver long-term value to our stockholders. The small to medium-sized business market is characterized by large volumes of small-sized policies, and we believe our competitive edge lies in our ability to offer consistent, high-speed, and low-touch interactions that our distribution partners value. This advantage stems from our technology-driven method of standardizing, simplifying, and automating our transaction process, which we call productionized underwriting.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts. You can identify forward-looking statements in this press release by the use of words such as “anticipates,” “estimates,” “expects,” “intends,” “plans,” and “believes,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may,” and “could.” These forward-looking statements include, among others, statements relating to our investments in automation and analytics and their expected impact and expected profitable growth. These forward-looking statements are based on management’s current expectations and assumptions about future events, which are inherently subject to uncertainties, risks, and changes in circumstances that are difficult to predict.

Our actual results may differ materially from those expressed in, or implied by, the forward-looking statements included in this press release as a result of various factors, including, among others: the risks and uncertainties discussed under the caption “Risk Factors” in our 2025 Form 10-K filed with the Securities and Exchange Commission, (the “SEC”) on March 4, 2026. Accordingly, you should read

this press release completely and with the understanding that our actual future results may be materially different from what we expect.

Forward-looking statements speak only as of the date of this press release. Except as expressly required under federal securities laws and the rules and regulations of the SEC, we do not have any obligation, and do not undertake, to update any forward-looking statements to reflect events or circumstances arising after the date of this press release, whether as a result of new information, future events, or otherwise. You should not place undue reliance on the forward-looking statements included in this press release or that may be made elsewhere from time to time by us, or on our behalf. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.

Investor Relations Contact IR@ategrity.com

Condensed Consolidated Balance Sheets (Unaudited)

March 31, 2026

December 31, 2025

($ in thousands)

Assets:

Fixed-maturity securities available-for-sale, at fair value

574,396

558,428

Utility & Infrastructure Investments, at fair value

198,314

189,859

Short-term investments

219,865

220,241

Loans to affiliates

106,500

Other invested assets

280

Total invested assets

1,099,355

1,075,308

Cash and cash equivalents

47,477

29,721

Investment income due and accrued

9,586

10,186

Premiums receivable, net of allowance for credit losses

80,297

75,244

Deferred policy acquisition costs, net of ceding commissions

33,835

30,204

Deferred income tax asset, net

15,381

13,289

Reinsurance recoverable, net of allowance for credit losses

157,778

150,386

Ceded unearned premiums

60,917

74,317

Other assets

16,357

15,658

Total assets

1,520,983

1,474,313

Liabilities, stockholders' equity and non-controlling interest:

Liabilities:

Reserves for unpaid losses and loss adjustment expenses

538,249

502,248

Unearned premiums

281,960

281,864

Payable to reinsurers

21,614

31,064

Accounts payable and accrued expenses

28,783

31,684

Income tax payable

13,169

8,414

Other liabilities

3,923

4,180

Total liabilities

887,698

859,454

Stockholders' equity:

Total stockholders' equity

631,025

614,309

Non-controlling interest - General Partner

2,260

550

Total stockholders' equity and non-controlling interest

633,285

614,859

Total liabilities, stockholders' equity and non-controlling interest

1,520,983

1,474,313

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited)

Three Months Ended March 31,

2026 2025

($ in thousands, except share and per share data)

Revenues

Gross written premiums $ 142,927 $ 116,143

Ceded written premiums (24,221) (26,272)

Net written premiums 118,706 89,871

Change in unearned premiums (13,496) (11,570)

Net earned premiums 105,210 78,301

Fee income 2,224 560

Net investment income 12,042 7,895

Net realized and unrealized gains (losses) on investments 9,464 (4,599)

Other income 24 965

Total revenues 128,964 83,122

Expenses

Losses and loss adjustment expenses 61,880 46,862

Underwriting, acquisition and insurance expenses 32,279 24,885

Interest expense 4 447

Other expenses 572 238

Total expenses 94,735 72,432

Income before income taxes 34,229 10,690

Income tax expense 7,052 2,240

Net income 27,177 8,450

Less: Net income (loss) attributable to non-controlling interest - General Partner 1,710 (11)

Net income attributable to stockholders 25,467 8,461

Other comprehensive income:

Unrealized gains (losses), net of taxes (8,971) (114)

Total comprehensive income attributable to stockholders $ 16,496 $ 8,347

Earnings per share:

Basic $ 0.53 $ 0.20

Diluted $ 0.51 $ 0.20

Weighted-average shares outstanding:

Basic 48,066,667 40,288,309

Diluted 49,769,894 41,073,271

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- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

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Data Type:

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Period Type:

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- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

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- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

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Namespace Prefix:

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- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

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Namespace Prefix:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

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Namespace Prefix:

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- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

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Name:

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Data Type:

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- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

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Data Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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