Form 8-K

8-K — Accelerant Holdings

Accession: 0001193125-26-347925

Filed: 2026-08-13

Period: 2026-08-13

CIK: 0001997350

SIC: 6411 (INSURANCE AGENTS BROKERS & SERVICES)

Item: Results of Operations and Financial Condition

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — d286225d8k.htm (Primary)

EX-99.1 (d286225dex991.htm)

EX-99.2 (d286225dex992.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: d286225d8k.htm · Sequence: 1

8-K

false 0001997350 0001997350 2026-08-13 2026-08-13

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): August 13, 2026

Accelerant Holdings

(Exact name of registrant as specified in its charter)

Cayman Islands

001-42765

98-1753044

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

Accelerant Holdings

c/o Accelerant Re (Cayman) Ltd.

Unit 106, Windward 3, Regatta Office Park,

West Bay Road, Grand Cayman

KY1-1108

(Address of principal executive offices)

(Zip Code)

1 (345) 743-4611

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

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:

☐

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

☒

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

☐

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

☐

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 Class

Trading

Symbol

Name of Each Exchange on Which Registered

Class A common shares, $0.0000011951862 par value per share

ARX

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 ☒

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. ☒

Item 2.02.

Results of Operations and Financial Condition.

On August 13, 2026, Accelerant Holdings (the “Company,” “we,” or “our”) issued a press release relating to our earnings for the second quarter ended June 30, 2026 (the “Earnings Release”). We have attached a copy of the Earnings Release as Exhibit 99.1.

The information contained in Item 2.02 of this Report (as well as in Exhibit 99.1 attached hereto) is furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act.

Item 8.01.

Other Events.

On August 13, 2026, the Company and Thoma Bravo issued a joint press release announcing the execution of an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, Cherry Tree BidCo, a Cayman Islands exempted company (“Parent”), and Cherry Tree Merger Sub, a Cayman Islands exempted company and a wholly owned subsidiary of Parent (“Merger Sub”). Pursuant to, and subject to the terms and conditions set forth in, the Merger Agreement, Merger Sub will merge with and into the Company, with the Company continuing as the surviving company and becoming a wholly owned subsidiary of Parent (the “Merger”). Parent and Merger Sub are affiliates of Thoma Bravo Discover Fund V, L.P. (“Sponsor”), an investment fund managed by Thoma Bravo.

A copy of the joint press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference. The information required to be reported on Form 8-K with respect to the Merger Agreement will be filed in a separate Current Report on Form 8-K.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Description

99.1

Earnings Release issued by the Company on August 13, 2026

99.2

Press Release issued by the Company and Thoma Bravo on August 13, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

Additional Information and Where to Find It

This Current Report on Form 8-K is being made in respect of the Merger Agreement and the proposed Merger involving the Company, Parent and Merger Sub. The Company intends to file with the Securities and Exchange Commission (the “SEC”) a proxy statement (the “Proxy Statement”) in connection with a special meeting of the Company’s shareholders for purposes of approving the transactions contemplated by the Merger Agreement, and other relevant documents in connection therewith. The Company and certain participants in the Merger intend to file a transaction statement on Schedule 13E-3 (the “Schedule 13E-3”) relating to the proposed Merger, if required. The Company may also file other relevant documents with the SEC regarding the Merger Agreement and the proposed Merger. This Current Report on Form 8-K is not a substitute for the Proxy Statement or any other document that the Company may file with the SEC. The definitive Proxy Statement (when available) will be sent or given to the shareholders of the Company and will contain important information about the Merger Agreement and the proposed Merger and related matters. INVESTORS AND SHAREHOLDERS OF THE COMPANY ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT, THE SCHEDULE 13E-3 (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC BY THE COMPANY, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY AND THE MERGER AGREEMENT AND THE PROPOSED MERGER. You may obtain copies of all documents filed by the Company with the SEC regarding this transaction, free of charge, at the SEC’s website, www.sec.gov or from the Company’s website at www.accelerant.ai.

Participants in the Solicitation

The Company and certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the Merger. Information regarding the Company’s directors and executive officers, including a description of their direct and indirect interests, by security holdings or otherwise, is contained in the “Proposal One Election of Directors,” “Directors,” “Director Compensation,” “Executive Officers,” “Executive Compensation” and “Security Ownership of Certain Beneficial Owners and Management” sections of the Company’s proxy statement for its 2026 annual general meeting of shareholders, which was filed with the SEC on March 30, 2026, and will be contained in the Proxy Statement to be filed by the Company. Any changes in the holdings of the Company’s securities by its directors and executive officers from the amounts set forth in the proxy statement for its 2026 annual general meeting of shareholders have been reflected in Forms 3, 4 and 5, filed with the SEC. The Company’s shareholders may obtain additional information regarding the direct and indirect interests of the participants in the solicitation of proxies in connection with the Merger, including the interests of the Company’s directors and executive officers in the Merger, which may be different from those of the Company’s shareholders generally, by reading the Proxy Statement and any other relevant documents that are filed or will be filed with the SEC relating to the Merger. You may obtain copies of all documents filed by the Company with the SEC regarding this transaction, free of charge, at the SEC’s website, www.sec.gov or from the Company’s website at www.accelerant.ai.

No Offer

No person has commenced soliciting proxies in connection with the Merger Agreement and the proposed Merger referenced in this Current Report on Form 8-K, and this Current Report on Form 8-K is neither an offer to purchase nor a solicitation of an offer to sell securities.

Cautionary Note Regarding Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements. Statements contained in this Current Report on Form 8-K other than statements of historical fact are forward-looking statements, including statements regarding the Merger and the other transactions contemplated by the Merger Agreement. In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “likely” or “continue,” the negative of these terms and other comparable terminology. These statements are only predictions based on the Company’s expectations and projections about future events as of the date of this Current Report on Form 8-K and are subject to a number of risks, uncertainties and assumptions that may prove incorrect, any of which could cause actual results to differ materially from those expressed or implied by such statements. Important factors, risks and uncertainties that could cause actual results to differ materially from forward-looking statements include but are not limited to: (i) the risk that the Merger may not be completed in a timely manner or at all, which may adversely affect our business and the price of our Class A common shares; (ii) the timing to consummate the Merger, or the occurrence of any event, change, or other circumstances that could give rise to the termination of the Merger Agreement, including circumstances requiring a party to pay the other party a termination fee pursuant to the Merger Agreement; (iii) the failure to satisfy the conditions to the consummation of the Merger, and the other transactions contemplated thereby; (iv) the risk that a governmental or regulatory approval that may be required for the Merger is not obtained or is obtained subject to conditions that are not anticipated; (v) the effect of the pendency of the Merger on our business relationships, operating results and business generally; (vi) certain restrictions during the pendency of the Merger that may impact our ability to pursue certain business opportunities or strategic transactions; (vii) risks that the Merger disrupts current plans and operations; (viii) risks related to diverting management’s attention from our ongoing business operations; (ix) the outcome of any legal proceedings that may be instituted against the parties to the Merger Agreement or their respective directors, managers or officers, including the effects of any outcomes related thereto; (x) our ability to retain, hire and integrate skilled personnel, and maintain relationships with key business partners and customers, and others with whom we do business, in light of the proposed Merger; (xi) unexpected costs, charges or expenses resulting from the Merger; (xii) risks that the benefits of the Merger are not realized when and as expected; and (xiii) those risks described under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 filed

with the SEC on March 18, 2026. New risks emerge from time to time, and it is not possible for our management to predict all risks, nor can management assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement the Company makes. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. Except as otherwise required by law, the Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

SIGNATURES

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

Date: August 13, 2026

ACCELERANT HOLDINGS

By:

/s/ Jeff Radke

Name:

Jeff Radke

Title:

Chief Executive Officer

EX-99.1

Filename: d286225dex991.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Accelerant Announces Second Quarter 2026 Results

Accelerant Cancels Earnings Conference Call Following Announcement of Agreement with

Thoma Bravo to Become a Private Company

Second Quarter 2026 Results

•

Exchange Written Premium of $1.32 billion grew 23% year-over-year

•

Third-Party Direct Written Premium accounted for 47% of Exchange Written Premium volume

•

Pre-tax income of $87 million, net income of $80 million, and

net income per diluted share of $0.36

•

Adjusted net income of $70 million increased 165% over the prior year, and adjusted net income per diluted

share of $0.32 increased 146% over the prior year

•

Adjusted EBITDA of $93.1 million and adjusted EBITDA margin was 30.6%, up from 29.0% in the prior year

•

Repurchased 4,725,968 Class A common shares for $66 million; the company has approximately

$123 million of remaining authorization under its share repurchase program

ATLANTA—(BUSINESS WIRE)— Accelerant

Holdings (NYSE: ARX), the data-driven risk exchange platform transforming the specialty insurance marketplace through the Accelerant Risk Exchange, today announced financial results for the second quarter ended June 30, 2026.

“Accelerant has been building the preeminent specialty insurance marketplace since our founding in 2018, said Jeff Radke, Chairman and CEO. “I am

proud of what the Accelerant teams has accomplished, and I believe partnering with Thoma Bravo with their expertise, and vast financial and strategic resources will further position our unique, data fueled platform to be the rails on which specialty

insurance runs.”

Jeff Radke continued, “We had a great second quarter financially, operationally, and strategically. Financially, we

delivered strong growth in exchange written premium, third-party premium, and adjusted EBITDA. Operationally, we continued to execute at a fast pace. We grew with third-party insurers and connected them directly to our Risk Capital Partners, and

introduced our front door data AI agent, ARC, which recognizes, classifies, and structures data the moment it arrives to Accelerant. Strategically, we facilitated the formation of a new third-party insurance company and announced enhanced

partnership agreements with three existing Accelerant Risk Exchange Insurers. We also rolled out new value-added services for Members including AI office hours and the Accelerant Talent Portal.”

“Our second quarter financial results highlight the attractive growth and durability of our business,” said Linda S. Huber, Accelerant’s

Chief Financial Officer. “Exchange Written Premium grew 23% year-over-year and trailing twelve months premiums are now $4.6 billion. Our fee-based operating revenue and adjusted EBITDA, which we

define as consolidated results less the underwriting segment, increased 56% and 91%, respectively, compared to the 2025 second quarter. We look forward to working with Thoma Bravo to grow the business alongside our employees, Members, and Risk

Capital Partners.”

Second Quarter 2026 Key Results

Three Months Ended June 30,

Six Months Ended June 30,

(in millions, unless indicated)

2026

2025

2026

2025

Number of members

314

248

314

248

Net revenue retention

111

151

111

151

Exchange written premium

1,322.3

1,072.3

2,461.0

2,057.5

Accelerant direct written premium

Third-party direct written premium

Accelerant-retained exchange premium

Exchange written premium growth rate

Total revenues

356.9

219.1

630.2

397.1

Gross loss ratio

52.0

50.5

52.0

51.8

Income before income taxes

87.4

22.3

89.4

37.8

Net income

80.0

13.1

75.9

20.9

Non-GAAP financial measures (1)

Operating revenues (1)

303.9

219.2

577.1

393.2

Adjusted EBITDA (1)

93.1

63.6

159.2

102.4

Adjusted EBITDA margin (1)

Adjusted net income (1)

70.0

26.4

107.7

43.7

Adjusted earnings per diluted share

(1)

0.32

0.13

0.49

0.21

(1)

Information regarding the non-GAAP financial measures included in this

press release, including definitions of these measures, reconciliations to the most comparable GAAP measures and limitations related thereto, is described below under “Use of Non-GAAP Financial

Measures” and in the tables attached to this press release. Beginning with first quarter of 2026, Accelerant updated definitions for these non-GAAP financial measures to exclude the impact of net

realized and unrealized investment gains or losses. Net realized and unrealized investment gains (losses) were $53.0 million and $(0.1) million in the second quarter of 2026 and 2025, respectively, and $53.1 million and $3.9 million

in the first six months of 2026 and 2025, respectively. Figures for the second quarter and first six months of 2025 in the table above were recast to reflect the new presentation.

Transaction with Thoma Bravo

In a separate press release

issued today, we announced a definitive agreement to be acquired by Thoma Bravo. A copy of the press release can be found on the investor relations page of Accelerant’s website at https://investor.accelerant.ai.

Given the agreement with Thoma Bravo, the Company will not be hosting a conference call to discuss its results for the second quarter ended June 30,

2026, which was originally scheduled for 8:00 a.m. Eastern Time on Thursday, August 13, 2026. In addition, Accelerant will not provide guidance for the third quarter of 2026 or the full year of 2026 as a result of the pending transaction.

About Accelerant

Accelerant is a data-driven risk

exchange connecting underwriters of specialty insurance risk with risk capital providers. Accelerant was founded in 2018 by a group of longtime insurance industry executives and technology experts who shared a vision of rebuilding the way risk is

exchanged – so that it works better, for everyone. The Accelerant Risk Exchange does business across 22 different countries and approximately 700 specialty insurance products.

Accelerant generates revenue by charging fees on the Exchange Written Premium shared with Risk Capital Partners that rely on Accelerant to source, manage, and

monitor portfolios of specialty risk. There was $4.59 billion in Exchange Written Premium during the trailing twelve months ended June 30, 2026. Accelerant harnesses advanced data analytics and AI to optimize risk management, align

incentives across the insurance value chain, and provide transparent and efficient solutions for MGAs and Risk Capital partners globally.

Investor Relations

Media Relations

Ray Iardella

Laurel Pierce

ray.iardella@accelins.com

laurel.pierce@teamhighwire.com

investors@accelerant.ai

Forward-Looking Statements

All statements in this release and in the corresponding earnings call that are not historical are “forward-looking statements” within the meaning

of the Private Securities Litigation Reform Act of 1995 and involve substantial risks and uncertainties. Accelerant Holdings (“we” or “our”) generally identifies forward-looking statements by use of forward-looking

terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,”

“potential,” “predict,” “projection,” “seek,” “should,” “will” or “would,” or the negative thereof or other variations thereon or comparable terminology. In

particular, statements about the markets in which we operate, including growth of our various markets, and our expectations, beliefs, plans, strategies, objectives, prospects, assumptions, or future events or performance contained in this release

and in the corresponding earnings call are forward-looking statements.

We have based these forward-looking statements on our current expectations,

assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of

which are beyond our control. These and other important factors, including those discussed in Accelerant’s Annual Report on Form 10-K for the year ended December 31, 2025 under the headings

“Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as may be supplemented in Accelerant’s subsequent Quarterly Reports on Form 10-Q and in other periodic and current reports filed by Accelerant with the SEC, may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements

expressed or implied by these forward-looking statements, or could affect our share price.

Use of Non-GAAP

Financial Measures

In assessing the performance of our business, non-GAAP financial measures are used that are

derived from our consolidated financial information but are not presented in our consolidated financial statements prepared in accordance with U.S. GAAP. We consider these non-GAAP financial measures to be

useful metrics for management and investors to evaluate our financial performance by excluding certain items that are related to our non-core business operations and therefore are not considered to be directly

attributable to our underlying operating performance.

These non-GAAP financial measures, as described below,

should not be considered substitutes for the reported results prepared in accordance with U.S. GAAP and should not be considered in isolation or as alternatives to U.S. GAAP net income or net (loss) as indicators of our financial performance.

Although we use these non-GAAP financial measures to assess the performance of our business, such use is limited because it does not include certain material costs necessary to operate our business. Our

presentation of these non-GAAP financial measures should not be construed as indications that our future results will be unaffected by unusual or non-recurring items.

These non-GAAP financial measures, as determined and presented by us, may not be comparable to related or similarly titled measures reported by other companies.

The following non-GAAP financial measures are used in this document or in other disclosures we make from time to time:

Adjusted EBITDA, Adjusted Net Income, and Adjusted Earnings per Diluted Share

We define “Adjusted EBITDA” as U.S. GAAP net income (loss) less the impact of depreciation and amortization, interest expenses, income tax expenses

and the following items:

Net realized and unrealized gains (losses) on investments: Primarily represents changes in fair

value of investment funds, realized gains and losses on dispositions of investments, and changes in fair value of certain other equity security investments accounted for under the measurement alternative where we adjust fair value based on

observable price movements in such, or similar, investments.

ii.

Other expenses: Represents costs related to our

non-core business operations, primarily related to our global enterprise resource planning system and integrated financial reporting systems, and legal and advisory costs in connection with corporate

development activities including mergers and acquisitions, capital raising activities and entity formations that support our growing business, and Mission profit sharing expenses (including periodic buy-outs

of existing awards).

iii.

Non-recurring profits interest distribution expenses resulting

from the IPO: Represents non-cash profits interest distribution expenses related to the settlement of all outstanding profits interest awards through the distribution of our 65,270,453 Class A

common shares held by Accelerant Holdings LP to certain of our officers and employees that fully vested upon the IPO. These expenses were entirely offset by a corresponding capital contribution for that distribution of shares. These expenses only

occurred at one point in time (July 2025) and will not recur.

iv.

Share-based compensation expenses included within general and administrative expenses: Represents

non-cash expense related to the fair value of share-based equity awards granted to employees and directors, including restricted stock units and stock options and other awards that can settle in cash,

recognized over the requisite service period for the awards.

Net foreign currency exchange gains (losses): Represents

non-cash foreign currency gains or losses related to transactions in currencies other than an operation’s functional currency and are excluded both on the basis of volatility and that such amounts are

largely offset by corresponding changes in other comprehensive income primarily based on our intercompany reinsurance.

We define

“Adjusted Net Income” as U.S. GAAP net income (loss) excluding the impact of the following items:

net realized and unrealized gains (losses) on investments;

ii.

other expenses;

iii.

non-recurring profits interest distribution expenses resulting from the

IPO;

iv.

share-based compensation expenses included within general and administrative expenses;

the tax effect of the above adjustments.

We define “Adjusted Earnings per Diluted Share” as adjusted net income for a period divided by the corresponding weighted average diluted shares

on a U.S. GAAP basis. (GAAP diluted shares are used for simplicity and that any difference from recalculating such diluted shares using adjusted income is expected to be immaterial.)

Operating Revenues

We define “Operating

Revenues” as U.S. GAAP revenues excluding the impact of net realized and unrealized gains (losses) on investments.

Adjusted EBITDA Margin

We define “Adjusted EBITDA Margin” as Adjusted EBITDA divided by Operating Revenues. Adjusted EBITDA Margin is an internal performance

measure used in the management of our operations.

The reconciliation of the above non-GAAP measures to each of

their most directly comparable GAAP financial measures is set forth in the reconciliation table accompanying this document.

Accelerant Holdings

Condensed Consolidated Statements of Operations

(in millions, except per share amounts)

(unaudited)

Three Months Ended June 30,

Six Months Ended June 30,

(expressed in millions of US dollars, except per share data)

2026

2025

2026

2025

Revenues

Ceding commission income

75.1

101.6

155.6

172.3

Direct commission income

92.5

34.2

143.3

62.3

Net earned premiums

129.1

70.6

258.9

133.6

Net investment income

7.2

12.8

19.3

25.0

Net realized gains on investments

26.0

0.4

26.1

2.7

Net unrealized gains (losses) on investments

27.0

(0.5

)

27.0

1.2

Total revenues

356.9

219.1

630.2

397.1

Expenses

Losses and loss adjustment expenses

71.7

51.3

153.5

96.5

Amortization of deferred acquisition costs

34.8

18.2

68.4

35.3

General and administrative expenses

129.5

89.1

253.3

164.4

Interest expenses

2.4

2.5

4.9

5.1

Depreciation and amortization

10.4

8.3

20.4

15.7

Net foreign exchange (gains) losses

(6.1

)

14.2

(4.2

)

17.3

Other expenses

26.8

13.2

44.5

25.0

Total expenses

269.5

196.8

540.8

359.3

Income before income taxes

87.4

22.3

89.4

37.8

Income tax expense

(7.4

)

(9.2

)

(13.5

)

(16.9

)

Net income

80.0

13.1

75.9

20.9

Adjustment for net income attributable to non-controlling

interests

(1.3

)

(4.3

)

(2.4

)

(5.6

)

Net income attributable to Accelerant common shareholders

78.7

8.8

73.5

15.3

Net income attributable to Accelerant per common share:

Basic

0.36

0.05

0.33

0.09

Diluted

0.36

0.04

0.33

0.07

Weighted-average common shares outstanding:

Basic

218,412,430

166,185,094

220,188,399

166,185,094

Diluted

219,690,786

205,948,671

221,095,865

205,913,393

Accelerant Holdings

Condensed Consolidated Balance Sheets

(in millions, except share data)

(unaudited)

June 30, 2026

December 31, 2025

(expressed in millions of US dollars, except share data)

Assets

Investments

Short-term investments available for sale, at fair value (amortized cost 2026: $86.4 and 2025:

$41.5)

86.4

41.6

Fixed maturity securities available for sale, at fair value (amortized cost 2026: $577.8 and 2025:

$665.6)

575.8

670.4

Equity method investments

13.0

10.4

Other investments

88.1

84.0

Total investments

763.3

806.4

Cash, cash equivalents and restricted cash

1,656.3

1,799.3

Premiums receivable (net of allowance 2026: $5.1 and 2025: $4.6)

1,156.9

1,077.9

Ceded unearned premiums

1,775.6

1,812.4

Reinsurance recoverables on unpaid losses and LAE

2,092.9

1,682.3

Other reinsurance recoverables

941.8

594.2

Deferred acquisition costs

105.4

76.9

Goodwill and other intangible assets, net

110.5

115.1

Capitalized technology development costs, net

106.4

100.5

Other assets

234.2

198.1

Total assets

8,943.3

8,263.1

Liabilities and shareholders’ equity

Unpaid losses and loss adjustment expenses

2,273.7

2,005.4

Unearned premiums

2,177.2

2,163.0

Payables to reinsurers

1,570.1

1,220.6

Deferred ceding commissions

225.1

232.5

Funds held under reinsurance

1,164.8

1,200.3

Debt

120.1

121.3

Accounts payable and other liabilities

668.3

593.6

Total liabilities

8,199.3

7,536.7

Commitments and contingencies

Equity

Shareholders’ equity

Common shares (par value $0.000001 per share, issued and outstanding 2026: Class A -

118,278,172; Class B - 98,639,873 and 2025: Class A - 114,580,918; Class B - 107,241,428)

—

Additional paid-in capital

2,191.8

2,232.4

Accumulated other comprehensive (loss) income

(11.0

)

2.2

Accumulated deficit

(1,463.4

)

(1,536.9

)

Total Accelerant shareholders’ equity

717.4

697.7

Non-controlling interests

26.6

28.7

Total equity

744.0

726.4

Total liabilities and equity

8,943.3

8,263.1

Accelerant Holdings

Condensed Consolidated Statements of Cash Flows

(in millions)

(unaudited)

Six Months Ended June 30,

(expressed in millions of US dollars)

2026

2025

Cash flows from operating activities

Net income

75.9

20.9

Adjustments to reconcile net (loss) income to net cash (used in) provided by operating

activities:

Non-cash revenues, expenses, gains and losses included

in net (loss) income:

Net realized gains on investments

(26.1

)

(2.7

)

Net unrealized gains on investments

(27.0

)

(1.2

)

Earnings from equity method investments

(1.9

)

(1.2

)

Share-based compensation expenses

51.7

5.4

Depreciation and amortization

20.4

15.7

Deferred income tax (benefit) expense

1.7

(10.7

)

Net foreign exchange (gains) losses

(4.2

)

17.3

Net accretion of discount on fixed maturity securities and short-term investments

(3.8

)

(3.9

)

Other, net

0.4

Changes in operating assets and liabilities:

Premiums receivable

(85.0

)

(112.7

)

Ceded unearned premiums

31.3

(325.1

)

Reinsurance recoverables on unpaid losses and loss adjustment expenses

(54.7

)

(327.1

)

Other reinsurance recoverables

(352.1

)

(112.7

)

Deferred acquisition costs

(28.0

)

9.8

Unpaid losses and loss adjustment expenses

289.4

321.2

Unearned premiums

34.5

282.9

Payables to reinsurers

355.1

253.1

Deferred ceding commissions

(13.8

)

59.5

Funds held under reinsurance

(396.5

)

230.9

Other assets, accounts payable and other liabilities

42.7

(10.5

)

Net cash (used in) provided by operating activities

(90.0

)

309.3

Cash flows from investing activities

Proceeds from sales of:

Fixed maturity securities

227.7

80.8

Other investments

50.9

—

Maturities of fixed maturity securities

28.7

28.9

Payments for purchases of:

Fixed maturity securities

(174.3

)

(262.9

)

Equity method investments

(1.4

)

(0.4

)

Net change in short-term investments

(43.6

)

(10.2

)

Purchases of subsidiaries, net of cash acquired

(9.4

)

(1.4

)

Capitalized technology development expenditures

(19.9

)

(17.3

)

Other, net

(0.6

)

(0.3

)

Net cash (used in) provided by investing activities

58.1

(182.8

)

Cash flows from financing activities

Acquisition of common shares

(82.6

)

—

Credit facility borrowings

—

5.0

Payment of debt

(1.6

)

—

Acquisition of non-controlling interests in

subsidiaries

(11.6

)

—

Dividends paid to non-controlling interests

(1.7

)

(4.1

)

Net cash (used in) provided by financing activities

(97.5

)

0.9

Net decrease in cash, cash equivalents and restricted cash

(129.4

)

127.4

Effect of foreign currency rate changes on cash, cash equivalents and restricted cash

(13.6

)

58.1

Cash, cash equivalents and restricted cash at beginning of period

1,799.3

1,273.0

Cash, cash equivalents and restricted cash at end of period

1,656.3

1,458.5

Accelerant Holdings

Financial Information by Segment

(in millions)

(unaudited)

Three Months Ended June 30, 2026

(in millions)

Exchange

Services

MGA

Operations

Underwriting

Total

Segments

Corporate

and Other

Consolidation

and

elimination

adjustments

Total

Revenues

Ceding commission income

—

1.1

—

74.0

75.1

Direct commission income

Affiliated entities

56.5

31.4

—

87.9

—

(87.9

)

—

Unaffiliated entities

54.6

37.9

—

92.5

—

92.5

Net earned premiums

—

129.1

—

129.1

Net investment income

0.7

0.8

3.7

5.2

2.0

—

7.2

Operating revenues

111.8

70.1

133.9

315.8

2.0

(13.9

)

303.9

Losses and loss adjustment expenses

—

71.7

—

71.7

Amortization of deferred acquisition costs

—

48.4

—

(13.6

)

34.8

General and administrative expenses

37.8

39.8

11.9

89.5

22.6

(7.8

)

104.3

Adjusted EBITDA

74.0

30.3

1.9

106.2

(20.6

)

7.5

93.1

Net realized gains on investments

26.0

Net unrealized gains on investments

27.0

Share-based compensation expenses

(25.2

)

Interest expenses

(2.4

)

Depreciation and amortization

(10.4

)

Net foreign exchange gains

6.1

Other expenses

(26.8

)

Income before income taxes

87.4

Accelerant Holdings

Financial Information by Segment (continued)

(in millions)

(unaudited)

Three Months Ended June 30, 2025

(in millions)

Exchange

Services

MGA

Operations

Underwriting

Total

Segments

Corporate

and Other

Consolidation

and

elimination

adjustments

Total

Revenues

Ceding commission income

—

29.6

—

72.0

101.6

Direct commission income

Affiliated entities

69.0

39.0

—

108.0

—

(108.0

)

—

Unaffiliated entities

15.6

18.6

—

34.2

—

34.2

Net earned premiums

—

70.6

—

70.6

Net investment income

1.1

0.9

9.7

11.7

1.1

—

12.8

Operating revenues

85.7

58.5

109.9

254.1

1.1

(36.0

)

219.2

Losses and loss adjustment expenses

—

51.3

—

51.3

Amortization of deferred acquisition costs

—

27.9

—

(9.7

)

18.2

General and administrative expenses

30.0

33.8

14.8

78.6

16.4

(8.9

)

86.1

Adjusted EBITDA

55.7

24.7

15.9

96.3

(15.3

)

(17.4

)

63.6

Net realized gains on investments

0.4

Net unrealized losses on investments

(0.5

)

Share-based compensation expenses

(3.0

)

Interest expenses

(2.5

)

Depreciation and amortization

(8.3

)

Net foreign exchange losses

(14.2

)

Other expenses

(13.2

)

Income before income taxes

22.3

Accelerant Holdings

Financial Information by Segment (continued)

(in millions)

(unaudited)

Six months ended June 30, 2026

(in millions)

Exchange

Services

MGA

Operations

Underwriting

Total

Segments

Corporate

and Other

Consolidation

and

elimination

adjustments

Total

Revenues

Ceding commission income

—

11.1

—

144.5

155.6

Direct commission income

Affiliated entities

129.2

60.2

—

189.4

—

(189.4

)

—

Unaffiliated entities

81.0

62.3

—

143.3

—

143.3

Net earned premiums

—

258.9

—

258.9

Net investment income

1.6

1.7

12.9

16.2

3.1

—

19.3

Operating revenues

211.8

124.2

282.9

618.9

3.1

(44.9

)

577.1

Losses and loss adjustment expenses

—

153.5

—

153.5

Amortization of deferred acquisition costs

—

97.4

—

(29.0

)

68.4

General and administrative expenses

70.5

77.1

23.6

171.2

41.9

(17.1

)

196.0

Adjusted EBITDA

141.3

47.1

8.4

196.8

(38.8

)

1.2

159.2

Net realized gains on investments

26.1

Net unrealized gains on investments

27.0

Share-based compensation expenses

(57.3

)

Interest expenses

(4.9

)

Depreciation and amortization

(20.4

)

Net foreign exchange gains

4.2

Other expenses

(44.5

)

Income before income taxes

89.4

Accelerant Holdings

Financial Information by Segment (continued)

(in millions)

(unaudited)

Six months ended June 30, 2025

(in millions)

Exchange

Services

MGA

Operations

Underwriting

Total

Segments

Corporate

and Other

Consolidation

and

elimination

adjustments

Total

Revenues

Ceding commission income

—

48.8

—

123.5

172.3

Direct commission income

Affiliated entities

128.0

70.5

—

198.5

—

(198.5

)

—

Unaffiliated entities

26.8

35.5

—

62.3

—

62.3

Net earned premiums

—

133.6

—

133.6

Net investment income

1.7

1.8

19.7

23.2

1.8

—

25.0

Operating revenues

156.5

107.8

202.1

466.4

1.8

(75.0

)

393.2

Losses and loss adjustment expenses

—

96.5

—

96.5

Amortization of deferred acquisition costs

—

52.7

—

(17.4

)

35.3

General and administrative expenses

53.8

65.0

26.3

145.1

30.9

(17.0

)

159.0

Adjusted EBITDA

102.7

42.8

26.6

172.1

(29.1

)

(40.6

)

102.4

Net realized gains on investments

2.7

Net unrealized gains on investments

1.2

Share-based compensation expenses

(5.4

)

Interest expenses

(5.1

)

Depreciation and amortization

(15.7

)

Net foreign exchange losses

(17.3

)

Other expenses

(25.0

)

Income before income taxes

37.8

Accelerant Holdings

Reconciliation of GAAP to Non-GAAP Financial Results

(in millions)

(unaudited)

Three Months Ended June 30,

Six Months Ended June 30,

(in millions)

2026

2025

2026

2025

Net income

80.0

13.1

75.9

20.9

Adjustments:

Net realized gains on investments

(26.0

)

(0.4

)

(26.1

)

(2.7

)

Net unrealized (gains) losses on investments

(27.0

)

0.5

(27.0

)

(1.2

)

Share-based compensation expenses

25.2

3.0

57.3

5.4

Other expenses

26.8

13.2

44.5

25.0

Tax effect of adjustments to net income

(1)

(9.0

)

(3.0

)

(16.9

)

(3.7

)

Adjusted net income (2)

70.0

26.4

107.7

43.7

Adjustments:

Add back tax effect of adjustments to net income

9.0

3.0

16.9

3.7

Income tax expense

7.4

9.2

13.5

16.9

Interest expenses

2.4

2.5

4.9

5.1

Depreciation and amortization

10.4

8.3

20.4

15.7

Net foreign exchange (gains) losses

(6.1

)

14.2

(4.2

)

17.3

Adjusted EBITDA (2)

93.1

63.6

159.2

102.4

Total revenues

356.9

219.1

630.2

397.1

Less: net realized and unrealized (gains) losses on investments

(53.0

)

0.1

(53.1

)

(3.9

)

Operating revenues (2)

303.9

219.2

577.1

393.2

Adjusted EBITDA margin (2)

Adjusted net income (2)

70.0

26.4

107.7

43.7

Weighted-average shares outstanding - diluted

219,690,786

205,948,671

221,095,865

205,913,393

Adjusted earnings per diluted share

(2)

0.32

0.13

0.49

0.21

(1)

The tax effect of the adjustments to net income for each period presented were calculated using the statutory

tax rates for each of our legal entities where such revenue and expense adjustments were incurred, including certain non-taxing jurisdictions. The statutory tax rates used in the calculations were adjusted in

instances where our legal entities have applied full valuation allowances to their respective deferred tax assets of unutilized net operating losses. As such, the tax effect for the respective years varies based on the jurisdictional mix of where

the revenue and expense adjustment were incurred in each year.

(2)

Beginning with first quarter of 2026, Accelerant updated the definitions for the above non-GAAP financial measures to exclude the impact of net realized and unrealized investment gains or losses. Net realized and unrealized investment gains (losses) were $53.0 million and $(0.1) million in the

second quarter of 2026 and 2025, respectively, and $53.1 million and $3.9 million in the first six months of 2026 and 2025, respectively. Figures for the second quarter and first six months of 2025 in the table above were recast to reflect

the new presentation.

EX-99.2

Filename: d286225dex992.htm · Sequence: 3

EX-99.2

Exhibit 99.2

Accelerant Enters into Definitive Agreement to be Acquired by Thoma Bravo

Accelerant Shareholders to Receive $20.25 per Share in Cash, Representing a 49% Premium to

Accelerant’s Closing Share Price on August 12, 2026

August 13, 2026 — Accelerant (NYSE: ARX), the data-driven risk exchange platform transforming the specialty insurance marketplace

through the Accelerant Risk Exchange, today announced that it has entered into a definitive agreement with Thoma Bravo to become a privately held company in an all-cash transaction with an enterprise value of

more than $4 billion.

Under the terms of the agreement, Accelerant Class A and Class B stockholders will receive $20.25 per share in cash,

representing a 49% premium to Accelerant’s closing share price on August 12, 2026.

“Accelerant has been building the preeminent

specialty insurance marketplace since our founding in 2018,” said Jeff Radke, Chairman and CEO of Accelerant. “Returning to private ownership with Thoma Bravo’s technology and software expertise, coupled with its vast financial and

strategic resources, will enable us to make investments that further position our unique, data fueled platform to be the rails on which specialty insurance runs.”

“We are pleased to have reached this agreement with Thoma Bravo.” said Karen Meriwether, Chair of the Special Committee. “The Special

Committee believes this transaction recognizes the valuable platform and ecosystem that the Accelerant team has built, and provides immediate value to shareholders at a substantial premium.”

“We have immense admiration for Jeff, his team and the business they’ve built,” said A.J. Rohde, Senior Partner at Thoma Bravo. “As

the MGA market continues to grow, underwriters are looking for a committed technology-forward partner who can unlock rapid program growth and underwriting innovation. We’ve invested in insurance technology and data businesses for years, and

we’re excited to work alongside the entire Accelerant team.”

“Accelerant has built something rare in specialty insurance,” said

Matt LoSardo, a Principal at Thoma Bravo. “Its risk exchange connects underwriters with risk capital and gives both sides the data to price risk better than either could alone. We look forward to partnering with Jeff and the team to invest

behind the technology, data and capital capacity to support Accelerant’s next phase of growth.”

Transaction Details

The Company’s Board of Directors established a Special Committee comprised solely of independent and disinterested directors to review and consider the

transaction. The Special Committee unanimously recommended approving the transaction which was then unanimously approved by Accelerant’s Board of Directors. Under the terms of the agreement, Accelerant Class A and Class B

shareholders will receive $20.25 per share in cash. Under certain circumstances, if the closing of the transaction is delayed by certain pending insurance regulatory approvals, shareholders will receive a ticking fee accruing at a rate of 6% per

annum for a period specified in the agreement.

The transaction, which is currently expected to close in the first half of 2027, is subject to customary

closing conditions, including approval by the shareholders of the Company, and satisfaction of required regulatory approvals. Entities affiliated with Altamont Capital Partners holding shares representing approximately 82% of the Company’s

outstanding voting rights have agreed to vote their shares in favor of the transaction. The transaction is not subject to any financing condition as Thoma Bravo has provided an equity commitment to fund the purchase.

Upon completion, Accelerant will become a private company, and its common shares will no longer be listed nor traded on the New York Stock Exchange.

Altamont Capital Partners, Accelerant’s largest investor, and the Company’s founders, intend to retain equity ownership alongside Thoma Bravo, the

terms of which will be finalized prior to closing.

Advisors

Morgan Stanley & Co. LLC is serving as exclusive financial advisor to the Board of Directors of Accelerant. Paul Hastings LLP is serving as U.S. legal

counsel, Sidley Austin LLP is serving as special insurance counsel, and Maples Group is serving as Cayman Islands legal counsel to Accelerant. Houlihan Lokey is serving as financial advisor and Conyers Dill & Pearman is serving as legal

counsel to the Special Committee. Goodwin Procter LLP is serving as legal counsel, Skadden, Arps, Slate, Meagher & Flom LLP is serving as special insurance counsel and Walkers is serving as Cayman Islands legal counsel to Thoma Bravo. BMO

Capital Markets and Wells Fargo are serving as financial advisors to Thoma Bravo. Ropes & Gray LLP is serving as legal counsel to Altamont Capital Partners.

Second Quarter 2026 Results

Accelerant’s second

quarter 2026 results will be issued on August 13, 2026. In light of the announcement of the take private agreement, Accelerant will not host an earnings conference call, which was originally scheduled for 8:00 AM Eastern Time on Thursday,

August 13, 2026. Accelerant’s second quarter 2026 results will be available on its investor relations website at investor.accelerant.ai.

About Accelerant

Accelerant operates the Accelerant Risk

Exchange, a data-driven platform that connects specialty insurance underwriters with risk capital providers through advanced analytics, real-time data, and transparent underwriting insights. The platform supports diversified, low-volatility premium performance and scalable capital deployment across cycles. For more information, visit investor.accelerant.ai or inquire via email at investors@accelerant.ai.

About Thoma Bravo

Thoma Bravo is the world’s

largest software-focused investment firm, with more than $172 billion in assets under management as of March 31, 2026. Partnering with some of the world’s most sophisticated investors, Thoma Bravo’s private equity and private

credit platforms reflect a focused investment strategy, supported by disciplined execution, deep sector expertise and leadership continuity. Over the past 20-plus years, Thoma Bravo has acquired or invested in

approximately 590 companies, representing more than $320 billion of aggregate value (including control and non-control investments, as well as add-on acquisitions).

Learn more at thomabravo.com and on LinkedIn.

About Altamont Capital Partners

Founded in 2010, Altamont Capital Partners (“Altamont”) is a private equity firm focused on transforming and scaling lower-middle-market companies

across the Financial Services, Industrials and Business Services sectors through significant business-building and value-creation resources. Altamont makes long-term, control investments and partners closely with management teams to execute proven

and repeatable platform-building playbooks in sectors where the firm has deep experience and specialized knowledge. Altamont has invested in over 50 companies and currently manages over $4 billion of capital. Altamont is headquartered in Palo

Alto, California, with additional offices in San Francisco and Austin, Texas. For more information, visit www.altamontcapital.com.

Additional

Information and Where to Find It

This communication is being made in respect of the Agreement and Plan of Merger (the “Merger

Agreement”) among Accelerant Holdings, a Cayman Islands exempted company (the “Company”), Cherry Tree BidCo, a Cayman Islands exempted company (“Parent”), and Cherry Tree Merger Sub, a Cayman Islands exempted company

and a wholly owned subsidiary of Parent (“Merger Sub”) and the proposed transaction involving the Company, Parent and Merger Sub (the “Merger”). The Company intends to file with the Securities and Exchange Commission (the

“SEC”) a proxy statement (the “Proxy Statement”) in connection with a special meeting of the Company’s shareholders for purposes of approving the transactions contemplated by the Merger Agreement, and other relevant

documents in connection therewith. The Company and certain participants in the Merger intend to file a transaction statement on Schedule 13E-3 (the “Schedule

13E-3”) relating to the proposed Merger, if required. The Company may also file other relevant documents with the SEC regarding the Merger Agreement and the proposed Merger. This communication is not a

substitute for the Proxy Statement or any other document that the Company may file with the SEC. The definitive Proxy Statement (when available) will be sent or given to the shareholders of the Company and will contain important information about

the Merger Agreement and the proposed Merger and related matters. INVESTORS AND SHAREHOLDERS OF THE COMPANY ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT, THE SCHEDULE 13E-3 (INCLUDING ANY AMENDMENTS OR

SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC BY THE COMPANY, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN

IMPORTANT INFORMATION ABOUT THE COMPANY AND THE MERGER AGREEMENT AND THE PROPOSED MERGER. You may obtain copies of all documents filed by the Company with the SEC regarding this transaction, free of charge, at the SEC’s website, www.sec.gov or

from the Company’s website at www.accelerant.ai.

Participants in the Solicitation

The Company and certain of its directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the Merger.

Information regarding the Company’s directors and executive officers, including a description of their direct and indirect interests, by security holdings or otherwise, is contained in the “Proposal One Election of Directors,”

“Directors,” “Director Compensation,” “Executive Officers,” “Executive Compensation” and “Security Ownership of Certain Beneficial Owners and Management” sections of the Company’s

proxy statement for its 2026 annual general meeting of shareholders, which was filed with the SEC on March 30, 2026, and will be contained in the Proxy Statement to be filed by the Company. Any changes in the holdings of the Company’s

securities by its directors and executive officers from the amounts set forth in the proxy statement for its 2026 annual general meeting of shareholders have been reflected in Forms 3, 4 and 5, filed with the SEC. The Company’s shareholders

may obtain additional information regarding the direct and indirect interests of the participants in the solicitation of proxies in connection with the Merger, including the interests of the Company’s directors and executive officers in the

Merger, which may be different from those of the Company’s shareholders generally, by reading the Proxy Statement and any other relevant documents that are filed or will be filed with the SEC relating to the Merger. You may obtain copies of

all documents filed by the Company with the SEC regarding this transaction, free of charge, at the SEC’s website, www.sec.gov or from the Company’s website at www.accelerant.ai.

No Offer

No person has commenced soliciting proxies in

connection with the Merger Agreement and the proposed Merger referenced in this press release, and this press release is neither an offer to purchase nor a solicitation of an offer to sell securities.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements. Statements contained in this press release other than statements of historical fact are forward-looking

statements, including statements regarding the Merger and the other transactions contemplated by the Merger Agreement. In some cases, you can identify these statements by forward-looking words such as “may,” “might,”

“will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “likely” or

“continue,” the negative of these terms and other comparable terminology. These statements are only predictions based on the Company’s expectations and projections about future events as of the date of this press release and are

subject to a number of risks, uncertainties and assumptions that may prove incorrect, any of which could cause actual results to differ materially from those expressed or implied by such statements. Important factors, risks and uncertainties that

could cause actual results to differ materially from forward-looking statements include but are not limited to: (i) the risk that the Merger may not be completed in a timely manner or at all, which may adversely affect the Company’s

business and the price of the Company’s Class A common shares; (ii) the timing to consummate the Merger, or the occurrence of any event, change, or other circumstances that could give rise to the termination of the Merger Agreement,

including circumstances requiring a party to pay the other party a termination fee pursuant to the Merger Agreement; (iii) the failure to satisfy the conditions to the consummation of the Merger, and the other transactions contemplated thereby;

(iv) the risk that a governmental or regulatory approval that may be required for the Merger is not obtained or is obtained subject to conditions that are not anticipated; (v) the effect of the pendency of the Merger on the Company’s

business relationships, operating results and business generally; (vi) certain restrictions during the pendency of the Merger that may impact the Company’s ability to pursue certain business opportunities or strategic transactions;

(vii) risks that the Merger disrupts current plans and operations; (viii) risks related to diverting management’s attention from the Company’s ongoing business operations; (ix) the

outcome of any legal proceedings that may be instituted against the parties to the Merger Agreement or their respective directors, managers or officers, including the effects of any outcomes

related thereto; (x) the Company’s ability to retain, hire and integrate skilled personnel, and maintain relationships with key business partners and customers, and others with whom we do business, in light of the proposed Merger;

(xi) unexpected costs, charges or expenses resulting from the Merger; (xii) risks that the benefits of the Merger are not realized when and as expected; and (xiii) those risks described under the heading “Risk Factors” in

the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 18, 2026. New risks emerge from time to time, and it is not possible for the

Company’s management to predict all risks, nor can management assess the impact of all factors on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from

those contained in any forward-looking statement the Company makes. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. Except as otherwise required by law, the

Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.

For

Accelerant

Media Contact

Laurel Pierce

laurel.pierce@teamhighwire.com

Investor Relations

Ray Iardella

Ray.iardella@accelins.com

For Thoma Bravo

Abby Farr

Vice President, Communications & Marketing

646-957-2067

afarr@thomabravo.com

FGS Global

Akash Lodh

+1 202-758-4263

ThomaBravo-US@fgsglobal.com

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 8

v3.26.1

Document and Entity Information

Aug. 13, 2026

Cover [Abstract]

Amendment Flag

false

Entity Central Index Key

0001997350

Document Type

8-K

Document Period End Date

Aug. 13, 2026

Entity Registrant Name

Accelerant Holdings

Entity Incorporation State Country Code

Entity File Number

001-42765

Entity Tax Identification Number

98-1753044

Entity Address, Address Line One

c/o Accelerant Re (Cayman) Ltd.

Entity Address, Address Line Two

Unit 106, Windward 3, Regatta Office Park,

Entity Address, Address Line Three

West Bay Road

Entity Address, City or Town

Grand Cayman

Entity Address, Postal Zip Code

KY1-1108

Entity Address, Country

Country Region

City Area Code

345

Local Phone Number

743-4611

Written Communications

false

Soliciting Material

true

Pre Commencement Tender Offer

false

Pre Commencement Issuer Tender Offer

false

Security 12b Title

Class A common shares, $0.0000011951862 par value per share

Trading Symbol

ARX

Security Exchange Name

NYSE

Entity Emerging Growth Company

true

Entity Ex Transition Period

true

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Region code of country

+ References

No definition available.

+ Details

Name:

dei_CountryRegion

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 3 such as an Office Park

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine3

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

ISO 3166-1 alpha-2 country code.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCountry

Namespace Prefix:

dei_

Data Type:

dei:countryCodeItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.

+ References

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

-Publisher SEC

-Name Securities Act

-Number 7A

-Section B

-Subsection 2

+ Details

Name:

dei_EntityExTransitionPeriod

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

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

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- 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:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- 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:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- 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:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- 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:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- 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

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- 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:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- 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

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- 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

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration