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Bowhead Specialty Holdings Inc. Reports Second Quarter 2026 Results and Cancels Earnings Conference Call Following Announcement of Merger Agreement with American Family

businesswire.com

Bowhead Specialty Holdings Inc. Reports Second Quarter 2026 Results and Cancels Earnings Conference Call Following Announcement of Merger Agreement with American Family NEW YORK--( BUSINESS WIRE)--Following the issuance of a news release earlier today announcing that Bowhead Specialty Holdings Inc. (“Bowhead”, the “Company” or “us”) (NYSE: BOW), has entered into a definitive merger agreement under which American Family will acquire Bowhead, the Company today announced financial results for the second quarter ended June 30, 2026 (1) and cancelled the previously scheduled conference call to discuss its second quarter ended June 30, 2026 financial results.

Second Quarter 2026 Highlights

Bowhead Chief Executive Officer, Stephen Sills, commented, “Since Bowhead's founding, we have benefited from a strong and trusting relationship with American Family, whose support and partnership have enabled us to build the company we are today. Over the years, they have developed a deep understanding of our business, our culture, and the underwriting discipline that defines Bowhead. I believe this transaction delivers compelling value to our stockholders while bringing together two organizations that share a long history, aligned values, and a commitment to disciplined underwriting and long-term success. I am proud of what the Bowhead team has accomplished, and I believe this combination recognizes the strength of the Bowhead franchise while continuing to enhance our ability to create value for our insureds, distribution partners and employees. I look forward to joining American Family and continuing to lead the Bowhead franchise.”

Mr. Sills continued, “Turning to our second quarter results, Bowhead once again delivered a strong quarter highlighted by consistent strong top and bottom line growth. Gross written premiums in the second quarter grew over 28% year-over-year, while adjusted net income grew over 26%, and diluted adjusted earnings per share grew just under 30%.”

Underwriting Results

The 28.2% increase in gross written premiums to $297.9 million in the second quarter of 2026 was driven by our increasing renewal book, new business and continued growth in our platform across all divisions:

Our loss ratio of 67.3% for the second quarter of 2026 increased 1.1 points compared to 66.2% in the same period of 2025 due to an increase in our current accident year loss ratio. The higher current accident year loss ratio was driven by lower ceded loss activity under our excess of loss treaties, and to a lesser extent, changes in our portfolio mix.

As communicated in the past, the development in our prior accident year losses were driven by expected loss ratios applied to net additional premiums that were billed and fully earned in the quarter, but associated with policies from prior accident years. Once again, these amounts were not based on actual losses settling for more than reserved, and did not represent an increase in estimated reserves on unresolved claims.

Our expense ratio was 28.6% for the three months ended June 30, 2026, reflecting a decrease of 2.0 points compared to 30.6% for the same period in 2025. This decrease in our expense ratio was primarily driven by the 3.4 point decrease in our operating expense ratio and a 0.3 point increase in other insurance-related income, which contributed to the lowering of our expense ratio. These improvements were partially offset by the 1.7 point increase in our net acquisition costs ratio.

The decrease in our operating expense ratio was due to the continued scaling of our business, where net earned premiums grew at a higher rate than our expenses, as well as the prudent management of our expenses, including estimates of deferrable costs.

The increase in our net acquisition costs ratio was driven by the increase in earned broker commissions due to changes in our portfolio mix and higher commission rates, an increase in the ceding fee we pay to American Family and deferred employment related underwriting costs, partially offset by an increase in earned ceding commissions from our ceded reinsurance treaties.

Investment Results

Net investment income increased 37.6% in the quarter to $18.8 million, driven by a higher balance of investments. Our investment portfolio had a book yield of 4.7% and a new money rate of 4.9% as of June 30, 2026.

The weighted average effective duration of our investment portfolio, which included cash equivalents, was 3.3 years and had an average rating of “AA-” as of June 30, 2026.

(1)

Comparisons in this release are made to June 30, 2025 financial results unless otherwise noted.

(2)

Non-GAAP financial measure. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of the non-GAAP financial measures to their most directly comparable U.S. GAAP measures.

Summary of Operating Results

The following table summarizes the Company’s results of operations for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

% Change

2026

2025

% Change

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

Gross written premiums

$

297,894

$

232,361

28.2

%

$

514,635

$

407,209

26.4

%

Ceded written premiums

(116,869

)

(83,508

)

39.9

%

(193,268

)

(141,587

)

36.5

%

Net written premiums

$

181,025

$

148,853

21.6

%

$

321,367

$

265,622

21.0

%

Revenues

Net earned premiums

$

143,953

$

119,137

20.8

%

$

280,762

$

228,954

22.6

%

Net investment income

18,820

13,677

37.6

%

36,847

26,236

40.4

%

Net realized investment losses

(11

)

(11

)

%

(32

)

(15

)

113.3

%

Other insurance-related income

1,095

460

138.0

%

1,974

805

145.2

%

Total revenues

163,857

133,263

23.0

%

319,551

255,980

24.8

%

Expenses

Net losses and loss adjustment expenses

96,945

78,900

22.9

%

188,427

152,327

23.7

%

Net acquisition costs

15,820

11,038

43.3

%

29,713

20,834

42.6

%

Operating expenses

26,384

25,849

2.1

%

52,187

49,785

4.8

%

Non-operating expenses

437

(100.0

)%

548

(100.0

)%

Warrant expense

783

783

%

1,558

1,558

%

Interest expense and financing fees

3,266

261

1151.3

%

6,429

508

1165.6

%

Foreign exchange (gains) losses

(2

)

79

(102.5

)%

6

33

(81.8

)%

Total expenses

143,196

117,347

22.0

%

278,320

225,593

23.4

%

Income before income taxes

20,661

15,916

29.8

%

41,231

30,387

35.7

%

Income tax expense

(4,523

)

(3,574

)

26.6

%

(9,083

)

(6,620

)

37.2

%

Net income

$

16,138

$

12,342

30.8

%

$

32,148

$

23,767

35.3

%

Key Operating and Financial Metrics:

Adjusted net income (1)

$

16,145

$

12,758

26.5

%

$

32,178

$

24,238

32.8

%

Loss ratio

67.3

%

66.2

%

67.1

%

66.5

%

Expense ratio

28.6

%

30.6

%

28.5

%

30.4

%

Combined ratio

95.9

%

96.8

%

95.6

%

96.9

%

Return on equity (2)

13.8

%

12.4

%

13.9

%

12.2

%

Adjusted return on equity (1)(2)

13.8

%

12.8

%

13.9

%

12.5

%

Diluted earnings per share

$

0.48

$

0.36

33.3

%

$

0.96

$

0.70

37.1

%

Diluted adjusted earnings per share (1)

$

0.48

$

0.37

29.7

%

$

0.96

$

0.72

33.3

%

NM - Percentage change is not meaningful.

(1)

Non-GAAP financial measure. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of the non-GAAP financial measures to their most directly comparable U.S. GAAP measures.

(2)

For the three and six months ended June 30, 2026 and 2025, net income and adjusted net income are annualized to arrive at return on equity and adjusted return on equity.

Condensed Consolidated Balance Sheets

June 30, 2026

December 31, 2025

($ in thousands, except share data)

Assets

Investments

Fixed maturity securities, available for sale, at fair value (amortized cost of $1,593,861 and $1,364,228, respectively)

$

1,585,217

$

1,371,006

Total investments

1,585,217

1,371,006

Cash and cash equivalents

141,748

193,545

Restricted cash and cash equivalents

23,073

40,225

Accrued investment income

13,686

10,958

Premium balances receivable

122,370

84,415

Reinsurance recoverable, net

466,205

399,676

Prepaid reinsurance premiums

227,048

191,821

Deferred policy acquisition costs

45,491

35,284

Property and equipment, net

11,951

10,636

Income taxes receivable

4,307

3,073

Deferred tax assets, net

29,574

22,476

Other assets

10,622

8,261

Total assets

$

2,681,292

$

2,371,376

Liabilities

Reserve for losses and loss adjustment expenses

$

1,318,644

1,129,936

Unearned premiums

628,266

552,594

Reinsurance balances payable

85,577

65,778

Debt

146,573

146,447

Income taxes payable

314

314

Accrued expenses

11,604

19,047

Other liabilities

16,375

7,986

Total liabilities

2,207,353

1,922,102

Commitments and contingencies (Note 13)

Mezzanine equity

Performance stock units

1,578

1,008

Stockholders' equity

Common stock

329

328

($0.01 par value; 400,000,000 shares authorized, 32,943,005 and 32,783,451 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively)

Additional paid-in capital

330,017

325,889

Accumulated other comprehensive gain (loss)

(6,828

)

5,354

Retained earnings

148,843

116,695

Total stockholders' equity

472,361

448,266

Total mezzanine equity and stockholders' equity

473,939

449,274

Total liabilities, mezzanine equity and stockholders' equity

$

2,681,292

$

2,371,376

Gross Written Premiums

The following tables present gross written premiums by underwriting division for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30,

2026

% of Total

2025

% of Total

$ Change

% Change

($ in thousands, except percentages)

Casualty

$

199,764

67.0

%

$

150,720

64.9

%

$

49,044

32.5

%

Professional Liability

55,085

18.5

%

54,752

23.5

%

333

0.6

%

Healthcare Liability

29,133

9.8

%

23,505

10.1

%

5,628

23.9

%

Baleen Specialty

13,912

4.7

%

3,384

1.5

%

10,528

311.1

%

Gross written premiums

$

297,894

100.0

%

$

232,361

100.0

%

$

65,533

28.2

%

Six Months Ended June 30,

2026

% of Total

2025

% of Total

$ Change

% Change

($ in thousands, except percentages)

Casualty

$

347,032

67.4

%

$

273,034

67.1

%

$

73,998

27.1

%

Professional Liability

82,746

16.1

%

80,752

19.8

%

1,994

2.5

%

Healthcare Liability

59,578

11.6

%

47,293

11.6

%

12,285

26.0

%

Baleen Specialty

25,279

4.9

%

6,130

1.5

%

19,149

312.4

%

Gross written premiums

$

514,635

100.0

%

$

407,209

100.0

%

$

107,426

26.4

%

The following tables present gross written premiums by underwriting model (1) for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30,

2026

% of Total

2025

% of Total

$ Change

% Change

($ in thousands, except percentages)

Craft

$

279,190

93.7

%

$

228,875

98.5

%

$

50,315

22.0

%

Digital

Baleen Specialty

13,912

4.7

%

3,384

1.5

%

10,528

311.1

%

Express

4,792

1.6

%

102

%

4,690

4598.0

%

Digital

18,704

6.3

%

3,486

1.5

%

15,218

436.5

%

Gross written premiums

$

297,894

100.0

%

$

232,361

100.0

%

$

65,533

28.2

%

Six Months Ended June 30,

2026

% of Total

2025

% of Total

$ Change

% Change

($ in thousands, except percentages)

Craft

$

481,106

93.5

%

$

400,977

98.5

%

$

80,129

20.0

%

Digital

Baleen Specialty

25,279

4.9

%

6,130

1.5

%

19,149

312.4

%

Express

8,250

1.6

%

102

%

8,148

7988.2

%

Digital

33,529

6.5

%

6,232

1.5

%

27,297

438.0

%

Gross written premiums

$

514,635

100.0

%

$

407,209

100.0

%

$

107,426

26.4

%

NM - Percentage change is not meaningful.

(1)

Our products are delivered through two complementary underwriting models designed to support sustainable and profitable growth across market cycles: a “craft” model for large, complex, higher-severity risks, and a “digital” model, which includes Baleen Specialty and other small-business offerings (“express”), for smaller, simpler, scalable business.

Loss Ratio

The following tables summarize current and prior accident year loss ratios for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30,

2026

2025

Net Losses and Loss Adjustment Expenses

% of Net Earned Premiums

Net Losses and Loss Adjustment Expenses

% of Net Earned Premiums

($ in thousands, except percentages)

Current accident year

$

96,792

67.2

%

$

78,785

66.1

%

Prior accident year (1)

153

0.1

%

115

0.1

%

Total

$

96,945

67.3

%

$

78,900

66.2

%

Six Months Ended June 30,

2026

2025

Net Losses and Loss Adjustment Expenses

% of Net Earned Premiums

Net Losses and Loss Adjustment Expenses

% of Net Earned Premiums

($ in thousands, except percentages)

Current accident year

$

187,672

66.8

%

$

151,768

66.3

%

Prior accident year (1)

755

0.3

%

559

0.2

%

Total

$

188,427

67.1

%

$

152,327

66.5

%

(1)

The existence of our prior accident year losses for the three and six months ended June 30, 2026 and 2025 were driven by expected loss ratios applied to net additional premiums billed and fully earned in the period, but associated with policies from prior accident years. These amounts were not based on actual losses settling for more than reserved, and did not represent an increase in estimated reserves on unresolved claims.

Expense Ratio

The following tables summarize the components of our expense ratio for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30,

2026

2025

Expenses

% of Net Earned Premiums

Expenses

% of Net Earned Premiums

($ in thousands, except percentages)

Net acquisition costs

$

15,820

11.0

%

$

11,038

9.3

%

Operating expenses

26,384

18.3

%

25,849

21.7

%

Less: Other insurance related-income

(1,095

)

(0.7

)%

(460

)

(0.4

)%

Total

$

41,109

28.6

%

$

36,427

30.6

%

Six Months Ended June 30,

2026

2025

Expenses

% of Net Earned Premiums

Expenses

% of Net Earned Premiums

($ in thousands, except percentages)

Net acquisition costs

$

29,713

10.6

%

$

20,834

9.1

%

Operating expenses

52,187

18.6

%

49,785

21.7

%

Less: Other insurance-related income

(1,974

)

(0.7

)%

(805

)

(0.4

)%

Total

$

79,926

28.5

%

$

69,814

30.4

%

Net Investment Income

The following table summarizes the sources of net investment income for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

($ in thousands)

U.S. government and government agency

$

642

$

1,633

$

1,381

$

3,478

State and municipal

1,727

876

3,101

1,564

Commercial mortgage-backed securities

2,116

1,267

4,231

2,447

Residential mortgage-backed securities

4,326

3,129

8,581

5,668

Asset-backed securities

2,329

1,569

4,392

3,052

Corporate

6,825

4,244

12,965

7,496

Short-term investments

25

86

46

214

Cash and cash equivalents

1,206

1,154

2,890

2,859

Gross investment income

19,196

13,958

37,587

26,778

Investment expenses

(376

)

(281

)

(740

)

(542

)

Net investment income

$

18,820

$

13,677

$

36,847

$

26,236

Reconciliation of Non-GAAP Financial Measures

This earnings release contains certain financial measures that are not presented in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). We use these non-GAAP financial measures when planning, monitoring and evaluating our performance. Management believes that each of the non-GAAP financial measures described below provides useful insight into our underlying business performance.

You should not rely on these non-GAAP financial measures as a substitute for any U.S. GAAP financial measure. While we believe that these non-GAAP financial measures are useful in evaluating our business, this information should be considered supplemental in nature and not as a replacement for or superior to the comparable U.S. GAAP measures. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces their usefulness as comparative measures.

Adjusted net income

Adjusted net income for the three and six months ended June 30, 2026 and 2025 reconciles to net income as follows:

Three Months Ended June 30,

2026

2025

Before income taxes

After income taxes

Before income taxes

After income taxes

($ in thousands)

Income as reported

$

20,661

$

16,138

$

15,916

$

12,342

Adjustments:

Net realized investment losses

11

11

11

11

Non-operating expenses

437

437

Foreign exchange (gains) losses

(2

)

(2

)

79

79

Tax impact

(2

)

(111

)

Adjusted net income

$

20,670

$

16,145

$

16,443

$

12,758

Six Months Ended June 30,

2026

2025

Before income taxes

After income taxes

Before income taxes

After income taxes

($ in thousands)

Income as reported

$

41,231

$

32,148

$

30,387

$

23,767

Adjustments:

Net realized investment losses

32

32

15

15

Non-operating expenses

548

548

Foreign exchange losses

6

6

33

33

Tax impact

(8

)

(125

)

Adjusted net income

$

41,269

$

32,178

$

30,983

$

24,238

Adjusted return on equity

Adjusted return on equity for the three and six months ended June 30, 2026 and 2025 reconciles to return on equity as follows:

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

($ in thousands, except percentages)

Numerator: Adjusted net income (1)

$

64,579

$

51,031

$

64,356

$

48,477

Denominator: Average mezzanine equity and stockholders' equity

466,550

399,588

461,607

389,127

Adjusted return on equity

13.8

%

12.8

%

13.9

%

12.5

%

(1)

For the three and six months ended June 30, 2026 and 2025, net income and adjusted net income are annualized to arrive at return on equity and adjusted return on equity.

Diluted adjusted earnings per share

Diluted adjusted earnings per share for the three and six months ended June 30, 2026 and 2025 reconciles to diluted earnings per share as follows:

Three Months Ended June 30,

Six Months Ended June 30,

2026

2025

2026

2025

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

Numerator: Adjusted net income

$

16,145

$

12,758

$

32,178

$

24,238

Denominator: Diluted weighted average shares outstanding

33,557,875

34,045,961

33,456,675

33,885,414

Diluted adjusted earnings per share

$

0.48

$

0.37

$

0.96

$

0.72

Subsequent Event

On August 3, 2026, the Company and American Family announced that they have entered into a definitive agreement under which American Family has agreed to acquire all of the issued and outstanding shares of common stock of Bowhead that it does not currently own for $34.00 per share in cash, without interest, for a total transaction value of approximately $1.2 billion.

Conference Call Cancelled

As previously announced, given the transaction with American Family announced earlier today, 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 8:30 a.m. Eastern Time on Tuesday, August 4, 2026.

About Bowhead

Bowhead is a growing specialty insurance business providing casualty, professional liability and healthcare liability insurance products. We were founded and are led by industry veteran Stephen Sills. The team is composed of highly experienced and respected industry veterans with decades of individual, successful underwriting and management experience. Our products are delivered through two complementary underwriting models designed to support sustainable and profitable growth across market cycles: a “craft” model for large, complex, higher-severity risks, and a “digital” model, which includes Baleen Specialty and other small-business offerings (“express”), for smaller, simpler, and scalable business.

We pride ourselves on the quality and experience of our people, who are committed to exceeding our partners’ expectations through excellent service and expertise. Our collaborative culture spans all functions of our business and allows us to provide a consistent, positive experience for all of our partners.

Forward-Looking Statements

Statements in this press release, and any related oral statements, contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Some of the forward-looking statements can be identified by the use of terms such as “believes,” “expects,” “may,” “will,” “should,” “could,” “seeks,” “intends,” “plans,” “estimates,” “anticipates” or other comparable terms or the converse of such terms. However, not all forward-looking statements contain these identifying words. These forward-looking statements include all matters that are not related to present facts or current conditions or that are not historical facts. They appear in a number of places throughout this press release and include statements regarding intentions, beliefs or current expectations concerning, among other things, the transaction, regulatory approvals, and the timing of the transaction, the industries in which Bowhead operates, and other statements relating to Bowhead’s future performance.

The transaction is subject to risks and uncertainties, including: that Bowhead and American Family may be unable to complete the transaction because, among other reasons, conditions to the closing of the transaction may not be satisfied or waived; uncertainty as to the timing of completion of the transaction; the inability to complete the transaction due to the failure to obtain the Bowhead stockholder approvals for the transaction or the failure to satisfy other conditions to completion of the transaction, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; interloper risk; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; risks related to disruption of management’s attention from Bowhead’s ongoing business operations due to the transaction; the effect of the announcement of the transaction on Bowhead’s relationships with its insureds, operating results and business generally; and the outcome of any legal proceedings to the extent initiated against Bowhead, American Family or others following the announcement of the transaction, as well as Bowhead’s and American Family management’s response to any of the aforementioned factors.

A more fulsome discussion of the risks related to the transaction will be included in Bowhead’s proxy statement for the transaction. For a discussion of factors that could cause actual results to differ materially from those contemplated by forward-looking statements, see the section captioned “Risk Factors” in Bowhead’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, subsequent Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission (“SEC”). Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. While the list of factors presented here is, and the list of factors presented in the proxy statement will be, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements.

Forward-looking statements speak only as of the date on which they are made. Except as expressly required under federal securities laws or the rules and regulations of the SEC, Bowhead does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. You should not place undue reliance on forward-looking statements. All forward-looking statements attributable to Bowhead are expressly qualified by these cautionary statements.

The information contained on or connected to any websites referenced in this communication is not incorporated by reference into this communication.