ARX on NYSE
Accelerant Holdings
Insurance agents company based in Grand Cayman, Cayman Islands2
In its 2026 annual report the company says: “We operate a data-driven risk exchange that connects selected specialty insurance underwriters with Risk Capital Partners. Our offerings free our Members to focus on growing their businesses through their core expertise of profitable underwriting.”6 Its shares trade on NYSE under the symbol ARX.2
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Last updated Oct 20, 2026.
Overview
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- TickerARX on NYSE2
- IndustryInsurance Agents, Brokers & Service2
- HeadquartersGrand Cayman, Cayman Islands2
- Incorporated inCayman Islands4
- Business addressP.O. Box 309 Ugland House, Grand Cayman, E9 Ky1-10444
- Filer category, Emerging growth company4
- Legal formexempt company2
- LEI529900G48AUHCKJ6EU642
- StatusActive2
- LEI statusIssued and current2
- Registered addressc/o Maples Corporate Services Limited, PO Box 309, Ugland House, KY1-1104 Grand Cayman, Cayman Islands2
- Registered withGeneral Registry, 3816802
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To become the preeminent specialty insurance marketplace connecting underwriters and risk capital in a transparent and modern way.6 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Other costs97¢$889.6M
- Income tax3¢$23.3M
Out of $912.9M in revenue.3 The company lost money this year.
Where each dollar of operating cash went, fiscal 2025
- Kept or used elsewhere100¢$445.1M
Out of $445.1M of cash from operations.3
Financial statements
| Fiscal year | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|
| Revenue | $344.0M3 | $602.6M3 | $912.9M3 | |
| Income before tax | -$43.9M3 | $32.0M3 | -$1.3B3 | |
| Income tax | $20.2M3 | $9.1M3 | $23.3M3 | |
| Net income | -$64.1M3 | $22.9M3 | -$1.3B3 | |
| Earnings per share | -$0.293 | $0.163 | -$7.493 | |
| Earnings per share (diluted) | -$0.293 | $0.143 | -$7.493 | |
| Shares (weighted, basic) | 165.6M shares3 | 166.0M shares3 | 190.3M shares3 | |
| Shares (weighted, diluted) | 165.6M shares3 | 199.7M shares3 | 190.3M shares3 |
| Fiscal year | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|
| Cash | $483.6M3 | $775.4M3 | $1.2B3 | $1.7B3 |
| Goodwill | $18.3M3 | $20.7M3 | $30.9M3 | $63.1M3 |
| Intangible assets | $30.8M3 | $33.1M3 | $52.0M3 | |
| Total assets | $6.1B3 | $8.3B3 | ||
| Long-term debt | $121.4M3 | $121.3M3 | ||
| Total liabilities | $5.7B3 | $7.5B3 | ||
| Retained earnings | -$182.8M3 | -$1.5B3 | ||
| Shareholders’ equity | $304.3M3 | $697.7M3 | ||
| Shares outstanding | 166.2M shares3 |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Corporate structure
Accelerant Holdings sits at the top of its group. 71 entities, 10 countries on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of Accelerant Holdings
- GLAZER CAPITAL, LLC Filed SCHEDULE 13G on Accelerant Holdings, latest Sep 30, 2026
- Capital World Investors Filed SCHEDULE 13G/A on Accelerant Holdings, latest May 14, 2026 (2 filings since Nov 13, 2025)
- ACP Accelerant Holdings, L.P. Filed SCHEDULE 13G on Accelerant Holdings, latest Nov 14, 2025
- Christopher Lee-Smith Filed SCHEDULE 13G on Accelerant Holdings, latest Nov 14, 2025
- Francis James Oneill Filed SCHEDULE 13G on Accelerant Holdings, latest Nov 14, 2025
- Jeffrey L. Radke Filed SCHEDULE 13G on Accelerant Holdings, latest Nov 14, 2025
- Accelerant Holdings Grand Cayman, Cayman Islands
- Accelerant Agency (UK) Limited Subsidiary · United Kingdom
- Accelerant Agency Canada Ltd. Subsidiary · Canada
- Accelerant Agency Limited Subsidiary · Ireland
- Accelerant Canada Holdings, Inc. Subsidiary · Canada
- Accelerant Canada Services, Inc. Subsidiary · Canada
- Accelerant Distribution Holdings Limited Subsidiary · Malta
- Accelerant Holdings UK Ltd. Subsidiary · United Kingdom
- Accelerant Insurance Company of Canada Subsidiary · Canada
- Accelerant Insurance Europe SA Subsidiary · Belgium
- Accelerant Insurance UK Limited Subsidiary · United Kingdom
- Accelerant Malta Holdings Limited Subsidiary · Malta
- Accelerant Services (Ireland) Limited Subsidiary · Ireland
- Accelerant Services (Malta) Limited Subsidiary · Malta
- Accelerant Services Bermuda Ltd. Subsidiary · Bermuda
- Accelerant Services UK Limited Subsidiary · United Kingdom
- Accelerant Underwriting Holdings Limited Subsidiary · Bermuda
- Accelerant Underwriting Holdings UK Limited Subsidiary · United Kingdom
- ARB Acquisition Co. Ltd. Subsidiary · Malta
- Ayax (UK) Acquisition Co. Ltd Subsidiary · United Kingdom
- Ayax Specialty S.L. Subsidiary · Spain
- Capital Markets Underwriting Limited Subsidiary · United Kingdom
- Certass Limited Subsidiary · United Kingdom
- Certass TA Limited Subsidiary · United Kingdom
- Corniche Acquisition Co. Ltd. Subsidiary · United Kingdom
- Corniche Underwriting (EU) Limited Subsidiary · Ireland
- and 45 more
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Accelerant Holdings reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Computer equipment and software | $164.5M3 Dec 31, 2025 | $117.1M3 Dec 31, 2024 | +40.5% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $1.7B3 Dec 31, 2025 | $1.2B3 Dec 31, 2024 | +40.0% |
| Debt securities available for sale | $712.0M3 Dec 31, 2025 | $544.3M3 Dec 31, 2024 | +30.8% |
| Stakes in other companies (equity method) | $10.4M3 Dec 31, 2025 | $18.2M3 Dec 31, 2024 | −42.9% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $63.1M3 Dec 31, 2025 | $30.9M3 Dec 31, 2024 | +104.2% |
| Intangible assets, net (excluding goodwill) | $52.0M3 Dec 31, 2025 | $33.1M3 Dec 31, 2024 | +57.1% |
| Accumulated amortization | $15.3M3 Dec 31, 2025 | $9.5M3 Dec 31, 2024 | +61.1% |
Properties, in its own words
We currently lease small office spaces in certain locations including Atlanta, New York City, Colorado Springs, Bermuda, Grand Cayman, Brussels, Dublin, London and Malta, including a lease with a co-working company providing access to multiple locations across the U.S. Substantially all of our employees work remotely. We maintain our corporate headquarters in the Cayman Islands. As we expand, we believe suitable additional or substitute space will be leased as and when needed.
Item 2 of the 10-K filed Mar 18, 2026.6
Leadership
Who has led Accelerant Holdings, and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
Chief operating officer
- Chief executive officerJeffrey L. Radke Jul 23, 2025 to now11
- Chief financial officerLinda Huber Apr 3, 2026 to now12
- Chief operating officerMatthew David Sternberg Jul 23, 2025 to now13
Board members and other officers (16)
- Co-Founder, Head of Distrib.Christopher Lee-Smith Jul 23, 2025 to now14
- Co-Founder, Chief U/W OfficerFrancis James Oneill Jul 23, 2025 to now15
- Board memberDavid George Paul Talach May 15, 2026 to now16
- Board memberSimon Wainwright May 15, 2026 to now17
- Board memberChristopher Lee-Smith Jul 23, 2025 to now14
- Board memberJeffrey L. Radke Jul 23, 2025 to now11
- Board memberKaren Sue Meriwether Jul 23, 2025 to now18
- Board memberKeoni Andrew Schwartz Jul 23, 2025 to now19
- Board memberKunal Arora Jul 23, 2025 to now20
- Board memberMichael Kenneth Searles Jul 23, 2025 to now21
- Board memberNancy Hasley Jul 23, 2025 to now22
- Board memberPaul Christopher Little Jul 23, 2025 to now23
- Board memberSamuel Gaynor Jul 23, 2025 to now24
- Board memberWendy Liisa Harrington Jul 23, 2025 to now25
- General counselClifford Robert Jenks Apr 3, 2026 to now26
- General counselNancy Hasley Jul 23, 2025 to now22
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- ARB Acquisition Co. Ltd. Malta5
- Accelerant Agency (UK) Limited UK5
- Accelerant Agency Canada Ltd. Canada5
- Accelerant Agency Limited Ireland5
- Accelerant Canada Holdings, Inc. Canada5
- Accelerant Canada Services, Inc. Canada5
- Accelerant Distribution Holdings Limited Malta5
- Accelerant Holdings UK Ltd. UK5
- Accelerant Insurance Company of Canada Canada5
- Accelerant Insurance Europe SA Belgium5
- Accelerant Insurance UK Limited UK5
- Accelerant Malta Holdings Limited Malta5
- Accelerant Services (Ireland) Limited Ireland5
- Accelerant Services (Malta) Limited Malta5
- Accelerant Services Bermuda Ltd. Bermuda5
- Accelerant Services UK Limited UK5
- Accelerant Underwriting Holdings Limited Bermuda5
- Accelerant Underwriting Holdings UK Limited UK5
- Ayax (UK) Acquisition Co. Ltd UK5
- Ayax Specialty S.L. Spain5
- Capital Markets Underwriting Limited UK5
- Certass Limited UK5
- Certass TA Limited UK5
- Corniche Acquisition Co. Ltd. UK5
All 70 listed subsidiaries
- Corniche Underwriting (EU) Limited Ireland5
- Corniche Underwriting Ltd UK5
- Euna Acquisition Co. Ltd. UK5
- Euna Underwriting Ltd UK5
- Everest RM Acquisition Co. Ltd. Malta5
- Ignite Specialty Risk Limited UK5
- Ionios New Agency A.E. Greece5
- Kovrilo Limited UK5
- LRMS Acquisition Co. Ltd. Malta5
- LRMS Europe Ltd. Ireland5
- LRMS Insurance Services Limited UK5
- Lumara Insurance Limited UK5
- M2 Acquisition Co. Ltd. Malta5
- M2 Insurance Agents SA Greece5
- Mission Holdings Europe Ltd. Malta5
- Mission Services Ireland Limited Ireland5
- Mission UK Series 1 Limited UK5
- Mission UK Series 10 Limited UK5
- Mission UK Series 12 Limited UK5
- Mission UK Series 3 Limited UK5
- Mission UK Series 4 Limited UK5
- Mission UK Series 9 Limited UK5
- Mission Underwriting Europe Limited Ireland5
- Mission Underwriting Ireland Limited Ireland5
- Mission Underwriting Services Limited UK5
- Mission Underwriting UK Limited UK5
- Mission Underwriting UK Limited t/a Ignite UK5
- N.B.S. UK Holdings Limited UK5
- NBS Commercial Limited Ireland5
- NBS Underwriting Limited UK5
- Now Agents Insurance Agents Société Anonyme Greece5
- Omega Acquisition Co Ltd. Canada5
- Rev Risk Management (Europe) Limited Ireland5
- RiskAlliance Acquisition Co. Ltd. UK5
- S.E. Consultants Limited UK5
- SSR Acquisition Co. Ltd. Malta5
- Secure S.A. Greece5
- Servicios Profesionales de Suscripción de Riesgos Iberia S.L. Spain5
- UBI Acquisition Co. Ltd. UK5
- UBI Courtage Limited Ireland5
- UBI Services SAS France5
- Ventis Specialty Limited UK5
- Verde Acquisition Co. Ltd. UK5
- Verde Risk Management Limited UK5
- Warranty Services Limited UK5
- Yarran Specialty Limited UK5
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Timeline
- Sep 23, 20268-K Other events27
- Aug 14, 20268-K Entered a material agreement28
- Aug 13, 20268-K Results of operations; Other events29
- May 29, 20268-K Regulation FD disclosure30
- May 13, 20268-K Results of operations; Regulation FD disclosure31
- May 12, 20268-K Shareholder vote32
- Mar 18, 20268-K Results of operations; Executive or director change; Regulation FD disclosure33
- Feb 27, 20268-K Results of operations; Regulation FD disclosure34
- Feb 27, 20268-K Other events35
- Nov 12, 20258-K Results of operations; Regulation FD disclosure36
- Aug 28, 20258-K Results of operations37
- Jul 23, 2025New chief executive Jeffrey L. Radke becomes CEO11
- Oct 6, 2021Founded Accelerant Holdings is founded2
Calendar
Coming up
- Nov 11, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.38 a share, on Nov 12, 2025.38
When it reported results
- Aug 13, 2026Reported quarterly or annual results29
- May 13, 2026Reported quarterly or annual results31
- Mar 18, 2026Reported quarterly or annual results33
- Feb 27, 2026Reported quarterly or annual results34
- Nov 12, 2025Reported quarterly or annual results36
- Aug 28, 2025Reported quarterly or annual results37
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
154 filings to the SEC since October 2021: 1 annual reports, 4 quarterly reports, 11 major events, 69 insider forms, 7 large holders, 62 other. The latest 20:
- Sep 30, 2026SCHEDULE 13G EDGAR
- Sep 23, 20268-K EDGAR
- Aug 25, 20264 EDGAR
- Aug 21, 2026144 EDGAR
- Aug 14, 20264 EDGAR
- Aug 14, 2026DEFA14A EDGAR
- Aug 14, 20268-K EDGAR
- Aug 14, 2026DEFA14A EDGAR
- Aug 13, 202610-Q EDGAR
- Aug 13, 2026144 EDGAR
- Aug 13, 2026DEFA14A EDGAR
- Aug 13, 2026DEFA14A EDGAR
- Aug 13, 20268-K EDGAR
- Aug 12, 20264 EDGAR
- Aug 11, 20264 EDGAR
- Aug 10, 2026144 EDGAR
- Aug 10, 2026144 EDGAR
- Aug 4, 20264 EDGAR
- Aug 3, 2026144 EDGAR
- Jul 29, 20264 EDGAR
The 154 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
32 open-market trades by officers, directors and large owners since October 2021: 7 buys and 25 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Aug 21, 2026 | Meriwether Karen SueDirector | Sale | 542 | $19.62 | $10.6K | Form 4 |
| Aug 13, 2026 | Hasley NancyDirector | Sale | 20,489 | $19.56 | $400.8K | Form 4 |
| Aug 11, 2026 | ONeill Francis JamesCo-Founder, Chief U/W Officer | Sale | 89,219 | $12.41 | $1.1M | Form 4 |
| Aug 10, 2026 | ONeill Francis JamesCo-Founder, Chief U/W Officer | Sale | 63,616 | $12.07 | $767.8K | Form 4 |
| Aug 10, 2026 | RADKE JEFFREY LCo-Founder, CEO | Sale | 80,000 | $12.09 | $967.2K | Form 4 |
| Aug 3, 2026 | RADKE JEFFREY LCo-Founder, CEO | Sale | 80,000 | $12.06 | $964.8K | Form 4 |
| Jul 28, 2026 | ONeill Francis JamesCo-Founder, Chief U/W Officer | Sale | 104,647 | $14.56 | $1.5M | Form 4 |
| Jul 27, 2026 | ONeill Francis JamesCo-Founder, Chief U/W Officer | Sale | 110,467 | $14.63 | $1.6M | Form 4 |
| Jul 27, 2026 | RADKE JEFFREY LCo-Founder, CEO | Sale | 95,223 | $14.60 | $1.4M | Form 4 |
| Jul 27, 2026 | Sternberg Matthew DavidCOO, Risk Exchange | Sale | 17,568 | $14.64 | $257.2K | Form 4 |
| Jul 20, 2026 | RADKE JEFFREY LCo-Founder, CEO | Sale | 80,000 | $13.51 | $1.1M | Form 4 |
| Jul 17, 2026 | RADKE JEFFREY LCo-Founder, CEO | Sale | 14,777 | $14.30 | $211.3K | Form 4 |
| Jul 15, 2026 | ONeill Francis JamesCo-Founder, Chief U/W Officer | Sale | 82,767 | $12.71 | $1.1M | Form 4 |
| Jul 14, 2026 | ONeill Francis JamesCo-Founder, Chief U/W Officer | Sale | 83,119 | $12.84 | $1.1M | Form 4 |
| Jul 13, 2026 | RADKE JEFFREY LCo-Founder, CEO | Sale | 80,000 | $13.18 | $1.1M | Form 4 |
| Jul 6, 2026 | RADKE JEFFREY LCo-Founder, CEO | Sale | 80,000 | $13.33 | $1.1M | Form 4 |
| Jun 29, 2026 | RADKE JEFFREY LCo-Founder, CEO | Sale | 80,000 | $12.87 | $1.0M | Form 4 |
| Jun 26, 2026 | ONeill Francis JamesCo-Founder, Chief U/W Officer | Sale | 73,500 | $13.18 | $968.7K | Form 4 |
| Jun 25, 2026 | ONeill Francis JamesCo-Founder, Chief U/W Officer | Sale | 73,500 | $13.06 | $959.9K | Form 4 |
| Jun 23, 2026 | Hasley NancyDirector | Sale | 35,000 | $13.11 | $458.9K | Form 4 |
All 32 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- GLAZER CAPITAL, LLCSCHEDULE 13G, 1 filing Sep 30, 202639
- Capital World InvestorsSCHEDULE 13G/A, 2 filings Nov 13, 2025 to May 14, 202640
- ACP Accelerant Holdings, L.P.SCHEDULE 13G, 1 filing Nov 14, 202541
- Christopher Lee-SmithSCHEDULE 13G, 1 filing Nov 14, 202542
- Francis James OneillSCHEDULE 13G, 1 filing Nov 14, 202543
- Jeffrey L. RadkeSCHEDULE 13G, 1 filing Nov 14, 202544
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
SEC filer profile
How Accelerant Holdings is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARAccelerant Holdings1
- CIK0001997350
- Employer ID (EIN)98-17530446
- Filer statusNon-accelerated filer an emerging growth company; not a smaller reporting company; not a shell company6
- Incorporated inCayman Islands6
- Fiscal year endsDecember 311
- Industry code (SIC)6411 Insurance Agents, Brokers & Service1
- SEC reviewing officeOffice of Finance, Division of Corporation Finance1
- Business addressP.O. Box 309 Ugland House, Grand Cayman, E9 KY1-10441
- Mailing address1209 Orange Street, C/O The Corporation Trust Company, Wilmington, DE 198011
- Phone(302) 658-75811
- Shares outstanding116,757,858 Common Class A shares; 105,402,146 Common Class B shares as of Mar 12, 20266
- Public float$0 as of Jun 30, 20253
- AuditorPricewaterhouseCoopers LLP, New York, New York PCAOB ID 238; no auditor attestation of internal control over financial reporting6
- On EDGAR sinceOct 20, 20231
- Filings154 in all: 4 (50), 144 (20), 3 (17), 8-K (11), DRS/A (7), DRSLTR (7), UPLOAD (7), SCHEDULE 13G (6)1
All 25 form types
DEFA14A (5), 10-Q (4), F-N (3), 3/A (2), CORRESP (2), S-1/A (2), 10-K (1), 424B4 (1), 8-A12B (1), CERT (1), DEF 14A (1), DRS (1), EFFECT (1), S-1 (1), S-1MEF (1), S-8 (1), SCHEDULE 13G/A (1)
- Latest filingsAnnual report (10-K) Mar 18, 2026
Quarterly report (10-Q) Aug 13, 2026
Proxy statement (DEF 14A) Mar 30, 2026
Latest 8-K (8-K) Sep 23, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Class A common shares, $0.0000011951862 par value per share | ARX | New York Stock Exchange |
From the cover page of the 10-K filed Mar 18, 2026 (Section 12(b) of the Exchange Act).6
Risk factors and legal proceedings
The risks Accelerant Holdings names in Item 1A of its 10-K filed Mar 18, 2026: 71 risks under these headings, as written.6
- Risks Related to Our Business and Industry
- Risks Related to Our Risk Exchange and Our Members
- Our Risk Exchange has a limited operating history, which makes it difficult to evaluate its prospects, potential for expansion to new Members and product offerings, as well as the future prospects of our overall business. Any expansion efforts that are unsuccessful may materially adversely affect our business, results of operations, financial condition and prospects.
- The addition of any products to our portfolio that may result in a higher loss ratio may be less attractive for our Members and Risk Capital Partners, and may materially adversely affect our business, results of operations, financial condition and prospects.
- A decline in our financial strength rating may adversely affect the volume of business we can write.
- Certain Members may choose to leave our Risk Exchange after their contractual commitments have expired, which would adversely affect our results of operations and our ability to offer attractive risk opportunities to our Risk Capital Partners.
- If we are unable to continue enhancing our technology-based solutions at a pace that allows us to remain attractive to our Members, or continue to gain internal efficiencies and effective internal controls that promote the utility of the analytics we provide to Members, our operating results, relationships with our Members and growth could be adversely affected.
- The rapid development and implementation of artificial intelligence applications and technologies poses business, regulatory and safety risks to our business, results of operation, financial condition and prospects.
- If our Members do not provide the data they are contractually obligated to provide or the data provided by our Members is inaccurate or incomplete, our Risk Exchange and participating Risk Capital Partners may be unable to accurately price the risk transferred through our Risk Exchange.
- If our Members do not maintain consistency in the level of skill and expertise they demonstrate, or adhere to the underwriting guidelines of our Risk Exchange, our Members may experience higher loss ratios and our reputation and relationships with insurance carriers, reinsurers, other Members, other Risk Capital partners, and brokers could be harmed.
- We have generated net losses in the past and may incur losses in the future.
- Our current market share and profitability may decrease as a result of disintermediation within the insurance industry, including increased competition from insurance companies, technology companies, and participants in the financial services industry, as well as the shift away from traditional insurance markets.
The other 61 risks
- Our MGA incubator, Mission Underwriters, depends on our ability to identify and partner with specialty underwriting talent, and if we do not identify the correct partners to participate in the Mission platform, or if our competitors attract this underwriting talent instead, it could affect the returns on our equity ownership interests in these Mission entities and accordingly our business, results of operations, financial condition, prospects and reputation.
- Our ability to add new Members to our Risk Exchange may slow over time, which would limit our growth and materially adversely affect our business, results of operations, financial condition, and prospects.
- Our holding of Member and Risk Capital Partner funds exposes us to complex fiduciary regulations and the potential for losses.
- If new regulations are enacted that affect the ability of our Members to operate, it could materially adversely affect our business, results of operations, financial condition and prospects.
- Risks Related to Our Risk Capital Partners
- We have expanded rapidly in recent years, and we may not be able to continue to attract Risk Capital Partners at the same rate or of the same quality to facilitate similar growth in the future or continue maintaining a capital-efficient model.
- We may not be able to continue to attract institutional investors to Flywheel Re, or those investors may insist in the future on terms that are less economically attractive to us.
- Certain Risk Capital Partners may look to directly interact with our Members outside of the arrangements dictated by our Risk Exchange or pursue other disintermediation strategies, including leaving our Risk Exchange entirely, which could materially adversely affect our business, results of operations, financial condition and prospects.
- Our business, and therefore our financial condition and results of operations, may be adversely affected by a reduction in insurer and reinsurer capacity.
- The failure of Risk Capital Partners to pay claims in an accurate and timely fashion could materially and adversely affect our business, results of operations, financial condition and prospects.
- We may lose Risk Capital Partners as a result of consolidation within the insurance and reinsurance industries.
- Changes in reinsurance regulation could limit the availability of risk capital in the future.
- U.S.-based activities of our Members or ceding companies on the Risk Exchange may be attributed to a non-U.S. Risk Capital Partner for tax purposes in certain circumstances, and our ability to grow the Risk Exchange may be limited as a result.
- Risks Related to Underwriting Activities
- We may be unable to purchase third-party reinsurance in amounts we desire on commercially acceptable terms or on terms that adequately protect us, and may not have sufficient third-party reinsurance coverage provided by Risk Capital Partners accessing our Risk Exchange, in each case, and this potential inability may cause us to retain more risk than we expect or have forecasted, which may materially and adversely affect our business, results of operations and financial condition.
- Unexpected changes in the interpretation of the coverage or provisions of the policies we underwrite, including loss limitations and exclusions, could have a material adverse effect on our business, results of operations and financial condition.
- The movement in our individual Member commission structures could materially affect the commissions retained on written premiums.
- The failure of any of the loss limitation methods we employ could have a material adverse effect on our financial condition and results of operations.
- Our losses and loss expense reserves may be inadequate to cover our actual losses, which could have a material adverse effect on our business, results of operations and financial condition.
- Our reinsurers may not reimburse us for claims on a timely basis, or at all, which may materially and adversely affect our business, results of operations and financial condition.
- Severe weather conditions, including the effects of climate change and catastrophes, as well as man-made events, such as terrorism, may adversely affect our business, results of operations and financial condition.
- General Risks
- We have experienced rapid growth in recent years, and our recent growth rates may not be indicative of our future growth. As our costs increase, we may not be able to generate sufficient revenue to achieve, and if achieved, maintain, profitability.
- We are subject to economic and reputational harm if companies with which we do business (including our Members and our Risk Capital Partners) engage in negligent, grossly negligent, misleading or fraudulent behavior and damage to our reputation could have a material adverse effect on our business.
- Our business may face significant competitive pressures in the future.
- We rely on third parties to perform key functions of our business operations enabling our provision of services to our Members and Risk Capital Partners. These third parties may act in ways that could harm our business.
- There is ongoing litigation relating to COVID-19 being brought against participants in the insurance industry, and as we approach the end of statutory defined periods in which claims can be brought, our potential loss exposure becomes more clear, yet may result in significant losses.
- Pandemics or other outbreaks of contagious diseases and the measures to mitigate their spread could materially adversely affect our business, results of operation and financial condition and those of our Members and Risk Capital Partners.
- Our international operations expose us to various international risks, including exchange rate fluctuations, that could adversely affect our business.
- Adverse economic factors, including recession, inflation, periods of high unemployment or lower economic activity, and the resurgence of tariffs could result in the sale of fewer policies than expected or an increase in the frequency of claims and premium defaults, and even the falsification of claims or a combination of these effects, which, in turn, could affect our growth and profitability.
- The occurrence of prolonged or severe social or political unrest may adversely affect our business, results of operations and financial condition.
- Geopolitical risks create uncertainty that may adversely affect our business, results of operations and financial condition.
- We maintain cash, cash equivalents and investments at financial institutions and are exposed to credit risk in the event of default by such financial institutions.
- Performance of our investment portfolio is subject to a variety of investment risks that may adversely affect our financial results and our financial condition.
- We could be forced to sell investments to meet our liquidity requirements.
- Our inability to successfully recover from a disaster or other business continuity problem, should we suffer from such an event, could cause material financial loss, loss of human capital, regulatory actions, reputational harm or legal liability.
- We depend on the ability of certain of our subsidiaries to transfer funds to us to meet our obligations, and the ability of our insurance company subsidiaries to pay dividends to us is restricted by law.
- We may not be able to raise sufficient funding to our working capital needs and maintain regulatory compliance or consummate potential future acquisitions. Additional financing may not be available on acceptable terms, or at all. Failure to obtain additional capital may force us to limit or terminate our operations.
- If we cannot maintain the valuable aspects of our culture as we grow, our business may be harmed.
- Risks Related to Our Technology and Intellectual Property
- If we are unable to leverage our information systems to enhance the information benefits available to our Members and Risk Capital Partners through our Risk Exchange, our results may be adversely affected.
- Our future success depends on our ability to continue to develop and implement technology, and to maintain the confidentiality of this technology.
- Loss of key vendor relationships or failure of a vendor to protect our data, confidential and proprietary information could adversely affect our operations.
- Failure to obtain, maintain, protect, defend, or enforce our intellectual property rights, or allegations that we have infringed, misappropriated or otherwise violated the intellectual property rights of others, could harm our reputation, ability to compete effectively, business, and financial condition.
- Our employees could take excessive risks, which could negatively affect our financial condition and business.
- Future acquisitions or investments contain inherent strategic, execution, and compliance risks that could disrupt our business and harm its financial condition.
- Our business and operations could suffer in the event of a system or information security failure or in the event that we are the target of a cyberattack.
- Risks Related to Legal and Regulatory Requirements
- Our businesses are subject to significant governmental regulation, changes in which could reduce our profitability, limit our growth, or increase competition.
- As we continue to grow our Member base, we anticipate expanding into new geographies that could give rise to additional regulatory, risk and other issues, which may materially affect our business, results of operations, financial condition and prospects.
- Our insurance and reinsurance company subsidiaries and agency subsidiaries are subject to extensive regulation, which may adversely affect our ability to operate and achieve our business objectives. In addition, if we fail to comply with these regulations, we may be subject to penalties, including fines and suspensions, which may adversely affect our results of operations and financial condition.
- We are subject to a number of, and may in the future be subject to, E&O claims as well as other contingencies and legal proceedings which, if resolved unfavorably to us, could have an adverse effect on our results of operations.
- Proposed tort reform legislation, if enacted, could decrease demand for casualty insurance, thereby reducing our commission revenues.
- Because we are a holding company and some of our operations are conducted by our insurance subsidiaries, our ability to achieve liquidity at the holding company, including the ability to pay dividends and service our debt obligations, to a limited extent, depends, in part, on our ability to obtain cash dividends or other permitted payments from our insurance subsidiaries.
- Regulations affecting insurance carriers with which we place business impact how we conduct our operations.
- We may face increasing scrutiny and evolving expectations from investors, customers, regulators and other stakeholders regarding environmental, social and governance matters.
- Economic substance legislation of the Cayman Islands and other recently-enacted legislation and regulations may adversely impact us or our operations.
- Anti-Money Laundering Matters
- Our amended and restated memorandum and articles of association provide that the courts of the Cayman Islands will be the exclusive forum for certain disputes between us and our shareholders, which could limit our shareholders’ ability to obtain a favorable judicial forum for complaints against us or our directors, officers or employees.
- Risks Related to Taxation
- We are subject to taxation in multiple jurisdictions. As a result, any adverse development in the tax laws of any of these jurisdictions or any disagreement with our tax positions could have a material adverse effect on our business, results of operations, financial condition, and prospects. In addition, there is tax risk associated with the reporting of cross-border arrangements among us and our subsidiaries.
- Accelerant and certain of our non-U.S. subsidiaries may be subject to U.S. federal income taxation which could have a material adverse effect on our business, results of operations, financial condition, and prospects.
- U.S. tax-exempt organizations that own our Class A common shares may recognize unrelated business taxable income (“UBTI”).
- As of December 31, 2025 we had net deferred tax assets of $78 million, net of a valuation allowance of $46 million, which may become devalued if either Accelerant does not generate sufficient future taxable income or applicable corporate tax rates are reduced (or applicable tax laws otherwise change).
- Changes in tax laws or policy or interpretations of such laws could materially reduce our earnings, affect our operations, increase our tax liability and adversely affect our cash flows.
- Our UK and non-UK operations may be affected by changes in UK tax law.
- There is U.S. federal income tax risk associated with reinsurance transactions, intercompany transactions and distributions between U.S. companies and their non-U.S. affiliates.
- Our annual effective income tax rate can change materially as a result of changes in our mix of U.S. and non-U.S. earnings and other factors, including changes in U.S. and foreign tax laws and changes made by regulatory authorities.
Legal proceedings
Other than in the ordinary course of our business operations, we are not currently party to any civil or government investigation. We do not expect that the ultimate outcome of any of the currently ongoing legal proceedings, individually or collectively, would have a material adverse effect on our business, financial condition, results of operations, or prospects. However, the results of litigation and arbitration are inherently unpredictable, and the possibility exists that the ultimate resolution of matters to which we are or could become subject could result in a material adverse effect on our business, financial condition, results of operations or prospects.
The opening of Item 3, Legal Proceedings.6
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 12SEC EDGARLinda Huber, Chief financial officer
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- 17SEC EDGARSimon Wainwright, Board member
- 18SEC EDGARKaren Sue Meriwether, Board member
- 19SEC EDGARKeoni Andrew Schwartz, Board member
- 20SEC EDGARKunal Arora, Board member
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- 22SEC EDGARNancy Hasley, Board member
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- 24SEC EDGARSamuel Gaynor, Board member
- 25SEC EDGARWendy Liisa Harrington, Board member
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- 27SEC EDGAROther events
- 28SEC EDGAREntered a material agreement
- 29SEC EDGARResults of operations; Other events
- 30SEC EDGARRegulation FD disclosure
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- 32SEC EDGARShareholder vote
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- 35SEC EDGAROther events
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- 37SEC EDGARResults of operations
- 38NasdaqNasdaq calendar
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