Hagerty Announces Pricing of its Upsized Secondary Offering of Class A Common Stock

A selling stockholder in Hagerty prices an upsized secondary share sale, with no proceeds going to the company itself.

Rhea-AI Summary

Hagerty (HGTY) priced an upsized secondary offering of 9,250,000 Class A shares being sold by Hagerty Holding Corp at $11.95 per share. The underwriters have a 30-day option to buy up to 1,387,500 additional shares. The deal is expected to close on or about September 11, 2026, subject to customary conditions, and Hagerty will not receive any proceeds, while the selling stockholder will cover underwriting costs.

Positive

• Underwriting costs are borne by the selling stockholder, not Hagerty

Negative

• Hagerty will receive no proceeds from the 9,250,000-share secondary sale

News Explained

HHC says net proceeds from the priced secondary offering will be used to redeem a corresponding number of HHC shares for the Kim Hagerty Revocable Trust; the offering remains expected to close around September 11, 2026, subject to customary conditions.

Market Context

HGTY closed at $13.37, down 1.33% before publication; the secondary sale provided no proceeds to Hag...

Analysis

HGTY closed at $13.37, down 1.33% before publication; the secondary sale provided no proceeds to Hagerty, distinguishing the transaction from a primary capital raise.

Key Figures

Secondary shares offered: 9,250,000 shares Offering price: $11.95 per share Underwriter option: 1,387,500 shares +1 more

Secondary shares offered

9,250,000 shares

Class A Common Stock offered by HHC

Offering price

$11.95 per share

Public price for the secondary offering

Underwriter option

1,387,500 shares

Additional shares purchasable within 30 days

Expected closing

September 11, 2026

Subject to customary closing conditions

Key Terms

secondary offering, selling stockholder, bookrunning managers, registration statement

4 terms

secondary offering financial

"announced the pricing of its secondary offering, upsized to 9,250,000 shares"

A secondary offering is when a company sells new shares of its stock to the public after its initial sale. This allows existing shareholders or the company itself to raise additional money. For investors, it can impact the stock’s price by increasing the total number of shares available, which may influence the stock’s value and how the market perceives the company’s financial health.

View in glossary

selling stockholder financial

"being offered by Hagerty Holding Corp. ("HHC" or the "Selling Stockholder")"

A selling stockholder is an individual or entity that owns shares of a company's stock and chooses to sell some or all of those shares to others. This often occurs when the owner wants to cash in on their investment or reduce their stake. For investors, understanding who the selling stockholder is can provide insights into potential changes in the company's ownership or market activity.

bookrunning managers financial

"acting as representatives of the underwriters and lead bookrunning managers"

Lead banks that organize and manage a new stock or bond offering, coordinating other banks, setting the initial sale price, collecting investor orders and deciding how many shares each buyer receives. Think of them as the project manager and ticket-seller for a public offering — their pricing, allocations and ability to sell the issue directly affect how successful the offering is and how the security performs for investors afterward.

registration statement regulatory

"A registration statement relating to these securities has been filed"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

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TRAVERSE CITY, Mich., Sept. 9, 2026 /PRNewswire/ -- Hagerty, Inc. (NYSE: HGTY) ("Hagerty"), a business that makes it easier and more enjoyable to be a driving enthusiast, announced the pricing of its secondary offering, upsized to 9,250,000 shares of Hagerty's Class A Common Stock, being offered by Hagerty Holding Corp. ("HHC" or the "Selling Stockholder") at a price to the public of $11.95 per share. In connection with the offering, the Selling Stockholder also granted the underwriters a 30-day option to purchase up to an additional 1,387,500 shares of Hagerty's Class A Common Stock. The offering is expected to close on or about September 11, 2026, subject to the satisfaction of customary closing conditions.

Hagerty will not receive any of the proceeds from the sale of the shares of its Class A Common Stock offered by the Selling Stockholder, and the Selling Stockholder will bear the underwriting discounts and commissions associated with the sale of such shares. HHC has advised us that the net proceeds from the sale of its shares in this offering will be used to effect a redemption, for the benefit of the Kim Hagerty Revocable Trust, of a corresponding number of its HHC shares. Wells Fargo Securities and J.P. Morgan are acting as representatives of the underwriters and lead bookrunning managers of the offering. BMO Capital Markets, Citizens Capital Markets, Keefe, Bruyette & Woods, A Stifel Company, and Oppenheimer & Co. are acting as additional bookrunning managers of the offering.

The offering is being made only by means of a prospectus supplement and the accompanying base prospectus. When available, copies of the final prospectus supplement and accompanying base prospectus may be obtained for free by visiting EDGAR on the Securities and Exchange Commission's (the "SEC") website at www.sec.gov. Alternatively, Hagerty, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by contacting Wells Fargo Securities, LLC, 90 South 7th Street, 5th Floor, Minneapolis, MN 55402, at 800-645-3751 (option #5) or by email at WFScustomerservice@wellsfargo.com, or J.P. Morgan Securities LLC, Attention: c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com.

A registration statement relating to these securities has been filed with, and declared effective by, the SEC. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

Forward-Looking Statements

This press release contains statements that constitute "forward-looking statements" within the meaning of the federal securities laws. All statements provided, other than statements of historical fact, are forward-looking statements, including those relating to the satisfaction of closing conditions, the closing of the offering, and the underwriters' option to purchase additional shares. The words "anticipate," "expect," "intend," "may," "will," "would," "could," and similar expressions, and the negative of these expressions, are intended to identify forward-looking statements.

Hagerty has based these forward-looking statements largely on current expectations about future events, which may not materialize. Actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. These factors include, among other things, Hagerty's ability to: (i) compete effectively within Hagerty's industry and attract and retain Hagerty's insurance policyholders and paid Hagerty Drivers Club subscribers; (ii) maintain key strategic relationships with Hagerty's insurance distribution and underwriting carrier partners; (iii) prevent, monitor, and detect fraudulent activity; (iv) manage risks associated with disruptions, interruptions, outages or other issues with Hagerty's technology platforms or Hagerty's use of third-party services; (v) accelerate the adoption of Hagerty's membership and marketplace products and services, as well as any new insurance programs and products Hagerty offers; (vi) successfully implement the fronting arrangement consummated with Markel Group Inc. and realize the anticipated benefits while also managing the increased exposure to underwriting volatility, catastrophes, reinsurance counterparty risk, and legal, compliance, and regulatory risks resulting from the shift to Hagerty's wholly owned subsidiary, Hagerty Reinsurance Limited, assuming 100% of the risk for policies written through this arrangement; (vii) underwrite and price new products, including Enthusiast+, consistent with expected loss ratios and risk tolerances; (viii) execute Broad Arrow Group, Inc.'s private sale, auction, and financing strategies; (ix) complete acquisitions or investments, such as the acquisition of Bennetts Motorcycling Services Limited, on the expected terms or timeline, or at all, or realize the anticipated benefits of these acquisitions and investments, including expected earnings enhancements and synergies; (x) manage the cyclical nature of the insurance business and broader macroeconomic conditions, including inflation, interest rates, and potential recessionary pressures; (xi) achieve Hagerty's investment objectives and avoid losses in Hagerty's investment portfolio; (xii) address unexpected increases in the frequency or severity of claims, including catastrophe losses; and (xiii) comply with the numerous laws and regulations applicable to Hagerty's business, including without limitation state, federal, and foreign laws relating to insurance and rate increases, privacy and cybersecurity, marketing and advertising, digital services, accounting matters, tax, anti-money laundering, and economic sanctions.

The forward-looking statements herein represent the views of Hagerty as of the date of this release and Hagerty undertakes no obligation to update any forward-looking statement, whether as a result of new information, future developments, or otherwise.

About Hagerty, Inc. (NYSE: HGTY)

Hagerty is a company built by drivers for drivers, protecting 3.0 million vehicles in the United States, Canada and the UK. We make it easier and more enjoyable for car enthusiasts to drive and celebrate the vehicles they love through innovative vehicle insurance products, live and digital auctions, engaging media and events, and the Hagerty Drivers Club, the world's largest membership community of car lovers.

For more information, please visit www.hagerty.com or www.newsroom.hagerty.com. Never Stop Driving^®.

Media Contact: Hagerty Investor Contact: investor@hagerty.com, Hagerty Media Contact: press@hagerty.com

Category: Financial

Source: Hagerty

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SOURCE Hagerty

FAQ

Who is selling the Hagerty Class A common stock in this offering?

The shares are being offered by Hagerty Holding Corp, identified as the selling stockholder in the transaction.

What additional share option is available to the underwriters?

The selling stockholder granted the underwriters a 30-day option to purchase up to an additional 1,387,500 shares of Hagerty Class A common stock.

How does Hagerty Holding Corp plan to use the net proceeds it receives?

Hagerty Holding Corp has advised that net proceeds will be used to effect a redemption, for the benefit of the Kim Hagerty Revocable Trust, of a corresponding number of its HHC shares.

Who are the lead underwriters and bookrunning managers for this offering?

Wells Fargo Securities and J.P. Morgan are representatives of the underwriters and lead bookrunning managers. BMO Capital Markets, Citizens Capital Markets, Keefe, Bruyette & Woods, A Stifel Company, and Oppenheimer & Co. are additional bookrunning managers.

When and how can investors obtain the final prospectus for the Hagerty secondary offering?

The offering is made only by means of a prospectus supplement and base prospectus. When available, copies can be obtained for free via the SEC’s EDGAR website at www.sec.gov, or by requesting them from Wells Fargo Securities or J.P. Morgan using the postal and email contact details provided in the announcement.

When is the Hagerty secondary offering expected to close?

The offering is expected to close on or about September 11, 2026, subject to the satisfaction of customary closing conditions.