Hagerty Announces Secondary Offering of its Class A Common Stock

A major existing shareholder plans to sell up to 9.49 million Hagerty Class A shares in a secondary offering from which the company receives no proceeds.

Rhea-AI Summary

Hagerty (HGTY) announced that Hagerty Holding Corp., a selling stockholder, intends to offer 8,250,000 shares of Hagerty’s Class A common stock in an underwritten secondary public offering.

The selling stockholder also plans to grant underwriters a 30-day option to purchase up to an additional 1,237,500 Class A shares. Hagerty will not receive any proceeds from the sale; the selling stockholder will pay the underwriting discount, while Hagerty will cover remaining offering expenses. HHC has indicated that its net proceeds will be used to redeem a corresponding number of its HHC shares for the benefit of the Kim Hagerty Revocable Trust. Wells Fargo Securities and J.P. Morgan are lead bookrunning managers.

Positive

• None.

Negative

• Hagerty receives no cash from the secondary sale of up to 9,487,500 Class A shares

News Explained

HHC's proposed secondary sale would transfer existing Class A shares without adding company cash or disclosed new shares, but it is not yet reported closed.

Hagerty has announced a proposed secondary offering in which HHC, rather than Hagerty, would sell Class A shares; Hagerty would receive no sale proceeds, so the disclosed structure transfers shares without providing the company new financing.

Dilution occurs when a company issues additional shares, but this release describes HHC selling shares rather than Hagerty issuing them; the transaction therefore does not itself add shares to the total share count based on the disclosed mechanics.

The offering is at the intention stage: the registration statement is effective, but the company says a prospectus supplement will be available later; that document would state the final size, price, and fees.

Market Context

Before publication, HGTY closed at $13.37, down 1.33%; the announced transaction was a secondary sal...

Analysis

Before publication, HGTY closed at $13.37, down 1.33%; the announced transaction was a secondary sale by HHC, with no proceeds going to Hagerty, distinguishing it from a primary capital raise.

Key Figures

Secondary shares offered: 8,250,000 shares Underwriter option: Up to 1,237,500 shares Registration status: Declared effective

Secondary shares offered

8,250,000 shares

Hagerty Class A Common Stock; sold by HHC

Underwriter option

Up to 1,237,500 shares

30-day option granted by the Selling Stockholder

Registration status

Declared effective

SEC registration statement for the offering

Key Terms

secondary public offering, selling stockholder, underwriting discount, registration statement

4 terms

secondary public offering financial

"intends to offer 8,250,000 shares of Hagerty's Class A Common Stock"

A secondary public offering is when a company sells additional shares to the public after its initial sale, often to raise more money or allow early investors to cash out. For investors, it can impact the stock's price by increasing the number of shares available, potentially making the stock more or less valuable depending on demand.

selling stockholder financial

"HHC or the "Selling Stockholder" intends to offer"

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.

underwriting discount financial

"will bear the underwriting discount attributable to its sale"

The underwriting discount is the fee that investment banks or broker-dealers keep when they buy securities from an issuer and resell them to the public; it’s the difference between the price paid to the company and the public offering price, shown per share or as a percentage. It matters to investors because it reduces the cash the company actually raises and is a cost built into the deal—like a sales commission—so a larger discount can mean higher issuance costs, tighter returns for new investors, and a signal about how much effort underwriters must expend to sell the offering.

registration statement regulatory

"Hagerty has filed a registration statement"

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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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 that Hagerty Holding Corp. ("HHC" or the "Selling Stockholder") intends to offer 8,250,000 shares of Hagerty's Class A Common Stock in an underwritten secondary public offering. In connection with the offering, the Selling Stockholder also intends to grant the underwriters a 30-day option to purchase up to an additional 1,237,500 shares of Hagerty's Class A Common Stock.

Hagerty will not receive any proceeds from the sale of shares of its Class A Common Stock by the Selling Stockholder. The Selling Stockholder will bear the underwriting discount attributable to its sale of the Class A Common Stock, and Hagerty will bear the remaining expenses. 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.

Hagerty has filed a registration statement (including a prospectus) that has been declared effective with the Securities and Exchange Commission (the "SEC") for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents, including a prospectus supplement, when available, that Hagerty has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC's 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.

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 offering, including the timing and size of the offering and the grant of the option to purchase additional shares. The words "anticipate," "believe," "envision," "estimate," "expect," "intend," "may," "plan," "predict," "project," "target," "potential," "will," "would," "could," "should," "continue," "ongoing," "contemplate," 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 judgment of Hagerty as of the date of this release and Hagerty disclaims any intent or obligation to publicly update or review 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^®.

Category: Financial

Source: Hagerty

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SOURCE Hagerty

FAQ

How many Hagerty Class A shares may be sold in this secondary offering?

The selling stockholder, Hagerty Holding Corp., intends to offer 8,250,000 shares of Hagerty’s Class A common stock and also plans to grant the underwriters a 30-day option to purchase up to an additional 1,237,500 Class A shares.

Does Hagerty receive any proceeds from this secondary offering?

Hagerty will not receive any proceeds from the sale of Class A common stock by the selling stockholder. The selling stockholder will bear the underwriting discount on its sale, and Hagerty will pay the remaining offering expenses.

How will the selling stockholder use the net proceeds from the offering?

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

Where can investors obtain the prospectus and related offering documents?

Investors can access the registration statement, prospectus, and related documents for free via the SEC’s EDGAR system at www.sec.gov. Alternatively, they may request the prospectus from Wells Fargo Securities or J.P. Morgan Securities using the postal addresses, phone number, or email contacts provided in the announcement.