A public offering is when a company sells shares to the general public through the stock market, either by issuing new shares to raise cash or by letting existing owners sell their stakes. Think of it like a business opening its doors to many new owners at once: it can bring in money for growth but also increases the number of shares available, which can change the stock price and dilute existing ownership — key factors investors watch closely.
class a common stockfinancial
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
underwritersfinancial
Underwriters are financial professionals or institutions that help companies raise money by selling new securities, such as stocks or bonds, to investors. They assess the risk and determine the price at which these securities should be sold, acting like a bridge between the company and the investors. Their role helps ensure that the company raises the needed funds while providing investors with options that reflect the level of risk involved.
bookrunnerfinancial
A bookrunner is the lead bank or financial firm that organizes and manages a new securities offering, acting like a project manager who sets the price range, collects investor demand, and decides how shares are allocated. For investors, the bookrunner’s choices and reputation influence the final price, how many shares each buyer receives, and the overall chance the deal succeeds — similar to how a trusted referee shapes a fair and well-run auction.
prospectusregulatory
A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.
registration statement on form s-1regulatory
A registration statement on Form S-1 is a detailed filing a company submits to the U.S. securities regulator to register new shares for public sale; it includes a plain-language prospectus, financial statements, business description and risk factors. For investors it matters because it provides the official, comprehensive blueprint of the offering — like an owner’s manual — allowing buyers to assess risks, inspect financial health and compare valuation before deciding to invest.
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ST. PETERSBURG, Fla.--(BUSINESS WIRE)--
Neptune Insurance Holdings Inc. (the “Company”) (NYSE:NP), the parent company of Neptune Flood Incorporated, today announced the pricing of its public offering for the sale of 9,841,395 shares of its Class A common stock by certain selling securityholders at a public offering price of $27.50 per share.
As part of the proposed offering, the Company intends to concurrently purchase from the underwriters 984,140 shares of Class A common stock at a price per share of $26.40, equal to the price per share to be paid by the underwriters to the selling securityholders in the proposed offering. The repurchased shares of Class A common stock will be retired and will no longer be outstanding after the proposed offering. The completion of the share repurchase is contingent on the satisfaction of customary closing conditions and conditioned upon the completion of the proposed offering.
The offering is expected to close on May 15, 2026, subject to customary closing conditions.
In addition, the selling securityholders have granted the underwriters a 30-day option to purchase up to an additional 1,476,209 shares of Class A common stock at the public offering price, less underwriting discounts and commissions.
Morgan Stanley is acting as lead left bookrunner for the proposed offering. J.P. Morgan and Goldman Sachs & Co. LLC are acting as active bookrunners. BofA Securities, BMO Capital Markets, Deutsche Bank Securities, Evercore ISI, Keefe, Bruyette & Woods, a Stifel Company, Mizuho, Piper Sandler, Raymond James, TD Securities and Wells Fargo Securities are acting as joint bookrunners. Dowling & Partners Securities LLC and Capital One Securities are acting as co-managers.
The offering is being made available only by means of a prospectus. Copies of the prospectus relating to this offering may be obtained by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, copies of the prospectus may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; or Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, New York 10282, telephone: 866-471-2526 or by emailing prospectus-ny@ny.email.gs.com.
A registration statement on Form S-1 relating to these securities has been declared effective by the SEC on May 13, 2026.
This press release does not constitute an offer to sell or a solicitation of an offer to buy these securities, and there shall be no 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.
About Neptune Insurance Holdings Inc.
Neptune Insurance Holdings Inc. (NYSE: NP) is the parent company of Neptune Flood Incorporated. Neptune Flood is a leading, AI-native managing general agent offering a range of easy-to-purchase residential and commercial insurance products, including primary and excess flood insurance, distributed through a nationwide network of agencies. Leveraging proprietary artificial intelligence and advanced data science, Neptune delivers fast and accessible coverage for residential and commercial properties across the United States. The Company operates without human underwriters, using Triton®, its cutting-edge platform, to streamline underwriting, pricing, and policy issuance.
