American Integrity Insurance (NYSE: AII) issues time-based RSUs to top executives

Rhea-AI Filing Summary

American Integrity Insurance Group, Inc. reported new equity awards for senior leadership under its 2025 Long-Term Incentive Plan. On December 4, 2025, the Compensation Committee granted time-based restricted stock units (RSUs) to four executives: 22,266 RSUs to Chief Executive Officer Robert Ritchie, 11,719 RSUs to President Jon Ritchie, 9,375 RSUs to Chairman David Clark, and 3,516 RSUs to Chief Financial Officer Ben Lurie.

The RSUs are standard stock-based compensation intended to align executives with shareholder interests. They vest in three equal annual installments on May 7, 2026, 2027 and 2028, and each executive must remain employed through the applicable vesting date to receive the shares.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) December 4, 2025

American Integrity Insurance Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-42634		33-2925846
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

5426 Bay Center Drive, Suite 600 Tampa, Florida		33609
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (813) 880-7000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		AII		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 4, 2025, the Compensation Committee of the Board of Directors of American Integrity Insurance Group, Inc. (the “Company”) granted (i) 22,266 three-year time-based restricted stock units (“RSUs”) to Robert Ritchie, the Company’s Chief Executive Officer; (ii) 11,719 RSUs to Jon Ritchie, the Company’s President; (iii) 9,375 RSUs to David Clark, the Company’s Chairman; and (iv) 3,516 RSUs to Ben Lurie, the Company’s Chief Financial Officer. The RSUs were granted pursuant to the American Integrity Insurance Group, Inc. 2025 Long-Term Incentive Plan and the Company’s standard award agreements thereunder. The RSUs vest in three equal annual installments on each of May 7, 2026, 2027 and 2028, subject to such individual’s continued employment through the applicable vesting date.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				AMERICAN INTEGRITY INSURANCE GROUP, INC.
Date: December 5, 2025				By:		/s/ Robert Ritchie
				Name:		Robert Ritchie
				Title:		Chief Executive Officer

FAQ

What did American Integrity Insurance Group, Inc. (AII) announce in this 8-K?

The company disclosed that its Compensation Committee granted new time-based restricted stock units (RSUs) to four senior executives under the 2025 Long-Term Incentive Plan.

How many RSUs did American Integrity Insurance Group (AII) grant to each executive?

The company granted 22,266 RSUs to CEO Robert Ritchie, 11,719 RSUs to President Jon Ritchie, 9,375 RSUs to Chairman David Clark, and 3,516 RSUs to CFO Ben Lurie.

When do the newly granted RSUs at American Integrity Insurance Group (AII) vest?

The RSUs vest in three equal annual installments on May 7, 2026, 2027 and 2028, subject to each executive’s continued employment through the applicable vesting date.

Under what plan were the RSUs granted by American Integrity Insurance Group (AII)?

The awards were granted under the American Integrity Insurance Group, Inc. 2025 Long-Term Incentive Plan using the company’s standard award agreements.

Does this 8-K from American Integrity Insurance Group (AII) involve any changes in leadership?

No. It describes equity awards to existing executives and does not report any departures or appointments of directors or officers.

What type of stock compensation did American Integrity Insurance Group (AII) use in this grant?

The company granted time-based restricted stock units (RSUs), which convert into shares of common stock if the service-based vesting conditions are met.