0002040491FALSE00020404912026-07-062026-07-06
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): July 6, 2026
Ategrity Specialty Insurance Company Holdings
(Exact name of registrant as specified in its charter)
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| Nevada | | 001-42695 | | 82-4925734 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification Number) |
9 West 57th Street, 33rd Floor
New York, NY 10019
(Address of principal executive offices, including Zip Code)
Registrant’s telephone number, including area code: (212) 509-1600
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:
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | 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:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock, $0.001 par value per share | | ASIC | | 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 x
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. o
Item 2.02. Results of Operations and Financial Condition.
On July 10, 2026, Ategrity Specialty Insurance Company Holdings (the “Company”)issued a press release announcing certain preliminary financial results for the second quarter of 2026, which exceeded the Company’s previously communicated outlook. The Company expects to report record gross written premiums of more than $205 million, representing growth exceeding 22% year-over-year and accelerated market share gains relative to E&S stamping office benchmarks. The Company also expects to announce a combined ratio below 87%, outperforming the Company’s previously communicated guidance. Finally, the Company announced that it expects to report record diluted earnings per share of more than $0.60, exceeding current analyst consensus expectations of $0.47 per diluted share, with net income attributable to stockholders growing more than 75% year-over-year.
A copy of the press release issued in connection with the announcement is attached and furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The information in Item 2.02 and Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information and exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Departure of Chief Financial Officer
On July 6, 2026, the Company determined not to renew the Employment Agreement, dated as of August 13, 2024 (the “Employment Agreement”), between the Company and Neelam Patel, the Company’s Chief Financial Officer. In connection with such determination, the Company delivered a written notice of non-renewal to Ms. Patel in accordance with the terms of the Employment Agreement. Accordingly, Ms. Patel’s employment with the Company will end on September 16, 2026 (the “Termination Date”). Ms. Patel ceased to serve as Chief Financial Officer of the Company effective as of July 6, 2026.
Appointment of Chief Financial Officer
On July 9, 2026, the Board appointed Neil Adler as Chief Financial Officer of the Company, effective immediately. On the effective date of his appointment, Mr. Adler also assumed the roles of principal financial officer and principal accounting officer of the Company, to succeed Ms. Patel.
Mr. Adler, 41, brings more than a decade of experience in finance and accounting. Since January 2026, he has served, and will continue to serve, as Chief Financial Officer of Zimmer Financial Services Group LLC. Mr. Adler has also served, and will continue to serve, as Chief Financial Officer of Zimmer Partners LP since August 2025. Previously, he served as Controller of Zimmer Partners, LP from January 2021 to July 2025. From January 2018 to January 2021, he served as Director of Accounting & Operations at Zimmer Partners LP. Prior to joining Zimmer Partners LP, Mr. Adler was a Tax Consultant at Deloitte from August 2014 to April 2016. Mr. Adler holds a Master’s degree in Accounting from Fairleigh Dickinson University and a Bachelor of Science in Liberal Arts and Sciences from Excelsior University. Mr. Adler is a Certified Public Accountant in the state of New Jersey.
The Company and Mr. Adler have entered into an employment offer letter, dated July 9, 2026, in connection with Mr. Adler‘s appointment as Chief Financial Officer (the “Offer Letter”). Pursuant to the Offer Letter, Mr. Adler will receive an annual base salary of $200,000 per year.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
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| Exhibit No. | | Description |
99.1 | | Press Release dated July 10, 2026 |
| 104 | | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
Disclosure Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts. You can identify forward-looking statements in this Current Report on Form 8-K by the use of words such as “anticipates,” “estimates,” “expects,” “intends,” “plans,” and “believes,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may,” and “could.” These forward-looking statements include, among others, statements relating to our expected financial results for the second quarter of 2026, including expected gross written premiums, diluted earnings per share, combined ratio and net income attributable to stockholders. These forward-looking statements are based on management’s current expectations and assumptions about future events, which are inherently subject to uncertainties, risks, and changes in circumstances that are difficult to predict.
Our actual results may differ materially from those expressed in, or implied by, the forward-looking statements included in this Current Report on Form 8-K as a result of various factors, including, among others: the risks and uncertainties discussed under the caption “Risk Factors” in our 2025 Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 4, 2026. Accordingly, you should read this Current Report on Form 8-K completely and with the understanding that our actual future results may be materially different from what we expect.
Forward-looking statements speak only as of the date of this Current Report on Form 8-K. Except as expressly required under federal securities laws and the rules and regulations of the SEC, we do not have any obligation, and do not undertake, to update any forward-looking statements to reflect events or circumstances arising after the date of this Current Report on Form 8-K, whether as a result of new information, future events, or otherwise. You should not place undue reliance on the forward-looking statements included in this Current Report on Form 8-K or that may be made elsewhere from time to time by us, or on our behalf. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.
The preliminary financial information included in this Current Report on Form 8-K is based on management's current estimates and remains subject to the completion of the Company's customary quarter-end closing procedures and review.
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.
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| ATEGRITY SPECIALTY INSURANCE COMPANY HOLDINGS |
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| Date: July 10, 2026 | By: | /s/ Justin Cohen |
| | Justin Cohen |
| | Chief Executive Officer |
Ategrity Specialty Insurance Pre-Announces Record Second Quarter 2026 Results; Appoints Neil Adler Chief Financial Officer
NEW YORK, NY – July 10, 2026 – Ategrity Specialty Insurance Company Holdings (NYSE: ASIC) today announced preliminary financial results for the second quarter ended June 30, 2026, which exceeded the Company's previously communicated outlook and current analyst consensus expectations.
For the second quarter ended June 30, 2026, Ategrity expects to report:
•Record gross written premiums of more than $205 million, representing growth exceeding 22% year-over-year and accelerated market share gains relative to E&S stamping office benchmarks.
•Combined ratio below 87%, outperforming the Company’s previously communicated guidance.
•Record diluted earnings per share of more than $0.60, exceeding current analyst consensus expectations of $0.47 per diluted share, with net income attributable to stockholders growing more than 75% year-over-year.
"We are pleased to have delivered another quarter of record production, underwriting profitability and earnings during a quarter in which industry growth remained challenged," said Justin Cohen, Chief Executive Officer. "Our results reflect the strength of our differentiated underwriting platform, the scalability of our operating model and our ability to take market share while expanding profitability."
“Our team delivered record gross written premium while maintaining our technical underwriting standards, and our underwriting results continue to develop favorably,” said Chris Schenk, President and Chief Underwriting Officer. “Growth was broad-based, with greater than 20% growth in both property and casualty lines. Our established strategies and products continued to make exceptional contributions, while newer initiatives, including our New England strategy and recently launched products, began contributing meaningfully. We also benefited from an intensified market focus on terms and conditions, particularly in the middle-market segment. Our strategy is to provide insureds with the coverage they need at fair, technically sound rates. As insureds demonstrate a renewed willingness to pay for coverage certainty, we are profitably taking market share.”
Separately, the Company today announced the appointment of Neil Adler as Chief Financial Officer, effective July 9, 2026. Mr. Adler will report to Chief Executive Officer Justin Cohen and lead the Company's finance organization.
"I am pleased that Neil has agreed to join Ategrity," said Mr. Cohen. "Neil combines strong financial discipline with a deep understanding of our business and operating model. Having worked closely with him for the past seven years, I have seen firsthand his ability to build scalable financial processes, optimize capital allocation and support profitable growth. Neil has been a trusted advisor to Ategrity since our founding in 2018, and I am confident he is the right leader to help us execute our next phase of growth as we continue to scale our platform."
Mr. Adler said, "Ategrity has built a differentiated underwriting platform and an exceptional track record of disciplined, profitable growth. Having worked alongside the Company since its formation, I am excited to join the leadership team and help further strengthen our financial capabilities, support disciplined capital management and create long-term value for our shareholders. I look forward to partnering with Justin, Chris and the rest of our leadership team as we continue building a premier specialty insurance platform."
Mr. Adler brings more than a decade of finance and accounting experience to Ategrity. Since January 2026, he has served as Chief Financial Officer of Zimmer Financial Services Group. Mr. Adler has also served as Chief Financial Officer of Zimmer Partners since August 2025, and previously served as Controller and Director of Accounting & Operations. Mr. Adler began his career at Deloitte.
Mr. Adler succeeds Neelam Patel as Chief Financial Officer following our non-renewal of her employment agreement upon its scheduled expiration.
Mr. Cohen said, “We thank Neelam for her contributions to Ategrity over the past several years. Her leadership helped strengthen our finance organization and prepare Ategrity for its successful transition to the public markets. We wish her continued success in her future endeavors.”
The preliminary financial information included in this release is based on management's current estimates and remains subject to the completion of the Company's customary quarter-end closing procedures and review.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historical or current facts. You can identify forward-looking statements in this press release by the use of words such as “anticipates,” “estimates,” “expects,” “intends,” “plans,” and “believes,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may,” and “could.” These forward-looking statements include, among others, statements relating to our expected financial results for the second quarter of 2026, including expected gross written premiums, diluted earnings per share, combined ratio and net income attributable to stockholders. These forward-looking statements are based on management’s current expectations and assumptions about future events, which are inherently subject to uncertainties, risks, and changes in circumstances that are difficult to predict.
Our actual results may differ materially from those expressed in, or implied by, the forward-looking statements included in this press release as a result of various factors, including, among others: the risks and uncertainties discussed under the caption “Risk Factors” in our 2025 Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 4, 2026. Accordingly, you should read this press release completely and with the understanding that our actual future results may be materially different from what we expect.
Forward-looking statements speak only as of the date of this press release. Except as expressly required under federal securities laws and the rules and regulations of the SEC, we do not have any obligation, and do not undertake, to update any forward-looking statements to reflect events or circumstances arising after the date of this press release, whether as a result of new information, future events, or otherwise. You should not place undue reliance on the forward-looking statements included in this press release or that may be made elsewhere from time to time by us, or on our behalf. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.
