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Bowhead Specialty Holdings Inc. (BOW) reported a change in its board of directors. Effective August 17, 2026, Zhak Cohen resigned from the Board. He had served as one of the nominees of GPC Partners Investments (SPV III) LP under a Board Nominee Agreement between Bowhead and that fund, which is managed by Gallatin Point Capital LLC. His resignation is linked to his earlier departure from Gallatin Point Capital and is stated not to involve any disagreement with Bowhead regarding its operations, policies, or practices. The company notes that it qualifies as an emerging growth company.
Bowhead Specialty Holdings Inc. has entered into an Agreement and Plan of Merger with American Family Mutual Insurance Company, S.I. and its wholly owned subsidiary Trident Superior Inc., under which Bowhead is expected to become part of the American Family enterprise after closing. An internal message from American Family’s chair and CEO welcomes Bowhead employees, emphasizing support for Bowhead’s existing team, culture and focus on profitable growth.
The merger remains subject to Bowhead stockholder approval, regulatory clearances and other closing conditions, and may be affected by factors such as potential termination events, interloper risk, operational disruption and possible legal proceedings. Bowhead plans to file a proxy statement on Schedule 14A and a Schedule 13E-3 with the SEC to provide detailed information to stockholders.
Bowhead Specialty Holdings Inc. has entered into an Agreement and Plan of Merger under which American Family Mutual Insurance Company will acquire Bowhead. Bowhead stockholders are expected to receive $34.00 in cash per share, without interest, for each share they own at closing, subject to Bowhead common stockholder approval, required regulatory approvals and other customary closing conditions. The transaction is targeted to close prior to the end of 2026.
After completion, Bowhead is expected to operate as a standalone entity within American Family’s platform, retaining its name, brand and New York headquarters, with Stephen Sills continuing as Chief Executive Officer and President. Bowhead will become a private company and its shares will cease trading on the New York Stock Exchange. Existing RSU awards will convert into restricted cash awards based on the $34.00 merger consideration per underlying share, held in escrow and paid on the original vesting schedule with accrued interest. Bowhead plans to file a proxy statement on Schedule 14A and, together with affiliates, a Schedule 13E-3 in connection with the transaction.
Bowhead Specialty Holdings Inc. reported strong growth for the three and six months ended June 30, 2026. For the quarter, gross written premiums were $297,894 (in thousands), up 28.2% year over year, with net earned premiums of $143,953 (in thousands). Net income rose to $16,138 (in thousands), and diluted EPS was $0.48. The loss ratio was 67.3%, the expense ratio 28.6%, yielding a combined ratio of 95.9% and an annualized return on equity of 13.8%.
For the first half of 2026, net income reached $32,148 (in thousands) and diluted EPS $0.96, with a 95.6% combined ratio. Total assets were $2,681,292 (in thousands) and stockholders’ equity $472,361 (in thousands) as of June 30, 2026. The company carries $150 million of 7.75% senior notes due 2030 and maintains a $35 million revolving credit facility with no borrowings. Bowhead’s business is built around a quota share relationship with American Family Mutual Insurance Company, which also owns about 14.3% of its common stock. On August 2, 2026, Bowhead entered into a definitive Agreement and Plan of Merger with American Family, subject to stockholder and regulatory approvals; no transaction impacts are reflected in these results.
Bowhead Specialty Holdings Inc. agreed to be acquired by American Family Mutual Insurance Company for $34.00 per share in cash, valuing the company at approximately $1.2 billion, an 11% premium to the July 31, 2026 closing price. The merger will be effected via a subsidiary, after approval by a majority of all shares and a majority of unaffiliated shares, required HSR and insurance regulatory clearances, and other customary conditions. Either party may terminate if not closed by April 2, 2027, extendable to June 2, 2027, and American Family may receive a $35 million termination fee in specified circumstances.
Equity awards will be cashed out or converted into cash-based escrow interests that generally follow existing vesting, with special treatment for the CEO’s RSUs and PSUs. For the quarter ended June 30, 2026, Bowhead reported gross written premiums of $297.9 million (up 28.2%), net income of $16.1 million or $0.48 per diluted share, adjusted net income of $16.1 million, a combined ratio of 95.9%, and book value per share of $14.39. Net investment income rose 37.6% to $18.8 million. In light of the pending transaction, the company cancelled its planned earnings call.
Victory Capital Management, Inc. reports a passive ownership stake in Bowhead Specialty Holdings Inc. common stock. Victory Capital beneficially owns 1,770,729 shares, representing 5.39% of Bowhead’s outstanding common stock as of the report date.
Victory Capital has sole voting power over 1,757,804 shares and sole dispositive power over all 1,770,729 shares, with no shared voting or dispositive power. The firm certifies that the securities were acquired and are held without the purpose or effect of changing or influencing control of Bowhead Specialty Holdings.
Bowhead Specialty Holdings CEO Stephen Jay Sills reported an amended Form 4 showing a tax-related share disposition. On May 22, 2026, 13,053 shares of common stock were surrendered to the company at $28.46 per share to cover required tax withholdings upon vesting of restricted stock units, correcting an earlier filing. Following this tax-withholding disposition, Sills directly held 850,226 common shares and also reported additional indirect holdings through multiple trusts and an LLC.
Bowhead Specialty Holdings Inc. insider David John Newman reported a routine tax-related share disposition. He surrendered 2,118 shares of common stock at $28.30 per share to the company to cover required tax withholdings upon vesting of restricted stock units, and now directly holds 295,077 shares. This amended filing corrects an inadvertent error in a prior Form 4.
Bowhead Specialty Holdings Inc. CFO Brad Mulcahey reported a routine tax-related share disposition. He surrendered 1,027 shares of Common Stock at $28.30 per share to the company to cover required tax withholdings upon vesting of restricted stock units, and now holds 135,300 shares directly. This amended filing corrects an inadvertent error in a prior Form 4 and does not reflect an open-market sale.
Bowhead Specialty Holdings Inc. Chief Accounting Officer Shirley Shek Li Yap reported a tax-withholding share disposition. She surrendered 679 shares of common stock at $23.80 per share to the company to cover required tax withholdings upon vesting of restricted stock units, correcting an earlier Form 4. Following this, she directly holds 82,879 shares of common stock.