Baldwin Insurance Group SEC Filings

The Baldwin Insurance Group (ticker BWIN) filed a Form 144 reporting a proposed sale of 2,775 Class A common shares through Wells Fargo Clearing Services with an aggregate market value of $93,069.27. The form lists the approximate sale date as 08/13/2025 and identifies Nasdaq as the exchange. The filing shows total shares outstanding of 71,314,976 and records that the securities to be sold were acquired on 02/28/2025 via an RSA.

The notice also discloses a prior sale during the past three months: Seth Bala Cohen sold 4,496 shares06/03/2025 for $176,013.10. The form includes the standard signature representation that the seller is not aware of any undisclosed material adverse information and references trading-plan disclosures under Rule 10b5-1.

Capital Research Global Investors reports beneficial ownership of 4,513,250 shares of The Baldwin Insurance Group, Inc. (BWIN), equal to 6.4% of 70,641,158 shares outstanding. The filing states CRGI is a division of Capital Research and Management Company and affiliated investment management entities that collectively provide investment services under the name Capital Research Global Investors. CRGI reports sole voting and sole dispositive power over all 4,513,250 shares and discloses that some shares are held on behalf of SMALLCAP World Fund, Inc. The filing includes a certification that the securities were acquired and are held in the ordinary course of business and not to influence control of the issuer.

The Baldwin Insurance Group (Nasdaq: BWIN) Q2-25 10-Q highlights:

• Revenue: $378.8 M, +11.5% YoY; 1H-25 revenue $792.2 M, +10.0% YoY.
• Profitability: Operating income rose 70% to $27.9 M (7.4% margin). Net loss attributable to Baldwin narrowed to $3.2 M (-$0.05 EPS) vs. -$17.6 M (-$0.28 EPS) in Q2-24. 1H-25 net income attributable to Baldwin improved to $10.8 M (+168%).
• Cost profile: Compensation & benefits +11% to $195.5 M; outside commissions +7% to $73.6 M; other opex +21% to $56.1 M. Interest expense remained high at $31.3 M for the quarter.
• Cash flow: 1H-25 operating cash outflow of $80.7 M (vs. +$21.3 M prior year) driven by $85.1 M excess earn-out payments and higher working capital.
• Balance sheet (6/30/25): Cash $105.7 M (+17% YTD); Total assets $3.74 B. Debt up to $1.61 B (incl. $112 M revolver draw) after $935.8 M term-loan refinancing; contingent earn-out liabilities cut to $16.7 M from $145.6 M current.
• Equity: Stockholders’ equity attributable to Baldwin grew to $630.8 M (+8% YTD); 71.3 M Class A shares outstanding.
• Strategic activity: Closed acquisition of Bermuda-based MultiStrat Group for $24.6 M (incl. $8.8 M earn-out & $0.9 M equity), adding reinsurance underwriting capability.

Overall, Q2 showed solid top-line growth and significant earnings improvement, but profitability remains constrained by high interest costs and negative operating cash flow.

The Form 4 filed with the SEC on 07/02/2025 shows that Baldwin Insurance Group (ticker BWIN) director Joseph John Kadow acquired 645 Class A common shares on 07/01/2025 at a stated price of $0.00, suggesting the shares were granted as part of director compensation rather than bought on the open market. Following the transaction, Kadow’s direct ownership rises to 15,257 shares, while his indirect holding through the Joseph J. Kadow Revocable Trust remains unchanged at 5,000 shares. No derivative securities transactions were reported. Because the purchase represents a small absolute amount and was executed at no cost, the market impact is expected to be minimal; however, it nonetheless signals that the director’s equity stake continues to increase, which many investors view as a modest sign of insider confidence.