STOCK TITAN

The Baldwin Insurance Group, Inc. 8-K Filings

BWIN NASDAQ

Every 8-K that The Baldwin Insurance Group, Inc. (BWIN) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow BWIN and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full BWIN filings page.

Rhea-AI Summary

Baldwin Insurance Group, Inc. (BWIN) provided audited 2025 and 2024 financial statements for Cobbs Allen Capital Holdings, whose business Baldwin acquired on January 1, 2026, along with updated unaudited pro forma combined financial information for 2025, including a combined balance sheet as of December 31, 2025.

Cobbs Allen reported 2025 revenue of $299.2 million, compared with $282.0 million in 2024. Commissions contributed $221.5 million and fees $59.2 million. Its net loss was $478.6 million, versus $108.7 million a year earlier. Expense related to vested Membership Units was $422.1 million in 2025, compared with $134.6 million in 2024.

Cobbs Allen used $46.2 million of cash in operating activities, compared with $35.9 million in 2024. It reported $88.8 million of fiduciary cash as of December 31, 2025; the notes state those funds are segregated and unavailable for general obligations.

Rhea-AI Summary

Baldwin Insurance Group, Inc. (BWIN) reports a routine senior finance staffing transition. Effective September 21, 2026, Corbyn Lichon resumed her role as Chief Accounting Officer following maternity leave. On the same date, Johnathan Daniel ceased serving as interim Chief Accounting Officer and returned to his prior role as Executive Director of Finance.

The company states that no compensatory arrangements were entered into or modified in connection with Ms. Lichon’s return or Mr. Daniel’s change back to his previous position. The disclosure focuses solely on this leadership adjustment within the finance function.

Rhea-AI Summary

Baldwin Insurance Group, Inc. (BWIN) agreed to be acquired and taken private through a series of mergers in which an entity formed by Sequence Holdings and DFO Management will acquire control of the company in an all-cash transaction valuing Baldwin at about $7.7 billion.

At closing, each outstanding Class A share (other than excluded shares) will be converted into the right to receive $32.50 in cash, while Class B shares will be canceled for no consideration, and certain management and employee holders will roll over equity into the new holding structure. Baldwin will be delisted from Nasdaq and its securities deregistered after completion.

The deal is supported by equity financing commitments from DFO and debt commitments from lenders, is not subject to a financing condition, and carries customary regulatory and shareholder closing conditions, a no‑shop with “Superior Proposal” and “Intervening Event” exceptions, and reciprocal termination fees of $170.334 million for the company and $276.218 million for the buyer in specified circumstances.

Rhea-AI Summary

The Baldwin Insurance Group, Inc. reported strong top-line expansion for the quarter ended June 30, 2026, with total revenue increasing 30% year-over-year to $492.9 million. Despite this growth, the company recorded a GAAP net loss of $56.0 million, or $0.42 per diluted share, reflecting an 11% net loss margin.

Profitability on a non-GAAP basis improved, as adjusted EBITDA grew 37% to $116.7 million and adjusted EBITDA margin widened to 23.7% from 22.6% a year earlier. Adjusted net income was $68.5 million, and adjusted diluted EPS rose 14% year-over-year to $0.48. Net cash provided by operating activities reached $45.6 million, while adjusted free cash flow increased 437% to $46.4 million.

For the first six months of 2026, revenue increased 29% to $1.0 billion and adjusted EBITDA grew 27% to $254.0 million, though GAAP net loss totaled $57.9 million. As of June 30, 2026, cash and cash equivalents were $184.5 million, and the company had $259.4 million of borrowing capacity under its revolving credit facility.

Rhea-AI Summary

The Baldwin Insurance Group, Inc. appointed Johnathan Daniel as interim Chief Accounting Officer, effective when current CAO Corbyn Lichon begins maternity leave expected in mid-to-late June 2026. Daniel currently serves as Executive Director of Finance, is a CPA with extensive public company and SEC reporting experience, and has an employment agreement providing a $300,000 annual base salary and a target annual bonus of up to 100% of base salary, with at least $300,000 for 2026 payable in fully vested Class A shares.

Shareholders held the 2026 annual meeting with a quorum present and elected four Class I directors to terms ending in 2029. They approved on an advisory basis the compensation of named executive officers and ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, indicating broad support for current governance and oversight arrangements.

Rhea-AI Summary

The Baldwin Insurance Group, Inc. reported strong top-line growth for the first quarter of 2026, with total revenue rising 29% year-over-year to $532.2 million, driven largely by contributions from recent partnerships including CAC Group.

The company recorded a small GAAP net loss of $1.9 million, compared with a prior-year profit, while adjusted EBITDA increased 21% to $137.2 million, yielding an adjusted EBITDA margin of 25.8% versus 27.5% a year earlier. Organic revenue grew 2% year-over-year, and adjusted net income was $89.3 million, or adjusted diluted EPS of $0.63, down 3%.

Cash and cash equivalents were $146 million as of March 31, 2026, with $393 million of remaining borrowing capacity on the revolving credit facility. Net cash used in operating activities was $6.1 million, and adjusted free cash flow was essentially breakeven at $(0.2) million, reflecting integration costs and significant acquisition activity.

Rhea-AI Summary

The Baldwin Insurance Group, Inc. reported fourth quarter and full year 2025 results and authorized a share repurchase of up to $250 million of its common stock. Full year 2025 total revenue rose 8% to $1.5 billion, with organic revenue growth of 7%.

The company posted a GAAP net loss of $54.2 million, or $0.50 diluted loss per share, but generated adjusted net income of $198.9 million and adjusted diluted EPS of $1.67, up 11% year-over-year. Adjusted EBITDA grew to $341.5 million with a 22.7% margin. In the fourth quarter, revenue increased 5% to $347.3 million and adjusted EBITDA reached $69.6 million with a 20.1% margin, while GAAP net loss was $43.7 million. Cash and cash equivalents were $123.7 million at December 31, 2025, and adjusted free cash flow for the year was $87.2 million.

Rhea-AI Summary

The Baldwin Insurance Group (BWIN) furnished an 8‑K announcing it issued a press release with financial results for the quarter ended September 30, 2025. The press release is included as Exhibit 99.1.

The company states the information in this report, including Exhibit 99.1, is being furnished and not deemed “filed” under the Exchange Act. The filing lists BWIN’s Class A common stock on the Nasdaq Global Select Market and includes an Inline XBRL cover page as Exhibit 104.

Rhea-AI Summary

Baldwin Insurance Group, Inc. filed an 8-K disclosing the execution of Amendment No. 3 to its Amended and Restated Credit Agreement dated September 18, 2025. The amendment is among Baldwin Holdings, the guarantors, the several lenders party to the agreement, and JPMorgan Chase Bank, N.A. as administrative agent. The filing is signed by Bradford L. Hale, Chief Financial Officer. The document references an interactive data file embedded in the inline XBRL document.