The Baldwin Insurance Group, Inc. reports amended beneficial ownership for a group led by L. Lowry Baldwin. The amendment shows L. Lowry Baldwin beneficially owns 19,938,909 shares of Class A common stock, equal to 17.0% based on 97,489,954 shares outstanding as of April 28, 2026. The filing explains that 12,537,590 shares included in several holders’ counts are shares issuable upon exchange of paired LLC Unit/Class B Share interests and that a Voting Agreement gives L. Lowry Baldwin voting control over certain other holders’ shares.
Positive
None.
Negative
None.
Insights
Voting agreement centralizes voting power under L. Lowry Baldwin.
The amended Schedule 13G/A details a Voting Agreement and irrevocable proxies that cause shares held by multiple Reporting Persons and trusts to be voted as directed by L. Lowry Baldwin. The filing quantifies shared voting power of 7,401,319 shares and explains the mechanics of paired LLC Unit/Class B Share interests.
Key dependencies include the exchangeability of paired interests into Class A shares and the continued existence of the Voting Agreement; subsequent filings would show any material change in voting arrangements.
Beneficial ownership percentages are computed including shares issuable within 60 days.
The cover notes that shares issuable upon exchange of paired LLC Unit/Class B Share interests are deemed outstanding for computing each Reporting Person’s percentage if issuable to that person within 60 days of April 28, 2026. The filing cites 97,489,954 Class A shares outstanding as the base for percentages.
Material changes to outstanding share count or exchange rights would alter these percentages and should appear in later Schedule 13 filings.
Key Figures
Shares beneficially owned (L. Lowry Baldwin):19,938,909 sharesPercent of class (L. Lowry Baldwin):17.0%Shares outstanding (basis for percentages):97,489,954 shares+4 more
7 metrics
Shares beneficially owned (L. Lowry Baldwin)19,938,909 sharesas reported in the amendment
Percent of class (L. Lowry Baldwin)17.0%based on 97,489,954 shares outstanding as of April 28, 2026
Shares outstanding (basis for percentages)97,489,954 sharesas of April 28, 2026
Shares issuable via paired interests (BIGH, LLC)12,537,590 sharesissuable upon exchange of paired LLC Unit/Class B Share interests
Shared voting power attributed to Baldwin7,401,319 sharesshares of Reporting Persons over which Baldwin may be deemed to have voting power via the Voting Agreement
BIGH, LLC beneficial ownership12,537,590 sharesas-exchanged basis from paired interests
Example holder (Laura R. Sherman) beneficial ownership2,237,544 sharesincludes 2,236,218 shares issuable upon exchange, shown as-exchanged
"one LLC unit in The Baldwin Insurance Group Holdings, LLC, and one share of Class B common stock"
Voting Agreementregulatory
"entered into a voting agreement (the "Voting Agreement")"
irrevocable proxyregulatory
"granted an irrevocable proxy appointing L. Lowry Baldwin as such Holder's attorney-in-fact"
An irrevocable proxy is a legal authorization in which a shareholder gives another person or entity the permanent right to vote their shares and cannot later take that voting permission back. It matters to investors because it locks who controls voting power on key issues—like board elections, mergers, or major policy changes—so it can change corporate control and influence the value or direction of an investment much like handing someone an unchangeable voting card.
beneficially ownedregulatory
"Amount beneficially owned: In connection with the closing of the Issuer's initial public offering"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 7)
THE BALDWIN INSURANCE GROUP, INC.
(Name of Issuer)
CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE
(Title of Class of Securities)
05589G102
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
05589G102
1
Names of Reporting Persons
L. Lowry Baldwin
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
12,537,590.00
6
Shared Voting Power
7,401,319.00
7
Sole Dispositive Power
12,537,590.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
19,938,909.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
17.0 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Rows 5, 7 and 9: The total number of shares of Class A common stock reported by L. Lowry Baldwin includes: 12,537,590 shares of Class A common stock that would be issuable upon the exchange of a like number of (i) LLC units in The Baldwin Insurance Group Holdings, LLC and (ii) shares of Class B common stock of The Baldwin Insurance Group, Inc. (the "Issuer") currently owned by BIGH, LLC, an entity controlled by L. Lowry Baldwin (together, one LLC unit in The Baldwin Insurance Group Holdings, LLC, and one share of Class B common stock of The Baldwin Insurance Group, Inc. comprise a paired interest (a "paired LLC Unit/Class B Share interest") that is exchangeable on a one-for-one basis for one share of Class A common stock), and such shares of Class A common stock are shown above on an as-exchanged basis.
Rows 6 and 9: As more fully described in Item 4 of this Schedule 13G, as a result of certain voting and consent covenants agreed to by the Holders (as defined below) and related irrevocable proxies granted by the Holders to L. Lowry Baldwin, pursuant to the Voting Agreement (as defined below) in connection with any Vote (as defined below), L. Lowry Baldwin may be deemed to beneficially own an aggregate of 7,401,319 shares of Class A common stock that are beneficially owned by the Reporting Persons other than L. Lowry Baldwin. Capitalized terms used herein are defined in Items 1(a), 2(a) or 4 of this Schedule 13G.
Row 11: Based on 97,489,954 shares of Class A common stock issued and outstanding as of April 28, 2026. In addition, shares of Class A common stock issuable to the applicable Reporting Person (or issuable to another person, but includible in such Reporting Person's beneficial ownership) within 60 days of April 28, 2026, including in exchange for paired LLC Unit/Class B Share interests beneficially owned by such Reporting Person, are deemed to be outstanding in computing the percentage of beneficial ownership of the applicable Reporting Person holding such securities but are not deemed to be outstanding in computing the percentage of beneficial ownership of any other Reporting Person.
SCHEDULE 13G
CUSIP Number(s):
05589G102
1
Names of Reporting Persons
BIGH, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
12,537,590.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
12,537,590.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
12,537,590.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
11.4 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: Rows 6, 8 and 9: Represents 12,537,590 shares of Class A common stock that would be issuable upon the exchange of a like number of paired LLC Unit/Class B Share interests currently owned by BIGH, LLC, an entity controlled by L. Lowry Baldwin, and such shares of Class A common stock are shown above on an as-exchanged basis.
Row 6: As more fully described in Item 4 of this Schedule 13G, as a result of the Voting Agreement, BIGH, LLC, will vote or exercise its right to consent in the manner directed by L. Lowry Baldwin in connection with any Vote.
Row 11: Based on 97,489,954 shares of Class A common stock issued and outstanding as of April 28, 2026. In addition, shares of Class A common stock issuable to the applicable Reporting Person (or issuable to another person, but includible in such Reporting Person's beneficial ownership) within 60 days of April 28, 2026, including in exchange for paired LLC Unit/Class B Share interests beneficially owned by such Reporting Person, are deemed to be outstanding in computing the percentage of beneficial ownership of the applicable Reporting Person holding such securities but are not deemed to be outstanding in computing the percentage of beneficial ownership of any other Reporting Person.
SCHEDULE 13G
CUSIP Number(s):
05589G102
1
Names of Reporting Persons
Elizabeth H. Krystyn
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,595,012.00
7
Sole Dispositive Power
1,198,100.00
8
Shared Dispositive Power
396,912.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,595,012.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
1.6 %
12
Type of Reporting Person (See Instructions)
IN, OO
Comment for Type of Reporting Person: Rows 6, 7 and 9: Represents 1,198,100 shares of Class A common stock that would be issuable upon the exchange of a like number of paired LLC Unit/Class B Share interests currently owned by the Elizabeth H. Krystyn 2017 Revocable Trust, dated June 28, 2017, of which the Reporting Person serves as the sole trustee and beneficiary. The shares of Class A common stock described in this footnote are shown above on an as-exchanged basis.
Row 6: As more fully described in Item 4 of this Schedule 13G, as a result of the Voting Agreement, Elizabeth H. Krystyn, in her individual capacity and in her capacity as the trustee of the applicable trusts noted in the footnote above, as applicable, and Enrique M. Fueyo, in his capacity as the trustee of the applicable trust noted in the following footnote, will vote or exercise their respective rights to consent in the manner directed by L. Lowry Baldwin in connection with any Vote.
Rows 6, 8 and 9: Represents 396,912 shares of Class A common stock that would be issuable upon the exchange of a like number of paired LLC Unit/Class B Share interests currently owned by the Elizabeth H. Krystyn 2019 Irrevocable Trust, dated September 30, 2019, of which Enrique M. Fueyo, Elizabeth H. Krystyn's spouse, serves as the sole trustee. The shares of Class A common stock described in this footnote are shown above on an as-exchanged basis.
Row 11: Based on 97,489,954 shares of Class A common stock issued and outstanding as of April 28, 2026. In addition, shares of Class A common stock issuable to the applicable Reporting Person (or issuable to another person, but includible in such Reporting Person's beneficial ownership) within 60 days of April 28, 2026, including in exchange for paired LLC Unit/Class B Share interests beneficially owned by such Reporting Person, are deemed to be outstanding in computing the percentage of beneficial ownership of the applicable Reporting Person holding such securities but are not deemed to be outstanding in computing the percentage of beneficial ownership of any other Reporting Person.
SCHEDULE 13G
CUSIP Number(s):
05589G102
1
Names of Reporting Persons
Laura R. Sherman
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,237,544.00
7
Sole Dispositive Power
2,237,544.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,237,544.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.2 %
12
Type of Reporting Person (See Instructions)
IN, OO
Comment for Type of Reporting Person: Rows 6, 7 and 9: The total number of shares of Class A common stock reported by Laura R. Sherman includes:
- 1,326 shares of Class A common stock owned directly by Laura R. Sherman; and
- 2,236,218 shares of Class A common stock that would be issuable upon the exchange of a like number of paired LLC Unit/Class B Share interests currently owned by the Laura R. Sherman Trust, dated April 15, 2019, of which the Reporting Person serves as the sole trustee and beneficiary, and such shares of Class A common stock are shown above on as-exchanged basis.
Row 6: As more fully described in Item 4 of this Schedule 13G, as a result of the Voting Agreement, Laura R. Sherman, in her individual capacity and in her capacity as the trustee of the applicable trusts noted in the footnote above, as applicable, will vote or exercise her right to consent in the manner directed by L. Lowry Baldwin in connection with any Vote.
Row 11: Based on 97,489,954 shares of Class A common stock issued and outstanding as of April 28, 2026. In addition, shares of Class A common stock issuable to the applicable Reporting Person (or issuable to another person, but includible in such Reporting Person's beneficial ownership) within 60 days of April 28, 2026, including in exchange for paired LLC Unit/Class B Share interests beneficially owned by such Reporting Person, are deemed to be outstanding in computing the percentage of beneficial ownership of the applicable Reporting Person holding such securities but are not deemed to be outstanding in computing the percentage of beneficial ownership of any other Reporting Person.
SCHEDULE 13G
CUSIP Number(s):
05589G102
1
Names of Reporting Persons
Trevor L. Baldwin
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,074,613.00
7
Sole Dispositive Power
2,074,613.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,074,613.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
2.1 %
12
Type of Reporting Person (See Instructions)
IN, OO
Comment for Type of Reporting Person: Rows 6, 7 and 9: The total number of shares of Class A common stock reported by Trevor L. Baldwin includes:
- 104,549 shares of Class A common stock owned directly by Trevor L. Baldwin;
- 27,676 shares of Class A common stock owned by the TLB 2020 Trust, of which the Reporting Person serves as the sole trustee; and
- 1,942,388 shares of Class A common stock that would be issuable upon the exchange of a like number of paired LLC Unit/Class B Share interests currently owned by the TLB 2020 Trust, of which the Reporting Person serves as the sole trustee, and such shares of Class A common stock are shown above on an as-exchanged basis.
Row 6: As more fully described in Item 4 of this Schedule 13G, as a result of the Voting Agreement, Trevor L. Baldwin, in his individual capacity and in his capacity as the trustee of the applicable trust noted in the footnote above, as applicable, will vote or exercise his right to consent in the manner directed by L. Lowry Baldwin in connection with any Vote.
Row 11: Based on 97,489,954 shares of Class A common stock issued and outstanding as of April 28, 2026. In addition, shares of Class A common stock issuable to the applicable Reporting Person (or issuable to another person, but includible in such Reporting Person's beneficial ownership) within 60 days of April 28, 2026, including in exchange for paired LLC Unit/Class B Share interests beneficially owned by such Reporting Person, are deemed to be outstanding in computing the percentage of beneficial ownership of the applicable Reporting Person holding such securities but are not deemed to be outstanding in computing the percentage of beneficial ownership of any other Reporting Person.
SCHEDULE 13G
CUSIP Number(s):
05589G102
1
Names of Reporting Persons
Daniel A. Galbraith
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,189,478.00
7
Sole Dispositive Power
1,178,130.00
8
Shared Dispositive Power
11,348.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,189,478.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
1.2 %
12
Type of Reporting Person (See Instructions)
IN, OO
Comment for Type of Reporting Person: Rows 6, 7 and 9: The total number of shares of Class A common stock reported by Daniel A. Galbraith includes:
- 43,486 shares of Class A common stock owned directly by Daniel A. Galbraith; and
- 1,134,644 shares of Class A common stock that would be issuable upon the exchange of a like number of paired LLC Unit/Class B Share interests currently owned by the Daniel A. Galbraith 2020 Revocable Trust, dated July 27, 2020, and such shares of Class A common stock are shown above on an as-exchanged basis.
Row 6: As more fully described in Item 4 of this Schedule 13G, as a result of the Voting Agreement, Daniel A. Galbraith, in his individual capacity and in his capacity as the trustee of the applicable trust noted in the footnote above, as applicable, and Elizabeth A. Galbraith, in her capacity as the trustee of the applicable trust noted in the following footnote, will vote or exercise their respective rights to consent in the manner directed by L. Lowry Baldwin in connection with any Vote.
Rows 6, 8 and 9: Represents 11,348 shares of Class A common stock that would be issuable upon the exchange of a like number of paired LLC Unit/Class B Share interests currently owned by the Daniel A. Galbraith 2020 Irrevocable Trust, dated August 5, 2020, of which Elizabeth A. Galbraith, Daniel A. Galbraith's spouse, serves as the sole trustee. The shares of Class A common stock described in this footnote are shown above on an as-exchanged basis.
Row 11: Based on 97,489,954 shares of Class A common stock issued and outstanding as of April 28, 2026. In addition, shares of Class A common stock issuable to the applicable Reporting Person (or issuable to another person, but includible in such Reporting Person's beneficial ownership) within 60 days of April 28, 2026, including in exchange for paired LLC Unit/Class B Share interests beneficially owned by such Reporting Person, are deemed to be outstanding in computing the percentage of beneficial ownership of the applicable Reporting Person holding such securities but are not deemed to be outstanding in computing the percentage of beneficial ownership of any other Reporting Person.
SCHEDULE 13G
CUSIP Number(s):
05589G102
1
Names of Reporting Persons
Bradford L. Hale
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
304,672.00
7
Sole Dispositive Power
304,672.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
304,672.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.3 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Rows 6, 7 and 9: The total number of shares of Class A common stock reported by Bradford L. Hale includes:
- 184,501 shares of Class A common stock owned directly by Bradford L. Hale; and
- 120,171 shares of Class A common stock that would be issuable upon the exchange of a like number of paired LLC Unit/Class B Share interests currently owned directly by Bradford L. Hale, and such shares of Class A common are shown above on an as-exchanged basis.
Row 6: As more fully described in Item 4 of this Schedule 13G, as a result of the Voting Agreement, Bradford L. Hale will vote or exercise his right to consent in the manner directed by L. Lowry Baldwin in connection with any Vote.
Row 11: Based on 97,489,954 shares of Class A common stock issued and outstanding as of April 28, 2026. In addition, shares of Class A common stock issuable to the applicable Reporting Person (or issuable to another person, but includible in such Reporting Person's beneficial ownership) within 60 days of April 28, 2026, including in exchange for paired LLC Unit/Class B Share interests beneficially owned by such Reporting Person, are deemed to be outstanding in computing the percentage of beneficial ownership of the applicable Reporting Person holding such securities but are not deemed to be outstanding in computing the percentage of beneficial ownership of any other Reporting Person.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
THE BALDWIN INSURANCE GROUP, INC.
(b)
Address of issuer's principal executive offices:
4211 W. Boy Scout Blvd., Suite 800, Tampa, FL, 33607
Item 2.
(a)
Name of person filing:
This Schedule 13G is being filed by: 1.L. Lowry Baldwin 2.BIGH, LLC 3.Elizabeth H. Krystyn 4.Laura R. Sherman 5.Trevor L. Baldwin 6.Daniel A. Galbraith 7.Bradford L. Hale The foregoing entities and persons are referred to collectively as the "Reporting Persons." The Reporting Persons are making this single, joint filing because they may be deemed to constitute a "group" within the meaning of Section 13(d)-3 of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"). The amended and restated joint filing agreement among the Reporting Persons to file this Schedule 13G jointly in accordance with Rule 13d-1(k) of the Exchange Act is attached hereto as Exhibit 99.1.
(b)
Address or principal business office or, if none, residence:
The principal office and business address of the Reporting Persons is C/O The Baldwin Insurance Group, Inc., 4211 W. Boy Scout Blvd., Suite 800, Tampa, Florida 33607.
(c)
Citizenship:
See row 4 of the cover sheet of each Reporting Person.
(d)
Title of class of securities:
CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE
(e)
CUSIP No.:
05589G102
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
In connection with the closing of the Issuer's initial public offering (the "IPO"), the Reporting Persons, and certain other persons who are no longer a party, entered into a voting agreement (the "Voting Agreement"), pursuant to which each of the parties to the Voting Agreement other than L. Lowry Baldwin (each, a "Holder"), on behalf of such Holder and such Holder's successors and permitted assigns, (i) agreed to vote or exercise such Holder's right to consent in the manner directed by L. Lowry Baldwin in connection with any meeting of the stockholders of the Issuer or any written consent of the stockholders of the Issuer (each, a "Vote"), and (ii) granted an irrevocable proxy appointing L. Lowry Baldwin as such Holder's attorney-in-fact and proxy, with full power of substitution, for and in such Holder's name, to vote, express consent or dissent, or otherwise to utilize such voting power in the manner contemplated by clause (i) above with respect to such Holder's shares of Class A common stock and Class B common stock. On February 14, 2020, the Voting Agreement was amended and restated to add Highland Risk Services LLC as a party thereto. On October 29, 2021, the Voting Agreement was amended to remove Christopher J. Stephens, James Roche and Millennial Specialty Holdco, LLC as parties thereto. On September 29, 2022, the Voting Agreement was amended to remove Highland Risk Services LLC and Joseph D. Finney as parties thereto. On December 31, 2023, the Voting Agreement was amended to remove Kristopher A. Wiebeck, The Kristopher A. Wiebeck 2019 Grantor Retained Annuity Trust, dated September 30, 2019, John A. Valentine, and The John A. Valentine 2019 Grantor Retained Annuity Trust, dated September 30, 2019 as parties thereto.
(b)
Percent of class:
The information required by Item 4 is set forth in rows 5 - 11 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4 is set forth in rows 5 - 11 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4 is set forth in rows 5 - 11 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4 is set forth in rows 5 - 11 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4 is set forth in rows 5 - 11 of the cover page hereto for each Reporting Person and is incorporated herein by reference for each such Reporting Person.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
The Reporting Persons are making this single, joint filing because they may be deemed to constitute a "group" within the meaning of Section 13(d)-3 of the Exchange Act. The amended and restated joint filing agreement among the Reporting Persons to file this Schedule 13G jointly in accordance with Rule 13d-1(k) of the Exchange Act is attached hereto as Exhibit 99.1.
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
Not Applicable
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
L. Lowry Baldwin
Signature:
/s/ Seth Cohen
Name/Title:
Attorney-in-Fact
Date:
05/08/2026
BIGH, LLC
Signature:
/s/ Seth Cohen
Name/Title:
Attorney-in-Fact
Date:
05/08/2026
Elizabeth H. Krystyn
Signature:
/s/ Seth Cohen
Name/Title:
Attorney-in-Fact
Date:
05/08/2026
Laura R. Sherman
Signature:
/s/ Seth Cohen
Name/Title:
Attorney-in-Fact
Date:
05/08/2026
Trevor L. Baldwin
Signature:
/s/ Seth Cohen
Name/Title:
Attorney-in-Fact
Date:
05/08/2026
Daniel A. Galbraith
Signature:
/s/ Seth Cohen
Name/Title:
Attorney-in-Fact
Date:
05/08/2026
Bradford L. Hale
Signature:
/s/ Seth Cohen
Name/Title:
Attorney-in-Fact
Date:
05/08/2026
Exhibit Information
Exhibit 99.1 Amended and Restated Joint Filing Agreement (filed herewith).
Exhibit 99.2 Power of Attorney for L. Lowry Baldwin (incorporated herein by reference to Exhibit 24.1 of the Reporting Person's Schedule 13G filed with the Securities and Exchange Commission on February 11, 2021).
Exhibit 99.3 Power of Attorney for BIGH, LLC (incorporated herein by reference to Exhibit 24.2 of the Reporting Person's Schedule 13G filed with the Securities and Exchange Commission on February 11, 2021).
Exhibit 99.4 Power of Attorney for Elizabeth H. Krystyn (incorporated herein by reference to Exhibit 24.3 of the Reporting Person's Schedule 13G filed with the Securities and Exchange Commission on February 11, 2021).
Exhibit 99.5 Power of Attorney for Laura R. Sherman (incorporated herein by reference to Exhibit 24.5 of the Reporting Person's Schedule 13G filed with the Securities and Exchange Commission on February 11, 2021).
Exhibit 99.6 Power of Attorney for Trevor L. Baldwin (incorporated herein by reference to Exhibit 24.7 of the Reporting Person's Schedule 13G filed with the Securities and Exchange Commission on February 11, 2021).
Exhibit 99.7 Power of Attorney for Daniel A. Galbraith (incorporated herein by reference to Exhibit 24.11 of the Reporting Person's Schedule 13G filed with the Securities and Exchange Commission on February 11, 2021).
Exhibit 99.8 Power of Attorney for Bradford L. Hale (incorporated herein by reference to Exhibit 24.12 of the Reporting Person's Schedule 13G filed with the Securities and Exchange Commission on February 11, 2021).
What stake does L. Lowry Baldwin hold in BWIN after this amendment?
L. Lowry Baldwin beneficially owns 19,938,909 shares, representing 17.0% of Class A common stock based on 97,489,954 shares outstanding as of April 28, 2026. The figure includes shares issuable upon exchange of paired interests.
How many shares are issuable upon exchange of paired LLC Unit/Class B Share interests?
The filing shows 12,537,590 shares that would be issuable upon exchange of paired LLC Unit/Class B Share interests currently held by certain Reporting Persons. These shares are shown on an as-exchanged basis in the ownership totals.
What voting control does the Voting Agreement give to L. Lowry Baldwin?
Under the Voting Agreement, holders (other than L. Lowry Baldwin) granted irrevocable proxies authorizing L. Lowry Baldwin to vote or direct votes on their shares, producing shared voting power of 7,401,319 Class A shares attributable to the Reporting Persons.
What base share count was used to compute percentages in this filing?
Percentages are computed using 97,489,954 shares of Class A common stock issued and outstanding as of April 28, 2026. Shares issuable within 60 days to a Reporting Person are included for that person’s percentage calculation.
Which entities and individuals are part of the joint filing?
The Schedule 13G/A is filed jointly by L. Lowry Baldwin; BIGH, LLC; Elizabeth H. Krystyn; Laura R. Sherman; Trevor L. Baldwin; Daniel A. Galbraith; and Bradford L. Hale, who may be deemed a group under Section 13(d)-3.
