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[8-K] CITIZENS, INC. Reports Material Event

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Rhea-AI Filing Summary

Citizens, Inc. reported record 2025 revenue and higher book value while adjusted earnings declined. Full-year total revenues reached $255.6 million, up from $245.0 million, with a record fourth-quarter revenue of $72.1 million versus $63.5 million a year earlier. Net investment income grew and the investment portfolio’s average pre-tax yield improved to 4.67%.

Full-year income before federal income tax rose to $17.5 million from $15.0 million, but adjusted income before federal income tax fell to $17.3 million from $21.3 million as prior-year results benefited from items not repeated. Net income was $14.6 million, slightly below $14.9 million in 2024, and adjusted net income declined to $14.2 million from $22.0 million. Book value per Class A share increased to $4.67, with adjusted book value per share rising to $6.43. The company reported $5.43 billion of total direct insurance in force, direct insurance premiums of $188.8 million, positive operating cash flow of $18.0 million, and no debt at year-end 2025, supported by a 22% increase in producing agents and continued growth in first year premiums.

Positive

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Insights

Record revenue and stronger Q4 profit, but 2025 adjusted earnings stepped down.

Citizens delivered record full-year revenue of $255.6M and record Q4 revenue of $72.1M, reflecting higher premiums and investment gains. Direct insurance premiums rose to $188.8M, and total direct insurance in force reached $5.43B, showing steady franchise expansion.

Profit quality is more mixed. GAAP income before federal income tax improved to $17.5M, yet adjusted income before federal income tax fell to $17.3M from $21.3M, and adjusted net income dropped to $14.2M from $22.0M. Higher reserves and general expenses, tied to growth and segment reclassification, constrained underlying margins.

Balance sheet metrics remain solid, with total assets of $1.75B, stockholders’ equity of $235.0M, positive operating cash flow of $18.0M, rising book value per share, and no debt at December 31, 2025. Future filings may clarify how faster-growing Domestic and International segments translate revenue gains into sustained adjusted earnings growth.

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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): March 12, 2026
COMMISSION FILE NUMBER: 000-16509
citizens_logoonly_cmyk.jpg
CITIZENS, INC.
(Exact name of registrant as specified in its charter)

Colorado84-0755371
(State or other jurisdiction of incorporation)
(I.R.S. Employer Identification No.)
11815 Alterra Pkwy, Suite 1500, Austin, TX 78758
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number: (512) 837-7100
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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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:
Class A Common StockCIANew York Stock Exchange
(Title of each class)(Trading Symbol)(Name of each exchange on which registered)
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     

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. ☐  




Item 2.02     Results of Operations and Financial Condition.

On March 12, 2026, Citizens, Inc. issued a press release regarding its financial results for the year ended December 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

(d)Exhibits
99.1
Citizens, Inc. press release dated March 12, 2026
104Inline XBRL for the cover page of this Current Report on Form 8-K




SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


CITIZENS, INC.
By:/s/ Jon Stenberg
President & Chief Executive Officer

Date: March 12, 2026


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EXHIBIT 99.1
Citizens, Inc. Reports Full Year and Fourth Quarter 2025 Financial Results

Highest ever full year total revenues: $255.6 million in 2025, up from $245.0 million in 2024.
Adjusted total revenues of $255.5 million in 2025, from $247.6 million in 2024.
Record quarter for total revenues: $72.1 million in Q4 2025, up from $63.5 million in Q4 2024. Adjusted total revenues of $70.2 million in Q4 2025, from $67.6 million in Q4 2024.
Income before federal income tax of $17.5 million in 2025, from $15.0 million in 2024.
Adjusted income before federal income tax in full year 2025 of $17.3 million, from $21.3 million in 2024.
Income before federal income tax of $7.9 million in Q4 2025, from $3.7 million in Q4 2024. Adjusted income before federal income tax of $6.0 million in Q4 2025, from $8.0 million in Q4 2024.
Book value per Class A share of $4.67 on December 31, 2025 increased from $4.21 on December 31, 2024. Adjusted book value per Class A share of $6.43 on December 31, 2025, from $6.14 on December 31, 2024.

AUSTIN, TX – March 12, 2026Citizens, Inc. (NYSE: CIA), a leading diversified financial services company specializing in life, living benefits, and final expense insurance, today reported results for the fourth quarter and full year ended December 31, 2025.

“Delivering tangible results is a key step as we progress along our strategic roadmap. We finished the year with record full year and fourth quarter revenue and record total direct insurance in force of $5.43 billion. This was driven by broadening our product offerings and distribution reach. Our producing agents have increased 22% since the fourth quarter 2024. This is the thirteenth consecutive quarter of year-over-year growth in first year premiums, driven by our rapidly expanding sales force and innovative products,” said Jon Stenberg, President and Chief Executive Officer. “Investment in our strategic roadmap reinforces our leadership and is designed to deliver clear growth for premiums and adjusted book value per share. Additionally, we remain fully committed to sustainable profitable growth and capital management, as evidenced by our positive net cash from operations every year since 2004, and remain committed to extending this track record.”

“Looking ahead, we expect revenue and profit growth for the full year 2026. We believe we’re well positioned to drive long-term value creation for both our customers and shareholders, supported by our robust global business model, disciplined execution, and favorable demographic tailwinds worldwide. Our competitive advantages in expanding niche markets worldwide, rapidly growing our sales force, and expertise in profitable product development reinforce our positive outlook,” concluded Stenberg.

Reporting Segments Reclassification
Effective December 31, 2025, Citizens reorganized its insurance reporting structure, shifting from Life Insurance and Home Service Insurance segments to International Insurance and Domestic Insurance segments. Management believes this realignment enhances transparency and more accurately reflects the manner in which we operate the business, evaluate performance, and execute our strategic priorities.

Citizens has recast prior-period segment information to conform to the new segment structure. These changes affect only how we present results by segment and had no impact on our consolidated balance sheets, consolidated statements of operations and comprehensive income (loss), or consolidated cash flows statements.



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Recent Business Highlights
Record setting results and highlight accomplishments for Citizens during the full year ended December 31, 2025, including:
Record number of producing agents: increased global network of producing agents, up 22% since December 31, 2024.
Highest-ever amount of total direct insurance in force: $5.43 billion of total direct insurance in force at December 31, 2025, up 3.9% compared to the same period in 2024.
Second highest amount of insurance issued in a year of $1.1 billion in 2025.
Direct insurance premiums of $188.8 million in 2025, up 6% from $178.8 million in 2024 driven by sales of our new product offerings and expanded distribution in our Domestic Insurance segment. First year premiums have increased year-over-year for thirteen consecutive quarters.
In 2025, total premium revenues increased for the second straight year.

Fourth Quarter 2025 Financial Results
Record quarter for total revenues: $72.1 million in Q4 2025, up 14% from $63.5 million in Q4 2024. Adjusted total revenues of $70.2 million in Q4 2025, increased 4% from $67.6 million in Q4 2024.
Income before federal income tax of $7.9 million in Q4 2025, from $3.7 million in Q4 2024. Adjusted income before federal income tax of $6.0 million in Q4 2025, from $8.0 million in Q4 2024.
Total assets of $1.8 billion, cash and cash equivalents of $23.0 million and no debt at December 31, 2025.
Book value per Class A share of $4.67 on December 31, 2025 increased 11% over the year-ago period. Book value per Class A share excluding accumulated other comprehensive income (loss) (AOCI) of $6.43 on December 31, 2025 increased 5% over the year-ago period. The Company has achieved twelve consecutive quarters of book value per Class A share growth.

All-time high total revenues in a quarter of $72.1 million in the fourth quarter of 2025, increased from $63.5 million in the year-ago quarter, driven by $6.0 million increase in investment related gains due primarily from write-down the Company’s investment in BlackRock’s ESG Investment Fund in Q4 2024, combined with Q4 2025 increases in all other operating items; $1.1 million increase in net investment income due to our diversified investment strategy, $0.8 million increase in other income related to the issuance of supplemental contracts, and $0.7 million increase in premium revenue.

Total benefits and expenses increased to $64.2 million in the fourth quarter of 2025, from $59.8 million in the same year-ago quarter due to higher reserves and general expenses. The increase in future policy benefit reserves was a result of continued strong sales leading to new insurance issued. Additionally, continued investment in the growth of the business led to $1.4 million of higher general expenses. Matured endowment benefits increased slightly in Q4 2025 compared to year-ago quarter. These maturities were contractually expected and were at their highest level in 2025; the Company expects reduced levels of maturities starting in 2026 over the next few years as fewer of these contracts expire.

Income before federal income tax of $7.9 million in Q4 2025, increased from $3.7 million in Q4 2024. Net income for the fourth quarter of 2025 was $7.3 million, or $0.14 income per fully diluted Class A share, from $3.6 million net income, or $0.07 income per fully diluted Class A share, in the prior year quarter. This increase was driven by the increase in total revenues and lower total insurance benefits paid or provided, partially offset by higher general expenses. Adjusted net income of $5.6 million, or $0.11 adjusted income per fully diluted Class A share, in Q4 2025, from $7.8 million adjusted net income, or $0.15 adjusted income per fully diluted Class A share, in the year-ago quarter. Adjusted net income excludes investment related gains (losses) and loss from ceased property insurance business and discrete items.

The definitions of Non-GAAP information and comparable GAAP information is included in the Explanatory Notes on Use of Non-GAAP Measures section and defines and reconciles measures not presented in accordance with generally accepted accounting principles (“GAAP”) (a “non-GAAP Financial Measure”).


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Investments
Net investment income of $18.4 million for the fourth quarter of 2025, an increase from $17.3 million in the same year-ago quarter, as the Company has been investing in investment grade private placement fixed income securities and structured notes where it expects higher returns. This investment strategy, along with the receipt of a one-time special dividend of $1.7 million from a limited partnership investment, led to higher net investment income in the full year 2025 compared to 2024. The average pre-tax yield on the investment portfolio was at 4.67% in 2025 from 4.56% in the prior year.

The carrying value of the Company’s fixed maturity securities investment portfolio at December 31, 2025 was $1.3 billion, an increase from $1.2 billion at December 31, 2024.

Cash Flow
Positive net cash provided by operating activities was $18.0 million for the full year 2025. The Company has had positive net cash provided by operating activities annually since 2004. The Company had cash and cash equivalents of $23.0 million and no debt at December 31, 2025.

Key Growth Initiatives
Citizens’ strategic roadmap is designed to deliver sustainable growth in premiums, adjusted net income, and adjusted book value per share. Citizens’ key growth initiatives:
Increase first year premium revenues
Increase penetration in new and existing countries served
Introduce products or major product enhancements
Enhance agent and client servicing platforms that drive efficiency

About Citizens, Inc.

Citizens, Inc. (NYSE: CIA) is a diversified financial services company providing life, living benefits and final expense insurance and other financial products to individuals and small businesses in the U.S., Latin America, and Asia. Through its customer-centric growth strategy, Citizens offers innovative products to address the evolving needs of its customers in their native languages of English, Spanish, Portuguese, and Mandarin. The Company operates two primary segments: International Insurance, where the Company is a market leader in U.S. Dollar denominated life insurance and Domestic Insurance where it is growing in niche markets in the United States through its final expense products distributed through white-label and established distribution channels. Citizens' stock is included in the Russell 2000® and Russell 3000® indexes. For more information about Citizens, please visit the website at www.citizensinc.com and LinkedIn.

Explanatory Notes on Use of Non-GAAP Measures

In addition to the financial information prepared in conformity with accounting U.S. generally accepted accounting principles (“GAAP”), in this press release, the Company provides certain non-GAAP financial measures that we believe improves understanding of the underlying business trends. Adjustments to GAAP measures generally apply to discrete events and items not indicative of our operating trends.

Adjusted Total Revenues is a non-GAAP measure that excludes investment related gains (losses) from total revenues. Management believes the adjusted total revenues metric is meaningful, as it allows investors to evaluate revenues generated by core business activities excluding items that are heavily impacted by investment market fluctuations.

Adjusted Income Before Federal Income Tax is a non-GAAP measure that is computed as pre-tax GAAP operating income with discrete adjustments that exclude investment related gains (losses), income (loss) from ceased businesses and other special items not indicative of operating trends. Management believes this metric is meaningful, as it allows investors to evaluate underlying profitability and enhances


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comparability across periods, by excluding items that are heavily impacted by investment market fluctuations and other economic factors that are not indicative of operating trends.

Adjusted Net Income is a non-GAAP measure that is derived by excluding the tax effected Adjusted Income Before Federal Income Tax adjustments described above. The provision for income tax related to adjusted after-tax income is calculated using our effective tax rate excluding discrete items.

Adjusted Income Per Share of Class A Common Stock Basic and Diluted is a non-GAAP measure that is defined as adjusted net income for the period divided by the weighted average number of basic and fully diluted shares of common stock outstanding for the period.

Adjusted Book Value Per Share of Class A Common Stock is a non-GAAP measure that is calculated by dividing actual Class A common stockholders’ equity, excluding AOCI, by the number of Class A common shares outstanding at the end of the period. Management believes this metric is meaningful, as it allows investors to evaluate underlying book value growth by excluding the impact of interest rate volatility.

Selected Consolidated Financial Data
As of and for the periods endedThree Months Ended
December 31,
Year Ended
December 31,
(In thousands, except per share data)2025202420252024
Balance sheet data
Total assets$1,754,760 1,685,325 1,754,760 1,685,325 
Total liabilities1,519,775 1,474,970 1,519,775 1,474,970 
Total stockholders' equity234,985 210,355 234,985 210,355 
Total direct insurance in force5,431,721 5,227,506 5,431,721 5,227,506 
Operating items
Direct insurance premiums$53,423 51,108 188,766 178,841 
Insurance premiums49,883 49,199 176,371 173,328 
Net investment income18,376 17,308 72,039 69,712 
Investment related gains (losses), net1,881 (4,163)140 (2,626)
Total revenues72,070 63,474 255,616 245,001 
Claims and surrenders40,431 41,961 165,025 146,082 
Other general expenses13,598 12,194 53,041 52,266 
Total benefits and expenses64,206 59,758 238,146 230,021 
Income (loss) before federal income tax7,864 3,716 17,470 14,980 
Federal income tax expense (benefit)526 95 2,879 68 
Net income (loss)7,338 3,621 14,591 14,912 
Per share data
Book value per share$4.67 4.21 4.67 4.21 
Diluted income (loss) per Class A share0.14 0.07 0.28 0.29 


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Definition of Reported Segments
The Company is comprised of two operating business segments and other non-insurance enterprises as detailed below. The insurance operations are the Company's primary focus and are the lead income generators of the business.

International Insurance – Our International Insurance segment issues U.S. dollar-denominated ordinary whole life insurance and endowment policies predominantly to non-U.S. residents located principally in Latin America and the Pacific Rim. Our products in this segment are sold through independent agents.

Domestic Insurance – Domestically, we are licensed in 43 U.S. states and sell whole life final expense insurance and life insurance with living benefits and critical illness products. The Domestic Insurance segment provides life insurance policies marketed to middle- and lower-income households. These products are sold through independent agents and funeral homes.

Selected Segment Financial Data
As of and for the periods endedThree Months Ended
December 31,
Year Ended
December 31,
(In thousands)2025202420252024
INTERNATIONAL INSURANCE SEGMENT
Balance sheet data
Total assets$1,190,736 1,151,562 1,190,736 1,151,562 
Operating items
Direct insurance premiums$35,571 35,495 120,177 120,456 
Insurance premiums35,109 35,222 118,355 118,803 
Net investment income12,747 12,239 50,869 49,174 
Investment related gains (losses), net1,509 (3,921)(478)(1,929)
Total revenues51,287 44,664 175,659 170,582 
Claims and surrenders33,545 35,513 139,017 117,730 
Total benefits and expenses43,715 40,753 161,277 147,070 
Income (loss) before federal income tax7,572 3,911 14,382 23,512 
DOMESTIC INSURANCE SEGMENT
Balance sheet data
Total assets$529,357 498,526 529,357 498,526 
Operating items
Direct insurance premiums17,852 15,613 68,589 58,385 
Insurance premiums14,774 13,977 58,016 54,525 
Net investment income5,434 4,895 20,420 19,654 
Investment related gains (losses), net352 (252)587 (680)
Total revenues20,568 18,626 79,051 73,469 
Claims and surrenders6,886 6,448 26,008 28,352 
Total benefits and expenses18,256 16,753 66,918 71,555 
Income (loss) before federal income tax2,312 1,873 12,133 1,914 



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GAAP to Non-GAAP Reconciliations

Reconciliation of Adjusted Total Revenues
For the periods endedThree Months Ended
December 31,
Year Ended
December 31,
Unaudited (In thousands)2025202420252024
Total revenues$72,070 63,474 255,616 245,001 
Less:
Investment related gains (losses)1,881 (4,163)140 (2,626)
Adjusted total revenues$70,189 67,637 255,476 247,627 

Reconciliation of Adjusted Income Before Federal Income Tax
For the periods endedThree Months Ended
December 31,
Year Ended
December 31,
Unaudited (In thousands)2025202420252024
Income (loss) before federal income tax$7,864 3,716 17,470 14,980 
Less:
Investment related gains (losses)1,881 (4,163)140 (2,626)
Property insurance business income (loss)— (130)— (204)
Legal fee accrual— — — (3,500)
Adjusted income before federal income tax$5,983 8,009 17,330 21,310 

Reconciliation of Adjusted Net Income
For the periods endedThree Months Ended
December 31,
Year Ended
December 31,
Unaudited (In thousands)2025202420252024
Net income (loss)$7,338 3,621 14,591 14,912 
Less:
Investment related gains (losses)1,881 (4,163)140 (2,626)
Property insurance business income (loss)— (130)— (204)
Legal fee accrual— — — (3,500)
Income tax impact(126)110 290 (793)
Adjusted net income$5,583 7,804 14,161 22,035 



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Reconciliation of Adjusted Income Per Share of Class A Common Stock
For the periods endedThree Months Ended
December 31,
Year Ended
December 31,
Unaudited (In thousands, except per share amounts)2025202420252024
Basic and diluted adjusted income per share:
Adjusted net income$5,583 7,804 14,161 22,035 
Weighted average shares of Class A outstanding - basic50,295 49,904 50,145 49,738 
Weighted average shares of Class A outstanding - diluted51,607 50,915 51,456 50,748 
Basic adjusted income per share of Class A common stock$0.11 0.16 0.28 0.44 
Diluted adjusted income per share of Class A common stock$0.11 0.15 0.28 0.43 

Reconciliation of Stockholders' Equity and Book Value per Class A Common Share
As of December 31,
Unaudited (In thousands, except per share data)20252024
Stockholders' equity, end of period$234,985 210,355 
Less: Accumulated other comprehensive income (loss) (AOCI)(88,421)(95,965)
Stockholders' equity, end of period, excluding AOCI$323,406 306,320 
Book value per Class A common share - diluted$4.67 4.21 
Less: Per share impact of AOCI(1.76)(1.93)
Book value per Class A common share - diluted, excluding AOCI$6.43 6.14 

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by words such as "may," "will," "expect," "anticipate," "believe," "project," "intends," "continue" or comparable words. Such forward-looking statements may relate to the Company’s expectations regarding its business performance, operational strategy, capital expenditures, technological changes, regulatory actions, and other financial and operational measures. In addition, all statements other than statements of historical facts that address activities that the Company expects or anticipates will or may occur in the future are forward-looking statements. Such statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions, which are difficult to predict and many of which are beyond our control. Therefore, actual outcomes and results may differ materially from those matters expressed or implied in such forward-looking statements. The risks, uncertainties and assumptions that are involved in our forward-looking statements include, but are not limited to the risk factors discussed in our most recently filed periodic reports on Form 10-K and Form 10-Q. The Company undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in the Company's expectations. Accordingly, you should not unduly rely on these forward-looking statements. The Company also disclaims any duty to comment upon or correct information that may be contained in reports published by the investment community.

Citizens, Inc. Investor Relations Contacts
Darrow Associates Investor Relations
Jeff Christensen and Matt Kreps
Email: CIA@darrowir.com (Jeff and Matt)
Phone: 703-297-6917 (Jeff) and 214-597-8200 (Matt)

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Insurance - Life
Life Insurance
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