Fidelis Insurance Holdings Ltd disclosed that investment firm Crestview and its related entities collectively report beneficial ownership of 14,251,474 common shares, or 13.8% of the company’s common equity.
This percentage is based on 103,026,764 common shares outstanding as of September 30, 2025, as reported in a prior Form 6-K. All Crestview entities report shared voting and shared dispositive power rather than sole control, and each disclaims beneficial ownership beyond its economic interest.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 3)
Fidelis Insurance Holdings Ltd
(Name of Issuer)
Common Shares, par value $0.01 per share
(Title of Class of Securities)
G3398L118
(CUSIP Number)
12/31/2025
(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)
SCHEDULE 13G
CUSIP No.
G3398L118
1
Names of Reporting Persons
Crestview, L.L.C.
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
14,251,474.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
14,251,474.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
14,251,474.00
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)
13.8 %
12
Type of Reporting Person (See Instructions)
CO
Comment for Type of Reporting Person: The total in Rows (6), (8), and (9) represents the 14,251,474 Common Shares, par value $0.01 per share ("Common Shares") of Fidelis Insurance Holdings Limited (the "Issuer") that are beneficially owned by Crestview Partners III GP, L.P., Crestview Partners IV GP, L.P. Crestview FIHL Holdings, L.P. ("Crestview FIHL Holdings"), Crestview FIHL TE Holdings, Ltd. ("Crestview FIHL TE"), Crestview IV FIHL Holdings, L.P. ("Crestview IV FIHL"), Crestview IV FIHL TE Holdings, LLC ("Crestview IV FIHL TE") and Crestview, L.L.C. and may be deemed to be beneficially owned by the Reporting Person.
SCHEDULE 13G
CUSIP No.
G3398L118
1
Names of Reporting Persons
Crestview Partners III GP, L.P.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
9,739,675.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
9,739,675.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,739,675.00
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)
8.7 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: The total in Rows (6), (8), and (9) represents the 9,739,675 Common Shares of the Issuer that are beneficially owned by Crestview Partners III GP, L.P., Crestview FIHL Holdings and Crestview FIHL TE and may be deemed to be beneficially owned by the Reporting Person.
SCHEDULE 13G
CUSIP No.
G3398L118
1
Names of Reporting Persons
Crestview FIHL Holdings, L.P.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
9,281,747.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
9,281,747.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
9,281,747.00
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)
8.3 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
G3398L118
1
Names of Reporting Persons
Crestview FIHL TE Holdings, Ltd.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
457,928.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
457,928.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
457,928.00
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)
0.4 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
CUSIP No.
G3398L118
1
Names of Reporting Persons
Crestview Partners IV GP, L.P.
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
4,511,799.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,511,799.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,511,799.00
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)
4.0 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: The total in Rows (6), (8), and (9) represents the 4,511,799 Common Shares of the Issuer that are beneficially owned by Crestview Partners IV GP, L.P., Crestview IV FIHL and Crestview IV FIHL TE and may be deemed to be beneficially owned by the Reporting Person.
SCHEDULE 13G
CUSIP No.
G3398L118
1
Names of Reporting Persons
Crestview IV FIHL Holdings, L.P.
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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,350,588.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,350,588.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,350,588.00
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)
3.9 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
G3398L118
1
Names of Reporting Persons
Crestview IV FIHL TE Holdings, 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
CAYMAN ISLANDS
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
161,211.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
161,211.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
161,211.00
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)
0.1 %
12
Type of Reporting Person (See Instructions)
CO
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Fidelis Insurance Holdings Ltd
(b)
Address of issuer's principal executive offices:
Wellesley House South, 90 Pitts Bay Road, Pembroke, Bermuda, HM08
Item 2.
(a)
Name of person filing:
See Item 2(b).
(b)
Address or principal business office or, if none, residence:
Crestview, L.L.C.
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
Crestview Partners III GP, L.P.
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
Crestview FIHL Holdings, L.P.
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
Crestview FIHL TE Holdings, Ltd.
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
Crestview Partners IV GP, L.P.
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
Crestview IV FIHL Holdings, L.P.
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
Crestview IV FIHL TE Holdings, LLC
c/o Crestview Partners
590 Madison Avenue, 42nd Floor
New York, NY 10022
(c)
Citizenship:
See Row (4) of each Reporting Person's cover page.
(d)
Title of class of securities:
Common Shares, par value $0.01 per share
(e)
CUSIP No.:
G3398L118
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:
See Row (9) of each Reporting Person's cover page.
Crestview, L.L.C. may be deemed to have beneficial ownership of the 9,739,675 Common Shares beneficially owned by Crestview Partners III GP, L.P. and the 4,511,799 Common Shares beneficially owned by Crestview Partners IV GP, L.P.
Crestview Partners III GP, L.P. is the general partner of investment funds that own Crestview FIHL Holdings, L.P. and Crestview FIHL TE Holdings, Ltd. Crestview Partners III GP, L.P. and such investment funds may be deemed to have beneficial ownership of the 9,281,747 Common Shares directly owned by Crestview FIHL Holdings, L.P. and 457,928 Common Shares directly owned by Crestview FIHL TE Holdings, Ltd.
Crestview Partners IV GP, L.P. is the general partner of investment funds that own Crestview IV FIHL Holdings, L.P. and Crestview IV FIHL TE Holdings, LLC. Crestview Partners IV GP, L.P. and such investment funds may be deemed to have beneficial ownership of the 4,350,588 Common Shares directly owned by Crestview IV FIHL Holdings, L.P. and 161,211 Common Shares directly owned by Crestview IV FIHL TE Holdings, LLC.
Crestview, L.L.C. is the general partner of Crestview Partners III GP, L.P. and Crestview Partners IV GP, L.P.
Daniel Kilpatrick is a member of the Issuer's board of directors. Mr. Kilpatrick is a partner of Crestview, L.L.C. and Crestview Advisors, L.L.C., which provides investment advisory and management services to the investment funds referred to above.
Each reporting person disclaims beneficial ownership of the reported securities except and to the extent of its pecuniary interest therein.
(b)
Percent of class:
See Row (11) of each Reporting Person's cover page. The percentage herein is based on 103,026,764 Common Shares outstanding as of September 30, 2025, as reported in the Issuer's Form 6-K filed November 12, 2025.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See Row (5) of each Reporting Person's cover page.
(ii) Shared power to vote or to direct the vote:
See Row (6) of each Reporting Person's cover page.
(iii) Sole power to dispose or to direct the disposition of:
See Row (7) of each Reporting Person's cover page.
(iv) Shared power to dispose or to direct the disposition of:
See Row (8) of each Reporting Person's cover page.
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.
Not Applicable
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.
What does the Crestview Schedule 13G/A filing reveal about Fidelis Insurance (FIHL)?
The filing shows Crestview-related entities report beneficial ownership of 14,251,474 Fidelis common shares, representing 13.8% of the company. This indicates Crestview is a significant shareholder with shared voting and dispositive power across multiple affiliated vehicles.
How large is Crestview’s reported ownership stake in FIHL common shares?
Crestview and its affiliates report beneficial ownership of 14,251,474 Fidelis common shares, equal to 13.8% of the class. The percentage is calculated using 103,026,764 shares outstanding as of September 30, 2025, as disclosed in Fidelis’s Form 6-K.
Which Crestview entities are included in the FIHL Schedule 13G/A filing?
Entities include Crestview, L.L.C., Crestview Partners III GP, L.P., Crestview Partners IV GP, L.P., and several FIHL-specific holding entities. Together, they report shared voting and dispositive power over the 14,251,474 Fidelis common shares referenced.
How is Crestview’s beneficial ownership in Fidelis structured among its funds?
The filing states Crestview funds hold FIHL shares through entities such as Crestview FIHL Holdings, L.P. and Crestview IV FIHL Holdings, L.P.. General partners Crestview Partners III and IV GP, L.P. may be deemed to beneficially own those directly held share positions.
What voting and dispositive powers do Crestview entities report over FIHL shares?
Each Crestview reporting entity lists 0 sole voting and dispositive power but significant shared voting and shared dispositive power. For example, Crestview, L.L.C. reports shared power over 14,251,474 Fidelis common shares, reflecting coordinated control across affiliated funds.
On what date is the FIHL ownership information in Crestview’s 13G/A based?
The ownership percentages are calculated using 103,026,764 common shares outstanding as of September 30, 2025, as reported in Fidelis Insurance Holdings Ltd’s Form 6-K filed November 12, 2025, which the Schedule 13G/A expressly references.