Fidelis (FIHL) 7.8% Stake Reported by Travelers

Rhea-AI Filing Summary

Fidelis Insurance Holdings Limited ownership disclosure: SPFM Holdings, LLC and ultimate parent The Travelers Companies, Inc. reported beneficial ownership of 6,632,820 common shares of Fidelis, representing 7.8% of the class as shown in Amendment No. 2 (reporting date 03/31/2026). The filing states SPFM has sole voting and dispositive power over these shares and identifies Travelers as the ultimate parent.

Insights

Corporate Governance Analyst

Institutional holder reports a meaningful minority stake with sole voting control.

SPFM Holdings, governed by its board, and parent The Travelers Companies disclose ownership of 6,632,820 shares (7.8%) of Fidelis as of 03/31/2026. The filing attributes sole voting and dispositive power to SPFM, a standard Schedule 13G/A disclosure for an institutional investor.

Beneficial ownership at this scale can be relevant for governance engagement or block trading; subsequent filings would show any change in position or intent.

Institutional Investor Relations

Disclosure clarifies control lines and addresses for the reporting entities.

The filing lists SPFM's principal business address and Travelers as the ultimate parent, establishing the chain of control for the reported 6,632,820 shares. This aligns voting/dispositive attribution with SPFM’s board authority.

Cash‑flow treatment and plans for the position are not stated; further Form 13 filings would reflect any change in intent.

Key Figures

Beneficial ownership: 6,632,820 shares Percent of class: 7.8% Reporting date: 03/31/2026 +1 more

4 metrics

Beneficial ownership 6,632,820 shares amount beneficially owned as shown in Item 4

Percent of class 7.8% percent of class reported in Item 4

Reporting date 03/31/2026 date shown near header of the amendment

Signature date 05/06/2026 signed by Corporate Secretary (Item 10)

Key Terms

Schedule 13G/A, Beneficially owned, Sole Dispositive Power

3 terms

Schedule 13G/A regulatory

"Amendment No. 2; identifies reporting of beneficial ownership"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

Beneficially owned financial

"Item 4 (a) Amount beneficially owned: 6,632,820"

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.

Sole Dispositive Power regulatory

"Item 4 (c)(iii) Sole power to dispose: 6,632,820"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What stake in FIHL does Travelers/ SPFM report?

The filing reports 6,632,820 shares, equal to 7.8% of Fidelis common stock. This amount is shown in Amendment No. 2 with a reporting date of 03/31/2026 and signed on 05/06/2026.

Who holds voting and dispositive power over the FIHL shares?

SPFM Holdings, LLC is reported to have sole voting and sole dispositive power over the 6,632,820 shares. The filing names Travelers as the ultimate parent of SPFM and provides corporate addresses for both entities.

Does the filing state any plans to buy or sell FIHL shares?

No. The Schedule 13G/A amendment lists current beneficial ownership and control but does not state any plans to acquire or dispose of shares. The document focuses on ownership attribution and contact/address information.

When was this ownership position certified by the filers?

The filing is signed by Wendy C. Skjerven as Corporate Secretary on 05/06/2026. The ownership amount is shown with a reporting date of 03/31/2026 in Amendment No. 2.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/06/2026 - 04:15 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Fidelis Insurance Holdings Limited

(Name of Issuer)

Common Shares, par value $0.01 per share

(Title of Class of Securities)

G3398L118

(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): G3398L118

1

Names of Reporting Persons

SPFM 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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 6,632,820.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 6,632,820.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,632,820.00

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)

7.8 %

12

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13G

CUSIP Number(s): G3398L118

1

Names of Reporting Persons

The Travelers Companies, Inc.

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

MINNESOTA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 6,632,820.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 6,632,820.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

6,632,820.00

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)

7.8 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Fidelis Insurance Holdings Limited
(b)	Address of issuer's principal executive offices: Wellesley House South 90 Pitts Bay Road Pembroke, D0, HM 08
Item 2.
(a)	Name of person filing: This Schedule 13G is being filed by SPFM Holdings, LLC ("SPFM") and The Travelers Companies, Inc. ("Travelers"). SPFM is governed by a board of directors that has the authority to dispose of and vote the shares held by SPFM. The ultimate parent of SPFM is Travelers.
(b)	Address or principal business office or, if none, residence: The principal business address of SPFM is One Tower Square, Hartford, CT 06183. The principal business address of Travelers is 485 Lexington Avenue, New York, NY 10017.
(c)	Citizenship: SPFM is a Delaware limited liability company. Travelers is a Minnesota corporation.
(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: 6,632,820
(b)	Percent of class: 7.8%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 6,632,820
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 6,632,820
	(iv) Shared power to dispose or to direct the disposition of: 0
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.

SPFM Holdings, LLC

Signature:	/s/ Wendy C. Skjerven
Name/Title:	Corporate Secretary
Date:	05/06/2026

The Travelers Companies, Inc.

Signature:	/s/ Wendy C. Skjerven
Name/Title:	Corporate Secretary
Date:	05/06/2026