Welcome to our dedicated page for James River Group Holdings SEC filings (Ticker: JRVR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
James River Group Holdings, Inc. filings document a specialty insurance holding company's results, governance actions and corporate-status changes. Recent Form 8-K reports include quarterly and annual financial results, cash dividend declarations, investor presentations and Regulation FD materials tied to its Excess and Surplus Lines and Specialty Admitted Insurance operations.
The filing record also covers board and executive-compensation matters, amendments to the company's Code of Conduct, and the completed domestication from Bermuda to Delaware. Those corporate-status filings describe the name change to James River Group Holdings, Inc. and the conversion of common shares into Delaware common stock.
James River Group Holdings, Inc. (JRVR) filed a post‑effective amendment to its Form S‑3 to register 21,334,134 shares of common stock for resale by selling stockholders. The company states, “We will not receive any proceeds from the resale of our common stock,” while paying certain registration expenses.
This amendment also reflects the company’s Domestication, effective November 7, 2025, whereby James River Group Holdings, Ltd. (Bermuda) continued as James River Group Holdings, Inc. (Delaware). The business, management, listing and fiscal year remain the same following Domestication.
These shares relate to prior financings, including common stock issuable upon conversion of Series A Preferred Shares held by GPC Partners Investments (Thames) LP and shares held by Cavello Bay Reinsurance Limited, to be sold from time to time under a shelf. Including GP Investor 19,381,009 shares and Enstar 1,953,125 shares. JRVR common stock trades on Nasdaq as “JRVR”; the last reported closing price was $5.51 per share on November 7, 2025. Shares outstanding were 45,936,898 as of September 30, 2025.
James River Group Holdings, Inc. (JRVR) completed its corporate domestication to the State of Delaware effective November 7, 2025, changing its name from James River Group Holdings, Ltd. to James River Group Holdings, Inc. Common shares of the Bermuda entity converted by operation of law into an equivalent number of shares of the Company’s common stock with the same par value, leaving the total shares outstanding unchanged at the time of domestication.
The common stock will continue trading on the NASDAQ Global Select Market under “JRVR,” and the CUSIP changed to 46990A 102. The Company adopted a new certificate of incorporation and by-laws under the Delaware General Corporation Law, and filed a certificate of designations for its 7% Series A Perpetual Cumulative Convertible Preferred Shares, which did not alter their terms.
James River Group Holdings (JRVR) filed a Form S-8 to register securities for its 2014 Non-Employee Director Incentive Plan, as amended. The filing incorporates by reference the company’s Form 10-K for the year ended December 31, 2024 (and amendment), its Forms 10-Q for the quarters ended March 31, 2025, June 30, 2025, and September 30, 2025, and multiple 2025 Forms 8-K. The document also outlines Bermuda law–based indemnification for directors and officers and lists related legal opinions and consents among the exhibits.
James River Group Holdings, Ltd. filed a Form S-8 to register securities for issuance under the James River Group Holdings, Ltd. 2014 Long-Term Incentive Plan, as Amended. This administrative filing incorporates the company’s latest Annual Report on Form 10-K for the year ended December 31, 2024, its Quarterly Reports for the first three quarters of 2025, and multiple 2025 Current Reports on Form 8-K by reference.
The company identifies itself as an accelerated filer and outlines standard Bermuda law and company bye-law indemnification protections for directors and officers, along with related opinions and consents listed among the exhibits. The agent for service is named as Jeanette Miller in Chapel Hill, North Carolina.
James River Group Holdings (JRVR) reported Q3 2025 results showing a return to modest profitability from continuing operations and stronger capital. Net income was $1.0 million, compared with a net loss of $39.4 million a year ago, as losses and loss adjustment expenses fell and underwriting reserve development was slightly favorable. After preferred dividends, net loss available to common shareholders was $0.9 million and diluted EPS was $(0.02). The quarter included a $11.7 million other comprehensive income gain from investment marks.
For the first nine months of 2025, net income totaled $15.4 million versus a loss in 2024, with net earned premiums of $452.9 million and net investment income of $62.4 million. Operating cash flow was $8.0 million year‑to‑date. Shareholders’ equity rose to $503.6 million as of September 30, 2025, up from $460.9 million at year‑end. Senior debt increased to $225.8 million. The company recorded a $0.6 million loss in the quarter related to the prior sale of JRG Re and paid related post‑closing adjustments earlier in 2025. Common shares outstanding were 45,965,839 as of November 3, 2025.
James River Group Holdings (JRVR) announced financial results for the quarter ended September 30, 2025 via a furnished press release (Exhibit 99.1).
The Board declared a cash dividend of $0.01 per common share, payable on December 31, 2025 to shareholders of record on December 15, 2025. The press release was furnished under Item 2.02 and is not deemed filed under Section 18 of the Exchange Act.
James River Group Holdings (JRVR) reported shareholder actions from its October 23, 2025 annual meeting. Shareholders approved amendments increasing shares authorized under the 2014 Long‑Term Incentive Plan by 1,650,000 common shares and under the 2014 Non‑Employee Director Incentive Plan by 225,000 common shares. These plans fund equity awards for employees and directors.
All eight director nominees were elected. Ernst & Young LLP was re‑appointed as independent auditor. The advisory vote on 2024 executive compensation passed. Proposal vote tallies included: LTIP amendment 31,952,386 for, 1,321,466 against, 775,552 abstain; Non‑Employee Director Plan amendment 22,211,899 for, 11,061,954 against, 775,551 abstain; auditor re‑appointment 39,457,032 for, 186,895 against, 43,666 abstain. These results reflect routine governance approvals alongside added equity capacity for compensation programs.
James River Group Holdings, Ltd. (JRVR) is soliciting proxies for its 2025 Annual General Meeting to be held October 23, 2025 in Bermuda, with a record date of September 3, 2025. Shareholders will vote on five proposals including the election of eight directors, re-appointment of Ernst & Young LLP as auditor, an advisory vote on 2024 executive compensation, and amendments to the 2014 Long-Term Incentive and Non-Employee Director Incentive Plans.
The proxy statement discloses board composition and governance practices, director nominees and committee assignments, executive compensation policies for 2024 and material strategic actions completed in 2024: sale of JRG Reinsurance Company Ltd.; a $160.0 million loss portfolio transfer and adverse development cover (E&S ADC); a $12.5 million equity investment by Enstar plus a $75.0 million E&S Top Up ADC; and conversion of $37.5 million of Series A Preferred Shares to common. Operational highlights include Excess & Surplus Lines gross written premium exceeding $1.0 billion for a second consecutive year, a 9.0% renewal rate change for 2024, a 10.8% increase in net investment income, and a Specialty Admitted Insurance combined ratio of 92.2% for 2024.
James River Group Holdings, Ltd. reported that William K. Bowman, President and Chief Executive Officer of the Company’s Specialty Admitted segment, plans to retire on September 30, 2025. To ensure continuity in that business, the Company has named Lisa Binnie as his successor as President of the Specialty Admitted segment, effective September 1, 2025, creating a one‑month overlap for an orderly transition of duties.
James River Group Holdings, Ltd. filed a shelf registration on Form S-3 to register for resale up to 21,334,134 common shares held by selling shareholders, principally GPC Partners Investments (Thames) LP (the "GP Investor") and Cavello Bay Reinsurance Limited (the "Enstar Investor"). The filing implements the registrant's obligations under registration rights agreements related to prior private placements, including a $150,000,000 Series A preferred issuance and a December 23, 2024 private placement of common shares.
The prospectus states these selling shareholders may offer shares from time to time at varying prices and terms, that the company will not receive proceeds from resales, and that as of August 14, 2025 the last reported Nasdaq close was $5.86 per share. The filing discloses conversion mechanics for Series A Preferred Shares, an assumed conversion into 13,521,634 common shares on an as-converted basis for calculation purposes, and notes applicable conversion and ownership limitations.