Kingsway (NYSE: KFS) chairman Patinkin reports 10.3% stake and new options

Rhea-AI Filing Summary

David Capital Partners and Adam J. Patinkin report a significant stake in Kingsway Corp, disclosing beneficial ownership of 3,015,421.08 shares of Common Stock, or 10.3% of the class, including options and convertible preferred shares.

David Capital Partners Fund holds 1,023,000 shares (3.5%), and David Capital Partners Special Situation Fund holds 1,592,421.08 shares (5.5%), including 68,421.08 shares issuable upon conversion of Class D Preferred Stock at $9.50 per share. David Capital Partners, LLC is deemed to beneficially own 2,615,421.08 shares (9.0%).

Mr. Patinkin was appointed Chairman of Kingsway’s Board on March 11, 2026 and received a 10-year option for 400,000 shares, vesting over four years, with exercise prices of $20.00 and $30.00 per share. Certain David Capital employees received fully vested 10-year options for up to 200,000 shares at $25.00 per share. The group states investment purposes but may buy or sell shares, use derivatives or short selling, and engage actively with management and other shareholders on strategy, capital structure, and governance.

Key Figures

Patinkin beneficial ownership: 3,015,421.08 shares (10.3%) DCP LLC beneficial ownership: 2,615,421.08 shares (9.0%) DCP Fund holdings: 1,023,000 shares (3.5%) +5 more

8 metrics

Patinkin beneficial ownership 3,015,421.08 shares (10.3%) Kingsway Common Stock beneficially owned as reported in Schedule 13D/A

DCP LLC beneficial ownership 2,615,421.08 shares (9.0%) Common Stock beneficially owned by David Capital Partners, LLC

DCP Fund holdings 1,023,000 shares (3.5%) Common Stock directly held by David Capital Partners Fund

DCP Special holdings 1,592,421.08 shares (5.5%) Common Stock and equivalents held by DCP Special Situation Fund

Convertible preferred component 68,421.08 shares at $9.50 Common shares issuable from Class D Preferred Stock conversion at $9.50 per share

Chairman option grant 400,000 shares at $20.00/$30.00 10-year options to Adam Patinkin, vesting over four years from May 18, 2026

Consultant option grant 200,000 shares at $25.00 10-year options to David Capital employees, vested on May 18, 2026

Shares outstanding baseline 28,946,664 shares Kingsway Common Stock outstanding as of May 7, 2026 per Form 10-Q

Key Terms

beneficially owned, Preferred Stock, stock options, short selling, +1 more

5 terms

beneficially owned financial

"Aggregate amount beneficially owned by each reporting person 3,015,421.08"

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.

Preferred Stock financial

"shares of Common Stock that may be acquired upon the conversion of Preferred Stock"

Preferred stock is a type of ownership in a company that typically offers investors higher and more consistent dividend payments than common stock. Unlike regular shares, preferred stock usually doesn’t come with voting rights but provides a priority claim on the company’s assets and profits, making it a more stable and predictable investment option. This makes preferred stock attractive to those seeking steady income with lower risk.

stock options financial

"a 10-year option to purchase up to 400,000 shares of Common Stock"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

short selling financial

"may engage in short selling or hedging or similar transactions with respect to the Common Stock"

An investing strategy where someone borrows shares and sells them now, planning to buy them back later at a lower price to return to the lender, pocketing the difference; if the price rises instead, the borrower loses money. Think of it like borrowing a book to sell today and hoping you can repurchase it cheaper later. Short selling matters because it lets investors bet against overvalued stocks, can add market liquidity and price discovery, but it also increases volatility and carries the risk of large or unlimited losses.

Rule 13d-1(k) regulatory

"Pursuant to Rule 13d-1(k) promulgated , as amended, the Reporting Persons have entered into an agreement"

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

KINGSWAY Corp

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

496904202

(CUSIP Number)

Adam J. Patinkin
c/o David Capital Partners, LLC, 737 N. Michigan Avenue, Suite 1405
Chicago, IL, 60611
312-878-0251

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

05/18/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 496904202

1

Name of reporting person

David Capital Partners, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,547,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,615,421.08

11

Aggregate amount beneficially owned by each reporting person

2,615,421.08

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.0 %

14

Type of Reporting Person (See Instructions)

IA, OO

Comment for Type of Reporting Person:

Number of shares beneficially owned by David Capital Partners, LLC with shared dispositive power includes 68,421.08 shares of Common Stock that may be acquired upon the conversion of Class D Preferred Stock, par value $0.01 per share (the "Preferred Stock"), held by DCP Special. The Preferred Stock is convertible into shares of Common Stock at an initial conversion price of $9.50 per share (or 2.63158 shares of Common Stock for each share of Preferred Stock), subject to customary adjustments, at the option of the holder.

SCHEDULE 13D

CUSIP Number(s): 496904202

1

Name of reporting person

David Capital Partners Fund, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,023,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,023,000.00

11

Aggregate amount beneficially owned by each reporting person

1,023,000.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

3.5 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP Number(s): 496904202

1

Name of reporting person

David Capital Partners Special Situation Fund, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,524,000.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,592,421.08

11

Aggregate amount beneficially owned by each reporting person

1,592,421.08

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.5 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

Number of shares beneficially owned by DCP Special with shared dispositive power includes 68,421.08 shares of Common Stock that may be acquired upon the conversion of Preferred Stock. The Preferred Stock is convertible into shares of Common Stock at an initial conversion price of $9.50 per share (or 2.63158 shares of Common Stock for each share of Preferred Stock), subject to customary adjustments, at the option of the holder.

SCHEDULE 13D

CUSIP Number(s): 496904202

1

Name of reporting person

Adam J. Patinkin

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,547,000.00
9	Sole Dispositive Power 400,000.00
10	Shared Dispositive Power 2,615,421.08

11

Aggregate amount beneficially owned by each reporting person

3,015,421.08

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

10.3 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

Number of shares beneficially owned by Mr. Patinkin with sole dispositive power includes 400,000 shares of Common Stock that may be acquired pursuant to the exercise of stock options held by Mr. Patinkin. Number of shares beneficially owned by Mr. Patinkin with shared dispositive power includes 68,421.08 shares of Common Stock that may be acquired upon the conversion of Preferred Stock held by DCP Special. The Preferred Stock is convertible into shares of Common Stock at an initial conversion price of $9.50 per share (or 2.63158 shares of Common Stock for each share of Preferred Stock), subject to customary adjustments, at the option of the holder.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: KINGSWAY Corp
(c)	Address of Issuer's Principal Executive Offices: 10 S. Riverside Plaza, Suite 1520, Chicago, ILLINOIS , 60606.
Item 1 Comment: This Amendment No. 2 to Statement of Beneficial Ownership on Schedule 13D (this "Amendment No. 2") amends the Statement of Beneficial Ownership on Schedule 13D filed by the Reporting Persons on April 2, 2025 (as amended, the "Schedule 13D" or this "Statement"). Capitalized terms used but not defined in this Amendment No. 2 shall have the meanings set forth in the Schedule 13D. Except as amended and supplemented by this Amendment No. 2, the Schedule 13D remains unchanged.
Item 4.	Purpose of Transaction
	Mr. Patinkin was appointed as Chairman of the Board of Directors of the Company on March 11, 2026. On May 18, 2026, in connection with his appointment as Chairman, the Company granted to Mr. Patinkin a 10-year option to purchase up to 400,000 shares of Common Stock, which will vest in four equal annual installments beginning on the grant date, or May 18, 2026. The first and second installments have an exercise price of $20.00 per share, while the third and fourth installments have an exercise price of $30.00 per share. In addition, on May 18, 2026, certain employees of David Capital Partners, LLC who provide consulting services to the Company were granted 10-year options to purchase up to 200,000 shares of Common Stock in the aggregate, which have an exercise price of $25.00 per share and vested upon grant. The Reporting Persons acquired the securities reported in this Statement for investment purposes. The Reporting Persons and their affiliates may in the future acquire additional securities or dispose of some or all of the securities held by the Reporting Persons in open-market transactions or privately negotiated transactions, on such terms and at such times as the Reporting Persons may deem advisable. The Reporting Persons may engage in short selling or hedging or similar transactions with respect to the Common Stock, on such terms and at such times as the Reporting Persons may deem advisable, subject to applicable law. The Reporting Persons do not have any present plan or proposal that would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein or such as would occur upon or in connection with completion of, or following, any of the actions discussed herein, or as may be proposed by Mr. Patinkin in his capacity as a director of the Company or by the Board of Directors with his participation. The Reporting Persons intend to review their investment in the Company on a continuing basis. Depending on various factors including, without limitation, the Company's financial position, the price levels of the securities of the Company, conditions in the securities markets, and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Company as they deem appropriate and to the extent permitted by law, including, without limitation, engaging in communications with management and/or the Board of Directors of the Company and their advisors, engaging in discussions with stockholders of the Company and others about the Company and the Reporting Persons' investment, making proposals to the Company concerning changes to the capitalization, the ownership structure, the structure, composition, and skill sets of the Board of Directors and senior management or the operations of the Company, purchasing additional securities of the Company, selling some or all of such securities, entering into financial instruments or other agreements that increase or decrease the Reporting Persons' economic or beneficial exposure with respect to their investment in the Company, engaging in short selling of or any hedging or similar transaction with respect to the securities of the Company, including swaps and other derivative instruments, or changing their intention with respect to any and all matters referred to in Item 4.
Item 5.	Interest in Securities of the Issuer
(a)	Each of DCP Fund and DCP Special directly holds the number and percentage of shares of Common Stock disclosed as beneficially owned by it in the applicable table set forth on the cover page to this Statement. Mr. Patinkin directly holds a 10-year option to purchase up to 400,000 shares of Common Stock, which will vest in four equal annual installments beginning on May 18, 2026. The first and second installments have an exercise price of $20.00 per share, while the third and fourth installments have an exercise price of $30.00 per share. The Reporting Persons' holdings include 68,421.08 shares of Common Stock that may be acquired upon the conversion of Preferred Stock held by DCP Special. The Preferred Stock is convertible into shares of Common Stock at an initial conversion price of $9.50 per share (or 2.63158 shares of Common Stock for each share of Preferred Stock), subject to customary adjustments, at the option of the holder. David Capital Partners, LLC, as the investment manager and general partner of each of DCP Fund and DCP Special, may be deemed to be a beneficial owner of the shares of Common Stock disclosed as directly owned by such entities. Due to his position with David Capital Partners, LLC, Mr. Patinkin may be deemed to be a beneficial owner of the shares of Common Stock disclosed as directly owned by DCP Fund and DCP Special. David Capital Partners, LLC and Mr. Patinkin expressly disclaim such beneficial ownership except to the extent of their pecuniary interest therein. In addition, certain employees of David Capital Partners, LLC who provide consulting services to the Company hold 10-year options to purchase up to 200,000 shares of Common Stock in the aggregate, which have an exercise price of $25.00 per share and vested upon grant. Each percentage ownership of Common Stock set forth in this Statement is based on 28,946,664 shares of Common Stock reported by the Company as outstanding on May 7, 2026 in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, filed with the Securities and Exchange Commission on May 7, 2026.
(b)	Each of DCP Fund and DCP Special beneficially owns, and has the shared power to direct the voting and disposition of, the shares of Common Stock disclosed as beneficially owned by it in the applicable table set forth on the cover page to this Statement. Mr. Patinkin beneficially owns, and has sole dispositive power over, 400,000 shares of Common Stock. David Capital Partners, LLC, as the investment manager and general partner of each of DCP Fund and DCP Special, has the shared power to direct the voting and disposition of the shares of Common Stock held by such entities. Due to his position with David Capital Partners, LLC, Mr. Patinkin may be deemed to have the shared power to direct the voting and disposition of the shares of Common Stock held by DCP Fund and DCP Special.
(c)	The information set forth in Item 4 is incorporated herein by reference.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The information set forth in Item 4 is incorporated herein by reference. Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the Reporting Persons have entered into an agreement with respect to the joint filing of this Statement, which agreement is set forth on the signature page to this Statement.

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.

David Capital Partners, LLC

Signature:	/s/ Adam J. Patinkin
Name/Title:	Adam J. Patinkin, Managing Partner
Date:	05/20/2026

David Capital Partners Fund, LP

Signature:	/s/ Adam J. Patinkin
Name/Title:	Adam J. Patinkin, Managing Partner of David Capital Partners, LLC, the general partner of David Capital Partners Fund, LP
Date:	05/20/2026

David Capital Partners Special Situation Fund, LP

Signature:	/s/ Adam J. Patinkin
Name/Title:	Adam J. Patinkin, Managing Member of David Capital Partners, LLC, the general partner of David Capital Partners Special Situation Fund, LP
Date:	05/20/2026

Adam J. Patinkin

Signature:	/s/ Adam J. Patinkin
Name/Title:	Adam J. Patinkin
Date:	05/20/2026

Comments accompanying signature:

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named on the signature page of this filing agree to the joint filing on behalf of each of them of this Statement on Schedule 13D with respect to the Common Stock of the Company.

FAQ

What stake in Kingsway Corp (KFS) does Adam J. Patinkin report?

Adam J. Patinkin reports beneficial ownership of 3,015,421.08 Kingsway Corp shares, representing 10.3% of the Common Stock. This total includes shares held through David Capital funds, stock options for 400,000 shares, and shares issuable from convertible preferred stock.

How many Kingsway Corp (KFS) shares does David Capital Partners, LLC control?

David Capital Partners, LLC is deemed to beneficially own 2,615,421.08 Kingsway Corp shares, equal to 9.0% of the Common Stock. This includes 68,421.08 shares that may be issued upon converting Class D Preferred Stock at an initial $9.50 conversion price.

What board role and equity award did Adam J. Patinkin receive at Kingsway (KFS)?

Adam J. Patinkin was appointed Chairman of Kingsway’s Board on March 11, 2026 and received a 10-year option to purchase up to 400,000 shares. The option vests in four equal annual installments starting May 18, 2026, with exercise prices of $20.00 and $30.00 per share.

What stock options tied to Kingsway Corp (KFS) were granted to David Capital employees?

Certain David Capital Partners employees providing consulting services to Kingsway received 10-year options to buy up to 200,000 Kingsway shares in total. These options have a $25.00 exercise price and vested immediately on grant, aligning their compensation with Kingsway’s share performance.

How is the Kingsway Corp (KFS) ownership percentage in this filing calculated?

Each ownership percentage uses 28,946,664 Kingsway Common shares outstanding as of May 7, 2026, as reported in the company’s Form 10-Q for the quarter ended March 31, 2026. Reported percentages, including the 10.3% stake, are based on this outstanding share count.

What future actions toward Kingsway Corp (KFS) do the reporting persons contemplate?

The reporting group acquired Kingsway securities for investment and may buy or sell more shares, use hedging or short selling, and discuss strategy or governance. They may propose changes to capitalization, ownership structure, board composition, senior management, or operations, depending on future circumstances.