Welcome to our dedicated page for Kestrel Group SEC filings (Ticker: KG), 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.
Kestrel Group Ltd filings document a Bermuda specialty insurance company focused on fronting services and legacy reinsurance operations. Material-event reports furnish quarterly and annual results releases, investor presentations, Program Services fee income and premium produced, net premiums earned, book value measures, and disclosures on continuing run-off activity in legacy reinsurance portfolios.
Regulatory filings also cover corporate governance and capital-related matters, including annual meeting proposals, director elections, executive compensation, restricted share awards under the 2025 Equity Incentive Plan, employment agreement terms, and changes in the independent registered public accounting firm. Other 8-K disclosures address reinsurance contract arbitration involving a Genesis Legacy Solutions subsidiary and related reserve and coverage disclosures.
Kestrel Group Ltd approved a new performance-based restricted stock agreement and used it to grant fiscal 2026 equity awards to three senior executives. Each of Terry Ledbetter, Bradford Luke Ledbetter and Patrick Haveron received a performance award valued at $650,000, converted into 61,588 performance-based restricted shares under the 2025 Equity Incentive Plan.
The awards use a one-year performance period from January 1, 2026 to December 31, 2026, with the performance goal tied to EBITDA in the Program Services segment. Earned shares vest over three tranches: one‑third at Committee confirmation of goal achievement, then one‑third on each of the first and second anniversaries of that confirmation, subject to continued employment.
The agreement includes detailed treatment of forfeiture, death, disability, termination without cause, and Change in Control. In certain death, disability, termination without cause, or qualifying Change in Control scenarios, performance may be deemed achieved at the greater of target or actual performance, and unvested but earned shares may accelerate or continue vesting on a time-based schedule.
Kestrel Group Ltd reported a net loss of $7.4 million for the three months ended March 31, 2026, compared with a loss of $0.4 million a year earlier. Total revenues rose to $10.2 million, driven by $3.2 million of net premiums earned, $3.1 million of fee revenue and higher investment income.
The Legacy Reinsurance segment generated all net premiums earned, while the Program Services segment contributed fee revenue and underwriting profit. Kestrel remains in transition after its 2025 reverse acquisition of Maiden, forming a capital‑light, fee‑based insurance platform.
Total assets were $964.2 million and shareholders’ equity was $121.4 million as of March 31, 2026. Basic and diluted loss per share was $0.96, with 7,824,030 common shares outstanding and additional shares held as treasury by Maiden Reinsurance.
Kestrel Group Ltd reported first quarter 2026 results with total revenues of $10.2 million and a net loss from continuing operations of $7.0 million, or $0.90 per share. Including discontinued operations, net loss was $7.4 million, or $0.96 per share.
The Program Services segment generated fee revenue of $3.1 million, up 286.6% year-over-year, on premium produced of $94.2 million, a 303.6% increase. The Legacy Reinsurance segment reported an underwriting loss of $3.3 million, including $2.4 million of losses from AmTrust business and $0.9 million from Diversified business.
Investment activities contributed $3.9 million of income and foreign exchange and other gains added $2.2 million. General and administrative expenses were $11.7 million, with about $3.0 million described as annual or non-recurring for 2026. At March 31, 2026, book value per common share was $15.52, shareholders’ equity was $121.4 million, total assets were $964.2 million, and net operating loss carryforwards were $476.3 million.
Kestrel Group Ltd will hold its 2026 Annual General Meeting on June 10, 2026 in Bermuda for holders of common shares. Shareholders will vote on electing seven directors, an advisory approval of executive compensation, how often to hold future say‑on‑pay votes, and appointing Grant Thornton LLP as auditor for 2026.
The board recommends voting FOR all director nominees, FOR the compensation resolution, ONE YEAR for say‑on‑pay frequency, and FOR Grant Thornton. As of April 15, 2026 there were 9,182,352 common shares outstanding, with insiders and executives holding about 25.9%.
Kestrel Group Ltd has changed its external auditor. On April 1, 2026, the Audit Committee dismissed Ernst & Young LLP as independent registered public accounting firm. EY’s report on the year ended December 31, 2025 contained no adverse or modified opinions, and there were no disagreements or reportable events.
The Audit Committee approved the appointment of Grant Thornton LLP as auditor for the fiscal year ending December 31, 2026. EY provided a letter to the SEC dated April 6, 2026 confirming its agreement with the company’s description of the auditor change.
Kestrel Group Ltd’s major insider holders have updated their ownership disclosure. Terry Lee Ledbetter, his spouse Reta Laurie Ledbetter, and their 2000 Revocable Trust jointly report beneficial ownership of Kestrel common shares after a restructuring of their holdings.
On March 9, 2026, Kestrel Intermediate Ledbetter Holdings LLC made a pro-rata in‑kind distribution of 1,811,764 common shares, after which it no longer owns any Kestrel shares. The Ledbetter 2000 Revocable Trust received 905,882 shares, and related family trusts received the remainder and now file separately. Terry Ledbetter beneficially owns 1,038,921 shares, or 13.1% of the class, including restricted stock. The trust and Reta Ledbetter each report 905,882 shares, or 11.6% of the class.
On March 18, 2026, Terry Ledbetter received 145,788 restricted common shares in two awards with multi‑year vesting schedules, and 12,749 shares were withheld to cover taxes upon the vesting of 32,398 restricted shares.
Kestrel Group Ltd insider Bradford Luke Ledbetter and related trusts have updated their ownership reporting in this Amendment No. 1 to Schedule 13D. Ledbetter now beneficially owns 1,038,921 common shares, representing 13.1% of the class, through direct holdings and two Texas trusts.
A pro-rata in-kind distribution on March 9, 2026 moved 1,811,764 common shares out of Kestrel Intermediate Ledbetter Holdings LLC, so that entity no longer owns any shares or has Schedule 13D reporting duties. Each of the Bradford Luke Ledbetter 2006 Grantor Trust No. 2 and the Shari Ann Ledbetter Irrevocable 2019 Trust holds 452,941 shares, or 5.8% of the class.
On March 18, 2026, Ledbetter received 145,788 restricted common shares in two awards with multi-year vesting schedules, while 12,749 shares were withheld to cover taxes on 32,398 vested restricted shares. Beneficial ownership percentages are based on 7,811,252 shares outstanding as of March 20, 2026 plus 113,390 restricted shares deemed outstanding for Ledbetter.
Kestrel Group Ltd President and CFO Patrick J. Haveron reported equity compensation activity and related tax withholding in common shares. On March 18, 2026, he received two restricted share awards totaling 145,788 common shares at no cash cost, subject to multi‑year vesting and forfeiture conditions.
On March 14 and 18, 2026, the issuer withheld a total of 19,473 common shares valued at $10.48 and $9.96 per share to satisfy tax obligations tied to vesting events from restricted share awards. The footnotes state these are not open‑market sales. After these transactions, Haveron directly owns 270,214 common shares.
Kestrel Group Ltd director and Chief Executive Officer Bradford Luke Ledbetter reported equity compensation and related tax withholding in common shares. On March 18, 2026, he received two restricted share awards totaling 145,788 common shares, granted at a price of $0.00 per share. One award of 97,192 shares vests in three substantially equal installments, with the first installment vested on the grant date and the remaining installments on the first two anniversaries. The second award of 48,596 shares vests in substantially equal installments on the first three anniversaries of the grant date.
On the same date, 12,749 common shares were withheld at $9.96 per share to satisfy tax withholding obligations from an RSA vesting and settlement event, which is explicitly described as not an open‑market sale. Following these transactions, Ledbetter directly holds 133,039 common shares. Indirectly, 452,941 common shares are held through two trusts for which he serves as trustee: the Bradford Luke Ledbetter 2006 Grantor Trust No. 2 and the Shari Ann Ledbetter Irrevocable 2019 Trust.
Kestrel Group Ltd Executive Chairman Terry Lee Ledbetter reported compensation-related share activity involving restricted share awards and tax withholding. On 2026-03-18, he received 97,192 Common Shares under a restricted share award that vests in three installments, with the first installment on the grant date and the remaining installments on the first two anniversaries.
He was also granted an additional 48,596 Common Shares under a separate restricted share award that vests in substantially equal installments on the first three anniversaries of the grant date. On the same date, 12,749 Common Shares were returned to the issuer at $9.96 per share to satisfy tax withholding obligations arising from a vesting and settlement event; this was explicitly not an open market sale.
Following these transactions, Ledbetter held 133,039 Common Shares directly and an additional 905,882 Common Shares indirectly through the Terry Lee Ledbetter and Reta Laurie Ledbetter 2000 Revocable Trust, where he serves as co-trustee.