[10-Q] Kingstone Companies, Inc. Quarterly Earnings Report
Filing Impact
Filing Sentiment
Form Type
10-Q
Rhea-AI Filing Summary
Kingstone Companies, Inc. (KINS) reported growing underwriting scale and strengthening liquidity while managing catastrophe risk and reserving challenges. Net premiums earned rose $30,614,000 (51.8%) to $89,738,000 for the six months ended June 30, 2025, driven by quota-share adjustments and market opportunity. Net investment income increased to $4,349,000 and cash and invested assets totaled $273,550,000. Net losses and LAE were $45,102,000, with a net loss ratio improving to 50.3% from 54.3% a year earlier. The company reduced quota-share cessions from 27% to 16% in 2025 and secured a $125,000,000 multi-year catastrophe bond priced at 4.5% covering July 1, 2025 through June 30, 2029. Management disclosed a 5-year plan targeting $500 million direct written premium and on July 22, 2025 declared a $0.05 quarterly dividend.
Kingstone Companies, Inc. (KINS) ha riportato un aumento della capacità di sottoscrizione e un rafforzamento della liquidità, gestendo al contempo il rischio catastrofale e le sfide di riserva. I premi netti guadagnati sono cresciuti di 30.614.000 dollari (51,8%), raggiungendo 89.738.000 dollari per i sei mesi chiusi il 30 giugno 2025, trainati da aggiustamenti nelle quote di riassicurazione e da opportunità di mercato. Il reddito netto da investimenti è salito a 4.349.000 dollari e la liquidità più gli investimenti ammontano a 273.550.000 dollari. Le perdite nette e le spese per le liquidazioni (LAE) sono state pari a 45.102.000 dollari, con un rapporto di perdita netto migliorato al 50,3% rispetto al 54,3% dell’anno precedente. La società ha ridotto le cessioni in quota dal 27% al 16% nel 2025 e ha ottenuto un catastrophe bond pluriennale da 125.000.000 di dollari con un rendimento del 4,5%, valido dal 1º luglio 2025 al 30 giugno 2029. La direzione ha presentato un piano quinquennale che punta a 500 milioni di premi diretti sottoscritti e, il 22 luglio 2025, ha dichiarato un dividendo trimestrale di 0,05 dollari.
Kingstone Companies, Inc. (KINS) informó un aumento en la escala de suscripción y un fortalecimiento de la liquidez, mientras gestionaba el riesgo por catástrofes y los desafíos de reservas. Las primas netas devengadas aumentaron 30.614.000 dólares (51,8%) hasta 89.738.000 dólares en los seis meses terminados el 30 de junio de 2025, impulsadas por ajustes en las cesiones por cuota y oportunidades de mercado. Los ingresos netos por inversiones subieron a 4.349.000 dólares y el efectivo y los activos invertidos sumaron 273.550.000 dólares. Las pérdidas netas y los gastos por liquidación (LAE) fueron 45.102.000 dólares, con un ratio de pérdidas netas que mejoró al 50,3% desde el 54,3% del año anterior. La compañía redujo las cesiones por cuota del 27% al 16% en 2025 y emitió un bono catastrófico multianual de 125.000.000 dólares con una tasa del 4,5%, vigente del 1 de julio de 2025 al 30 de junio de 2029. La dirección presentó un plan a cinco años con objetivo de 500 millones en primas directas suscritas y, el 22 de julio de 2025, declaró un dividendo trimestral de 0,05 dólares.
Kingstone Companies, Inc.(KINS)는 보험 인수 규모 확대와 유동성 강화는 이루면서 재해 위험과 준비금 문제를 관리했다고 보고했습니다. 2025년 6월 30일로 종료된 6개월 동안 순보험료수익은 30,614,000달러(51.8%) 증가한 89,738,000달러를 기록했으며, 이는 쿼터셰어 조정과 시장 기회에 따른 것입니다. 순투자수익은 4,349,000달러로 증가했고 현금 및 투자자산은 총 273,550,000달러였습니다. 순손실 및 손해조정비(LAE)는 45,102,000달러였고 순손실비율은 전년의 54.3%에서 개선되어 50.3%를 기록했습니다. 회사는 2025년에 쿼터셰어 출재 비율을 27%에서 16%로 줄였으며, 2025년 7월 1일부터 2029년 6월 30일까지 적용되는 연이율 4.5%의 1억2500만달러 규모 다년 재해채권(catastrophe bond)을 확보했습니다. 경영진은 5년 계획으로 직접 인수 보험료 5억달러 목표를 제시했으며, 2025년 7월 22일 분기 배당금 0.05달러를 선언했습니다.
Kingstone Companies, Inc. (KINS) a annoncé une augmentation de son volume de souscription et un renforcement de sa liquidité, tout en gérant les risques de catastrophe et les défis de provisionnement. Les primes nettes acquises ont augmenté de 30 614 000 dollars (51,8%) pour atteindre 89 738 000 dollars au cours des six mois clos le 30 juin 2025, stimulées par des ajustements de quote-part et des opportunités de marché. Les revenus nets d'investissement ont progressé à 4 349 000 dollars et la trésorerie et les actifs investis s'élèvent à 273 550 000 dollars. Les pertes nettes et les frais de règlement (LAE) se sont élevés à 45 102 000 dollars, le ratio net de sinistralité s'étant amélioré à 50,3% contre 54,3% un an plus tôt. La société a réduit les cessions en quote-part de 27% à 16% en 2025 et a placé une obligation catastrophe pluriannuelle de 125 000 000 dollars au taux de 4,5%, couvrant la période du 1er juillet 2025 au 30 juin 2029. La direction a présenté un plan sur cinq ans visant 500 millions de dollars de primes directes souscrites et, le 22 juillet 2025, a déclaré un dividende trimestriel de 0,05 dollar.
Kingstone Companies, Inc. (KINS) meldete ein wachsendes Underwriting-Volumen und eine gestärkte Liquidität, während das Unternehmen Katastrophenrisiken und Reservierungsherausforderungen managt. Die verdienten Netto-Prämien stiegen um 30.614.000 USD (51,8%) auf 89.738.000 USD für die sechs Monate zum 30. Juni 2025, angetrieben von Quotenanteilsanpassungen und Marktchancen. Das Nettoanlageergebnis erhöhte sich auf 4.349.000 USD und Barmittel sowie investierte Vermögenswerte beliefen sich auf 273.550.000 USD. Nettoverluste und Schadenabwicklungskosten (LAE) lagen bei 45.102.000 USD, wobei die Netto-Schadenquote sich von 54,3% auf 50,3% verbesserte. Das Unternehmen reduzierte im Jahr 2025 die Quotenabgaben von 27% auf 16% und platzierte eine mehrjährige Katastrophenanleihe über 125.000.000 USD zu 4,5%, die den Zeitraum 1. Juli 2025 bis 30. Juni 2029 abdeckt. Das Management legte einen Fünfjahresplan mit dem Ziel von 500 Millionen USD direkt gezeichneten Prämien vor und erklärte am 22. Juli 2025 eine Quartalsdividende von 0,05 USD.
Positive
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Negative
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Insights
TL;DR: Premium growth and a $125M catastrophe bond materially strengthen capacity and earnings potential, though underwriting and reinsurance shifts require monitoring.
Net premiums earned grew 51.8% year-over-year to $89.7M, with net investment income up 33.1% to $4.35M and cash and invested assets rising to $273.6M, supporting balance sheet flexibility. The issuance of a $125M Series 2025-1 catastrophe bond priced at 4.5% provides multi-year, collateralized reinsurance protection and reduces near-term catastrophe funding volatility. Management reduced quota-share cession from 27% to 16%, increasing net retention and upside but raising exposure to large losses. The announced $500M direct written premium goal signals an aggressive growth target that will require disciplined underwriting execution and capital deployment.
TL;DR: Reserving methodology is conventional, but absolute loss and LAE rose and high New York concentration intensify tail and catastrophe risk.
The company employs standard actuarial methods (paid/incurred development, Bornhuetter-Ferguson, frequency/severity and claim-based methods) and states carried reserves reflect management and actuarial best estimates. Net loss and LAE increased to $45.1M for six months, although the net loss ratio improved to 50.3% from 54.3%. KICO remains highly concentrated in New York (97.9% of direct written premiums), which magnifies geographic catastrophe exposure despite the new catastrophe reinsurance structure and the $125M cat bond. Changes in reinsurance retentions and treaty terms (retention increases noted) will materially affect volatility and solvency metrics under large events.
Kingstone Companies, Inc. (KINS) ha riportato un aumento della capacità di sottoscrizione e un rafforzamento della liquidità, gestendo al contempo il rischio catastrofale e le sfide di riserva. I premi netti guadagnati sono cresciuti di 30.614.000 dollari (51,8%), raggiungendo 89.738.000 dollari per i sei mesi chiusi il 30 giugno 2025, trainati da aggiustamenti nelle quote di riassicurazione e da opportunità di mercato. Il reddito netto da investimenti è salito a 4.349.000 dollari e la liquidità più gli investimenti ammontano a 273.550.000 dollari. Le perdite nette e le spese per le liquidazioni (LAE) sono state pari a 45.102.000 dollari, con un rapporto di perdita netto migliorato al 50,3% rispetto al 54,3% dell’anno precedente. La società ha ridotto le cessioni in quota dal 27% al 16% nel 2025 e ha ottenuto un catastrophe bond pluriennale da 125.000.000 di dollari con un rendimento del 4,5%, valido dal 1º luglio 2025 al 30 giugno 2029. La direzione ha presentato un piano quinquennale che punta a 500 milioni di premi diretti sottoscritti e, il 22 luglio 2025, ha dichiarato un dividendo trimestrale di 0,05 dollari.
Kingstone Companies, Inc. (KINS) informó un aumento en la escala de suscripción y un fortalecimiento de la liquidez, mientras gestionaba el riesgo por catástrofes y los desafíos de reservas. Las primas netas devengadas aumentaron 30.614.000 dólares (51,8%) hasta 89.738.000 dólares en los seis meses terminados el 30 de junio de 2025, impulsadas por ajustes en las cesiones por cuota y oportunidades de mercado. Los ingresos netos por inversiones subieron a 4.349.000 dólares y el efectivo y los activos invertidos sumaron 273.550.000 dólares. Las pérdidas netas y los gastos por liquidación (LAE) fueron 45.102.000 dólares, con un ratio de pérdidas netas que mejoró al 50,3% desde el 54,3% del año anterior. La compañía redujo las cesiones por cuota del 27% al 16% en 2025 y emitió un bono catastrófico multianual de 125.000.000 dólares con una tasa del 4,5%, vigente del 1 de julio de 2025 al 30 de junio de 2029. La dirección presentó un plan a cinco años con objetivo de 500 millones en primas directas suscritas y, el 22 de julio de 2025, declaró un dividendo trimestral de 0,05 dólares.
Kingstone Companies, Inc.(KINS)는 보험 인수 규모 확대와 유동성 강화는 이루면서 재해 위험과 준비금 문제를 관리했다고 보고했습니다. 2025년 6월 30일로 종료된 6개월 동안 순보험료수익은 30,614,000달러(51.8%) 증가한 89,738,000달러를 기록했으며, 이는 쿼터셰어 조정과 시장 기회에 따른 것입니다. 순투자수익은 4,349,000달러로 증가했고 현금 및 투자자산은 총 273,550,000달러였습니다. 순손실 및 손해조정비(LAE)는 45,102,000달러였고 순손실비율은 전년의 54.3%에서 개선되어 50.3%를 기록했습니다. 회사는 2025년에 쿼터셰어 출재 비율을 27%에서 16%로 줄였으며, 2025년 7월 1일부터 2029년 6월 30일까지 적용되는 연이율 4.5%의 1억2500만달러 규모 다년 재해채권(catastrophe bond)을 확보했습니다. 경영진은 5년 계획으로 직접 인수 보험료 5억달러 목표를 제시했으며, 2025년 7월 22일 분기 배당금 0.05달러를 선언했습니다.
Kingstone Companies, Inc. (KINS) a annoncé une augmentation de son volume de souscription et un renforcement de sa liquidité, tout en gérant les risques de catastrophe et les défis de provisionnement. Les primes nettes acquises ont augmenté de 30 614 000 dollars (51,8%) pour atteindre 89 738 000 dollars au cours des six mois clos le 30 juin 2025, stimulées par des ajustements de quote-part et des opportunités de marché. Les revenus nets d'investissement ont progressé à 4 349 000 dollars et la trésorerie et les actifs investis s'élèvent à 273 550 000 dollars. Les pertes nettes et les frais de règlement (LAE) se sont élevés à 45 102 000 dollars, le ratio net de sinistralité s'étant amélioré à 50,3% contre 54,3% un an plus tôt. La société a réduit les cessions en quote-part de 27% à 16% en 2025 et a placé une obligation catastrophe pluriannuelle de 125 000 000 dollars au taux de 4,5%, couvrant la période du 1er juillet 2025 au 30 juin 2029. La direction a présenté un plan sur cinq ans visant 500 millions de dollars de primes directes souscrites et, le 22 juillet 2025, a déclaré un dividende trimestriel de 0,05 dollar.
Kingstone Companies, Inc. (KINS) meldete ein wachsendes Underwriting-Volumen und eine gestärkte Liquidität, während das Unternehmen Katastrophenrisiken und Reservierungsherausforderungen managt. Die verdienten Netto-Prämien stiegen um 30.614.000 USD (51,8%) auf 89.738.000 USD für die sechs Monate zum 30. Juni 2025, angetrieben von Quotenanteilsanpassungen und Marktchancen. Das Nettoanlageergebnis erhöhte sich auf 4.349.000 USD und Barmittel sowie investierte Vermögenswerte beliefen sich auf 273.550.000 USD. Nettoverluste und Schadenabwicklungskosten (LAE) lagen bei 45.102.000 USD, wobei die Netto-Schadenquote sich von 54,3% auf 50,3% verbesserte. Das Unternehmen reduzierte im Jahr 2025 die Quotenabgaben von 27% auf 16% und platzierte eine mehrjährige Katastrophenanleihe über 125.000.000 USD zu 4,5%, die den Zeitraum 1. Juli 2025 bis 30. Juni 2029 abdeckt. Das Management legte einen Fünfjahresplan mit dem Ziel von 500 Millionen USD direkt gezeichneten Prämien vor und erklärte am 22. Juli 2025 eine Quartalsdividende von 0,05 USD.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
For the quarterly period ended June 30, 2025
OR
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
For the transition period from _________to _________
Commission File Number 0-1665
| (Exact name of registrant as specified in its charter) | ||
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification Number) | |||||||
(Address of principal executive offices)
(845 ) 802-7900
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | o | Accelerated filer | o | ||||||||
| x | Smaller reporting company | ||||||||||
| Emerging growth company | |||||||||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
As of August 11, 2025, there were 14,140,604 shares of the registrant’s common stock outstanding.
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KINGSTONE COMPANIES, INC.
INDEX
| PAGE | ||||||||||||||
PART I — FINANCIAL INFORMATION | 4 | |||||||||||||
Item 1 — | Financial Statements | 4 | ||||||||||||
Condensed Consolidated Balance Sheets at June 30, 2025 (Unaudited) and December 31, 2024 | 5 | |||||||||||||
Condensed Consolidated Statements of Income and Comprehensive Income (Unaudited) for the three months and six months ended June 30, 2025 and 2024 | 6 | |||||||||||||
Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) for the three months and six months ended June 30, 2025 and 2024 | 9 | |||||||||||||
Condensed Consolidated Statements of Cash Flows (Unaudited) for the six months ended June 30, 2025 and 2024 | 11 | |||||||||||||
Notes to Condensed Consolidated Financial Statements (Unaudited) | 12 | |||||||||||||
Item 2 — | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 50 | ||||||||||||
Item 3 — | Quantitative and Qualitative Disclosures About Market Risk | 95 | ||||||||||||
Item 4 — | Controls and Procedures | 95 | ||||||||||||
PART II — OTHER INFORMATION | 97 | |||||||||||||
Item 1 — | Legal Proceedings | 97 | ||||||||||||
Item 1A — | Risk Factors | 97 | ||||||||||||
Item 2 — | Unregistered Sales of Equity Securities and Use of Proceeds | 97 | ||||||||||||
Item 3 — | Defaults Upon Senior Securities | 97 | ||||||||||||
Item 4 — | Mine Safety Disclosures | 97 | ||||||||||||
Item 5 — | Other Information | 97 | ||||||||||||
Item 6 — | Exhibits | 98 | ||||||||||||
Signatures | 99 | |||||||||||||
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Forward-Looking Statements
This Quarterly Report contains forward‑looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The events described in forward‑looking statements contained in this Quarterly Report may not occur. Generally, these statements relate to business plans or strategies, projected or anticipated results or other consequences of our plans or strategies, projected or anticipated results from acquisitions to be made by us, or projections involving anticipated revenues, earnings, costs or other aspects of our operating results. The words “may,” “will,” “expect,” “believe,” “anticipate,” “project,” “plan,” “intend,” “estimate,” and “continue,” and their opposites and similar expressions are intended to identify forward‑looking statements. We caution you that these statements are not guarantees of future performance or events and are subject to a number of uncertainties, risks and other influences, many of which are beyond our control, which may influence the accuracy of the statements and the projections upon which the statements are based. Factors which may cause actual results and outcomes to differ materially from those contained in the forward-looking statements include, but are not limited to the risks and uncertainties discussed in Part I, Item 1A (“Risk Factors”) of our Annual Report on Form 10-K for the year ended December 31, 2024, Part I, Item 2 of this Quarterly Report and Part II, Item 1A of this Quarterly Report.
Any one or more of these uncertainties, risks and other influences could materially affect our results of operations and whether forward‑looking statements made by us ultimately prove to be accurate. Our actual results, performance and achievements could differ materially from those expressed or implied in these forward‑looking statements. We undertake no obligation to publicly update or revise any forward‑looking statements, whether from new information, future events or otherwise except as required by law.
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements.
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| KINGSTONE COMPANIES, INC. AND SUBSIDIARIES | |||||||||||
| Condensed Consolidated Balance Sheets | |||||||||||
| June 30, 2025 | December 31, 2024 | ||||||||||
(unaudited) | |||||||||||
| Assets | |||||||||||
Fixed-maturity securities, held-to-maturity, at amortized cost (fair value of $ | $ | $ | |||||||||
Fixed-maturity securities, available-for-sale, at fair value (amortized cost of $ | |||||||||||
Equity securities, at fair value (cost of $ | |||||||||||
| Other investments | |||||||||||
| Total investments | |||||||||||
| Cash and cash equivalents | |||||||||||
Premiums receivable, net of allowance for credit losses of $ | |||||||||||
| Reinsurance receivables, net | |||||||||||
| Prepaid reinsurance | |||||||||||
| Deferred policy acquisition costs | |||||||||||
| Intangible assets | |||||||||||
| Property and equipment, net | |||||||||||
| Deferred income taxes, net | |||||||||||
| Other assets | |||||||||||
| Total assets | $ | $ | |||||||||
| Liabilities | |||||||||||
| Loss and loss adjustment expense reserves | $ | $ | |||||||||
| Unearned premiums | |||||||||||
| Advance premiums | |||||||||||
| Reinsurance balances payable | |||||||||||
| Deferred ceding commission revenue | |||||||||||
| Accounts payable, accrued expenses and other liabilities | |||||||||||
| Income taxes payable | |||||||||||
Debt, net (current $ | |||||||||||
| Total liabilities | |||||||||||
| Commitments and Contingencies (Note 11) | |||||||||||
| Stockholders' Equity | |||||||||||
Preferred stock, $ | |||||||||||
Common stock, $ | |||||||||||
| Capital in excess of par | |||||||||||
| Accumulated other comprehensive loss | ( | ( | |||||||||
| Retained earnings (accumulated deficit) | ( | ||||||||||
Stockholders' Equity before treasury stock | |||||||||||
Treasury stock, at cost, | ( | ( | |||||||||
| Total stockholders' equity | |||||||||||
| Total liabilities and stockholders' equity | $ | $ | |||||||||
See accompanying notes to condensed consolidated financial statements.
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KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Income and Comprehensive Income (Unaudited)
| For the Three Months Ended June 30, | For the Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Revenues | |||||||||||||||||||||||
| Net premiums earned | $ | $ | $ | $ | |||||||||||||||||||
| Ceding commission revenue | |||||||||||||||||||||||
| Net investment income | |||||||||||||||||||||||
| Net gains (losses) on investments | ( | ||||||||||||||||||||||
| Realized gain on sale of real estate | |||||||||||||||||||||||
| Other income | |||||||||||||||||||||||
| Total revenues | |||||||||||||||||||||||
| Expenses | |||||||||||||||||||||||
| Loss and loss adjustment expenses | |||||||||||||||||||||||
| Commission expense | |||||||||||||||||||||||
| Other underwriting expenses | |||||||||||||||||||||||
| Other operating expenses | |||||||||||||||||||||||
| Depreciation and amortization | |||||||||||||||||||||||
| Interest expense | |||||||||||||||||||||||
| Total expenses | |||||||||||||||||||||||
| Income from operations before taxes | |||||||||||||||||||||||
| Income tax expense | |||||||||||||||||||||||
| Net income | |||||||||||||||||||||||
| Other comprehensive income (loss), net of tax | |||||||||||||||||||||||
| Gross decrease (increase) in unrealized losses on available-for-sale-securities | ( | ||||||||||||||||||||||
| Reclassification adjustment for realized losses included in net income | |||||||||||||||||||||||
| Net decrease (increase) in unrealized losses | ( | ||||||||||||||||||||||
| Income tax (expense) benefit related to items of other comprehensive income (loss) | ( | ( | ( | ||||||||||||||||||||
| Other comprehensive income (loss), net of tax | ( | ||||||||||||||||||||||
| Comprehensive income | $ | $ | $ | $ | |||||||||||||||||||
| Earnings per common share: | |||||||||||||||||||||||
| Basic | $ | $ | $ | $ | |||||||||||||||||||
| Diluted | $ | $ | $ | $ | |||||||||||||||||||
| Weighted average common shares outstanding | |||||||||||||||||||||||
| Basic | |||||||||||||||||||||||
| Diluted | |||||||||||||||||||||||
| See accompanying notes to condensed consolidated financial statements. | ||
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KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
| Condensed Consolidated Statements of Stockholders' Equity (Unaudited) | ||
| Three months ended June 30, 2025 | ||
| Preferred Stock | Common Stock | Capital in Excess of Par | Accumulated Other Comprehensive Loss | (Accumulated Deficit) Retained Earnings | Treasury Stock | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance, April 1, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Vesting of restricted stock awards | - | - | ( | - | - | - | - | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares deducted from restricted stock awards for payment of withholding taxes | - | - | ( | ( | ( | - | - | - | - | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Exercise of stock options | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Offering costs on previously issued common stock | - | - | - | - | ( | - | - | - | - | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Exercise of warrants | - | - | ( | - | - | - | - | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Decrease in unrealized losses on available-for-sale securities, net of tax | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance, June 30, 2025 | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||
| See accompanying notes to condensed consolidated financial statements. | ||
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KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
| Condensed Consolidated Statements of Stockholders' Equity (Unaudited) | ||
| Three months ended June 30, 2024 | ||
| Preferred Stock | Common Stock | Capital in Excess of Par | Accumulated Other Comprehensive Loss | Accumulated Deficit | Treasury Stock | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance, April 1, 2024 | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Vesting of restricted stock awards | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares deducted from restricted stock awards for payment of withholding taxes | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Issuance of common stock, net of offering costs of $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Decrease in unrealized losses on available-for-sale securities, net of tax | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance, June 30, 2024 | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||
| See accompanying notes to condensed consolidated financial statements. | ||
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KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
| Condensed Consolidated Statements of Stockholders' Equity (Unaudited) | ||
| Six months ended June 30, 2025 | ||
| Preferred Stock | Common Stock | Capital in Excess of Par | Accumulated Other Comprehensive Loss | (Accumulated Deficit) Retained Earnings | Treasury Stock | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance, January 1, 2025 | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Vesting of restricted stock awards | - | - | ( | - | - | - | - | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares deducted from restricted stock awards for payment of withholding taxes | - | - | ( | ( | ( | - | - | - | - | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Exercise of stock options | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares deducted from exercise of stock options for payment of withholding taxes | - | - | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Issuance of common stock, net of offering costs of $ | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Exercise of warrants | - | - | ( | - | - | - | - | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Decrease in unrealized losses on available-for-sale securities, net of tax | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance, June 30, 2025 | $ | $ | $ | $ | ( | $ | $ | ( | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||
| See accompanying notes to condensed consolidated financial statements. | ||
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KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
| Condensed Consolidated Statements of Stockholders' Equity (Unaudited) | ||
| Six months ended June 30, 2024 | ||
| Preferred Stock | Common Stock | Capital in Excess of Par | Accumulated Other Comprehensive Loss | Accumulated Deficit | Treasury Stock | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance, January 1, 2024 | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Vesting of restricted stock awards | - | - | ( | - | - | - | - | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Shares deducted from restricted stock awards for payment of withholding taxes | - | - | ( | ( | ( | - | - | - | - | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
Issuance of common stock, net of offering costs of $ | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Increase in unrealized losses on available-for-sale securities, net of tax | - | - | - | - | - | ( | - | - | - | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Balance, June 30, 2024 | $ | $ | $ | $ | ( | $ | ( | $ | ( | $ | |||||||||||||||||||||||||||||||||||||||||||||||||
| See accompanying notes to condensed consolidated financial statements. | ||
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| KINGSTONE COMPANIES, INC. AND SUBSIDIARIES | ||||||||||||||
| Condensed Consolidated Statements of Cash Flows (Unaudited) | ||||||||||||||
| Six months ended June 30, 2025 | 2025 | 2024 | ||||||||||||
| Cash flows from operating activities: | ||||||||||||||
| Net income | $ | $ | ||||||||||||
| Adjustments to reconcile net income to net cash flows provided by operating activities: | ||||||||||||||
| Net realized losses on investments | ||||||||||||||
| Net unrealized losses (gains) on equity investments | ( | |||||||||||||
| Net unrealized gains on other investments | ( | ( | ||||||||||||
| Gain on sale of real estate | ( | |||||||||||||
| Depreciation and amortization | ||||||||||||||
| Credit losses | ||||||||||||||
| Accretion of bond discount, net | ( | ( | ||||||||||||
| Amortization of discount and issuance costs on debt | ||||||||||||||
| Loss on extinguishment of debt | ||||||||||||||
| Stock-based compensation | ||||||||||||||
| Deferred income tax (benefit) expense | ( | |||||||||||||
| Decrease (increase) in operating assets: | ||||||||||||||
| Premiums receivable, net | ( | |||||||||||||
| Reinsurance receivables, net | ||||||||||||||
| Prepaid reinsurance | ( | |||||||||||||
| Deferred policy acquisition costs | ||||||||||||||
| Other assets | ||||||||||||||
| Increase (decrease) in operating liabilities: | ||||||||||||||
| Loss and loss adjustment expense reserves | ( | |||||||||||||
| Unearned premiums | ( | |||||||||||||
| Advance premiums | ||||||||||||||
| Reinsurance balances payable | ( | ( | ||||||||||||
| Deferred ceding commission revenue | ( | ( | ||||||||||||
| Accounts payable, accrued expenses and other liabilities | ||||||||||||||
| Net cash flows provided by operating activities | ||||||||||||||
| Cash flows from investing activities: | ||||||||||||||
| Purchase - fixed-maturity securities available-for-sale | ( | ( | ||||||||||||
| Sale and maturity - fixed-maturity securities available-for-sale | ||||||||||||||
| Purchase - equity securities | ( | |||||||||||||
| Sale - equity securities | ||||||||||||||
| Proceeds from sale of real estate | ||||||||||||||
| Acquisition of property and equipment | ( | ( | ||||||||||||
| Net cash flows used in investing activities | ( | ( | ||||||||||||
| Cash flows from financing activities: | ||||||||||||||
| Principal payments on equipment financing | ( | ( | ||||||||||||
| Principal payment on 2024 Notes | ( | |||||||||||||
| Proceeds from exercise of stock options | ||||||||||||||
| Withholding taxes paid on net exercise of stock options | ( | |||||||||||||
| Withholding taxes paid on vested restricted stock awards | ( | ( | ||||||||||||
| Net proceeds from issuance of common stock | ||||||||||||||
| Net cash flows provided by (used in) financing activities | ( | |||||||||||||
| Increase in cash and cash equivalents | $ | $ | ||||||||||||
| Cash and cash equivalents, beginning of period | ||||||||||||||
| Cash and cash equivalents, end of period | $ | $ | ||||||||||||
| Supplemental disclosures of cash flow information: | ||||||||||||||
| Cash paid for income taxes | $ | $ | ||||||||||||
| Cash paid for interest | $ | $ | ||||||||||||
| Supplemental schedule of non-cash investing and financing activities: | ||||||||||||||
| Other comprehensive income (loss), net of tax | $ | $ | ( | |||||||||||
| See accompanying notes to condensed consolidated financial statements. | ||
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KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Nature of Business and Basis of Presentation
Kingstone Companies, Inc. (referred to herein as "Kingstone" or the “Company” or, on a standalone basis for the parent company only, the “Holding Company”), operates through its wholly-owned subsidiary, Kingstone Insurance Company (“KICO”). KICO is a New York domiciled carrier writing business through retail and wholesale agents and brokers. KICO is actively writing personal lines and commercial auto insurance in New York, and in 2024 was the 12th largest writer of homeowners insurance in New York. KICO is also licensed in the states of New Jersey, Rhode Island, Massachusetts, Connecticut, Pennsylvania, New Hampshire, and Maine. For the three months ended June 30, 2025 and 2024, 97.9 % and 95.9 %, respectively, of KICO’s direct written premiums came from the New York policies. For the six months ended June 30, 2025 and 2024, 98.1 % and 95.2 %, respectively, of KICO’s direct written premiums came from the New York policies. Kingstone, through its wholly-owned subsidiary, Cosi Agency, Inc. (“Cosi”), a multi-state licensed general agency, receives commission revenue from KICO for the policies it places with others and pays commissions to these agencies.
Note 2 – Accounting Policies
Basis of Presentation
See Note 2 to the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 for further information.
Principles of Consolidation
The condensed consolidated financial statements include the accounts of Kingstone and its wholly-owned subsidiaries: (1) KICO and its wholly-owned subsidiaries, CMIC Properties, Inc. (“Properties”) and 15 Joys Lane, LLC (“15 Joys Lane”), which together, until March 2025, owned the land and building from which KICO operated (see Note 14 - Sale of Real Estate), and (2) Cosi. All significant inter-company account balances and transactions have been eliminated in consolidation.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates and assumptions, and includes the reserves for losses and loss adjustment expense (“LAE”), which are subject to estimation errors due to the inherent uncertainty in projecting ultimate claim amounts that will be reported and settled over a period of many years. In addition, estimates and assumptions associated with loss and LAE recoverable under reinsurance contracts and other receivables or payable under reinsurance contracts related to contingent ceding commission revenue require judgments by management. On an ongoing basis,
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Accounting Changes
In December 2023, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") No. 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”), which requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. The standard is intended to benefit investors by providing more detailed income tax disclosures that would be useful in making capital allocation decisions. The guidance is effective for the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. The Company is currently evaluating the effect the updated guidance will have on its financial statement disclosures.
Recent Accounting Pronouncements
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses ("ASU 2024-03"). ASU 2024-03 requires disaggregated disclosure of income statement expenses. ASU 2024-03 does not change the expense captions currently presented on the income statement; rather it requires disaggregation of certain expense captions into specified categories in disclosures within the footnotes to the financial statements. ASU 2024-03 is effective for annual reporting periods, as amended by ASU 2025-01, beginning after December 15, 2026, and interim reporting periods within fiscal years beginning after December 15, 2027. ASU 2024-03 can be applied on a prospective basis; however, retrospective application is permitted. Early adoption is permitted. The Company is currently evaluating the effect the updated guidance will have on its financial statement disclosures.
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Note 3 - Investments
Fixed-Maturity Securities
The amortized cost, estimated fair value, and gross unrealized gains and losses on investments in fixed-maturity securities classified as available-for-sale for which an allowance for credit losses has not been recorded, as of June 30, 2025 and December 31, 2024 are summarized as follows:
| June 30, 2025 | ||||||||||||||||||||||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | Net Unrealized Losses | ||||||||||||||||||||||||||||||||||
| Category | Less than 12 Months | More than 12 Months | ||||||||||||||||||||||||||||||||||||
| Fixed-Maturity Securities: | ||||||||||||||||||||||||||||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | $ | $ | ( | $ | $ | $ | ( | ||||||||||||||||||||||||||||||
Political subdivisions of States, Territories and Possessions (1) | ( | ( | ||||||||||||||||||||||||||||||||||||
Corporate and other bonds industrial and miscellaneous (1) | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Residential mortgage and other asset backed securities (1) (2) | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Total fixed-maturity securities | $ | $ | $ | ( | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
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| December 31, 2024 | ||||||||||||||||||||||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | Net Unrealized Losses | ||||||||||||||||||||||||||||||||||
| Category | Less than 12 Months | More than 12 Months | ||||||||||||||||||||||||||||||||||||
| Fixed-Maturity Securities: | ||||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies (1) | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions (1) | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Corporate and other bonds industrial and miscellaneous (1) | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Residential mortgage and other asset backed securities (1) (2) | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Total fixed-maturity securities | $ | $ | $ | ( | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
(1)In October 2022, KICO placed certain U.S. Treasury securities to fulfill the required collateral for a sale-leaseback transaction in a designated custodian account (see Note 7 – Debt - “Equipment Financing”). As of December 31, 2024 KICO had sold its U.S. Treasury securities and replaced a portion of its other fixed-maturity securities in the designated custodian account. As of June 30, 2025 and December 31, 2024, the amount of required collateral was approximately $4,462,000 and $5,308,000 , respectively. As of June 30, 2025 and December 31, 2024, the estimated fair value of the eligible collateral was approximately $4,462,000 and $5,308,000 , respectively.
(2)KICO has placed certain residential mortgage backed securities as eligible collateral in a designated custodian account related to its membership in the Federal Home Loan Bank of New York (“FHLBNY”) (see Note 7 – Debt – “Federal Home Loan Bank”). The eligible collateral would be pledged to FHLBNY if KICO draws an advance from the FHLBNY credit line. As of June 30, 2025 and December 31, 2024, the estimated fair value of the eligible investments was approximately $9,840,000 and $10,130,000 , respectively. KICO will retain all rights regarding all securities if pledged as collateral. As of June 30, 2025 and December 31, 2024, there was no outstanding balance on the FHLBNY credit line.
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A summary of the amortized cost and estimated fair value of the Company’s investments in available-for-sale fixed-maturity securities by contractual maturity as of June 30, 2025 and December 31, 2024 is shown below:
| June 30, 2025 | December 31, 2024 | |||||||||||||||||||||||||
| Remaining Time to Maturity | Cost or Amortized Cost | Estimated Fair Value | Cost or Amortized Cost | Estimated Fair Value | ||||||||||||||||||||||
| Less than one year | $ | $ | $ | $ | ||||||||||||||||||||||
| One to five years | ||||||||||||||||||||||||||
| Five to ten years | ||||||||||||||||||||||||||
| More than 10 years | ||||||||||||||||||||||||||
| Residential mortgage and other asset backed securities | ||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||||||||||||
The actual maturities may differ from contractual maturities because certain borrowers have the right to call or prepay obligations with or without penalties.
There was no allowance for credit losses on fixed-maturity securities classified as available-for-sale as of June 30, 2025 and December 31, 2024, respectively.
Equity Securities
The cost and estimated fair value of, and gross unrealized gains and losses on, investments in equity securities as of June 30, 2025 and December 31, 2024 are as follows:
| June 30, 2025 | ||||||||||||||||||||||||||
| Category | Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | ||||||||||||||||||||||
| Equity Securities: | ||||||||||||||||||||||||||
| Preferred stocks | $ | $ | $ | ( | $ | |||||||||||||||||||||
| Fixed income exchange traded funds | ( | |||||||||||||||||||||||||
| FHLBNY common stock | ||||||||||||||||||||||||||
| Total | $ | $ | $ | ( | $ | |||||||||||||||||||||
| December 31, 2024 | ||||||||||||||||||||||||||
| Category | Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | ||||||||||||||||||||||
| Equity Securities: | ||||||||||||||||||||||||||
| Preferred stocks | $ | $ | $ | ( | $ | |||||||||||||||||||||
| Fixed income exchange traded funds | ( | |||||||||||||||||||||||||
| FHLBNY common stock | ||||||||||||||||||||||||||
| Total | $ | $ | $ | ( | $ | |||||||||||||||||||||
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Other Investments
The cost and estimated fair value of, and gross gains on, the Company’s other investments as of June 30, 2025 and December 31, 2024 are as follows:
| June 30, 2025 | December 31, 2024 | |||||||||||||||||||||||||||||||||||||
| Category | Cost | Gross Unrealized Gains | Estimated Fair Value | Cost | Gross Unrealized Gains | Estimated Fair Value | ||||||||||||||||||||||||||||||||
| Other Investments: | ||||||||||||||||||||||||||||||||||||||
| Hedge fund | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||
Held-to-Maturity Securities
The cost or amortized cost and estimated fair value of, and unrealized gross gains and losses on, investments in held-to-maturity fixed-maturity securities as of June 30, 2025 and December 31, 2024 are summarized as follows:
| June 30, 2025 | ||||||||||||||||||||||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | Net Unrealized Losses | ||||||||||||||||||||||||||||||||||
| Category | Less than 12 Months | More than 12 Months | ||||||||||||||||||||||||||||||||||||
| Held-to-Maturity Securities: | ||||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities | $ | $ | $ | ( | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | ||||||||||||||||||||||||||||||||||||||
| Exchange traded debt | ( | ( | ||||||||||||||||||||||||||||||||||||
| Corporate and other bonds industrial and miscellaneous | ( | ( | ||||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | ( | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
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| December 31, 2024 | ||||||||||||||||||||||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Estimated Fair Value | Net Unrealized Losses | |||||||||||||||||||||||||||||||||||
Gross Unrealized Losses | ||||||||||||||||||||||||||||||||||||||
| Category | Less than 12 Months | More than 12 Months | ||||||||||||||||||||||||||||||||||||
| Held-to-Maturity Securities: | ||||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities | $ | $ | $ | ( | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | ( | ( | ||||||||||||||||||||||||||||||||||||
| Exchange traded debt | ( | ( | ||||||||||||||||||||||||||||||||||||
| Corporate and other bonds industrial and miscellaneous | ( | ( | ||||||||||||||||||||||||||||||||||||
| Total | $ | $ | $ | ( | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||
Held-to-maturity U.S. Treasury securities are held in trust pursuant to various states’ minimum funds requirements.
A summary of the amortized cost and estimated fair value of the Company’s investments in held-to-maturity securities by contractual maturity as of June 30, 2025 and December 31, 2024 is shown below:
| June 30, 2025 | December 31, 2024 | |||||||||||||||||||||||||
| Remaining Time to Maturity | Cost or Amortized Cost | Estimated Fair Value | Cost or Amortized Cost | Estimated Fair Value | ||||||||||||||||||||||
| Less than one year | $ | $ | $ | $ | ||||||||||||||||||||||
| One to five years | ||||||||||||||||||||||||||
| Five to ten years | ||||||||||||||||||||||||||
| More than 10 years | ||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||||||||||||
The actual maturities may differ from contractual maturities because certain borrowers have the right to call or prepay obligations with or without penalties.
There was no
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Table of Contents
Investment Income
Major categories of the Company’s net investment income are summarized as follows:
| Three months ended June 30, | Six months ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Income: | |||||||||||||||||||||||
| Fixed-maturity securities | $ | $ | $ | $ | |||||||||||||||||||
| Equity securities | |||||||||||||||||||||||
| Cash and cash equivalents | |||||||||||||||||||||||
| Other | |||||||||||||||||||||||
| Total | |||||||||||||||||||||||
| Expenses: | |||||||||||||||||||||||
| Investment expenses | |||||||||||||||||||||||
| Net investment income | $ | $ | $ | $ | |||||||||||||||||||
There were no
Proceeds from the sale or maturity of fixed-maturity securities available-for-sale were $20,172,732 and $68,122,546 for the six months ended June 30, 2025 and 2024, respectively.
Proceeds from the sale of equity securities were $0 and $3,538,730 for the six months ended June 30, 2025 and 2024, respectively.
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The Company’s net gains (losses) on investments are summarized as follows:
| Three months ended June 30, | Six months ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Realized Gains (Losses) | |||||||||||||||||||||||
| Fixed-maturity securities: | |||||||||||||||||||||||
| Gross realized gains | $ | $ | $ | $ | |||||||||||||||||||
| Gross realized losses | ( | ( | ( | ( | |||||||||||||||||||
| ( | ( | ( | ( | ||||||||||||||||||||
| Equity securities: | |||||||||||||||||||||||
| Gross realized gains | |||||||||||||||||||||||
| Gross realized losses | ( | ( | |||||||||||||||||||||
| ( | ( | ||||||||||||||||||||||
| Net realized losses | ( | ( | ( | ( | |||||||||||||||||||
| Unrealized Gains (Losses) | |||||||||||||||||||||||
| Equity Securities: | |||||||||||||||||||||||
| Gross gains | |||||||||||||||||||||||
| Gross losses | ( | ( | ( | ||||||||||||||||||||
| ( | ( | ( | |||||||||||||||||||||
| Other Investments: | |||||||||||||||||||||||
| Gross gains | |||||||||||||||||||||||
| Gross losses | |||||||||||||||||||||||
| Net unrealized gains | |||||||||||||||||||||||
| Net gains (losses) on investments | $ | $ | ( | $ | $ | ||||||||||||||||||
Allowance for Credit Loss
For available-for-sale fixed maturity securities, a credit loss exists if the present value of cash flows expected to be collected is less than the amortized cost basis. The allowance for credit losses related to available-for-sale fixed maturity securities is the difference between the present value of cash flows expected to be collected and the amortized cost basis, limited by the amount that the fair value is less than the amortized cost basis. The Company considers all available evidence when determining whether an investment requires a credit loss write-down or allowance to be recorded, which is recognized in net loss through an allowance for credit losses. Any remaining decline in fair value represents the noncredit portion of the impairment, which is recognized in other comprehensive income (loss).
The Company did not identify any available-for-sale securities as of June 30, 2025 and December 31, 2024 which presented a risk of loss due to credit deterioration of the security.
At June 30, 2025 and December 31, 2024, there were 159 and 204 fixed-maturity securities, respectively, that accounted for the gross unrealized losses. The Company determined that none of the unrealized losses were deemed to be credit losses
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for its portfolio of investments for the six months ended June 30, 2025 and 2024. Significant factors influencing the Company’s determination that unrealized losses were temporary included credit quality considerations, the magnitude of the unrealized losses in relation to each security’s cost, the nature of the investment and interest rate environment factors, and management’s intent and ability to hold the investment for a period of time sufficient to allow for an anticipated recovery of estimated fair value to the Company’s cost basis.
The Company held available-for-sale securities with unrealized losses representing declines that were considered temporary at June 30, 2025 as follows:
| June 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Less than 12 months | 12 months or more | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Category | Estimated Fair Value | Unrealized Losses | No. of Positions Held | Estimated Fair Value | Unrealized Losses | No. of Positions Held | Estimated Fair Value | Unrealized Losses | ||||||||||||||||||||||||||||||||||||||||||
| Available-for-Sale Securities: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | $ | ( | $ | $ | $ | ( | |||||||||||||||||||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Corporate and other bonds industrial and miscellaneous | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Residential mortgage and other asset backed securities | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Total fixed-maturity securities | $ | $ | ( | $ | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||||||||||||||
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The Company held available-for-sale securities with unrealized losses representing declines that were considered temporary at December 31, 2024 as follows:
| December 31, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Less than 12 months | 12 months or more | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Category | Estimated Fair Value | Unrealized Losses | No. of Positions Held | Estimated Fair Value | Unrealized Losses | No. of Positions Held | Estimated Fair Value | Unrealized Losses | ||||||||||||||||||||||||||||||||||||||||||
| Available-for-Sale Securities: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Corporate and other bonds industrial and miscellaneous | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Residential mortgage and other asset backed securities | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Total fixed-maturity securities | $ | $ | ( | $ | $ | ( | $ | $ | ( | |||||||||||||||||||||||||||||||||||||||||
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Note 4 - Fair Value Measurements
The following table presents information about the Company’s investments that are measured at fair value on a recurring basis at June 30, 2025 and December 31, 2024 indicating the level of the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
| June 30, 2025 | |||||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||
| Fixed-maturity securities available-for-sale | |||||||||||||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | $ | $ | $ | |||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | |||||||||||||||||||||||
| Corporate and other bonds industrial and miscellaneous | |||||||||||||||||||||||
| Residential mortgage and other asset backed securities | |||||||||||||||||||||||
| Total fixed maturities | |||||||||||||||||||||||
| Equity securities | |||||||||||||||||||||||
| Total investments, at fair value | $ | $ | $ | $ | |||||||||||||||||||
| December 31, 2024 | |||||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | ||||||||||||||||||||
| Fixed-maturity securities available-for-sale | |||||||||||||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | $ | $ | $ | |||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | |||||||||||||||||||||||
| Corporate and other bonds industrial and miscellaneous | |||||||||||||||||||||||
| Residential mortgage and other asset backed securities | |||||||||||||||||||||||
| Total fixed maturities | |||||||||||||||||||||||
| Equity securities | |||||||||||||||||||||||
| Total investments, at fair value | $ | $ | $ | $ | |||||||||||||||||||
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The following table sets forth the Company’s investment in a hedge fund measured at Net Asset Value (“NAV”) per share as of June 30, 2025 and December 31, 2024. The Company measures this investment at fair value on a recurring basis. Fair value using NAV per share is as follows as of the dates indicated:
| Category | June 30, 2025 | December 31, 2024 | ||||||||||||
| Other Investments | ||||||||||||||
| Hedge fund | $ | $ | ||||||||||||
Note 5 - Fair Value of Financial Instruments and Real Estate
The estimated fair values of the Company’s financial instruments and real estate, including their fair value level as of June 30, 2025 and December 31, 2024 are as follows:
| June 30, 2025 | December 31, 2024 | ||||||||||||||||||||||
| Carrying Value | Fair Value | Carrying Value | Fair Value | ||||||||||||||||||||
| Fixed-maturity securities, held-to maturity, Level 1 | $ | $ | $ | $ | |||||||||||||||||||
| Fixed-maturity securities, available-for-sale, Level 1 | $ | $ | $ | $ | |||||||||||||||||||
| Fixed-maturity securities, available-for-sale, Level 2 | $ | $ | $ | $ | |||||||||||||||||||
| Cash and cash equivalents, Level 1 | $ | $ | $ | $ | |||||||||||||||||||
| Premiums receivable, net, Level 1 | $ | $ | $ | $ | |||||||||||||||||||
| Reinsurance receivables, net, Level 3 | $ | $ | $ | $ | |||||||||||||||||||
| Real estate, net of accumulated depreciation, Level 3 (1) | $ | $ | $ | $ | |||||||||||||||||||
| Reinsurance balances payable, Level 3 | $ | $ | $ | $ | |||||||||||||||||||
Debt - | $ | $ | $ | $ | |||||||||||||||||||
(1) As of December 31, 2024, real estate consisted of a complex which included an office building, a house and vacant land located in Kingston, New York. In March 2025, the office building and house were sold, leaving the vacant land as the only remaining real estate as of June 30, 2025. See Note 14 - Sale of Real Estate.
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Note 6 – Property and Casualty Insurance Activity
Premiums Earned
Premiums written, ceded and earned are as follows:
Direct | Assumed | Ceded | Net | ||||||||||||||||||||
| Six months ended June 30, 2025 | |||||||||||||||||||||||
| Premiums written | $ | $ | $ | ( | $ | ||||||||||||||||||
| Change in unearned premiums | ( | ( | |||||||||||||||||||||
| Premiums earned | $ | $ | $ | ( | $ | ||||||||||||||||||
| Six months ended June 30, 2024 | |||||||||||||||||||||||
| Premiums written | $ | $ | $ | ( | $ | ||||||||||||||||||
| Change in unearned premiums | ( | ( | ( | ||||||||||||||||||||
| Premiums earned | $ | $ | $ | ( | $ | ||||||||||||||||||
| Three months ended June 30, 2025 | |||||||||||||||||||||||
| Premiums written | $ | $ | $ | ( | $ | ||||||||||||||||||
| Change in unearned premiums | ( | ( | |||||||||||||||||||||
| Premiums earned | $ | $ | $ | ( | $ | ||||||||||||||||||
| Three months ended June 30, 2024 | |||||||||||||||||||||||
| Premiums written | $ | $ | $ | ( | $ | ||||||||||||||||||
| Change in unearned premiums | ( | ( | ( | ||||||||||||||||||||
| Premiums earned | $ | $ | $ | ( | $ | ||||||||||||||||||
Premium receipts in advance of the policy effective date are recorded as advance premiums. The balance of advance premiums as of June 30, 2025 and December 31, 2024 was $5,712,581 and $3,503,063 , respectively.
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Loss and Loss Adjustment Expense Reserves
The following table provides a reconciliation of the beginning and ending balances for unpaid loss and LAE reserves:
| Six months ended June 30, | |||||||||||
| 2025 | 2024 | ||||||||||
| Balance at beginning of period | $ | $ | |||||||||
| Less reinsurance recoverables | ( | ( | |||||||||
| Net balance, beginning of period | |||||||||||
| Incurred related to: | |||||||||||
| Current year | |||||||||||
| Prior years | ( | ( | |||||||||
| Total incurred | |||||||||||
| Paid related to: | |||||||||||
| Current year | |||||||||||
| Prior years | |||||||||||
| Total paid | |||||||||||
| Net balance at end of period | |||||||||||
| Add reinsurance recoverables | |||||||||||
| Balance at end of period | $ | $ | |||||||||
Incurred losses and LAE are presented net of reinsurance recoveries under reinsurance contracts of $10,645,332 and $9,820,083 for the six months ended June 30, 2025 and 2024, respectively.
Prior year incurred loss and LAE development is based upon estimates by line of business and accident year. Prior year loss and LAE development incurred during the six months ended June 30, 2025 and 2024 was $(812,256 ) favorable and $(996,155 ) favorable, respectively. Management, on a quarterly basis, performs a review of open liability claims to assess carried case and incurred but not reported (“IBNR”) reserve levels, giving consideration to both Company and industry trends.
Loss and LAE Reserves
The reserving process for loss and LAE reserves provides for the Company’s best estimate at a particular point in time of the ultimate unpaid cost of all losses and LAE incurred, including settlement and administration of losses, and is based on facts and circumstances then known including losses that have occurred but that have not yet been reported. The process relies on standard actuarial reserving methodologies, judgments relative to estimates of ultimate claim severity and frequency, the length of time before losses will develop to their ultimate level (‘tail’ factors), and the likelihood of changes in the law or other external factors that are beyond the Company’s control. Several actuarial reserving methodologies are used to estimate required loss reserves. The process produces carried reserves set by management based upon the actuaries’ best estimate and is the cumulative combination of the best estimates made by line of business, accident year, and loss and LAE. The amount of loss and LAE reserves for individual reported claims (the “case reserve”) is determined by the claims department and changes over time as new information is gathered. Such information is critical to the review of appropriate IBNR reserves and includes a review of coverage applicability, comparative liability on the part of the insured, injury severity, property damage, replacement cost estimates, and any other information considered pertinent to estimating the exposure presented by the claim. The amounts of loss and LAE reserves for unreported claims and development on known claims (IBNR reserves) are determined using historical information aggregated by line of insurance as adjusted to current conditions. Since this process produces loss reserves set by management based upon the actuaries’ best estimate, there is no explicit or implicit provision for uncertainty in the carried loss reserves.
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Due to the inherent uncertainty associated with the reserving process, the ultimate liability may differ, perhaps substantially, from the original estimate. Such estimates are regularly reviewed and updated and any resulting adjustments are included in the current period’s results. Reserves are closely monitored and are recomputed periodically using the most recent information on reported claims and a variety of statistical techniques. On at least a quarterly basis, the Company reviews by line of business existing reserves, new claims, changes to existing case reserves, and paid losses with respect to the current and prior periods. Several methods are used, varying by line of business and accident year, in order to select the estimated period-end loss reserves. These methods include the following:
Paid Loss Development – historical patterns of paid loss development are used to project future paid loss emergence in order to estimate required reserves.
Incurred Loss Development – historical patterns of incurred loss development, reflecting both paid losses and changes in case reserves, are used to project future incurred loss emergence in order to estimate required reserves.
Paid Bornhuetter-Ferguson (“BF”) – an estimated loss ratio for a particular accident year is determined, and is weighted against the portion of the accident year claims that have been paid, based on historical paid loss development patterns. The estimate of required reserves assumes that the remaining unpaid portion of a particular accident year will pay out at a rate consistent with the estimated loss ratio for that year. This method can be useful for situations where an unusually high or low amount of paid losses exists at the early stages of the claims development process.
Incurred Bornhuetter-Ferguson (“BF”) - an estimated loss ratio for a particular accident year is determined, and is weighted against the portion of the accident year claims that have been reported, based on historical incurred loss development patterns. The estimate of required reserves assumes that the remaining unreported portion of a particular accident year will pay out at a rate consistent with the estimated loss ratio for that year. This method can be useful for situations where an unusually high or low amount of reported losses exists at the early stages of the claims development process.
Incremental Claim-Based Methods – historical patterns of incremental incurred losses and paid LAE during various stages of development are reviewed and assumptions are made regarding average loss and LAE development applied to remaining claims inventory. Such methods more properly reflect changes in the speed of claims closure and the relative adequacy of case reserve levels at various stages of development. These methods may provide a more accurate estimate of IBNR for lines of business with relatively few remaining open claims but for which significant recent settlement activity has occurred.
Frequency / Severity Based Methods – historical measurements of claim frequency and average paid claim size (severity) are reviewed for more mature accident years where a majority of claims have been reported and/or closed. These historical averages are trended forward to more recent periods in order to estimate ultimate losses for newer accident years that are not yet fully developed. These methods are useful for lines of business with slow and/or volatile loss development patterns, such as liability lines where information pertaining to individual cases may not be completely known for many years. The claim frequency and severity information for older periods can then be used as reasonable measures for developing a range of estimates for more recent immature periods.
Management’s best estimate of required reserves is generally based on an average of the methods above, with appropriate weighting of methods based on the line of business and accident year being projected. In some cases, additional methods or historical data from industry sources are employed to supplement the projections derived from the methods listed above.
Three key assumptions that materially affect the estimate of loss reserves are the loss ratio estimate for the current accident year used in the BF methods, the loss development factor selections used in the loss development methods, and the loss severity assumptions used in the frequency / severity method described above. The loss ratio estimates used in the BF methods are selected after reviewing historical accident year loss ratios adjusted for rate changes, trend, and mix of business. The severity assumptions used in the frequency / severity method are determined by reviewing historical average claim severity for older more mature accident periods, trended forward to less mature accident periods.
The Company reviews the carried reserves levels on a regular basis as additional information becomes available and makes adjustments in the periods in which such adjustments are determined to be necessary. The Company is not aware of any claim trends that have emerged or that would cause future adverse development that have not already been contemplated in setting current carried reserves levels.
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In New York State, lawsuits for negligence are subject to certain limitations and must be commenced within three years from the date of the accident or are otherwise barred. Accordingly, the Company’s exposure to unreported claims (“pure” IBNR) for accident dates of June 30, 2022 and prior is limited, although there remains the possibility of adverse development on reported claims (“case development” IBNR). In certain rare circumstances states have retroactively revised a statute of limitations. The Company is not aware of any such effort that would have a material impact on the Company’s results.
The following is information about incurred and paid claims development as of June 30, 2025, net of reinsurance, as well as the cumulative reported claims by accident year and total IBNR reserves as of June 30, 2025 included in the net incurred loss and allocated expense amounts. The historical information regarding incurred and paid claims development for the years ended December 31, 2016 to December 31, 2024 is presented as supplementary unaudited information.
All Lines of Business
(in thousands, except reported claims data)
| Incurred Loss and Allocated Loss Adjustment Expenses, Net of Reinsurance | As of June 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Accident Year | For the Years Ended December 31, | Six Months Ended June 30, 2025 | IBNR | Cumulative Number of Reported Claims by Accident Year | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (Unaudited 2015 - 2024) | (Unaudited) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2016 | $ | $ | $ | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2018 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2022 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2023 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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All Lines of Business
(in thousands)
| Cumulative Paid Loss and Allocated Loss Adjustment Expenses, Net of Reinsurance | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Accident Year | For the Years Ended December 31, | Six Months Ended June 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (Unaudited 2015 - 2024) | (Unaudited) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2016 | $ | $ | $ | $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2018 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2020 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2022 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2023 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net liability for unpaid loss and allocated loss adjustment expenses for the accident years presented | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| All outstanding liabilities before 2016, net of reinsurance | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Liabilities for loss and allocated loss adjustment expenses, net of reinsurance | $ | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(Components may not sum to totals due to rounding)
Reported claim counts are measured on an occurrence or per event basis. A single claim occurrence could result in more than one loss type or claimant; however, the Company counts claims at the occurrence level as a single claim regardless of the number of claimants or claim features involved.
The reconciliation of the net incurred and paid loss development tables to the loss and LAE reserves in the condensed consolidated balance sheet is as follows:
Reconciliation of the Disclosure of Incurred and Paid Loss Development
to the Liability for Loss and LAE Reserves
| (in thousands) | As of June 30, 2025 | ||||
| Liabilities for allocated loss and loss adjustment expenses, net of reinsurance | $ | ||||
| Total reinsurance recoverable on unpaid losses | |||||
| Unallocated loss adjustment expenses | |||||
| Total gross liability for loss and LAE reserves | $ | ||||
Reinsurance
On January 1, 2024, the Company entered into a 27 % quota share reinsurance treaty for its personal lines business, which primarily consisted of homeowners’ and dwelling fire policies covering the period from January 1, 2024 through January 1, 2025 (“2024/2025 Treaty”). Upon the expiration of the 2024/2025 Treaty on January 1, 2025, the Company entered into a new 16 % quota share reinsurance treaty for its personal lines business, covering the period from January 1, 2025 through January 1, 2026 (“2025/2026 Treaty”).
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The Company’s excess of loss and catastrophe reinsurance treaties expired on June 30, 2025 and the Company entered into new excess of loss and catastrophe reinsurance treaties effective July 1, 2025. Effective January 1, 2024, the Company renewed an underlying excess of loss reinsurance treaty (“Underlying XOL Treaty”) covering the period from January 1, 2024 through January 1, 2025. The treaty provided 50 % reinsurance coverage for losses of $400,000 in excess of $600,000 . Losses from named storms are excluded from the treaty. Effective January 1, 2025, the Underlying XOL Treaty was renewed covering the period from January 1, 2025 through June 30, 2025. Effective July 1, 2025, the Underlying XOL Treaty was renewed along with the Company's excess of loss reinsurance treaty covering the period from July 1, 2025 through June 30, 2026. Combined, the renewed treaties provide 50 % reinsurance coverage for losses of $250,000 in excess of $750,000 , and 100 % reinsurance coverage for losses in excess of $1,000,000 up to $9,000,000 together with facultative coverage. For the period October 1, 2024 through April 30, 2025, the Company purchased catastrophe reinsurance which provides coverage for winter storm losses to the extent of 71 % of $4,500,000 in excess of $5,500,000 . Material terms for reinsurance treaties in effect for the treaty years shown below are as follows (see Note 15 - Subsequent Events, Reinsurance):
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Treaty Period | |||||||||||||||||||||||||||||||||||
| 2025/2026 Treaty | 2024/2025 Treaty | ||||||||||||||||||||||||||||||||||
| Line of Business | January 2, 2026 to June 30, 2026 | July 1, 2025 to January 1, 2026 | January 2, 2025 to June 30, 2025 | July 1, 2024 to January 1, 2025 | January 1, 2024 to June 30, 2024 | ||||||||||||||||||||||||||||||
| Personal Lines: | |||||||||||||||||||||||||||||||||||
| Homeowners, dwelling fire and canine legal liability | |||||||||||||||||||||||||||||||||||
| Quota share treaty: | |||||||||||||||||||||||||||||||||||
| Percent ceded (6) | (5) | % | % | % | % | ||||||||||||||||||||||||||||||
| Risk retained on initial | |||||||||||||||||||||||||||||||||||
| $1,000,000 of losses (4) (5) (6) | (5) | $ | $ | $ | $ | ||||||||||||||||||||||||||||||
| Losses per occurrence | |||||||||||||||||||||||||||||||||||
| subject to quota share | |||||||||||||||||||||||||||||||||||
| reinsurance coverage | (5) | $ | $ | $ | $ | ||||||||||||||||||||||||||||||
| Expiration date | (5) | January 1, 2026 | January 1, 2026 | January 1, 2025 | January 1, 2025 | ||||||||||||||||||||||||||||||
| Excess of loss coverage and | |||||||||||||||||||||||||||||||||||
| facultative facility | |||||||||||||||||||||||||||||||||||
| coverage (1) (4) (5) | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||
| in excess of | in excess of | in excess of | in excess of | in excess of | |||||||||||||||||||||||||||||||
| $ | $ | $ | $ | $ | |||||||||||||||||||||||||||||||
| Total reinsurance coverage | |||||||||||||||||||||||||||||||||||
| per occurrence (4) (5) | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||
| Losses per occurrence | |||||||||||||||||||||||||||||||||||
| subject to reinsurance | |||||||||||||||||||||||||||||||||||
| coverage (5) | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||
| Expiration date | June 30, 2026 | June 30, 2026 | June 30, 2025 | June 30, 2025 | June 30, 2024 | ||||||||||||||||||||||||||||||
| Catastrophe Reinsurance: | |||||||||||||||||||||||||||||||||||
| Initial loss subject to personal | |||||||||||||||||||||||||||||||||||
| lines quota share treaty (5) | (5) | $ | $ | $ | $ | ||||||||||||||||||||||||||||||
| Risk retained per catastrophe | |||||||||||||||||||||||||||||||||||
| occurrence (5) (6) (7) (8) | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||
| Catastrophe loss | |||||||||||||||||||||||||||||||||||
| coverage (2) (5) (8) | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||
| Reinstatement premium | |||||||||||||||||||||||||||||||||||
| protection (3) | |||||||||||||||||||||||||||||||||||
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(1)For personal lines, includes the addition of an automatic facultative facility allowing KICO to obtain homeowners single risk coverage up to $9,000,000 in total insured value, which covers direct losses from $3,500,000 to $9,000,000 through June 30, 2025.
(2)Catastrophe coverage is limited on an annual basis to two times the per occurrence amounts, except for one occurrence on 80 % of the first layer of $5,000,000 in excess of $5,000,000 , and one occurrence on 52 % of the top layer of $240,000,000 in excess of $200,000,000 , which is covered under the catastrophe bond. Duration of 168 consecutive hours for a catastrophe occurrence from windstorm, hail, tornado, hurricane and cyclone.
(3)For the period July 1, 2024 through June 30, 2025 (expiration date of the catastrophe reinsurance treaty), reinstatement premium protection for $50,000,000 of catastrophe coverage in excess of $10,000,000 . For the period July 1, 2025 through June 30, 2026 (expiration date of the catastrophe reinsurance treaty), reinstatement premium protection for $50,000,000 of catastrophe coverage in excess of $10,000,000 .
(4)For the period January 1, 2024 through June 30, 2025, the Underlying XOL Treaty provides 50 % reinsurance coverage for losses of $400,000 in excess of $600,000 . Excludes losses from named storms. Reduces retention to $530,000 from $730,000 under the 2024/2025 Treaty. Retention increases to $640,000 from $530,000 under the 2025/2026 Treaty. For the period July 1, 2025 through June 30, 2026, the Underlying XOL Treaty combined with the excess of loss treaty provide 50 % reinsurance coverage for losses of $250,000 in excess of $750,000 , and 100 % reinsurance coverage for losses in excess of $1,000,000 up to $9,000,000 together with facultative coverage. Increased retention to $715,000 from $640,000 under the 2025/2026 Treaty (see note 5 below).
(5)The personal lines quota share treaty (homeowners, dwelling fire and canine liability) will expire on January 1, 2026, with none of these coverages to be in effect during the period from January 2, 2026 through June 30, 2026. If and when this treaty is renewed on January 2, 2026, the personal lines quota share treaty, will be as provided for therein. Reinsurance coverage in effect from January 2, 2026 through June 30, 2026 is only for excess of loss, Underlying XOL, and catastrophe reinsurance treaties.
(6)For the 2024/2025 Treaty, 22 % of the 27 % total of losses ceded under this treaty are excluded from a named catastrophe event. For the 2025/2026 Treaty, 6 % of the 16 % total of losses ceded under this treaty are excluded from a named catastrophe event.
(7)Plus losses in excess of catastrophe coverage.
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| Treaty Year | ||||||||||||||||||||
| Line of Business | July 1, 2025 to June 30, 2026 | July 1, 2024 to June 30, 2025 | July 1, 2023 to June 30, 2024 | |||||||||||||||||
| Personal Lines: | ||||||||||||||||||||
| Personal Umbrella | ||||||||||||||||||||
| Quota share treaty: | ||||||||||||||||||||
| Percent ceded - first $1,000,000 of coverage | % | % | % | |||||||||||||||||
| Percent ceded - excess of $1,000,000 dollars of coverage | % | % | % | |||||||||||||||||
| Risk retained | $ | $ | $ | |||||||||||||||||
| Total reinsurance coverage per occurrence | $ | $ | $ | |||||||||||||||||
| Losses per occurrence subject to quota share reinsurance coverage | $ | $ | $ | |||||||||||||||||
| Expiration date | June 30, 2026 | June 30, 2025 | June 30, 2024 | |||||||||||||||||
| Commercial Lines (1) | ||||||||||||||||||||
The Company’s reinsurance program has been structured to enable the Company to grow its premium volume while maintaining regulatory capital and other financial ratios generally within or below the expected ranges used for regulatory oversight purposes. The reinsurance program also provides income as a result of ceding commissions earned pursuant to the quota share reinsurance contracts. The Company’s participation in reinsurance arrangements does not relieve the Company of its obligations to policyholders.
Ceding Commission Revenue
The Company earned ceding commission revenue under the 2025/2026 Treaty for the three and six months ended June 30, 2025 based on: (i) a fixed provisional commission rate at which provisional ceding commissions were earned, and (ii) a sliding scale ("Sliding Scale") of commission rates and ultimate treaty year loss ratio on the policies reinsured under this agreement based upon which contingent ceding commissions are earned. The Sliding Scale includes minimum and maximum commission rates in relation to specified ultimate loss ratios. The commission rate and contingent ceding commissions earned increase when the estimated ultimate loss ratio decreases and, conversely, the commission rate and contingent ceding commissions earned decrease when the estimated ultimate loss ratio increases.
The Company earned ceding commission revenue under the 2024/2025 Treaty for the three and six months ended June 30, 2024, based on a fixed provisional commission rate at which provisional ceding commissions were earned.
Ceding commission revenue consists of the following:
| Three months ended June 30, | Six months ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Provisional ceding commissions earned | $ | $ | $ | $ | |||||||||||||||||||
| Contingent ceding commissions earned | ( | ( | ( | ||||||||||||||||||||
| $ | $ | $ | $ | ||||||||||||||||||||
Provisional ceding commissions are settled monthly. Balances due to, or from reinsurers for contingent ceding commissions on the 2025/2026 Treaty will be settled annually based on the Loss Ratio of the treaty year that ends on January 1. Balances due to or from reinsurers for contingent ceding commissions on quota share treaties are settled
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periodically based on the Loss Ratio of each treaty year that ends on June 30, for the expired treaties that were subject to contingent commissions. As discussed above, the Loss Ratios from prior years’ treaties are subject to change as incurred losses from those periods develop, resulting in an increase or decrease in the commission rate and contingent ceding commissions earned. As of June 30, 2025 and December 31, 2024, net contingent ceding commissions payable to reinsurers under all treaties was approximately $1,326,000 and $727,000 , respectively, which is recorded in reinsurance balances payable on the accompanying condensed consolidated balance sheets.
Expected Credit Losses – Uncollectible Reinsurance
Note 7 – Debt
Federal Home Loan Bank
In July 2017, KICO became a member of, and invested in, the FHLBNY. KICO is required to maintain an investment in the capital stock of FHLBNY. Based on the redemption provisions of FHLBNY, the stock has no quoted market value and is carried at cost. At its discretion, FHLBNY may declare dividends on the stock. Management reviews for impairment based on the ultimate recoverability of the cost basis in the stock. At June 30, 2025 and December 31, 2024, no five years . If KICO has sufficient available collateral (as discussed below), based on KICO’s net admitted assets, the maximum allowable advance as of June 30, 2025 and December 31, 2024 was approximately $15,704,000 and $13,637,000 , respectively. The estimated fair value of available collateral as of June 30, 2025 and December 31, 2024 was approximately $9,840,000 and $10,130,000 , respectively. Effective April 15, 2025, advances are limited to 91% of the amount of available collateral. Prior to April 15, 2025, advances were limited to 85% of the amount of available collateral. There were no
Debt
Debt as of June 30, 2025 and December 31, 2024 consists of the following:
| June 30, 2025 | December 31, 2024 | ||||||||||
| $ | $ | ||||||||||
| Equipment financing | |||||||||||
| Balance at end of period | $ | $ | |||||||||
Exchange Agreements
General
On December 9, 2022, the Company entered into a Note and Warrant Exchange Agreement (the “2022 Exchange Agreement”) with several holders (the “2022 Exchanging Noteholders”) of the Company’s outstanding 5.50 % Senior Notes due 2022 (the “2017 Notes”). On the date of the 2022 Exchange Agreement, the 2022 Exchanging Noteholders held
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2017 Notes in the aggregate principal amount of $21,545,000 of the $30,000,000 aggregate principal amount of the 2017 Notes then outstanding. Pursuant to the 2022 Exchange Agreement, on December 15, 2022, the 2022 Exchanging Noteholders exchanged their respective 2017 Notes for the following: (i) new 12.0 % Senior Notes due December 30, 2024 of the Company in the aggregate approximate principal amount of $19,950,000 (the “2022 Notes”); (ii) cash in the aggregate approximate amount of $1,595,000 , together with accrued interest on the 2017 Notes; and (iii) three-year warrants for the purchase of an aggregate of 969,525 shares of Common Stock of the Company, exercisable until December 30, 2025 at an exercise price of $1.00 per share (the “Warrants”). The remaining $8,455,000 principal amount of the 2017 Notes, together with accrued interest thereon, was paid on the maturity date of the 2017 Notes of December 30, 2022.
On August 30, 2024, the Company entered into a Note Exchange Agreement (the “2024 Exchange Agreement”) with the holders (the “2024 Exchanging Noteholders”) of the Company’s outstanding 2022 Notes in the aggregate principal amount of $19,950,000 . Pursuant to the 2024 Exchange Agreement, on September 12, 2024, the 2024 Exchanging Noteholders exchanged their respective 2022 Notes for the following: (i) new 13.75 % Senior Notes due June 30, 2026 of the Company in the aggregate principal amount of $14,950,000 (the “2024 Notes”); and (ii) cash in the aggregate amount of $5,000,000 , together with accrued interest on the 2022 Notes (the "2024 Exchange"). See “2024 Notes” below for a discussion of a change in the expiration date of the Warrants.
The Company analyzed the 2024 Exchange Agreement under the FASB's Accounting Standards Codification ("ASC") 470–50 Debt—Modifications and Extinguishments. The Company determined that extinguishment accounting was applicable, as the present value of the cash flows of the 2024 Notes differed by more than 10% from the 2022 Notes, making it a substantial change in terms. As a result, the 2022 Notes were derecognized and the 2024 Notes recorded at fair value. No gain or loss was recognized on the 2024 Exchange. Unamortized debt issue costs of $296,533 related to extinguished debt were expensed at the time the 2022 Notes were extinguished and recorded as loss on extinguishment of debt. Fees paid to third parties of $203,381 have been capitalized and are being amortized as debt issuance costs associated with the 2024 Notes.
2024 Notes
As discussed above, on September 12, 2024, the Company issued the 2024 Notes in the aggregate principal amount of $14,950,000 pursuant to the 2024 Exchange Agreement. Interest was payable semi-annually in arrears on June 30 and December 30 of each year at the rate of 13.75 % per annum. Pursuant to the 2024 Exchange Agreement, the expiration date of the Warrants to purchase 969,525 shares of Common Stock of the Company was extended to June 30, 2026 from December 30, 2025 (see Note 8 – Stockholders’ Equity) and transaction costs were $203,381 , for an effective yield of 14.35 % per annum. The balance of the 2024 Notes as of June 30, 2025 and December 31, 2024 was as follows:
| June 30, 2025 | December 31, 2024 | ||||||||||
| $ | $ | ||||||||||
| Warrants | ( | ||||||||||
| Issuance costs | ( | ||||||||||
| 2024 Notes, net | $ | $ | |||||||||
The 2024 Notes were redeemable, at the Company’s option, in whole or in part, at any time or in part from time to time, on and after September 12, 2024, upon not less than fifteen (15 ) and not more than sixty (60 ) days’ notice, equal to 100 % of the principal amount of the 2024 Notes, plus, in each case, accrued and unpaid interest, if any, to the date of redemption subject to the right of holders of record on the relevant record date to receive interest due on the relevant interest payment date).
The 2024 Exchange Agreement provided for mandatory prepayments of principal. The 2024 Exchange Agreement provided for a first mandatory pro rata partial prepayment of principal on the 2024 Notes in the aggregate amount of $3,000,000 on June 30, 2025, less the principal amount of any optional prepayments of the 2024 Note made prior to June 30, 2025, pursuant to the 2024 Exchange Agreement. The 2024 Exchange Agreement provided for a second mandatory pro rata partial prepayment of principal on the 2024 Notes in the aggregate amount of $3,000,000 on December 30, 2025, less the principal amount of (i) any optional prepayments of the 2024 Notes made from June 30, 2025 to December 29, 2025
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pursuant to the 2024 Note Exchange Agreement and (ii) any optional The Company made optional prepayments of $3,000,000 on September 30, 2024, $2,000,000 on November 13, 2024, $4,000,000 on December 30, 2024, $3,500,000 on January 28, 2025, and $2,450,000 on February 24, 2025, and accordingly, has satisfied the entire principal balance of the 2024 Notes. Each prepayment of principal also included accrued and unpaid interest thereon. Unamortized debt issue costs of $174,962 related to extinguished debt were expensed at the time the 2024 Notes were extinguished and recorded as loss on extinguishment of debt in the condensed consolidated statements of income and comprehensive income within other operating expenses.
The 2024 Notes were unsecured obligations of the Company and were not the obligations of or guaranteed by any of the Company’s subsidiaries. The 2024 Notes ranked senior in right of payment to any of the Company’s existing and future indebtedness that is by its terms expressly subordinated or junior in right of payment to the 2024 Notes. The Notes ranked equally in right of payment to all of the Company’s existing and future senior indebtedness, but were effectively subordinated to any secured indebtedness to the extent of the value of the collateral securing such secured indebtedness. In addition, the 2024 Notes were structurally subordinated to the indebtedness and other obligations of the Company’s subsidiaries.
The 2024 Notes were unsecured obligations of the Company and were not the obligations of or guaranteed by any of the Company’s subsidiaries. The 2024 Notes ranked senior in right of payment to any of the Company’s existing and future indebtedness that is by its terms expressly subordinated or junior in right of payment to the 2024 Notes. The Notes ranked equally in right of payment to all of the Company’s existing and future senior indebtedness, but were effectively subordinated to any secured indebtedness to the extent of the value of the collateral securing such secured indebtedness. In addition, the 2024 Notes were structurally subordinated to the indebtedness and other obligations of the Company’s subsidiaries.
As of the end of each calendar quarter, commencing with the calendar quarter ending September 30, 2024, the Company was subject to a leverage maintenance test (“Leverage Maintenance Test”), which required that the Total Consolidated Indebtedness (as defined below) of the Company not be greater than 30 % of Total Consolidated Capitalization (as defined below). As of December 31, 2024, the ratio as defined under the Leverage Maintenance Test was 7.0 %. “Total Consolidated Indebtedness” was the aggregate principal amount (or accreted value in the case of any Indebtedness issued with more than de minimis original issue discount) of all outstanding long-term debt of the Company except for the sale-leaseback transaction described below under “Equipment Financing”, any refinancing or any future sale-leaseback transaction. “Total Consolidated Capitalization” was the amount equal to the sum of (x) Total Consolidated Indebtedness outstanding as of such date and (y) the total consolidated shareholders’ equity of the Company, excluding accumulated other comprehensive (loss) income, as recorded on the Company’s consolidated balance sheet.
Equipment Financing
On October 27, 2022, KICO entered into a sale-leaseback transaction, whereby KICO sold $8,096,824 of fixed assets to a bank. Under GAAP, the sale-leaseback transaction is recorded as equipment financing (“Financing”). The provisions of the Financing require KICO to pay a monthly payment of principal and interest at the rate of 5.86 % per annum totaling $126,877 for a term of 60 months, which commenced on October 27, 2022. The terms of the Financing provide buyout options to KICO at the end of the 60 month term, which are as follows:
•At the end of the lease, KICO may purchase the fixed assets for a purchase price of $2,024,206 , which is 25 % of the original fixed asset cost of $8,096,824 ; or
•KICO may renew the lease for 16 months at the same rental rate, which totals $2,030,036 .
A provision of the Financing requires KICO to pledge collateral for the lease obligation. As of June 30, 2025 and December 31, 2024, the amount of required collateral was approximately $4,462,000 and $5,308,000 , respectively. As of June 30, 2025 and December 31, 2024, the fair value of KICO’s pledged collateral was approximately $4,462,000 and $5,308,000 , respectively, in various fixed-maturity securities.
Future contractual payment obligations under the Financing as of June 30, 2025 are as follows:
| For the Years Ending December 31, | Total | |||||||
| Remainder of 2025 | $ | |||||||
| 2026 | ||||||||
| 2027 | ||||||||
2028 purchase price | ||||||||
| Total | $ | |||||||
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Note 8 – Stockholders’ Equity
Dividends Declared and Paid
On November 11, 2022, the Company’s Board of Directors determined to suspend regular quarterly dividends. Future dividend policy will be subject to the discretion of the Company’s Board of Directors. See Note 15 - Subsequent Events, Dividend Declared.
Preferred Stock
The Board of Directors has the authority to issue shares of Preferred Stock from time to time in a series and to fix, before the issuance of each series, the number of shares in each series and the designation, liquidation preferences, conversion privileges, rights and limitations of each series. There was no preferred stock issued as of June 30, 2025 and December 31, 2024.
2014 Equity Participation Plan
Effective August 12, 2014, the Company's stockholders approved the 2014 Equity Participation Plan (the “2014 Plan”) pursuant to which a maximum of 700,000 shares of Common Stock of the Company were initially authorized to be issued pursuant to the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock and stock bonuses. Incentive stock options granted under the 2014 Plan expire no later than ten years from the date of grant (except no later than five years for a grant to a 10% stockholder). Non-statutory stock options granted under the 2014 Plan expire no later than ten years from the date of grant. The Board of Directors or the Compensation Committee determined the vesting provisions for stock awards granted under the 2014 Plan, subject to the provisions of the 2014 Plan. On August 5, 2020, the Company’s stockholders approved amendments to the 2014 Plan, including an increase in the maximum number of shares of Common Stock of the Company that were authorized to be issued pursuant to the 2014 Plan to 1,400,000 . On August 9, 2023, the Company’s stockholders approved an amendment to the 2014 Plan to increase the maximum number of shares of Common Stock of the Company that were authorized to be issued pursuant to the 2014 Plan to 1,900,000 . The 2014 Plan terminated on August 12, 2024 and no further awards may be granted under the 2014 Plan.
2024 Equity Participation Plan
Effective August 7, 2024, the Company's stockholders approved the 2024 Equity Participation Plan (the “2024 Plan”). pursuant to which a maximum of 1,000,000 shares of Common Stock of the Company are authorized to be issued pursuant to the grant of incentive stock options, non-statutory stock options, stock appreciation rights, and stock bonus awards. Incentive stock options granted under the 2024 Plan expire no later than ten years from the date of grant (except no later than five years for a grant to a 10% stockholder). Non-statutory stock options granted under the 2024 Plan expire no later than ten years from the date of grant. The Board of Directors or the Compensation Committee determines the vesting provisions for stock awards granted under the 2024 Plan, subject to the provisions of the 2024 Plan. The 2024 Plan terminates on May 10, 2034 and no further awards may be granted under the 2024 Plan after such date.
As of June 30, 2025, there were 154,689 shares granted under the 2024 Plan.
Stock Options
The results of operations for the three months ended June 30, 2025 and 2024 include stock-based compensation expense for stock options totaling approximately $22,000 and $0 , respectively, which is included in other operating expenses on the accompanying condensed consolidated statements of income and comprehensive income. The results of operations for the six months ended June 30, 2025 and 2024 include stock-based compensation expense for stock options totaling approximately $44,000 and $53,000 , respectively, which is included in other operating expenses on the accompanying condensed consolidated statements of income and comprehensive income. Stock-based compensation expense related to stock options for the six months ended June 30, 2025 is net of estimated forfeitures of approximately 19 %.
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options, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management's opinion, the existing models do not necessarily provide a reliable single measure of the fair value of the Company’s stock options.
The following weighted average assumptions were used for grants during the following periods:
| Six months ended June 30, | |||||||||||
| 2025 | 2024 | ||||||||||
| Dividend Yield | n/a | % | |||||||||
| Volatility | n/a | % | |||||||||
| Risk-Free Interest Rate | n/a | % | |||||||||
| Expected Life | n/a | ||||||||||
There have been no stock options granted under the 2024 Plan. A summary of stock option activity under the Company’s 2014 Plan for the six months ended June 30, 2025 is as follows:
| Stock Options | Number of Shares | Weighted Average Exercise Price per Share | Weighted Average Remaining Contractual Term | Aggregate Intrinsic Value | ||||||||||||||||||||||
| Outstanding at January 1, 2025 | $ | $ | ||||||||||||||||||||||||
| Granted | $ | — | $ | |||||||||||||||||||||||
| Exercised | ( | $ | — | $ | ||||||||||||||||||||||
| Expired/Forfeited | ( | $ | $ | |||||||||||||||||||||||
| Outstanding at June 30, 2025 | $ | $ | ||||||||||||||||||||||||
| Vested and Exercisable at June 30, 2025 | $ | $ | ||||||||||||||||||||||||
The aggregate intrinsic value of options outstanding and options exercisable at June 30, 2025 is calculated as the difference between the exercise price of the underlying options and the market price of the Company’s Common Stock for the options that had exercise prices that were lower than the $16.58 closing price of the Company’s Common Stock on June 30, 2025. The total intrinsic value of options when forfeited are determined as of the date of forfeiture. The total intrinsic value of options when expired are determined as of the date of expiration.
Participants in the 2014 Plan and the 2024 Plan may exercise their outstanding vested options, in whole or in part, by having the Company reduce the number of shares otherwise issuable by a number of shares having a fair market value equal to the exercise price of the option being exercised ("Net Exercise"), or by exchanging a number of shares owned for a period of greater than one year having a fair market value equal to the exercise price of the option being exercised ("Share Exchange").
The Company received $57,088 from the exercise of 25,422 options during the six months ended June 30, 2025. The remaining options exercised during the six months ended June 30, 2025 were Net Exercises and Share Exchanges, resulting in the issuance of 23,564 shares of Common Stock. No options were exercised during six months ended June 30, 2024.
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As of June 30, 2025, the estimated fair value of unamortized compensation cost related to 135,385 unvested stock option awards was approximately $20,000 . Unamortized compensation cost as of June 30, 2025 is expected to be recognized over a remaining weighted-average vesting period of 1.52 years.
Restricted Stock Awards
A summary of the restricted Common Stock activity under the 2014 Plan and the 2024 Plan for six months ended June 30, 2025 is as follows:
| Restricted Stock Awards | Shares | Weighted Average Grant Date Fair Value per Share | Aggregate Fair Value | |||||||||||||||||
| Balance at January 1, 2025 | $ | $ | ||||||||||||||||||
| Granted | $ | $ | ||||||||||||||||||
| Vested | ( | $ | $ | ( | ||||||||||||||||
| Forfeited | ( | $ | $ | ( | ||||||||||||||||
| Balance at June 30, 2025 | $ | $ | ||||||||||||||||||
Fair value was calculated using the closing price of the Company’s Common Stock on the grant date. For the three months ended June 30, 2025 and 2024, stock-based compensation for these grants was approximately $442,000 and $228,000 , respectively, which is included in other operating expenses on the accompanying condensed consolidated statements of income and comprehensive income. For the six months ended June 30, 2025 and 2024, stock-based compensation for these grants was approximately $751,000 and $441,000 , respectively, which is included in other operating expenses on the accompanying condensed consolidated statements of income and comprehensive income. These amounts reflect the Company’s accounting expense and do not correspond to the actual value that will be recognized by the directors, executives and employees. Unamortized compensation cost of $1,293,283 as of June 30, 2025 is expected to be recognized over a remaining weighted-average vesting period of 1.59 years.
Employee Stock Purchase Plan
On June 19, 2021, the Company’s Board of Directors adopted the Kingstone Companies, Inc. Employee Stock Purchase Plan (the “ESPP”), subject to stockholder approval. Such approval was obtained on August 10, 2021. The purpose of the ESPP is to provide eligible employees of the Company with an opportunity to use payroll deductions to purchase shares of Common Stock of the Company. The maximum number of shares of Common Stock that may be purchased under the ESPP is 750,000 , subject to adjustment as provided for in the ESPP. The ESPP was effective August 10, 2021 and expires on August 10, 2031. A maximum of 5,000 shares of Common Stock may be purchased by an employee during any offering period.
The initial offering period under the ESPP was from November 1, 2021 through October 31, 2022. There was no offering pursuant to the ESPP from November 1, 2022 through December 31, 2024. Effective January 1, 2025, the Company initiated an offering period of January 1, 2025 through December 31, 2025 under the ESPP (the "2025 Offering'). For the three months ended June 30, 2025 and 2024, stock-based compensation under the 2025 Offering was approximately $7,000 and $0 , respectively, which is included in other operating expenses on the accompanying condensed consolidated statements of income and comprehensive income. For the six months ended June 30, 2025 and 2024, stock-based compensation under the 2025 Offering was approximately $16,000 and $0 , respectively, which is included in other operating expenses on the accompanying condensed consolidated statements of income and comprehensive income.
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Warrants
In connection with the 2022 Exchange Agreement (see Note 7 – Debt – “Exchange Agreements”), as additional consideration, on December 15, 2022, the Company issued warrants (the "Warrants") to the 2022 Exchanging Noteholders to purchase 969,525 shares of Common Stock. Pursuant to the 2024 Exchange Agreement, the expiration date of the Warrants was extended to June 30, 2026 from December 30, 2025. The fair value of the Warrants, using the Black-Scholes valuation formula, was $993,200 , which has been capitalized as a deferred financing cost of the 2022 Notes and the 2024 Notes. The fair value of the Warrants is being amortized over the life of the Warrants, which is 36.5 months through September 12, 2024 and effective as of such date, the unamortized balance is being amortized over the extended life of the Warrants, which is now 21.5 months.
In accordance with ASC 815 - Derivatives and Hedging – Subsequent Measurement, the effect of a modification or an exchange shall be measured as the difference between the fair value of the modified or exchanged instrument and the fair value of that instrument immediately before it is modified or exchanged. The Company calculated the respective fair values and determined the difference was immaterial.
The Warrants are exercisable through June 30, 2026 at an exercise price of $1.00 per share. Holders of the Warrants may exercise their outstanding Warrants in cash, or, in whole or in part, by having the Company reduce the number of shares otherwise issuable by a number of shares having a fair market value equal to the exercise price of the Warrants being exercised ("Net Exercise").
During the six months ended June 30, 2025, holders exercised 394,525 Warrants under Net Exercises, resulting in the issuance of 371,634 shares of Common Stock. No warrants were exercised or granted during the six months ended June 30, 2024.
As of June 30, 2025, Warrants for the purchase of an aggregate of 247,500 shares of Common Stock were outstanding.
Shelf Registration
On April 5, 2024, the Company filed a shelf registration statement on Form S-3 with the SEC under the Securities Act of 1933, as amended, with regard to the registration of $50,000,000 of its equity and debt securities (the “Shelf Registration Statement”). The Shelf Registration Statement was declared effective by the SEC on April 22, 2024. Any offering made pursuant to the Shelf Registration Statement may only be made by means of a prospectus, including a prospectus supplement, forming a part of the effective Shelf Registration Statement, relating to the offering.
At-the-Market Offering
Note 9 – Income Taxes
The Company files a consolidated U.S. federal income tax return that includes all wholly-owned subsidiaries. State tax returns are filed on a consolidated or separate return basis depending on applicable laws. The Company records adjustments related to prior years’ taxes during the period when they are identified, generally when the tax returns are filed. The effect of these adjustments on the current and prior periods (during which the differences originated) is evaluated based upon quantitative and qualitative factors and are considered in relation to the consolidated financial statements taken as a whole for the respective periods.
Deferred tax assets and liabilities are determined using the enacted tax rates applicable to the period the temporary differences are expected to be recovered. Accordingly, the current period income tax provision can be affected by the enactment of new tax rates. The net deferred income taxes on the balance sheets reflect temporary differences between the
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carrying amounts of the assets and liabilities for financial reporting purposes and income tax purposes, tax effected at various rates depending on whether the temporary differences are subject to federal taxes, state taxes, or both.
Significant components of the Company’s deferred tax assets and liabilities are as follows:
| June 30, 2025 | December 31, 2024 | |||||||||||||
| Deferred tax asset: | ||||||||||||||
| Net operating loss carryovers (1) | $ | $ | ||||||||||||
| Claims reserve discount | ||||||||||||||
| Unearned premium | ||||||||||||||
| Deferred ceding commission revenue | ||||||||||||||
| Net unrealized losses on securities | ||||||||||||||
| Other | ||||||||||||||
| Total deferred tax assets | ||||||||||||||
| Deferred tax liability: | ||||||||||||||
| Investment in KICO (2) | ||||||||||||||
| Deferred policy acquisition costs | ||||||||||||||
| Intangible assets | ||||||||||||||
| Depreciation and amortization | ||||||||||||||
| Total deferred tax liabilities | ||||||||||||||
| Net deferred income tax asset | $ | $ | ||||||||||||
(1)The deferred tax assets from net operating loss carryovers (“NOL”) are as follows:
| Type of NOL | June 30, 2025 | December 31, 2024 | Expiration | |||||||||||||||||
Federal only, NOL from 2024 and 2023 | $ | $ | None | |||||||||||||||||
| State only (A) | December 2027 - December 2045 | |||||||||||||||||||
| Valuation allowance | ( | ( | ||||||||||||||||||
| State only, net of valuation allowance | ||||||||||||||||||||
| Total deferred tax asset from net operating loss carryovers | $ | $ | ||||||||||||||||||
(A)Kingstone generates operating losses for state purposes and has prior year NOLs available. The state NOL as of June 30, 2025 and December 31, 2024 was $49,893,758 and $47,313,775 , respectively. KICO, the Company’s insurance underwriting subsidiary, is not subject to state income taxes. KICO’s state tax obligations are paid through a gross premiums tax, which is included in the condensed consolidated statements of income and comprehensive income within other underwriting expenses. Kingstone has recorded a full valuation allowance due to the uncertainty of generating enough state taxable income to utilize 100 % of the available state NOLs over their remaining lives, which expire between 2027 and 2045.
(2)Deferred tax liability – Investment in KICO
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On July 1, 2009, the Company completed the acquisition of 100 % of the issued and outstanding common stock of KICO (formerly known as Commercial Mutual Insurance Company (“CMIC”)) pursuant to the conversion of CMIC from an advance premium cooperative to a stock property and casualty insurance company. Pursuant to the plan of conversion, the Company acquired a 100 % equity interest in KICO, in consideration for the exchange of $3,750,000 principal amount of surplus notes of CMIC. In addition, the Company forgave all accrued and unpaid interest on the surplus notes as of the date of conversion. As of the date of acquisition, unpaid accrued interest on the surplus notes along with the accretion of the discount on the original purchase of the surplus notes totaled $2,921,319 (together “Untaxed Interest”). As of the date of acquisition, the deferred tax liability on the Untaxed Interest was $1,169,000 . A temporary difference with an indefinite life exists when the parent has a lower carrying value of its subsidiary for income tax purposes. The deferred tax liability was reduced to $759,543 upon the reduction of federal income tax rates as of December 31, 2017. The Company is required to maintain its deferred tax liability of $759,543 related to this temporary difference until the stock of KICO is sold, or the assets of KICO are sold or KICO and the parent are merged.
In assessing the valuation of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. No valuation allowance against deferred tax assets has been established, except for NOL limitations, as the Company believes it is more likely than not the deferred tax assets will be realized based on the historical taxable income of KICO, or by offset to deferred tax liabilities.
The Company had no material unrecognized tax benefit and no adjustments to liabilities or operations were required. There were no interest or penalties related to income taxes that have been accrued or recognized as of and for the six months ended June 30, 2025 and 2024. If any had been recognized these would have been reported in income tax expense.
Note 10 – Earnings Per Common Share
Basic net earnings per common share is computed by dividing net income by the weighted-average number of shares of Common Stock outstanding. Diluted earnings per common share reflects, in periods in which it has a dilutive effect, the impact of shares of Common Stock issuable upon exercise of stock options and warrants as well as non-vested restricted stock awards. The computation of diluted earnings per common share excludes those options and warrants with an exercise price in excess of the average market price of the Company’s Common Stock during the periods presented. For the three months ended June 30, 2025 and 2024, there were -0 107,201 options, respectively, with an exercise price in excess of the average market price of the Company’s Common Stock during the periods. For the six months ended June 30, 2025 and 2024, there were -0 107,201 options, respectively, with an exercise price in excess of the average market price of the Company’s Common Stock during the periods. For the three months and six months ended June 30, 2025 and 2024, there were no warrants with an exercise price in excess of the average market price of the Company’s Common Stock during the periods.
The computation of diluted earnings per common share excludes outstanding options, warrants and non-vested restricted stock awards in periods where the exercise of such options and warrants or vesting of such restricted stock awards would be anti-dilutive. For the three months ended June 30, 2025 and 2024, there were no options, warrants or restricted stock awards that were anti-dilutive for the relevant periods.
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The reconciliation of the weighted average number of shares of Common Stock used in the calculation of basic and diluted earnings per common share follows:
| Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Weighted average number of shares outstanding | |||||||||||||||||||||||
| Effect of dilutive securities, common share equivalents: | |||||||||||||||||||||||
| Stock options | |||||||||||||||||||||||
| Warrants | |||||||||||||||||||||||
| Restricted stock awards | |||||||||||||||||||||||
Weighted average number of shares outstanding, used for computing diluted earnings per share | |||||||||||||||||||||||
Note 11 - Commitments and Contingencies
Litigation
From time to time, the Company is involved in various legal proceedings in the ordinary course of business. For example, to the extent a claim is asserted by a third party in a lawsuit against one of the Company’s insureds covered by a particular policy, the Company may have a duty to defend the insured party against the claim. These claims may relate to bodily injury, property damage or other compensable injuries as set forth in the policy. Such proceedings are considered in estimating the liability for loss and LAE expenses.
Office Lease
The Company enters into lease agreements for real estate that is primarily used for office space in the ordinary course of business. These leases are accounted for as operating leases, whereby lease expense is recognized on a straight-line basis over the term of the lease.
On February 10, 2025, KICO entered into a lease agreement for an office facility located in Kingston, New York under an operating lease. The lease commenced on March 1, 2025 (the "Commencement Date") and will expire on March 31, 2030. KICO has the option to renew the lease for an additional term of five years . KICO may terminate the lease anytime following the third anniversary of the Commencement Date if its insurance business is sold or substantially all of the Company's assets are sold. Base rent over the term of the lease is $269,777 plus a proportionate share of taxes, common area maintenance costs and insurance.
The Company was a party to a non-cancellable operating lease, dated March 27, 2015, for its office facility for KICO located in Valley Stream, New York, which expired on March 31, 2024. The lease was not renewed.
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Additional information regarding the Company’s office operating leases is as follows:
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||||||||||||
| Lease cost | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||
| Operating lease | $ | $ | $ | $ | ||||||||||||||||||||||
| Total lease cost | $ | $ | $ | $ | ||||||||||||||||||||||
| Other information on operating leases | ||||||||||||||||||||||||||
| Cash payments included in the measurement of lease liability reported in operating cash flows | $ | $ | $ | $ | ||||||||||||||||||||||
| Discount rate | % | % | % | % | ||||||||||||||||||||||
| Remaining lease term in years | — | — | ||||||||||||||||||||||||
Operating lease right-of-use assets, included in , were $173,098 and $0 as of June 30, 2025 and December 31, 2024, respectively. Operating lease right-of-use liabilities, included in , accrued expenses and other liabilities, were $173,098 and $-0 - as of June 30, 2025 and December 31, 2024, respectively.
Rent expense for the three months ended June 30, 2025 and 2024 amounted to $13,391 and $41,342 , respectively, and is included in the accompanying condensed consolidated statements of income and comprehensive income within other underwriting expenses. Rent expense for the six months ended June 30, 2025 and 2024 amounted to $17,855 and $41,342 , respectively, and is included in the accompanying condensed consolidated statements of income and comprehensive income within other underwriting expenses.
Employment Agreements
Meryl Golden, President and Chief Executive Officer
Employment Agreement effective as of January 1, 2023
On June 27, 2022, the Company and Meryl Golden, President and Chief Executive Officer of the Company, entered into a second amended and restated employment agreement which took effect as of January 1, 2023, and expired on December 31, 2024 (the “Second Amended Golden Employment Agreement”).
Pursuant to the Second Amended Golden Employment Agreement, Ms. Golden was entitled to receive an annual base salary of $500,000 and an annual bonus equal to 3 % of the Company’s consolidated income from operations before taxes, exclusive of the Company’s consolidated net investment income (loss), net unrealized gains (losses) on equity securities and net realized gains (losses) on investments, up to a maximum of 1.25 times her base salary. In addition, pursuant to the Second Amended Golden Employment Agreement, Ms. Golden was granted, under the terms of the 2014 Plan, during each of January 2023 and January 2024, a number of shares of restricted stock determined by dividing $136,500 by the fair market value of the Company’s Common Stock on the date of grant. In January 2023, Ms. Golden was granted 101,111 shares of restricted stock pursuant to this provision. The 2023 grant vested with respect to one-half of the award on the first anniversary of the grant date and one-half of the award on December 31, 2024, based on the continued provision of services through such dates. In January 2024, Ms. Golden was granted 64,085 shares of restricted stock pursuant to this provision. The 2024 grant vested on January 2, 2025, based on the continued provision of services through such date. Further, pursuant to the Second Amended Golden Employment Agreement, Ms. Golden would be entitled to receive, under certain circumstances, a payment equal to 1.5 times her then annual base salary and her accrued bonus in the event of the termination of her employment within 18 months following a change of control of the Company.
Employment Agreement effective as of January 1, 2025
On April 15, 2024, the Company and Ms. Golden entered into a third amended and restated employment agreement (the “Third Amended Golden Employment Agreement”). The Third Amended Golden Employment Agreement was effective as of January 1, 2025 and extends the expiration date of the Second Amended Golden Employment Agreement from December 31, 2024 to December 31, 2026. Pursuant to the Third Amended Golden Employment Agreement, Ms. Golden
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is entitled to receive an annual base salary of $550,000 (increased from $500,000 previously in effect) and an annual bonus equal to 3 % of the Company’s consolidated income from operations before taxes, exclusive of the Company’s consolidated net investment income (loss), net unrealized gains (losses) on equity securities and net realized gains (losses) on investments, up to a maximum of 1.25 times her base annual salary (the same as previously in effect). Pursuant to the Third Amended Golden Employment Agreement (and as was provided for in the Second Amended Golden Employment Agreement), in the event that Ms. Golden’s employment is terminated by the Company without cause or she resigns for good reason (each as defined in the Third Amended Golden Employment Agreement), Ms. Golden would be entitled to receive her base salary and the 3 % bonus for the remainder of the term. Ms. Golden would be entitled, under certain circumstances, to a payment equal to 1.5 times her then annual salary and her accrued bonus in the event of the termination of her employment following a change of control of the Company (also as is provided for in the Second Amended Golden Employment Agreement). Pursuant to the Third Amended Golden Employment Agreement, Ms. Golden received during January 2025, and will be entitled to receive during January 2026, under certain circumstances, a grant of 40,000 shares of restricted stock. The 2025 grant will become vested with respect to one-half of the award on the first anniversary of the grant date and one-half on December 31, 2026. The 2026 grant will become vested on the first anniversary of the grant date. In the event that the Company is precluded from making a grant to Ms. Golden in 2026, she would instead be entitled to a cash bonus of $136,500 for such year.
See Note 15 - Subsequent Events, Employment Agreements.
Note 12 – Employee Benefit Plans
Bonus Plans
Employee Bonus Plan
For the three months ended June 30, 2025 and 2024, the Company accrued $856,458 and $502,075 , respectively ("Cash Payments") related to an employee bonus plan (the "Bonus Plan"), of which $195,272 and $114,473 , respectively, is allocated and recorded in loss and LAE, and $661,186 and $387,602 , respectively, is recorded in other underwriting expenses on the accompanying condensed consolidated statements of income and comprehensive income. For the six months ended June 30, 2025 and 2024, the Company accrued approximately $980,391 and $584,140 , respectively, of Cash Payments related to the Bonus Plan, of which $223,529 and $133,184 ,respectively, is allocated and recorded in loss and LAE, and $756,862 and $450,956 , respectively, is recorded in other underwriting expenses on the accompanying condensed consolidated statements of income and comprehensive income. In addition to the Cash Payments, the Bonus Plan also calls for a restricted stock award ("RSA") to the Company's senior leadership team ("SLT") in an amount up to their Cash Payments if certain performance metrics have been met. The performance metrics for the six months ended June 30, 2025 were met, and, accordingly, $48,006
Executive Bonus Plan
For the three months ended June 30, 2025 and 2024, the Company accrued approximately $345,000 and $116,000 , respectively, for a bonus pursuant to the Third Amended Golden Employment Agreement ("Executive Bonus"), of which $311,000 and $0 , respectively, is recorded in other underwriting expenses, and $34,000 and $116,000 , respectively, is recorded in other operating expenses on the accompanying condensed consolidated statements of income and comprehensive income. For the six months ended June 30, 2025, the Company accrued approximately $371,000 and $116,000 , respectively, for the Executive Bonus of which $334,000 and $0 , respectively, is recorded in other underwriting expenses, and $37,000 and $116,000 , respectively, is recorded in other operating expenses on the accompanying condensed consolidated statements of income and comprehensive income.
401(k) Plan
The Company maintains a salary reduction plan under Section 401(k) of the Internal Revenue Code (the “401(k) Plan”) for its qualified employees. The Company matches 100 % of each participant’s contribution up to 4 % of the participant’s eligible contribution. The Company incurred approximately $72,000 and $66,000 , respectively, of expense for the three months ended June 30, 2025 and 2024, related to the 401(k) Plan, which is recorded in other underwriting expenses on the accompanying condensed consolidated statements of income and comprehensive income. The Company incurred
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Note 13 - Segment Information
The Company reports results of operations for its reportable segments consistent with the manner in which its chief operating decision maker ("CODM") reviews the business to assess performance and allocate resources. The Company identifies its CODM to be its President and Chief Executive Officer.
The Company evaluates the results of its single reportable segment as follows:
Insurance operations are evaluated on underwriting results (net premiums earned, ceding commission earned, other income, loss and loss adjustment expenses, commission expense, and other underwriting expenses), equating to the components of the net combined ratio.
Investments from the insurance operations are primarily evaluated on net investment income and its return on equity contribution.
Net (losses) gains on investments, gain on sale of real estate, other operating expenses are corporate expenses, depreciation and amortization, interest expense, and income tax, which are broken out below the insurance operations components of the net combined ratio to return to the consolidated net income.
The Company's CODM uses these measures of profit or loss predominantly in the annual budget and forecasting process, considering budget-to-actual variances throughout the year. The CODM also uses these profit measures for evaluating (i) financial performance, (ii) pricing in the Company's insurance operations, and (iii) employee compensation.
The Company does not allocate items not included in the net combined ratio. Such items include net (losses) gains on investments, gain on sale of real estate, depreciation and amortization, interest expense, corporate expenses included in other operating expenses, and assets to these segments. The Company does not allocate income taxes to its segments. The Company does not manage those segments on after-tax results.
The following tables reconciles the revenue and expense components of the net combined ratio to consolidated net income for the periods presented.
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| Three months ended June 30, | Six months ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Revenue components of net combined ratio | |||||||||||||||||||||||
| Net premiums earned | $ | $ | $ | $ | |||||||||||||||||||
| Ceding commission revenue | |||||||||||||||||||||||
| Other income | |||||||||||||||||||||||
| Total revenue components of net combined ratio | |||||||||||||||||||||||
| Expense components of net combined ratio | |||||||||||||||||||||||
| Loss and loss adjustment expenses | |||||||||||||||||||||||
| Commission expense | |||||||||||||||||||||||
| Other underwriting expenses | |||||||||||||||||||||||
| Total expense components of net combined ratio | |||||||||||||||||||||||
| Operating segment net income | |||||||||||||||||||||||
| Reconciliation of net income components | |||||||||||||||||||||||
| excluded from net combined ratio: | |||||||||||||||||||||||
| Revenue components excluded from net combined ratio | |||||||||||||||||||||||
| Net investment income | |||||||||||||||||||||||
| Net gains (losses) on investments | ( | ||||||||||||||||||||||
| Gain on sale of real estate | |||||||||||||||||||||||
| Other income | |||||||||||||||||||||||
| Total revenue components excluded | |||||||||||||||||||||||
| from net combined ratio | |||||||||||||||||||||||
| Expense components excluded from net combined ratio | |||||||||||||||||||||||
| Other operating expenses | |||||||||||||||||||||||
| Depreciation and amortization | |||||||||||||||||||||||
| Interest expense | |||||||||||||||||||||||
| Income tax | |||||||||||||||||||||||
| Total expense components excluded | |||||||||||||||||||||||
| from net combined ratio | |||||||||||||||||||||||
| Total net income (loss) components | |||||||||||||||||||||||
| excluded from net combined ratio: | ( | ( | ( | ( | |||||||||||||||||||
| Consolidated net income | $ | $ | $ | $ | |||||||||||||||||||
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The following table shows the calculation of the net combined ratio and return on equity from net investment income for the periods presented.
| Three months ended | Six months ended | |||||||||||||||||||||||||
| June 30, | June 30, | |||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||
| Net combined ratio | ||||||||||||||||||||||||||
| Net loss ratio | % | % | % | % | ||||||||||||||||||||||
| Net underwriting expense ratio | % | % | % | % | ||||||||||||||||||||||
| Net combined ratio | % | % | % | % | ||||||||||||||||||||||
| Reconciliation of net underwriting expense ratio: | ||||||||||||||||||||||||||
| Commission expense and other | ||||||||||||||||||||||||||
| underwriting expenses | $ | $ | $ | $ | ||||||||||||||||||||||
| Less: Ceding commission revenue | ( | ( | ( | ( | ||||||||||||||||||||||
| Less: Other income | ( | ( | ( | ( | ||||||||||||||||||||||
| Total commission expense and other | ||||||||||||||||||||||||||
| underwriting expenses | $ | $ | $ | $ | ||||||||||||||||||||||
| Net earned premium | $ | $ | $ | $ | ||||||||||||||||||||||
| Net Underwriting Expense Ratio | % | % | % | % | ||||||||||||||||||||||
| Return on equity on net investment income | ||||||||||||||||||||||||||
| Stockholders' equity beginning of period | $ | $ | $ | $ | ||||||||||||||||||||||
| Stockholders' equity end of period | $ | $ | $ | $ | ||||||||||||||||||||||
| Average stockholders' equity | $ | $ | $ | $ | ||||||||||||||||||||||
| Net investment income | $ | $ | $ | $ | ||||||||||||||||||||||
| Return on equity on net investment income | % | % | % | % | ||||||||||||||||||||||
| Return on equity on net investment income - annualized | % | % | % | % | ||||||||||||||||||||||
| Total assets | $ | $ | $ | $ | ||||||||||||||||||||||
Note 14 - Sale of Real Estate
On February 5, 2025, a subsidiary of the Company entered into a contract of sale with Ulster County, New York (the “County”) for the sale to the County of the Company’s headquarters building in Kingston, New York, along with an adjacent mixed-use property (collectively, the “Property”). The purchase price for the Property was $3,600,000 . The closing of the sale was on March 19, 2025.
Note 15 – Subsequent Events
The Company has evaluated events that occurred subsequent to June 30, 2025 through the date these condensed consolidated financial statements were issued for matters that required disclosure or adjustment in these condensed consolidated financial statements.
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Reinsurance
Effective July 1, 2025, KICO entered into new excess of loss and catastrophe reinsurance treaties (see Note 6 – Property and Casualty Insurance Activity - “Reinsurance”). The new catastrophe reinsurance treaties includes the issuance of a $125,000,000 catastrophe bond ("Series 2025-1 Notes"). The Series 2025-1 Notes were priced at 4.5 % and issued through a Bermuda-registered special purpose insurer, 1886 Re Ltd., providing KICO with $125,000,000 of collateralized reinsurance protection. The notes offer multi-year protection against named storm events across New York, New Jersey, Connecticut, Massachusetts and Rhode Island on an indemnity trigger and per-occurrence basis. The notes, which were structured and placed by Aon Securities LLC, will cover four annual risk periods from July 1, 2025, through June 30, 2029.
Income Taxes
On July 4, 2025, the One Big Beautiful Bill Act (the "Act") was enacted. The Act includes significant federal tax law changes which, among other impacts, modify and make permanent certain business tax provisions originally enacted in the 2017 Tax Cuts and Jobs Act. The Act is subject to further clarification from the issuance of future technical guidance by the U.S. Department of Treasury. The Company is currently evaluating the impacts of the Act but does not expect it to have a material impact on its results of operations or financial condition.
Dividend Declared
On July 22, 2025, the Company’s Board of Directors approved a quarterly dividend of $0.05 per share payable in cash on August 26, 2025 to stockholders of record as of the close of business on August 11, 2025 (see Note 8 – Stockholders’ Equity).
Employment Agreement - New Chief Financial Officer
Randy Patten, Vice President, Treasurer and Chief Financial Officer (effective August 25, 2025)
On July 23, 2025, the Company and Randy Patten entered into an employment agreement (the “Patten Employment Agreement”) pursuant to which Mr. Patten will serve as the Company’s Chief Financial Officer, Vice President and Treasurer. Mr. Patten will also serve as KICO’s Chief Financial Officer, Vice President and Treasurer. The Patten Employment Agreement will be effective as of August 25, 2025 (the "Effective Date") and will expire on August 25, 2028 (the "Expiration Date"). The term of Patten Employment Agreement shall automatically be extended for one year periods beyond the Expiration Date unless either party provides written notice to the other party, no later than four months preceding the Expiration Date (or the end of the Term, if extended) of its or his desire that the term of this Agreement not be extended.
Pursuant to the Patten Employment Agreement, Mr. Patten is entitled to receive an annual base salary of $400,000 and shall participate in the Company's Bonus Plan and SLT RSA bonus (see Note 12 – Employee Benefit Plans, Employee Bonus Plan). In accordance with the Bonus Plan, Mr. Patten's Cash Bonus target will be 25 % of his base salary, and in no event, will the Cash Bonus for the calendar year ending December 31, 2025 be less than $35,000 .
On or about the Effective Date, the Company will pay to Mr. Patten a sign-on bonus of $200,000 (the “Sign-on Bonus”). In the event that, prior to the first anniversary of the Effective Date, Mr. Patten's employment with the Company is terminated by the Company for cause or by the Employee without good reason, Mr. Patten would be obligated to promptly repay the Sign-on Bonus to the Company. At its option, the Company shall have the right to offset such Sign-on Bonus repayment obligation against any and all amounts payable to Mr. Patten.
On or about the Effective Date, Mr. Patten will be entitled to receive a restricted stock grant of a number of shares of Common Stock determined by dividing $600,000 by the fair market value of the Company’s Common Stock on the date of grant. Such stock grant will become vested with respect to 25 50 % on the third anniversary dates of the grant date.
There were no other subsequent events identified requiring recognition or disclosure in these condensed consolidated financial statements.
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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
We offer property and casualty insurance products through our wholly-owned subsidiary, Kingstone Insurance Company (“KICO”). KICO is a New York domiciled carrier writing business through retail and wholesale agents and brokers. KICO is actively writing personal lines and commercial auto insurance in New York, and in 2024 was the 12th largest writer of homeowners insurance in New York. KICO is also licensed in the states of New Jersey, Rhode Island, Massachusetts, Connecticut, Pennsylvania, New Hampshire, and Maine. For the three months ended June 30, 2025 and 2024 respectively, 97.9% and 95.9% of KICO’s direct written premiums came from the New York policies. For the six months ended June 30, 2025 and 2024 respectively, 98.1% and 95.2% of KICO’s direct written premiums came from the New York policies. We refer to our New York business as our “Core” business and the business outside of New York as our “non-Core” business.
In addition, our subsidiary, Cosi Agency, Inc. (“Cosi”), a multi-state licensed general agency, receives commission revenue from KICO for the policies it places with others and pays commissions to these agencies. Cosi retains the profit between the commission revenue received and the commission expense paid (“Net Cosi Revenue”). Commission expense is reduced by Net Cosi Revenue. Cosi-related operating expenses are minimal and are included in other operating expenses.
We derive substantially all of our revenue from KICO, which includes revenues from earned premiums, ceding commissions from quota share reinsurance, net investment income generated from its portfolio, and net realized gains and losses on investment securities. All of KICO’s insurance policies are written for a one year term. Earned premiums represent premiums received from insureds, which are recognized as revenue over the period of time that insurance coverage is provided (i.e., ratably over the one year life of the policy). A significant period of time can elapse from the receipt of insurance premiums to the payment of insurance claims. During this time, KICO invests the premiums, earns investment income and generates net realized and unrealized investment gains and losses on investments. Our holding company earns investment income from its cash holdings.
Our expenses include the insurance underwriting expenses of KICO and other operating expenses. Insurance companies incur a significant amount of their total expenses from losses incurred by policyholders, which are referred to as claims. In settling these claims, various loss adjustment expenses (“LAE”) are incurred such as insurance adjusters’ fees and legal expenses. In addition, insurance companies incur policy acquisition costs. Policy acquisition costs include commissions paid to producers, premium taxes, and other expenses related to the underwriting process, including employees’ compensation and benefits.
Other operating expenses include our corporate expenses as a holding company. These corporate expenses include legal and auditing fees, executive employment costs and equity compensation, directors' fees, and other costs directly associated with being a public company.
Product Lines
Our product lines include the following:
Personal lines: Our largest line of business is personal lines, consisting of homeowners, dwelling fire, cooperative/condominium, renters, and personal umbrella policies.
Commercial liability: Through July 2019, we offered businessowners policies, which consist primarily of small business retail, service, and office risks, with limited property exposures. We also wrote artisan’s liability policies for small independent contractors with smaller sized workforces. In addition, we wrote special multi-peril policies for larger and more specialized businessowners risks, including those with limited residential exposures. Further, we offered commercial umbrella policies written above our supporting commercial lines policies.
In May 2019, due to the poor performance of these lines we placed a moratorium on new commercial lines and new commercial umbrella submissions while we further reviewed this business. In July 2019, due to the continuing poor performance of these lines, we made the decision to no longer underwrite commercial lines or commercial umbrella risks. In-force policies as of July 31, 2019 for these lines were non-renewed at the end of their annual terms. As of June 30, 2025 and December 31, 2024, there were no commercial liability policies in-force. As of June 30, 2025, these expired policies represented approximately 11.7% of loss and LAE reserves net of reinsurance recoverables. See discussion below under “Additional Financial Information”.
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Livery physical damage: We write for-hire vehicle physical damage only policies for livery and car service vehicles and taxicabs. These policies insure only the physical damage portion of insurance for such vehicles, with no liability coverage included.
Other: We write canine legal liability policies and have a small participation in mandatory state joint underwriting associations.
Key GAAP and Non-GAAP Measures
We utilize the following key GAAP accounting principles generally accepted in the United States and non-GAAP measures in analyzing the results of our insurance underwriting business. See "Non-GAAP Financial Measures" for a reconciliation of the below non-GAAP measures to the most directly comparable GAAP measure:
Direct written premiums, net premiums written: Direct written premiums represent the total premiums charged on policies issued by an insurance company during the respective fiscal period. Net written premiums are direct written premiums less premiums ceded to reinsurers. Net premiums earned, the GAAP measure most comparable to direct written premiums and net written premiums, are net written premiums that are pro-rata earned during the fiscal period presented. All of our policies are written for a twelve-month period. Management uses direct written premiums and net written premiums, along with other measures, to gauge our performance and evaluate results. Direct written premiums and net written premiums are provided as supplemental information, not as a substitute for net premiums earned, and do not reflect the Company’s net premiums earned.
Core and Non-Core direct written premiums: Core and Non-Core direct written premiums are not based on GAAP. Net premiums earned is the most directly comparable GAAP measure to direct written premiums. The aggregate of Core and Non-Core direct written premiums written is represented by direct written premiums.
Net loss ratio: The net loss ratio is a measure of the underwriting profitability of an insurance company’s business. Expressed as a percentage, this is the ratio of net losses and LAE incurred to net premiums earned.
Underlying loss ratio: The underlying loss ratio is a non-GAAP ratio, which is computed as the GAAP net loss ratio excluding the effect of prior year loss reserve development and catastrophes losses. Management believes that this ratio is useful to investors, and it is used by management to reveal the trends in our business that may be obscured by prior year loss reserve development and catastrophe losses. Catastrophe losses cause our loss ratios to vary significantly between periods as a result of their incidence of occurrence and magnitude and can have a significant impact on the net loss ratio. Management believes that this measure is useful for investors to evaluate this component separately when reviewing our underwriting performance. The most directly comparable GAAP measure is the net loss ratio. The underlying loss ratio should not be considered a substitute for the net loss ratio and does not reflect our net loss ratio.
Net loss ratio excluding the effect of catastrophes: The net loss ratio excluding the effect of catastrophes is a non-GAAP ratio, which is computed as the difference between the GAAP net loss ratio and the effect of catastrophes on the net loss ratio. Management believes that this ratio is useful to investors, and it is used by management to reveal the trends in our business that may be obscured by catastrophe losses. Catastrophe losses cause our net loss ratios to vary significantly between periods as a result of their incidence of occurrence and magnitude and can have a significant impact on the net loss ratio. Management believes that this measure is useful for investors to evaluate this component separately when reviewing our underwriting performance. The most directly comparable GAAP measure is the net loss ratio. The net loss ratio excluding the effect of catastrophes should not be considered a substitute for the net loss ratio and does not reflect our net loss ratio.
Net loss ratio excluding commercial lines business: The net loss ratio excluding commercial lines business is a non-GAAP ratio, which is computed as the difference between the GAAP net loss ratio and the effect of commercial lines on the net loss ratio. Management believes that this ratio is useful to investors, and it is used by management to reveal the trends in our business that may be obscured by losses from commercial lines business. Our commercial lines business has been in run-off since July 2019. Commercial lines losses cause our net loss ratios to vary between periods as a result of changes to their loss reserves during the run-off period and have an impact on the net loss ratio. Management believes that this measure is useful for investors to evaluate this component separately when reviewing our underwriting performance. The most directly comparable GAAP measure is the net loss ratio. The net loss ratio excluding commercial lines business should not be considered a substitute for the net loss ratio and does not reflect our net loss ratio.
Net underwriting expense ratio: The net underwriting expense ratio is a measure of an insurance company’s operational efficiency in administering its business. Expressed as a percentage, this is the ratio of the sum of acquisition
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costs (the most significant being commissions paid to our producers) and other underwriting expenses less ceding commission revenue less other income to net premiums earned.
Net underwriting expense ratio excluding the effect of catastrophes: The net underwriting expense ratio excluding the effect of catastrophes is a non-GAAP ratio, which is computed as the difference between the GAAP net underwriting expense ratio and the effect of catastrophes on the net underwriting expense ratio. Management believes that this ratio is useful to investors, and it is used by management to reveal the trends in our business that may be obscured by catastrophe losses. Catastrophe losses may cause our net underwriting expense ratios to vary significantly between periods as a result of their incidence of occurrence and magnitude and may, but currently do not, have any significant impact on the underwriting expense ratio. Management believes that this measure is useful for investors to evaluate this component separately when reviewing our underwriting performance if there should be a catastrophe effect on the net underwriting expense ratio. The most directly comparable GAAP measure is the net underwriting expense ratio. The net underwriting expense ratio excluding the effect of catastrophes should not be considered a substitute for the net underwriting expense ratio and does not reflect our net underwriting expense ratio.
Net combined ratio: The net combined ratio is a measure of an insurance company’s overall underwriting profit. This is the sum of the net loss and net underwriting expense ratios. If the net combined ratio is at or above 100 percent, an insurance company cannot be profitable without investment income, and may not be profitable if investment income is insufficient.
Net combined ratio excluding the effect of catastrophes: The net combined ratio excluding the effect of catastrophes is a non-GAAP ratio, which is computed as the difference between the GAAP combined ratio and the effect of catastrophes on the net combined ratio. Management believes that this ratio is useful to investors, and it is used by management to reveal the trends in our business that may be obscured by catastrophe losses. Catastrophe losses cause our net combined ratios to vary significantly between periods as a result of their incidence of occurrence and magnitude and can have a significant impact on the net combined ratio. Management believes that this measure is useful for investors to evaluate this component separately when reviewing our underwriting performance. The most directly comparable GAAP measure is the net combined ratio. The net combined ratio excluding the effect of catastrophes should not be considered a substitute for the net combined ratio and does not reflect our net combined ratio.
Underwriting income: Underwriting income is net pre-tax income attributable to our insurance underwriting business before investment activity. It excludes net investment income, net realized gains from investments, gain on sale of real estate, depreciation and amortization, and interest expense (net premiums earned less expenses included in combined ratio). Underwriting income is a measure of an insurance company’s overall operating profitability before items such as investment income, depreciation and amortization, interest expense and income taxes.
Net income from insurance underwriting business on a standalone basis: Net income from insurance underwriting business on a standalone basis is a non-GAAP measure, which is computed as GAAP net income without the effect of holding company operations on GAAP net income. Management believes that this measure is useful to investors, and it is used by management to reveal the trends in our insurance underwriting business that may be obscured by holding company operations. Holding company operations cause our GAAP net income to vary significantly between periods as a result of their magnitude and can have a significant impact on GAAP net income. Management believes that this measure is useful for investors to evaluate this component separately when reviewing our underwriting performance. The most directly comparable GAAP measure is GAAP net income. Net income from insurance underwriting business on a standalone basis should not be considered a substitute for GAAP net income and does not reflect our GAAP net income.
Critical Accounting Estimates
Our condensed consolidated financial statements include the accounts of Kingstone Companies, Inc. and all wholly-owned subsidiaries. The preparation of financial statements in conformity with GAAP requires our management to make estimates and assumptions in certain circumstances that affect amounts reported in our condensed consolidated financial statements and related notes. In preparing these condensed consolidated financial statements, our management has utilized information including our past history, industry standards, and the current economic environment, and other factors, in forming its estimates and judgments of certain amounts included in the condensed consolidated financial statements, giving due consideration to materiality. It is possible that the ultimate outcome as anticipated by our management in formulating its estimates in these financial statements may not materialize.
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Application of the critical accounting policies involves the exercise of judgment and use of assumptions as to future uncertainties and, as a result, actual results could differ from these estimates. In addition, other companies may utilize different estimates, which may impact comparability of our results of operations to those of similar companies.
See below a description of these critical accounting estimates. Also see Note 2 to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2024.
Loss and Loss Adjustment Expense Reserves
Property and casualty loss and loss adjustment expense (“LAE”) reserves are established to provide for the estimated cost of settling both reported (“case”) and incurred but not reported (“IBNR”) claims and claims adjusting expenses. The liability for these reserves is estimated on an undiscounted basis, using individual case-basis valuations and paid claims, pending claims, statistical analyses and various actuarial reserving methodologies. Due to the inherent uncertainty of the reserve process, actual loss costs could vary significantly compared to estimated loss costs. The below table provides detail of our reserves as of June 30, 2025 and December 31, 2024:
| As of June 30, 2025 | As of December 31, 2024 | |||||||||||||||||||||||||||||||||||||
| ($ in thousands) | Gross | Ceded | Net | Gross | Ceded | Net | ||||||||||||||||||||||||||||||||
| Case loss | $ | 63,541 | $ | 17,746 | $ | 45,795 | $ | 64,087 | $ | 17,721 | $ | 46,366 | ||||||||||||||||||||||||||
| Case LAE | 6,907 | 1,604 | 5,303 | 6,563 | 1,426 | 5,137 | ||||||||||||||||||||||||||||||||
| IBNR loss | 45,436 | 10,993 | 34,443 | 38,681 | 10,661 | 28,020 | ||||||||||||||||||||||||||||||||
| IBNR LAE | 18,043 | 2,465 | 15,578 | 16,879 | 2,514 | 14,365 | ||||||||||||||||||||||||||||||||
| Total | $ | 133,927 | $ | 32,808 | $ | 101,119 | $ | 126,210 | $ | 32,322 | $ | 93,888 | ||||||||||||||||||||||||||
(Components may not sum due to rounding)
Case Reserves – Reserves for reported losses are based on an estimate of ultimate loss costs of an individual claim derived from individual case-basis valuations, actual claims paid, pending claims, statistical analyses and various actuarial reserving methodologies.
IBNR Reserves – IBNR reserves are estimates of claims that have occurred but as to which we have not yet been notified to establish the case reserve. IBNR also accounts for loss development on claims that have been reported. IBNR is determined using historical information aggregated by line of insurance and adjusted to current conditions.
Reinsurance
We purchase reinsurance to manage our underwriting risk on certain policies. Reinsurance receivables represent management’s best estimate of loss and LAE recoverable from reinsurers. Reinsurance receivables are estimated using the same methodologies as loss and LAE reserves. Changes in the methods and assumptions used could result in significant variances between actual and estimated losses.
Deferred Income Taxes
Our effective tax rate is based on GAAP income at statutory tax rates, adjusted for non-taxable and non-deductible items, and tax credits. Changes in estimates used in preparing the condensed consolidated statements of income and comprehensive income could result in significant changes to our deferred tax asset or liability.
Deferred tax assets or liabilities are recognized for estimated future tax consequences which result in differences between the financial statement carrying amounts of assets and liabilities and their respective tax basis. These assets and liabilities are carried at the enacted tax rates expected to apply when the asset or liability is expected to be recovered or settled. Changes in estimates and assumptions in the condensed consolidated statements of income and comprehensive income, or changes in the enacted tax rate, could result in significant variances between our carried deferred tax and tax recognized on the recovery or settlement of the asset or liability.
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Investments
Bonds are classified as held-to-maturity (“HTM”) or available-for-sale (“AFS”), and stocks are generally classified as AFS. Investments classified as HTM are carried at amortized cost, which requires very little judgement. Investments in stocks classified as AFS are generally carried at fair value with an unrealized gain/loss recorded in net income. Investments in bonds classified as AFS are generally carried at fair value with an unrealized gain/loss recorded in accumulated other comprehensive income. Actual results could vary significantly from the fair values recognized in the condensed consolidated statements of income and comprehensive income.
Kingstone 2.0 (completed), Kingstone 3.0 (completed), Change in Market Dynamics (underway), and 5-Year Growth Plan (underway)
•Beginning in the fourth quarter of 2019, a series of strategic initiatives, coined “Kingstone 2.0”, were commenced to modernize our company. The pillars of the new strategy were as follows:
1.Strengthen the management team by adding highly qualified professionals with deep domain experience and diverse backgrounds;
2.Reduce expenses and increase efficiency by embracing technology, including converting to a new policy management system, retiring multiple legacy systems and starting up a new claims system, among other technology initiatives;
3.Develop and implement a new, more highly segmented product suite (Kingstone Select) which better matches rate to risk using advanced analytics and an abundance of data; and
4.Better manage our catastrophe exposure in order to reduce the growth rate of our probable maximum loss (“PML”) in order to mitigate the impact of the then emerging “hard market” in catastrophe reinsurance.
•We announced the substantive completion of Kingstone 2.0 in late 2022 and embarked on a new strategy to optimize our in-force business, which we coined as “Kingstone 3.0”. The four pillars of this strategy entail:
1.Aggressively reduced the non-Core book of business, which has had a disproportionately negative impact on underwriting results, by stopping new business, culling the agent base, reducing commissions, or other means, subject to regulatory constraints, and have aggressively reduced policy count. Our request to withdraw from the state of New Jersey was acknowledged in October 2023 and all remaining policies are being non-renewed over a two year period starting January 1, 2024. As of June 30, 2025, our non-Core policy count was down by 67.6% compared to June 30, 2024;
2.Adjusted pricing to stay ahead of loss trends, including inflation, by filing the maximum annual rate change that can be supported in each state and product and ensured all policyholders were insured to value. Inflation has been a dominant headwind that is showing signs of stabilizing. We have been cognizant that inflation’s impact on loss costs places added pressure on premiums and, as such, we have been more frequent and aggressive with our rate change requests. Similarly, home replacement values reflect that same inflationary pressure. In September 2023, we completed our first cycle of valuation adjustments, making sure that all homes were insured to value. As a result, we have seen a rise in premiums attributable to the heightened replacement costs. All policies are renewed at the most current replacement cost. Overall average written premium for our Core personal lines renewal policies for the last 12 months, reflecting both rate and replacement cost changes, increased by 17.6%;
3.Tightly managed reinsurance requirements and costs, using risk selection and other underwriting capabilities to manage the growth rate of our PML. We needed to contain our exposure to spiking reinsurance pricing. We did so and were able to reduce the required limit to be purchased while maintaining our same risk tolerance. We used all the tools available to us
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to limit new business that was deemed to be too expensive and at the same time re-underwrote the book to cull those risks which presented the greatest risk; and
4.Continuing expense reduction focus with a goal of reducing the net expense ratio to 33% by year-end 2024. For the year ended December 31, 2024, we achieved our goal of 33%, with a net underwriting expense ratio of 32.0%. For the six months ended June 30, 2025, the net underwriting expense ratio increased 0.7 percentage points to 32.0% due to lower contingent ceding commission on our primary quota share treaty, which is on sliding scale based on loss ratio. As the year progresses, and if the loss ratio continues to improve as we expect, contingent ceding commission will increase and our net underwriting expense ratio will benefit as a result. We anticipate the net underwriting expense ratio for the full year 2025 to be in line with 2024.
We believe that the above actions taken resulted in our return to profitability for the last seven consecutive quarters, will continue to have the intended effect, and will continue through the year ended December 31, 2025 and beyond.
•Change in Market Dynamics
On August 2, 2024, two large competitors announced a plan to wind down their personal lines operations in New York State and to non-renew or mid-term cancel their entire book of business before year end 2024. The policyholders of such competitors needed to find alternative coverage. Beginning in the quarter ended September 30, 2024, we began seeing a sizable increase in our policies in force and direct written premiums from these non-renewed and cancelled policies. We refer to this new business as a Change in Market Dynamics.
On April 14, 2025, KICO entered into an agreement to offer a replacement policy to selected homeowners policyholders in Downstate New York as one of our competitors pivots focus away from admitted personal lines business (the "Withdrawal Plan"). The Withdrawal Plan, which includes this transaction, has been approved by the New York Department of Financial Services. This transaction encompasses approximately $70 million in written premium. The Withdrawal Plan will enable KICO to work with new distribution partners to further increase our footprint in Downstate New York by offering an alternative policy to selected homeowners policyholders with effective dates starting in late third quarter of 2025. This transaction will be handled in a similar manner to the Change in Market Dynamics, except that we will be streamlining the process by providing a quote for eligible policyholders to our producers.
•5-Year Growth Plan
We recently announced our 5-year goal of $500 million in direct written premium (the "5-Year Growth Plan"), effectively doubling the size of our company relative to today. We are diligently working on a strategic plan that outlines how we will achieve this goal through a combination of organic initiatives and strategic inorganic opportunities in our core state of New York along with measured geographic expansion into new states. We intend to maintain our focus on our core-expertise of insuring catastrophe-exposed properties.
Relative to geographic expansion, we have conducted a thorough study of selected geographies and states with the help of industry-leading third-party advisors and overlaid important lessons learned from our past challenges to ensure that we do not face such challenges again. We plan to pursue prudent growth at a measured pace in our chosen new states, testing and validating rate adequacy commensurate with risk factors in the new geographies. Our current plan is to go live in two states in 2026, and two additional states in 2027.
See the tables below for our Core and non-Core business for policies in force as of June 30, 2025 and 2024 and direct written premiums for three months and six months ended June 30, 2025 and 2024. For the three months ended June 30, 2025, our Core direct written premiums increased by 16.6% compared to the three months ended June 30, 2024, while Core policies in force increased by 11.4% as of June 30, 2025 as compared to June 30, 2024. For the same periods, our non-Core direct written premiums decreased by 42.5% and policies in force decreased by 67.6%. For the six months ended June 30, 2025, our Core direct written premiums increased by 19.5% compared to the six months ended June 30, 2024, while Core policies in force increased by 11.4% as of June 30, 2025 as compared to June 30, 2024.For the same periods, our non-Core direct written premiums decreased by 54.1% and policies in force decreased by 67.6%.
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| As of June 30, | ||||||||||||||||||||||||||
| 2025 | 2024 | Change | Percent | |||||||||||||||||||||||
| Policies In Force, as of end of Period | ||||||||||||||||||||||||||
| Core | 74,555 | 66,934 | 7,621 | 11.4 | % | |||||||||||||||||||||
| Non-Core | 2,370 | 7,306 | (4,936) | (67.6) | % | |||||||||||||||||||||
| Total policies in force | 76,925 | 74,240 | 2,685 | 3.6 | % | |||||||||||||||||||||
| Three months ended June 30, | Six months ended June 30, | |||||||||||||||||||||||||||||||||||||||||||||||||
| (000’s except percentages) | 2025 | 2024 | Change | Percent | 2025 | 2024 | Change | Percent | ||||||||||||||||||||||||||||||||||||||||||
Direct written premiums1 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Core1 | $ | 59,802 | $ | 59,802 | $ | 51,306 | $ | 8,496 | 16.6 | % | $ | 116,977 | $ | 97,893 | $ | 19,084 | 19.5 | % | ||||||||||||||||||||||||||||||||
Non-Core1 | 1,260 | 2,190 | (930) | (42.5) | % | 2,260 | 4,927 | (2,667) | (54.1) | % | ||||||||||||||||||||||||||||||||||||||||
| Total direct written premiums | $ | 61,062 | $ | 53,495 | $ | 7,567 | 14.1 | % | $ | 119,237 | $ | 102,820 | $ | 16,417 | 16.0 | % | ||||||||||||||||||||||||||||||||||
(Columns in the table above may not sum to totals due to rounding)
1Direct written premiums, Core written premiums, and Non-Core written premiums are non-GAAP measures defined above under "Key GAAP and Non-GAAP Measures". See "Non-GAAP Financial Measures" below for the reconciliation of direct written premiums, Core written premiums, and Non-Core written premiums to the GAAP measure of net premiums earned.
Consolidated Results of Operations
Six Months Ended June 30, 2025 Compared to Six Months Ended June 30, 2024
The following table summarizes the changes in the results of our operations (in thousands) for the periods indicated:
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| Six months ended June 30, | ||||||||||||||||||||||||||
| ($ in thousands) | 2025 | 2024 | Change | Percent | ||||||||||||||||||||||
| Revenues | ||||||||||||||||||||||||||
| Direct written premiums (1) | $ | 119,237 | $ | 102,820 | $ | 16,417 | 16.0 | % | ||||||||||||||||||
| Assumed written premiums | - | - | - | na | ||||||||||||||||||||||
| 119,237 | 102,820 | 16,417 | 16.0 | % | ||||||||||||||||||||||
| Ceded written premiums | ||||||||||||||||||||||||||
| Ceded to quota share treaties (2) | 3,543 | 21,041 | (17,498) | (83.2) | % | |||||||||||||||||||||
| Ceded to excess of loss treaties | 2,880 | 2,765 | 115 | 4.2 | % | |||||||||||||||||||||
| Ceded to catastrophe treaties | (406) | (506) | 100 | 19.8 | % | |||||||||||||||||||||
| Total ceded written premiums | 6,017 | 23,300 | (17,283) | (74.2) | % | |||||||||||||||||||||
| Net written premiums (1) | 113,220 | 79,520 | 33,700 | 42.4 | % | |||||||||||||||||||||
| Change in unearned premiums | ||||||||||||||||||||||||||
| Direct and assumed | 4,439 | (1,813) | 6,252 | na | ||||||||||||||||||||||
| Ceded to reinsurance treaties (2) | (27,920) | (18,583) | (9,337) | (50.2) | % | |||||||||||||||||||||
| Change in net unearned premiums | (23,482) | (20,397) | (3,085) | (15.1) | % | |||||||||||||||||||||
| Premiums earned | ||||||||||||||||||||||||||
| Direct and assumed | 123,676 | 101,006 | 22,670 | 22.4 | % | |||||||||||||||||||||
| Ceded to reinsurance treaties | (33,938) | (41,882) | 7,944 | 19.0 | % | |||||||||||||||||||||
| Net premiums earned | 89,738 | 59,124 | 30,614 | 51.8 | % | |||||||||||||||||||||
| Ceding commission revenue (2) | 6,040 | 9,129 | (3,089) | (33.8) | % | |||||||||||||||||||||
| Net investment income | 4,349 | 3,267 | 1,082 | 33.1 | % | |||||||||||||||||||||
| Net gains on investments | 408 | 493 | (85) | (17.2) | % | |||||||||||||||||||||
| Gain on sale of real estate | 1,966 | — | 1,966 | na | ||||||||||||||||||||||
| Other income | 292 | 254 | 38 | 15.0 | % | |||||||||||||||||||||
| Total revenues | 102,794 | 72,267 | 30,527 | 42.2 | % | |||||||||||||||||||||
| Expenses | ||||||||||||||||||||||||||
| Loss and loss adjustment expenses | ||||||||||||||||||||||||||
| Direct and assumed: | ||||||||||||||||||||||||||
| Loss and loss adjustment expenses excluding the effect of catastrophes | 54,511 | 39,269 | 15,242 | 38.8 | % | |||||||||||||||||||||
| Losses from catastrophes (3) | 1,237 | 2,649 | (1,412) | (53.3) | % | |||||||||||||||||||||
| Total direct and assumed loss and loss adjustment expenses | 55,748 | 41,918 | 13,830 | 33.0 | % | |||||||||||||||||||||
| Ceded loss and loss adjustment expenses: | ||||||||||||||||||||||||||
| Loss and loss adjustment expenses excluding the effect of catastrophes | 10,447 | 9,043 | 1,404 | 15.5 | % | |||||||||||||||||||||
| Losses from catastrophes (3) | 198 | 777 | (579) | (74.5) | % | |||||||||||||||||||||
| Total ceded loss and loss adjustment expenses | 10,645 | 9,820 | 825 | 8.4 | % | |||||||||||||||||||||
| Net loss and loss adjustment expenses: | ||||||||||||||||||||||||||
| Loss and loss adjustment expenses excluding the effect of catastrophes | 44,063 | 30,226 | 13,837 | 45.8 | % | |||||||||||||||||||||
| Losses from catastrophes (3) | 1,039 | 1,872 | (833) | (44.5) | % | |||||||||||||||||||||
| Net loss and loss adjustment expenses | 45,102 | 32,098 | 13,004 | 40.5 | % | |||||||||||||||||||||
| Commission expense | 19,943 | 16,084 | 3,859 | 24.0 | % | |||||||||||||||||||||
| Other underwriting expenses | 15,133 | 11,781 | 3,352 | 28.5 | % | |||||||||||||||||||||
| Other operating expenses | 2,189 | 1,579 | 610 | 38.6 | % | |||||||||||||||||||||
| Depreciation and amortization | 1,237 | 1,216 | 21 | 1.7 | % | |||||||||||||||||||||
| Interest expense | 305 | 1,984 | (1,679) | (84.6) | % | |||||||||||||||||||||
| Total expenses | 83,909 | 64,742 | 19,167 | 29.6 | % | |||||||||||||||||||||
| Income before taxes | 18,885 | 7,525 | 11,360 | 151.0 | % | |||||||||||||||||||||
| Income tax expense | 3,750 | 1,583 | 2,167 | 136.9 | % | |||||||||||||||||||||
| Net income | $ | 15,135 | $ | 5,942 | $ | 9,193 | 154.7 | % | ||||||||||||||||||
(Columns in the table above may not sum to totals due to rounding)
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(1)Direct written premiums and net premiums written are non-GAAP measures, defined above under "Key GAAP and Non-GAAP Measures", and reconciled in the table herein to the GAAP measure of net premiums earned.
(2)For the six months ended June 30, 2024, our personal lines business was subject to a 27% quota share treaty, expiring on January 1, 2025, which included a runoff of a 3.0% portion of the prior quota share reinsurance treaty through the remainder of 2024. Effective January 1, 2025, we entered into a 16% personal lines quota share treaty, under a cutoff basis.
(3)The six months ended June 30, 2025 and 2024 include catastrophe losses, which are defined as losses from an event for which a catastrophe bulletin and related serial number has been issued by the Property Claims Services (PCS) unit of the Insurance Services Office (ISO). PCS catastrophe bulletins are issued for events that cause more than $25 million in total insured losses and affect a significant number of policyholders and insurers.
| Six months ended June 30, | |||||||||||||||||||||||
| 2025 | 2024 | Percentage Point Change | Percent Change | ||||||||||||||||||||
| Key ratios: | |||||||||||||||||||||||
| Net loss ratio | 50.3 | % | 54.3 | % | (4.0) | (7.4) | % | ||||||||||||||||
| Net underwriting expense ratio | 32.0 | % | 31.3 | % | 0.7 | 2.2 | % | ||||||||||||||||
| Net combined ratio | 82.3 | % | 85.6 | % | (3.3) | (3.9) | % | ||||||||||||||||
Direct Written Premiums(1)
Direct written premiums during the six months ended June 30, 2025 (“Six Months 2025”) were $119,237,000 compared to $102,820,000 during the six months ended June 30, 2024 (“Six Months 2024”). The increase of $16,417,000, or 16.0%, was primarily due to an increase in premiums from our personal lines business.
Direct written premiums from our personal lines business for Six Months 2025 were $112,068,000, an increase of $16,191,000, or 16.9%, from $95,877,000 in Six Months 2024. The 16.9% increase in premiums from our personal lines business was primarily due to the increase in premiums associated with our Core business of 17.9% offsetting a 42.4% decrease in our non-Core business. The increase in our Core business premiums and the decrease in our non-Core business premiums is in accordance with both our Kingstone 3.0 strategic plan and change in Market Dynamics.
Direct written premiums from our livery physical damage business for Six Months 2025 were $7,137,000, an increase of $237,000, or 3.4%, from $6,900,000 in Six Months 2024. The increase in livery physical damage direct written premiums was due to the reversal of an underwriting restriction in place in Six Months 2024 to exclude certain electric vehicles until the approval of adequate rate for the risk was received, which happened in July 2024. The increase was also due to an increase in the values of the autos insured.
Direct written premiums from our Core business were $116,977,000 in Six Months 2025 compared to $97,893,000 in Six Months 2024, an increase of $19,084,000, or 19.5%. The increase in direct written premiums from our Core business was due to rate increases and an increase in policies in force. Policies in force from our Core business increased by 11.4% in Six Months 2025 compared to Six Months 2024. Direct written premiums from our non-Core business were $2,260,000 in Six Months 2025, as compared to $4,927,000 in Six Months 2024, a decrease of $2,667,000, or 54.1%. The decrease in direct written premiums from our non-Core business is a result of our decision to aggressively reduce the book of business in these states. Policies in force from our non-Core business decreased by 67.6% as of June 30, 2025 compared to June 30, 2024. The increase in our Core business and the decrease in our non-Core business is consistent with a key pillar of our Kingstone 3.0 strategy to reduce our non-Core business due to profitability concerns as well as Change in Market Dynamics.
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(1) Direct written premiums is a non-GAAP measure, defined above under "Key GAAP and Non-GAAP Measures", and reconciled in the table above to the GAAP measure of net premiums earned.
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Net Written Premiums(1) and Net Premiums Earned
Net written premiums increased $33,700,000, or 42.4%, to $113,220,000 in Six Months 2025 from $79,520,000 in Six Months 2024. Net written premiums include direct premiums, less the amount of written premiums ceded under our reinsurance treaties (quota share, excess of loss, and catastrophe). The increase in Six Months 2025 is primarily due to the additional premiums from the Change in Market Dynamics and changes to our personal lines quota share reinsurance treaty. See quota share reinsurance treaties discussion below.
Quota share reinsurance treaties
Effective January 1, 2024, we entered into a 27% quota share reinsurance treaty for our personal lines business, covering the period from January 1, 2024 through January 1, 2025 (“2024/2025 Treaty”). Upon expiration of the 2024/2025 Treaty on January 1, 2025, we entered into a new 16% quota share reinsurance treaty for our personal lines business, covering the period from January 1, 2025 through January 1, 2026 (“2025/2026 Treaty”). Our personal lines business was subject to the 2025/2026 Treaty in Six Months 2025, and the 2024/2025 Treaty in Six Months 2024. In Six Months 2025, our premiums ceded under quota share treaties decreased by $17,498,000 in comparison to premiums ceded under quota share treaties in Six Months 2024 (see table above). The decrease in Six Months 2025 was attributable to the decrease in the quota share ceding percentage rate, offset by an increase in direct written premiums subject to the 2025/2026 Treaty compared to direct written premiums subject to the 2024/2025 Treaty. The inception of the 2025/2026 Treaty was recorded as a cutoff, resulting in the return of $11,471,000 from reinsurers to us of previously ceded written premiums that were unearned as of January 1, 2025.
Excess of loss reinsurance treaties
In Six Months 2025, our ceded excess of loss reinsurance premiums increased $115,000 compared to the ceded excess of loss premiums for Six Months 2024. Effective January 1, 2024, we entered into an underlying excess of loss reinsurance treaty (the “Underlying XOL Treaty”) covering the period from January 1, 2024 through January 1, 2025. The Underlying XOL Treaty provided 50% reinsurance coverage for losses of $400,000 in excess of $600,000. Losses from named storms were excluded from the Underlying XOL Treaty. Effective January 1, 2025, the Underlying XOL Treaty was renewed covering the period from January 1, 2025 through June 30, 2026.
Catastrophe reinsurance treaties
Most of the premiums written under our personal lines policies are also subject to our catastrophe reinsurance treaties. An increase in our personal lines business historically gave rise to more property exposure, which increased our exposure to catastrophe risk; therefore, our premiums ceded under catastrophe treaties would increase. An increase in our personal lines business historically resulted in an increase in premiums ceded under our catastrophe treaties if reinsurance rates were stable or were increasing. Under Kingstone 2.0 and 3.0 we had a decrease in policies in force, and better catastrophe management, resulting in a decrease in catastrophe exposure, and a decrease in catastrophe premiums. On July 1, 2024 and 2023, we recorded our catastrophe premiums written for the entire treaty period covering July 1 through June 30, resulting in the entire annual premium written being recorded in the third quarter of 2024 and 2023. The $406,000 and $506,000 negative catastrophe premiums in Six Months 2025 and Six Months 2024, respectively, was due to a no loss bonus from one of our reinsurers.
Net premiums earned
Net premiums earned increased $30,614,000, or 51.8%, to $89,738,000 in Six Months 2025 from $59,124,000 in Six Months 2024. The increase was due to the 11 percentage point reduction in quota share rates discussed above, the increase in premiums from the Change in Market Dynamics which began in the third quarter of 2024, and a decrease in catastrophe premium rates, reflected in ceded catastrophe premiums earned, which increased the amount of growth in net premiums earned.
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(1) Net written premiums is a non-GAAP measure, defined above under "Key GAAP and Non-GAAP Measures", and reconciled in the table above to the GAAP measure of net premiums earned.
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Ceding Commission Revenue
The following table summarizes the changes in the components of ceding commission revenue (in thousands) for the periods indicated:
| Six months ended June 30, | ||||||||||||||||||||||||||
| ($ in thousands) | 2025 | 2024 | Change | Percent | ||||||||||||||||||||||
| Provisional ceding commissions earned | $ | 6,640 | $ | 9,117 | $ | (2,477) | (27.2) | % | ||||||||||||||||||
| Contingent ceding commissions earned | (600) | 12 | (612) | na | ||||||||||||||||||||||
| Total ceding commission revenue | $ | 6,040 | $ | 9,129 | $ | (3,089) | (33.8) | % | ||||||||||||||||||
Ceding commission revenue was $6,040,000 in Six Months 2025 compared to $9,129,000 in Six Months 2024. The decrease of $3,089,000 is explained below in the discussion of provisional ceding commissions earned and contingent ceding commissions earned.
Provisional Ceding Commissions Earned
In Six Months 2025, we earned provisional ceding commissions of $6,640,000 from personal lines earned premiums ceded under the 2025/2026 Treaty, and in Six Months 2024, we earned provisional ceding commissions of $9,117,000 from personal lines earned premiums ceded under the 2024/2025 Treaty. The decrease of $2,477,000 in provisional ceding commissions earned was due to the decrease in premiums ceded under these treaties during Six Months 2025 compared to Six Months 2024, offset by an increase in ceding commission rates under the 2025/2026 Treaty.
Contingent Ceding Commissions Earned
Under our 2025/2026 Treaty and prior years’ quota share treaties before July 1, 2022, we received a contingent ceding commission based on a Sliding Scale of commission rates and ultimate treaty year loss ratio on the policies reinsured under this agreement based upon which contingent ceding commissions are earned. The Sliding Scale includes minimum and maximum commission rates in relation to specified ultimate loss ratio. The commission rate and contingent ceding commissions earned increase when the estimated ultimate loss ratio decreases and, conversely, the commission rate and contingent ceding commissions earned decrease when the estimated ultimate loss ratio increases. The lower the ceded loss ratio, the more contingent commission we received.
The structure of the 2024/2025 Treaty called for a fixed provisional ceding commission with no opportunity to earn additional contingent ceding commissions.
Net Investment Income
Net investment income was $4,349,000 in Six Months 2025 compared to $3,267,000 in Six Months 2024, an increase of $1,082,000, or 33.1%. The average yield on non-cash invested assets was 4.00% as of June 30, 2025 compared to 3.80% as of June 30, 2024.
Cash and invested assets were $273,550,000 as of June 30, 2025 compared to $195,789,000 as of June 30, 2024, an increase of $77,761,000.
Net Gains on Investments
Net gains on investments were $408,000 in Six Months 2025 compared to net gains on investments of $493,000 in Six Months 2024. Unrealized gains on our equity securities and other investments in Six Months 2025 were $414,000, compared to unrealized gains of $919,000 in Six Months 2024. Net realized (losses) on sales of investments were $(6,000) in Six Months 2025 compared to net realized (losses) of $(426,000) in Six Months 2024.
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Gain on Sale of Real Estate
Gain on sale of real estate was $1,966,000 in Six Months 2025 compared to $— in Six Months 2024. On March 19, 2025 one of our subsidiaries closed on the sale of our headquarters building in Kingston, New York, along with an adjacent mixed-use property (collectively, the “Property”). The purchase price for the Property was $3,600,000. We are now renting a smaller facility in Kingston, New York.
Other income was $292,000 in Six Months 2025 compared to $254,000 in Six Months 2024, a decrease of $(38,000), or (15.0)%.
Net Loss and LAE
Net loss and LAE was $45,102,000 for Six Months 2025 compared to $32,098,000 for Six Months 2024. The net loss ratio was 50.3% in Six Months 2025 compared to 54.3% in Six Months 2024, a decrease of 4.0 percentage points.
The following graph summarizes the changes in the components of net loss ratio for the periods indicated, along with the comparable components excluding commercial lines business:
(Percent components may not sum to totals due to rounding)
The net loss ratio for Six Months 2025 improved compared to Six Months 2024. For Six Months 2025, the improvement was primarily due to the lower catastrophe impact and lower underlying loss ratio (loss ratio excluding the impact of catastrophes and prior year development) than for Six Months 2024.
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The underlying loss ratio(1) was 50.0% for Six Months 2025, a decrease of 2.8 points from the 52.8% underlying loss ratio recorded for Six Months 2024. Overall personal lines non-catastrophe frequency for Six Months 2025 was lower than for the same period in 2024, which is believed to be the result of our new Select product as well as our active efforts to manage less profitable lines of business. The favorable frequency for Six Months 2025 was offset by higher overall personal lines non-catastrophe severity, primarily driven by a greater impact from large fire losses and fewer low value non-weather water claims.
There were six newly designated catastrophe events for Six Months 2025 but no major events affecting us. The estimated total net catastrophe impact for the calendar quarter was $1,039,000, which contributed 1.2 points to the loss ratio. By comparison, the catastrophe impact for Six Months 2024 was 3.2 points.
There was favorable prior year development of $812,000 for Six Months 2025, which translates to a 0.9 point decrease to the loss ratio. By comparison, the impact of prior year development for Six Months 2024 was a decrease of 1.7 points.
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(1) Underlying loss ratio is a non-GAAP ratio, which is computed as the GAAP net loss ratio excluding the effect of prior year loss reserve development and catastrophe losses.Net loss ratio excluding commercial lines business is a non-GAAP ratio, which is computed as the difference between the GAAP net loss ratio and the effect of commercial lines business. See "Non-GAAP Financial Measures" for the reconciliation of underlying loss ratio and net loss ratio excluding commercial lines business to the GAAP measure of net loss ratio.
See table below under “Additional Financial Information” summarizing net loss ratios by line of business.
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Commission Expense
Commission expense was $19,943,000 in Six Months 2025 or 16.1% of direct earned premiums. Commission expense was $16,084,000 in Six Months 2024 or 15.9% of direct earned premiums The increase of $3,859,000 was primarily due to an increase in direct earned premiums of $22,669,000 and an increase of $867,000 in Six Months 2025 compared to Six Months 2024 for an accrual of estimated contingent commission based on the profitability of the business.
Other Underwriting Expenses
Other underwriting expenses were $15,133,000, or 12.2% of direct earned premiums, in Six Months 2025 compared to $11,781,000, or 11.7% of direct earned premiums, in Six Months 2024. The increase of $3,352,000, or 28.5%, was primarily due to increases in salaries and employment costs as described below, an increase in underwriting fees due to growth and an increase in premium taxes due to the increase in direct earned premiums. In addition, we realized a $365,000 gain on the commutations of prior years’ quota share reinsurance treaties from a group of reinsurers, in Six Months 2024, with no such gain in Six Months 2025.
Our largest single component of other underwriting expenses is salaries and employment costs, with costs of $7,432,000 in Six Months 2025 compared to $5,738,000 in Six Months 2024. Salaries and employment costs were 8.3 points of the net underwriting expense ratio in Six Months 2025, a reduction of 1.4 points from 9.7 points in Six Months 2024. The dollar increase in salaries and employment costs was due to hiring additional staff to handle the new business from the Change in Market Dynamics, anticipated new business in accordance with our 5-Year Growth Plan, the strengthening of our professional team by investing in the hiring of higher-level and higher compensated managers and staff needed to manage the business consistent with our Kingstone 2.0 and Kingstone 3.0 strategies, and annual employee salary increases effective January 1, 2025. In addition, the increase in salaries and employment costs was due to $1,091,000 accrued under our employee and executive bonus plans, an increase of $640,000 from Six Months 2024. The increase was due to higher profitable underwriting insurance operations in Six Months 2025 compared to Six Months 2024.
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Our net underwriting expense ratio in Six Months 2025 was 32.0%, compared with 31.3% in Six Months 2024. The following table shows the individual components of our net underwriting expense ratio for the periods indicated:
| Six months ended June 30, | Percentage Point Change | ||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
| Other underwriting expenses | |||||||||||||||||
| Employment costs | 8.3 | % | 9.7 | % | (1.4) | ||||||||||||
| Underwriting fees (inspections/surveys) | 1.3 | 1.4 | (0.1) | ||||||||||||||
| IT expenses | 1.5 | 2.3 | (0.8) | ||||||||||||||
| Professional fees | 0.8 | 0.9 | (0.1) | ||||||||||||||
| Other expenses | 5.0 | 5.7 | (0.7) | ||||||||||||||
| Total other underwriting expenses | 16.9 | 20.0 | (3.1) | ||||||||||||||
| Commission expense | 22.2 | 27.2 | (5.0) | ||||||||||||||
| Ceding commission revenue | |||||||||||||||||
| Provisional | (7.4) | (15.4) | 8.0 | ||||||||||||||
| Contingent | 0.7 | — | 0.7 | ||||||||||||||
| Total ceding commission revenue | (6.7) | (15.4) | 8.7 | ||||||||||||||
| Other income | (0.3) | (0.4) | 0.1 | ||||||||||||||
| Net underwriting expense ratio | 32.0 | % | 31.3 | % | 0.7 | ||||||||||||
(Components may not sum to totals due to rounding)
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Other Operating Expenses
Other operating expenses, related to the expenses of our holding company and Cosi, were $2,189,000 for Six Months 2025 compared to $1,579,000 for Six Months 2024. The following table shows a breakdown of the significant components of other operating expenses for the periods indicated:
| Six months ended June 30, | ||||||||||||||||||||||||||
| ($ in thousands) | 2025 | 2024 | Change | Percent | ||||||||||||||||||||||
| Other operating expenses | ||||||||||||||||||||||||||
| Employment costs | $ | 80 | $ | 224 | $ | (144) | (64.3 | %) | ||||||||||||||||||
| Executive bonus | 37 | 117 | (80) | (68.4 | %) | |||||||||||||||||||||
| Equity compensation | 811 | 547 | 264 | 48.3 | ||||||||||||||||||||||
| Equity compensation - liability | 48 | - | 48 | na | ||||||||||||||||||||||
| Professional | 253 | 155 | 98 | 63.2 | ||||||||||||||||||||||
| Directors fees | 251 | 151 | 100 | 66.2 | ||||||||||||||||||||||
| Insurance | 94 | 102 | (8) | (7.8) | ||||||||||||||||||||||
| Loss on extinguishment of debt | 175 | - | 175 | na | ||||||||||||||||||||||
| Other expenses | 440 | 283 | 157 | 55.5 | ||||||||||||||||||||||
| Total other operating expenses | $ | 2,189 | $ | 1,579 | $ | 610 | 38.6 | % | ||||||||||||||||||
(Components may not sum to totals due to rounding)
The increase in Six Months 2025 of $610,000, or 38.6%, as compared to Six Months 2024 was primarily due to an increase in equity compensation and loss on extinguishment of debt, partially offset by a decrease in employment costs. The increase in equity compensation is due to additional restricted stock awards granted to our senior leadership team as of December 31, 2024 pursuant to our employee bonus plan. The $175,000 loss on extinguishment of debt loss is due to writing off the balance of unamortized debt issue costs upon the prepayment of the 2024 Notes in Six Months 2025 as disclosed in Note 7 to the condensed consolidated financial statements. The decrease in employment costs was due to fluctuations in deferred compensation liability in Six Months 2024 related to changes in the underlying invested portfolio. The deferred compensation plan was terminated in Six Months 2024. Beginning in March 2025, after the 2024 Notes were paid in full, the monthly cost of warrant amortization and the write-off of unamortized balances of warrants that were exercised have been included in other expenses. The increase in Six Months 2025 of $157,000 includes $178,000 of such warrant costs, compared to $0 in Six Months 2024.
Depreciation and Amortization
Depreciation and amortization was $1,237,000 in Six Months 2025 compared to $1,216,000 in Six Months 2024. The increase of $21,000, or 1.7%, in depreciation and amortization was primarily due to the difference between additional depreciation on software acquired compared to software being fully depreciated.
Interest Expense
Interest expense in Six Months 2025 was $305,000 compared to $1,984,000 in Six Months 2024, a decrease of $(1,679,000) or (84.6)%. In Six Months 2025 and Six Months 2024, as disclosed in Note 7 to the condensed consolidated financial statements, we incurred interest expense in connection with the 2024 Notes and 2022 Notes, respectively. The 2022 Notes provided for interest at the rate of 12% per annum. In September 2024, in accordance with the 2024 Exchange Agreement, we paid $5,000,000 of principal on the 2022 Notes, reducing the principal balance to $14,950,000 from $19,950,000. Under the 2024 Exchange Agreement, the balance of the 2022 Notes were exchanged for the 2024 Notes, which provided for interest at the rate of 13.75% per annum. Beginning in the third quarter of 2024 through February 2025,
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we paid optional principal amounts, reducing the balance of the 2024 Notes, and completely satisfying the obligation on February 24, 2025. In addition, we also incurred interest expense on the 2022 equipment financing.
Income Tax Expense
Income tax expense in Six Months 2025 was $3,750,000, which resulted in an effective tax rate of 19.9%. Income tax expense in Six Months 2024 was $1,583,000, which resulted in an effective tax rate of 21.0%. The difference in effective tax rate is due to the effect of permanent differences in Six Months 2025 compared to Six Months 2024.
Net Income
Net income was $15,135,000 in Six Months 2025 compared to $5,942,000 in Six Months 2024. The increase in net income of $9,193,000 was due to the items described above.
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Three Months Ended June 30, 2025 Compared to Three Months Ended June 30, 2024
The following table summarizes the changes in the results of our operations (in thousands) for the periods indicated:
| Three months ended June 30, | ||||||||||||||||||||||||||
| ($ in thousands) | 2025 | 2024 | Change | Percent | ||||||||||||||||||||||
| Revenues | ||||||||||||||||||||||||||
| Direct written premiums (1) | $ | 61,062 | $ | 53,495 | $ | 7,567 | 14.1 | % | ||||||||||||||||||
| Assumed written premiums | - | - | - | na | ||||||||||||||||||||||
| 61,062 | 53,495 | 7,567 | 14.1 | % | ||||||||||||||||||||||
| Ceded written premiums | ||||||||||||||||||||||||||
| Ceded to quota share treaties (2) | 7,736 | 11,211 | (3,475) | (31.0) | % | |||||||||||||||||||||
| Ceded to excess of loss treaties | 1,521 | 1,366 | 155 | 11.3 | % | |||||||||||||||||||||
| Ceded to catastrophe treaties | (406) | (506) | 100 | 19.8 | % | |||||||||||||||||||||
| Total ceded written premiums | 8,851 | 12,071 | (3,221) | (26.7) | % | |||||||||||||||||||||
| Net written premiums (1) | 52,211 | 41,425 | 10,787 | 26.0 | % | |||||||||||||||||||||
| Change in unearned premiums | ||||||||||||||||||||||||||
| Direct and assumed | 1,968 | (2,485) | 4,453 | na | ||||||||||||||||||||||
| Ceded to reinsurance treaties (2) | (7,964) | (8,636) | 672 | 7.8 | % | |||||||||||||||||||||
| Change in net unearned premiums | (5,995) | (11,121) | 5,126 | 46.1 | % | |||||||||||||||||||||
| Premiums earned | ||||||||||||||||||||||||||
| Direct and assumed | 63,031 | 51,010 | 12,021 | 23.6 | % | |||||||||||||||||||||
| Ceded to reinsurance treaties | (16,815) | (20,707) | 3,892 | 18.8 | % | |||||||||||||||||||||
| Net premiums earned | 46,215 | 30,304 | 15,911 | 52.5 | % | |||||||||||||||||||||
| Ceding commission revenue (2) | 3,081 | 4,562 | (1,481) | (32.5) | % | |||||||||||||||||||||
| Net investment income | 2,300 | 1,765 | 535 | 30.3 | % | |||||||||||||||||||||
| Net gains (losses) on investments | 546 | (234) | 780 | na | ||||||||||||||||||||||
| Other income | 151 | 106 | 45 | 42.5 | % | |||||||||||||||||||||
| Total revenues | 52,294 | 36,502 | 15,792 | 43.3 | % | |||||||||||||||||||||
| Expenses | ||||||||||||||||||||||||||
| Loss and loss adjustment expenses | ||||||||||||||||||||||||||
| Direct and assumed: | ||||||||||||||||||||||||||
| Loss and loss adjustment expenses excluding the effect of catastrophes | 21,169 | 18,627 | 2,542 | 13.6 | % | |||||||||||||||||||||
| Losses from catastrophes (3) | 344 | 570 | (226) | (39.6) | % | |||||||||||||||||||||
| Total direct and assumed loss and loss adjustment expenses | 21,513 | 19,197 | 2,316 | 12.1 | % | |||||||||||||||||||||
| Ceded loss and loss adjustment expenses: | ||||||||||||||||||||||||||
| Loss and loss adjustment expenses excluding the effect of catastrophes | 3,531 | 4,775 | (1,244) | (26.1) | % | |||||||||||||||||||||
| Losses from catastrophes (3) | 55 | 183 | (128) | (69.9) | % | |||||||||||||||||||||
| Total ceded loss and loss adjustment expenses | 3,586 | 4,959 | (1,373) | (27.7) | % | |||||||||||||||||||||
| Net loss and loss adjustment expenses: | ||||||||||||||||||||||||||
| Loss and loss adjustment expenses excluding the effect of catastrophes | 17,638 | 13,852 | 3,786 | 27.3 | % | |||||||||||||||||||||
| Losses from catastrophes (3) | 289 | 386 | (97) | (25.1) | % | |||||||||||||||||||||
| Net loss and loss adjustment expenses | 17,927 | 14,238 | 3,689 | 25.9 | % | |||||||||||||||||||||
| Commission expense | 10,630 | 8,232 | 2,398 | 29.1 | % | |||||||||||||||||||||
| Other underwriting expenses | 7,727 | 5,901 | 1,826 | 30.9 | % | |||||||||||||||||||||
| Other operating expenses | 1,153 | 801 | 352 | 43.9 | % | |||||||||||||||||||||
| Depreciation and amortization | 613 | 620 | (7) | (1.1) | % | |||||||||||||||||||||
| Interest expense | 77 | 990 | (913) | (92.2) | % | |||||||||||||||||||||
| Total expenses | 38,128 | 30,782 | 7,346 | 23.9 | % | |||||||||||||||||||||
| Income (loss) before taxes | 14,167 | 5,720 | 8,447 | 147.7 | % | |||||||||||||||||||||
| Income tax expense (benefit) | 2,914 | 1,205 | 1,709 | 141.8 | % | |||||||||||||||||||||
| Net income (loss) | $ | 11,252 | $ | 4,515 | $ | 6,737 | 149.2 | % | ||||||||||||||||||
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(1)Direct written premiums and net premiums written are non-GAAP measures, defined above under "Key GAAP and Non-GAAP Measures", and reconciled in the table herein to the GAAP measure of net premiums earned.
(2)For the three months ended June 30, 2024, our personal lines business was subject to a 27% quota share treaty, expiring on January 1, 2025, which included a runoff of a 3.0% portion of the prior quota share reinsurance treaty through the remainder of 2024. Effective January 1, 2025, we entered into a 16% personal lines quota share treaty, under a cutoff basis.
(3)The three months ended June 30, 2025 and 2024 include catastrophe losses, which are defined as losses from an event for which a catastrophe bulletin and related serial number has been issued by the Property Claims Services (PCS) unit of the Insurance Services Office (ISO). PCS catastrophe bulletins are issued for events that cause more than $25 million in total insured losses and affect a significant number of policyholders and insurers.
| Three months ended June 30, | |||||||||||||||||||||||
| 2025 | 2024 | Percentage Point Change | Percent Change | ||||||||||||||||||||
| Key ratios: | |||||||||||||||||||||||
| Net loss ratio | 38.8 | % | 47.0 | % | (8.2) | (17.4) | % | ||||||||||||||||
| Net underwriting expense ratio | 32.7 | % | 31.2 | % | 1.5 | 4.8 | % | ||||||||||||||||
| Net combined ratio | 71.5 | % | 78.2 | % | (6.7) | (8.6) | % | ||||||||||||||||
Direct Written Premiums(1)
Direct written premiums during the three months ended June 30, 2025 (“Three Months 2025”) were $61,062,000 compared to $53,495,000 during the three months ended June 30, 2024 (“Three Months 2024”). The increase of $7,567,000, or 14.1%, was primarily due to an increase in premiums from our personal lines business.
Direct written premiums from our personal lines business for Three Months 2025 were $57,756,000, an increase of $7,619,000, or 15.2%, from $50,137,000 in Three Months 2024. The 15.2% increase in premiums from our personal lines business was primarily due to the increase in premiums associated with our Core business of 16.6% offsetting a 42.5% decrease in our non-Core business. The increase in our Core business premiums and the decrease in our non-Core business premiums is in accordance with both our Kingstone 3.0 strategic plan and Change in Market Dynamics.
Direct written premiums from our livery physical damage business for Three Months 2025 were $3,290,000, a decrease of $48,000, or 1.4%, from $3,338,000 in Three Months 2024. The decrease in livery physical damage direct written premiums was due to an underwriting restriction in place to exclude certain electric vehicles until the approval of adequate rate for the risk was received, which happened in July 2024. The decrease was offset by an increase in the values of the autos insured.
Direct written premiums from our Core business were $59,802,000 in Three Months 2025 compared to $51,306,000 in Three Months 2024, an increase of $8,496,000, or 16.6%. The increase in direct written premiums from our Core business was due to rate increases and an increase in policies in force. Policies in force from our Core business increased by 11.4% in Three Months 2025 compared to Three Months 2024. Direct written premiums from our non-Core business were $1,260,000 in Three Months 2025 as compared to $2,190,000 in Three Months 2024, a decrease of $930,000, or 42.5%. The decrease in direct written premiums from our non-Core business is a result of our decision to aggressively reduce the book of business in these states. Policies in force from our non-Core business decreased by 67.6% in Three Months 2025 compared to Three Months 2024. The increase in our Core business and the decrease in our non-Core business is consistent with a key pillar of our Kingstone 3.0 strategy to reduce our non-Core business due to profitability concerns as well as Change in Market Dynamics..
_______________________
(1) Direct written premiums is a non-GAAP measure, defined above under "Key GAAP and Non-GAAP Measures", and reconciled in the table above to the GAAP measure of net premiums earned.
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Net Written Premiums(1) and Net Premiums Earned
Net written premiums increased $10,786,000, or 26.0%, to $52,211,000 in Three Months 2025 from $41,425,000 in Three Months 2024. Net written premiums include direct premiums, less the amount of written premiums ceded under our reinsurance treaties (quota share, excess of loss, and catastrophe). The increase in Three Months 2025 is primarily due to the additional premiums from the Change in Market Dynamics and changes to our personal lines quota share reinsurance treaty. See quota share reinsurance treaties discussion below.
Quota share reinsurance treaties
On January 1, 2024, we entered into a new 27% quota share reinsurance treaty for our personal lines business, covering the period from January 1, 2024 through January 1, 2025 (“2024/2025 Treaty”). Upon expiration of the 2024/2025 Treaty on January 1, 2025, we entered into a new 16% quota share reinsurance treaty for our personal lines business, covering the period from January 1, 2025 through January 1, 2026 (“2025/2026 Treaty”). Our personal lines business was subject to the 2025/2026 Treaty in Three Months 2025, and the 2024/2025 Treaty in Three Months 2024. In Three Months 2025, our premiums ceded under quota share treaties decreased by $3,475,000 in comparison to premiums ceded under quota share treaties in Three Months 2024 (see table above). The decrease in Three Months 2025 was attributable to the decrease in the quota share ceding percentage rate, offset by an increase in direct written premiums subject to the 2025/2026 Treaty compared to direct written premiums subject to the 2024/2025 Treaty.
Excess of loss reinsurance treaties
In Three Months 2025, our ceded excess of loss reinsurance premiums increased $155,000 compared to the ceded excess of loss premiums for Three Months 2024. Effective January 1, 2024, we entered into an underlying excess of loss reinsurance treaty (the “Underlying XOL Treaty”) covering the period from January 1, 2024 through January 1, 2025. The Underlying XOL Treaty provided 50% reinsurance coverage for losses of $400,000 in excess of $600,000. Losses from named storms were excluded from the Underlying XOL Treaty. Effective January 1, 2025, the Underlying XOL Treaty was renewed covering the period from January 1, 2025 through June 30, 2026.
Catastrophe reinsurance treaties
Most of the premiums written under our personal lines policies are also subject to our catastrophe reinsurance treaties. An increase in our personal lines business historically gave rise to more property exposure, which increased our exposure to catastrophe risk; therefore, our premiums ceded under catastrophe treaties would increase. An increase in our personal lines business historically resulted in an increase in premiums ceded under our catastrophe treaties if reinsurance rates were stable or were increasing. Under Kingstone 2.0 and 3.0 we had a decrease in policies in force, and better catastrophe management, resulting in a decrease in catastrophe exposure, and a decrease in catastrophe premiums. On July 1, 2024 and 2023, we recorded our catastrophe premiums written for the entire treaty period covering July 1 through June 30, resulting in the entire annual premium written being recorded in the third quarter of 2024 and 2023. The $406,000 and $506,000 negative catastrophe premiums in Three Months 2025 and Three Months 2024, respectively, was due to a no loss bonus from one of our reinsurers.
Net premiums earned increased $15,911,000, or 52.5%, to $46,215,000 in Three Months 2025 from $30,304,000 in Three Months 2024. The increase was due to the 11 percentage point reduction in quota share rates discussed above, the increase in premiums from the Change in Market Dynamics which began in the third quarter of 2024, and a decrease in catastrophe premium rates, reflected in ceded catastrophe premiums earned, which increased the amount of growth in net premiums earned.
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(1) Net written premiums is a non-GAAP measure, defined above under "Key GAAP and Non-GAAP Measures", and reconciled in the table above to the GAAP measure of net premiums earned.
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Ceding Commission Revenue
The following table summarizes the changes in the components of ceding commission revenue (in thousands) for the periods indicated:
| Three months ended June 30, | ||||||||||||||||||||||||||
| ($ in thousands) | 2025 | 2024 | Change | Percent | ||||||||||||||||||||||
| Provisional ceding commissions earned | $ | 3,388 | $ | 4,562 | $ | (1,174) | (25.7) | % | ||||||||||||||||||
| Contingent ceding commissions earned | (306) | - | (306) | na | ||||||||||||||||||||||
| Total ceding commission revenue | $ | 3,081 | $ | 4,562 | $ | (1,481) | (32.5) | % | ||||||||||||||||||
Ceding commission revenue was $3,081,000 in Three Months 2025 compared to $4,562,000 in Three Months 2024. The decrease of $1,481,000 is explained below in the discussion of provisional ceding commissions earned and contingent ceding commissions earned.
Provisional Ceding Commissions Earned
In Three Months 2025, we earned provisional ceding commissions of $3,388,000 from personal lines earned premiums ceded under the 2025/2026 Treaty, and in Three Months 2024, we earned provisional ceding commissions of 4,562,000 from personal lines earned premiums ceded under the 2024/2025 Treaty. The decrease of $1,174,000 in provisional ceding commissions earned was due to the decrease in premiums ceded under these treaties during Three Months 2025 compared to Three Months 2024, offset by an increase in ceding commission rates under the 2025/2026 Treaty.
Contingent Ceding Commissions Earned
Under our 2025/2026 Treaty and prior years’ quota share treaties before July 1, 2022, we received a contingent ceding commission based on a Sliding Scale of commission rates and ultimate treaty year loss ratio on the policies reinsured under this agreement based upon which contingent ceding commissions are earned. The Sliding Scale includes minimum and maximum commission rates in relation to specified ultimate loss ratio. The commission rate and contingent ceding commissions earned increase when the estimated ultimate loss ratio decreases and, conversely, the commission rate and contingent ceding commissions earned decrease when the estimated ultimate loss ratio increases. The lower the ceded loss ratio, the more contingent commission we received.
The structure of the 2024/2025 Treaty called for a fixed provisional ceding commission with no opportunity to earn additional contingent ceding commissions.
Net Investment Income
Net investment income was $2,300,000 in Three Months 2025 compared to $1,765,000 in Three Months 2024, an increase of $535,000, or 30.3%. The average yield on non-cash invested assets was 4.00% as of June 30, 2025 compared to 3.80% as of June 30, 2024.
Cash and invested assets were $273,550,000 as of June 30, 2025 compared to $195,789,000 as of June 30, 2024, an increase of $77,761,000.
Net Gains (Losses) on Investments
Net gains on investments were $546,000 in Three Months 2025 compared to net (losses) of $(234,000) in Three Months 2024. Unrealized gains on our equity securities and other investments in Three Months 2025 were $551,000, compared to unrealized gains of $100,000 in Three Months 2024. Net realized (losses) on sales of investments were $(4,000) in Three Months 2025 compared to net realized (losses) of $(333,000) in Three Months 2024.
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Other Income
Other income was $151,000 in Three Months 2025 compared to $106,000 in Three Months 2024, a decrease of $45,000, or 3.5%.
Net Loss and LAE
Net loss and LAE was $17,927,000 for Three Months 2025 compared to $14,238,000 for Three Months 2024. The net loss ratio was 38.8% in Three Months 2025 compared to 47.0% in Three Months 2024, a decrease of 8.2 percentage points.
The following graph summarizes the changes in the components of net loss ratio for the periods indicated, along with the comparable components excluding commercial lines business:
(Percent components may not sum to totals due to rounding)
The net loss ratio for Three Months 2025 improved compared to Three Months 2024. For Three Months 2025, the underlying loss ratio (loss ratio excluding the impact of catastrophes and prior year development) was lower than for Three Months 2024, while the impact of catastrophes and prior year development was about the same.
The underlying loss ratio(1) was 38.7% for Three Months 2025, a decrease of 8.4 points from the 47.1% underlying loss ratio recorded for Three Months 2024. Overall personal lines non-catastrophe frequency for Three Months 2025 was lower than the for same period in 2024, which is believed to be the result of our new Select product as well as our active efforts to reduce less profitable lines of business. Overall personal lines non-catastrophe severity for Three Months 2025 was higher than for Three Months 2024 but improved compared to the first quarter of 2025.
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There were three newly designated catastrophe events for Three Months 2025, but no major events affecting us. The estimated total net catastrophe impact for the calendar quarter was $289,000, which contributed 0.6 points to the loss ratio. By comparison, the catastrophe impact for Three Months 2024 was 1.3 points.
There was favorable prior year development of $213,000 for Three Months 2025, which translates to a 0.5-point decrease to the loss ratio. By comparison, the impact of favorable prior year development for Three Months 2024 was a decrease of 1.4 points.
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(1) Underlying loss ratio is a non-GAAP ratio, which is computed as the GAAP net loss ratio excluding the effect of prior year loss reserve development and catastrophe losses.Net loss ratio excluding commercial lines business is a non-GAAP ratio, which is computed as the difference between the GAAP net loss ratio and the effect of commercial lines business. See "Non-GAAP Financial Measures" for the reconciliation of underlying loss ratio and net loss ratio excluding commercial lines business to the GAAP measure of net loss ratio.
See table below under “Additional Financial Information” summarizing net loss ratios by line of business.
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Commission Expense
Commission expense was $10,630,000 in Three Months 2025 or 16.9% of direct earned premiums. Commission expense was $8,232,000 in Three Months 2024 or 16.1% of direct earned premiums. The increase of $2,398,000 was primarily due to an increase in direct earned premiums of $12,021,000, and an increase of $894,000 in Three Months 2025 compared to Three Months 2024 for an accrual of estimated contingent commission based on the profitability of the business.
Other Underwriting Expenses
Other underwriting expenses were $7,727,000, or 12.3% of direct earned premiums, in Three Months 2025 compared to $5,901,000, or 11.6% of direct earned premiums, in Three Months 2024. The increase of $1,826,000, or 30.9%, was primarily due to increases in salaries and employment costs as described below, an increase in underwriting fees due to growth and an increase in premium taxes due to the increase in direct earned premiums. In addition, we realized a $365,000 gain on the commutations of prior years’ quota share reinsurance treaties from a group of reinsurers, in Three Months 2024, with no such gain in Three Months 2025.
Our largest single component of other underwriting expenses is salaries and employment costs, with costs of $4,081,000 in Three Months 2025 compared to $3,137,000 in Three Months 2024. Salaries and employment costs were 8.8 points of the net underwriting expense ratio in Three Months 2025, a reduction of 1.6 points from 10.4 points in Three Months 2024. The dollar increase in salaries and employment costs was due to hiring additional staff to handle the new business from the Change in Market Dynamics, anticipated new business in accordance with our 5-Year Growth Plan,,the strengthening of our professional team by investing in the hiring of higher-level and higher compensated managers and staff needed to manage the business consistent with our Kingstone 2.0 and Kingstone 3.0 strategies, and annual employee salary increases effective January 1, 2025. In addition, the increase in salaries and employment costs was due to $971,000 accrued under our employee and executive bonus plans, an increase of $583,000 from Three Months 2024. The increase was due to higher profitable underwriting insurance operations in Three Months 2025 compared to Three Months 2024.
Our net underwriting expense ratio in Three Months 2025 was 32.7% compared to 31.2% in Three Months 2024. The following table shows the individual components of our net underwriting expense ratio for the periods indicated:
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| Three months ended June 30, | Percentage Point Change | ||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
| Other underwriting expenses | |||||||||||||||||
| Employment costs | 8.8 | % | 10.4 | % | (1.6) | ||||||||||||
| Underwriting fees (inspections/surveys) | 1.3 | 1.3 | — | ||||||||||||||
| IT expenses | 1.4 | 2.4 | (1.0) | ||||||||||||||
| Professional fees | 0.4 | 0.5 | (0.1) | ||||||||||||||
| Other expenses | 4.8 | 4.9 | (0.1) | ||||||||||||||
| Total other underwriting expenses | 16.7 | 19.5 | (2.8) | ||||||||||||||
| Commission expense | 23.0 | 27.2 | (4.2) | ||||||||||||||
| Ceding commission revenue | |||||||||||||||||
| Provisional | (7.3) | (15.1) | 7.8 | ||||||||||||||
| Contingent | 0.7 | - | 0.7 | ||||||||||||||
| Total ceding commission revenue | (6.6) | (15.1) | 8.5 | ||||||||||||||
| Other income | (0.3) | (0.3) | — | ||||||||||||||
| Net underwriting expense ratio | 32.7 | % | 31.2 | % | 1.5 | ||||||||||||
(Components may not sum to totals due to rounding)
Other Operating Expenses
Other operating expenses, related to the expenses of our holding company and Cosi, were $1,153,000 for Three Month 2025 compared to $801,000 for Three Month 2024. The following table shows a breakdown of the significant components of other operating expenses for the periods indicated:
| Three months ended June 30, | ||||||||||||||||||||||||||
| ($ in thousands) | 2025 | 2024 | Change | Percent | ||||||||||||||||||||||
| Other operating expenses | ||||||||||||||||||||||||||
| Employment costs | $ | 24 | $ | 66 | $ | (42) | (63.6) | % | ||||||||||||||||||
| Executive bonus | 34 | 117 | (83) | (70.9) | % | |||||||||||||||||||||
| Equity compensation | 472 | 281 | 191 | 68.0 | ||||||||||||||||||||||
| Equity compensation - liability | 48 | — | 48 | na | ||||||||||||||||||||||
| Professional | 116 | 76 | 40 | 52.6 | ||||||||||||||||||||||
| Directors fees | 126 | 82 | 44 | 53.7 | ||||||||||||||||||||||
| Insurance | 47 | 49 | (2) | (4.1) | ||||||||||||||||||||||
| Other expenses | 286 | 130 | 156 | 120.0 | ||||||||||||||||||||||
| Total other operating expenses | $ | 1,153 | $ | 801 | $ | 352 | 43.9 | % | ||||||||||||||||||
(Components may not sum to totals due to rounding)
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The increase in Three Months 2025 of $352,000, or 43.9%, as compared to Three Months 2024 was primarily due to equity compensation, partially offset by a decrease in employment costs and executive bonus. The increase in equity compensation is due to additional restricted stock awards granted to our senior leadership team as of December 31, 2024 pursuant to our employee bonus plan. The decrease in employment costs was due to fluctuations in deferred compensation liability in Three Months 2024 related to changes in the underlying invested portfolio. The deferred compensation plan was terminated in the third quarter of 2024. An executive bonus is accrued pursuant to the employment agreement of our Chief Executive Officer. The decrease in executive bonus of $83,000 is due to a reallocation of the bonus to other underwriting expenses after June 30, 2024, with the amount in Three Months 2025 representing 10% of the accrued bonus, compared to 100% of the accrued bonus for Three Months 2024. Beginning in March 2025, after the 2024 Notes were paid in full, the monthly cost of warrant amortization and the write-off of unamortized balances of warrants that were exercised have been included in other expenses. The increase in Three Months 2025 of $156,000 includes $161,000 of such warrant costs, compared to $0 in Three Months 2024.
Depreciation and Amortization
Depreciation and amortization was $613,000 in Three Months 2025 compared to $620,000 in Three Months 2024. The decrease of $7,000, or 1.1%, in depreciation and amortization was primarily due to the difference between additional depreciation on software acquired compared to software being fully depreciated.
Interest Expense
Interest expense in Three Months 2025 was $77,000 compared to $990,000 in Three Months 2024, a decrease of $913,000 or 92.2%. In Three Months 2024, as disclosed in Note 7 to the condensed consolidated financial statements, we incurred interest expense in connection with the 2022 Notes. The 2022 Notes provided for interest at the rate of 12% per annum. In September 2024, in accordance with the 2024 Exchange Agreement, we paid $5,000,000 of principal on the 2022 Notes, reducing the principal balance to $14,950,000 from $19,950,000. Under the 2024 Exchange Agreement, the balance of the 2022 Notes were exchanged for the 2024 Notes, which provided for interest at the rate of 13.75% per annum. Beginning in the third quarter of 2024 through the first quarter of 2025, we paid optional principal amounts, reducing the balance of the 2024 Notes, and completely satisfying the obligation on February 24, 2025. In addition, we also incurred interest expense on the 2022 equipment financing.
Income Tax Expense
Income tax expense in Three Months 2025 was $2,914,000, which resulted in an effective tax rate of 20.6%. Income tax expense in Three Months 2024 was $1,205,000, which resulted in an effective tax rate of 21.1%. The difference in effective tax rate is due to the effect of permanent differences in Three Months 2025 compared to Three Months 2024.
Net Income
Net income was $11,252,000 in Three Months 2025 compared to a net loss of $4,515,000 in Three Months 2024. The increase in net income of $6,737,000 was due to the circumstances described above.
Additional Financial Information
We operate our business as one segment, property and casualty insurance. Within this segment, we offer an array of property and casualty policies to our producers. The following table summarizes gross and net written premiums, net premiums earned, and net loss and loss adjustment expenses by major product type, which were determined based primarily on similar economic characteristics and risks of loss.
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| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Direct premiums written(1): | |||||||||||||||||||||||
| Personal lines | $ | 57,755,566 | $ | 50,136,793 | $ | 112,068,479 | $ | 95,877,031 | |||||||||||||||
| Livery physical damage | 3,290,199 | 3,337,854 | 7,137,245 | 6,900,182 | |||||||||||||||||||
| Other(1) | 16,644 | 20,676 | 31,681 | 42,726 | |||||||||||||||||||
| Total gross premiums written | $ | 61,062,409 | $ | 53,495,323 | $ | 119,237,405 | $ | 102,819,939 | |||||||||||||||
| Net premiums written(1): | |||||||||||||||||||||||
| Personal lines | $ | 48,906,505 | $ | 38,071,361 | $ | 106,051,894 | $ | 72,587,811 | |||||||||||||||
| Livery physical damage | 3,290,199 | 3,337,854 | 7,137,245 | 6,900,182 | |||||||||||||||||||
| Other(2) | 13,970 | 15,462 | 30,942 | 32,083 | |||||||||||||||||||
| Total net premiums written | $ | 52,210,674 | $ | 41,424,677 | $ | 113,220,081 | $ | 79,520,076 | |||||||||||||||
| Net premiums earned: | |||||||||||||||||||||||
| Personal lines | $ | 42,581,605 | $ | 26,664,472 | $ | 82,517,929 | $ | 51,756,960 | |||||||||||||||
| Livery physical damage | 3,616,990 | 3,620,901 | 7,186,016 | 7,329,095 | |||||||||||||||||||
| Other(2) | 16,665 | 18,239 | 34,378 | 37,459 | |||||||||||||||||||
| Total net premiums earned | $ | 46,215,260 | $ | 30,303,612 | $ | 89,738,323 | $ | 59,123,514 | |||||||||||||||
| Net loss and loss adjustment expenses(4): | |||||||||||||||||||||||
| Personal lines | $ | 14,820,001 | $ | 11,030,632 | $ | 39,551,760 | $ | 25,742,826 | |||||||||||||||
| Livery physical damage | 1,313,864 | 1,487,652 | 2,772,169 | 3,168,303 | |||||||||||||||||||
| Other(2) | (37,393) | (16,048) | (22,726) | (29,195) | |||||||||||||||||||
| Unallocated loss adjustment expenses | 1,453,193 | 1,285,896 | 2,815,065 | 2,462,599 | |||||||||||||||||||
| Total without commercial lines in run-off | 17,549,665 | 13,788,132 | 45,116,268 | 31,344,533 | |||||||||||||||||||
| Commercial lines (in run-off effective July 2019)(2) | 377,497 | 450,176 | (14,028) | 753,362 | |||||||||||||||||||
| Total net loss and loss adjustment expenses | $ | 17,927,162 | $ | 14,238,308 | $ | 45,102,240 | $ | 32,097,895 | |||||||||||||||
| Net loss ratio(4): | |||||||||||||||||||||||
| Personal lines | 34.8 | % | 41.4 | % | 47.9 | % | 49.7 | % | |||||||||||||||
| Livery physical damage | 36.3 | % | 41.1 | % | 38.6 | % | 43.2 | % | |||||||||||||||
| Other(2) | -224.4 | % | (88.0 | %) | -66.1 | % | (77.9 | %) | |||||||||||||||
| Total without commercial lines in run-off | 38.0 | % | 45.5 | % | 50.3 | % | 53.0 | % | |||||||||||||||
| Commercial lines (in run-off effective July 2019)(3) | na | na | na | na | |||||||||||||||||||
| Total | 38.8 | % | 47.0 | % | 50.3 | % | 54.3 | % | |||||||||||||||
(1)Direct written premiums and net written premiums are non-GAAP measures, defined above under "Key GAAP and Non-GAAP Measures". See "Non-GAAP Financial Measures" below for the reconciliation of direct written premiums, and net written premiums to the GAAP measure of net premiums earned.
(2)“Other” includes, among other things, premiums and loss and loss adjustment expenses from our participation in a mandatory state joint underwriting association and loss and loss adjustment expenses from commercial auto.
(3)In July 2019, we decided that we will no longer underwrite Commercial Liability risks. See discussions above regarding the discontinuation of this line of business.
(4)See discussion above with regard to “Net Loss and LAE”, as to catastrophe losses in the three months and six months ended June 30, 2025 and 2024.
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Insurance Underwriting Business on a Standalone Basis(1)
Our insurance underwriting business reported on a standalone basis(1) for the periods indicated is as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Revenues | |||||||||||||||||||||||
| Net premiums earned | $ | 46,215,260 | $ | 30,303,612 | $ | 89,738,323 | $ | 59,123,514 | |||||||||||||||
| Ceding commission revenue | 3,081,556 | 4,561,961 | 6,040,247 | 9,129,072 | |||||||||||||||||||
| Net investment income | 2,300,267 | 1,764,596 | 4,348,863 | 3,267,456 | |||||||||||||||||||
| Net gains (losses) on investments | 546,451 | (245,351) | 408,472 | 408,468 | |||||||||||||||||||
| Gain on sale of real estate | — | — | 1,965,989 | — | |||||||||||||||||||
| Other income | 151,173 | 104,811 | 291,127 | 252,978 | |||||||||||||||||||
| Total revenues | 52,294,707 | 36,489,629 | 102,793,021 | 72,181,488 | |||||||||||||||||||
| Expenses | |||||||||||||||||||||||
| Loss and loss adjustment expenses | 17,927,162 | 14,238,308 | 45,102,240 | 32,097,895 | |||||||||||||||||||
| Commission expense | 10,629,629 | 8,232,480 | 19,942,509 | 16,084,292 | |||||||||||||||||||
| Other underwriting expenses | 7,727,367 | 5,900,525 | 15,132,789 | 11,781,130 | |||||||||||||||||||
| Depreciation and amortization | 613,364 | 619,934 | 1,237,227 | 1,216,447 | |||||||||||||||||||
| Interest expense | 77,074 | 94,303 | 158,551 | 192,759 | |||||||||||||||||||
| Total expenses | 36,974,596 | 29,085,550 | 81,573,316 | 61,372,523 | |||||||||||||||||||
| Income from operations | 15,320,111 | 7,404,079 | 21,219,705 | 10,808,965 | |||||||||||||||||||
| Income tax expense | 3,201,227 | 1,561,579 | 4,434,352 | 2,280,693 | |||||||||||||||||||
| Net income from insurance underwriting business on a standalone basis(1) | $ | 12,118,884 | $ | 5,842,500 | $ | 16,785,353 | $ | 8,528,272 | |||||||||||||||
| Key Measures: | |||||||||||||||||||||||
| Net loss ratio | 38.8 | % | 47.0 | % | 50.3 | % | 54.3 | % | |||||||||||||||
| Net underwriting expense ratio | 32.7 | % | 31.2 | % | 32.0 | % | 31.3 | % | |||||||||||||||
| Net combined ratio | 71.5 | % | 78.2 | % | 82.3 | % | 85.6 | % | |||||||||||||||
| Reconciliation of net underwriting expense ratio: | |||||||||||||||||||||||
| Acquisition costs and other | |||||||||||||||||||||||
| underwriting expenses | $ | 18,356,996 | $ | 14,133,005 | $ | 35,075,298 | $ | 27,865,422 | |||||||||||||||
| Less: Ceding commission revenue | (3,081,556) | (4,561,961) | (6,040,247) | (9,129,072) | |||||||||||||||||||
| Less: Other income | (151,173) | (104,811) | (291,127) | (252,978) | |||||||||||||||||||
| Net underwriting expenses | $ | 15,124,267 | $ | 9,466,233 | $ | 28,743,924 | $ | 18,483,372 | |||||||||||||||
| Net premiums earned | $ | 46,215,260 | $ | 30,303,612 | $ | 89,738,323 | $ | 59,123,514 | |||||||||||||||
| Net Underwriting Expense Ratio | 32.7 | % | 31.2 | % | 32.0 | % | 31.3 | % | |||||||||||||||
(1) Net income from insurance underwriting business on a standalone basis is a non-GAAP measure, which is computed as GAAP net income without the effect of holding company operations on GAAP net income. See "Non-GAAP Financial Measures" for the reconciliation of net income from insurance underwriting business on a standalone basis to the GAAP measure of net income.
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An analysis of our direct, assumed and ceded earned premiums, loss and loss adjustment expenses, and loss ratios is shown below:
Direct | Assumed | Ceded | Net | ||||||||||||||||||||
| Six months ended June 30, 2025 | |||||||||||||||||||||||
| Written premiums | $ | 119,237,405 | $ | - | $ | (6,017,324) | $ | 113,220,081 | |||||||||||||||
| Change in unearned premiums | 4,438,637 | - | (27,920,395) | (23,481,758) | |||||||||||||||||||
| Earned premiums | $ | 123,676,042 | $ | - | $ | (33,937,719) | $ | 89,738,323 | |||||||||||||||
| Loss and loss adjustment expenses excluding | |||||||||||||||||||||||
| the effect of catastrophes | $ | 54,510,804 | $ | - | $ | (10,447,449) | $ | 44,063,355 | |||||||||||||||
| Catastrophe loss | 1,236,768 | - | (197,883) | 1,038,885 | |||||||||||||||||||
| Loss and loss adjustment expenses | $ | 55,747,572 | $ | - | $ | (10,645,332) | $ | 45,102,240 | |||||||||||||||
| Loss ratio excluding the effect of catastrophes(2) | 44.1 | % | 0.0 | % | 30.8 | % | 49.1 | % | |||||||||||||||
| Catastrophe loss | 1.0 | % | 0.0 | % | 0.6 | % | 1.2 | % | |||||||||||||||
| Loss ratio | 45.1 | % | 0.0 | % | 31.4 | % | 50.3 | % | |||||||||||||||
| Six months ended June 30, 2024 | |||||||||||||||||||||||
| Written premiums | $ | 102,819,939 | $ | - | $ | (23,299,863) | $ | 79,520,076 | |||||||||||||||
| Change in unearned premiums | (1,813,141) | - | (18,583,421) | (20,396,562) | |||||||||||||||||||
| Earned premiums | $ | 101,006,798 | $ | - | $ | (41,883,284) | $ | 59,123,514 | |||||||||||||||
| Loss and loss adjustment expenses excluding | |||||||||||||||||||||||
| the effect of catastrophes | $ | 39,269,168 | $ | - | $ | (9,043,308) | $ | 30,225,860 | |||||||||||||||
| Catastrophe loss | 2,648,810 | - | (776,775) | 1,872,035 | |||||||||||||||||||
| Loss and loss adjustment expenses | $ | 41,917,978 | $ | - | $ | (9,820,083) | $ | 32,097,895 | |||||||||||||||
| Loss ratio excluding the effect of catastrophes(2) | 38.9 | % | 0.0 | % | 21.6 | % | 51.1 | % | |||||||||||||||
| Catastrophe loss | 2.6 | % | 0.0 | % | 1.9 | % | 3.2 | % | |||||||||||||||
| Loss ratio | 41.5 | % | 0.0 | % | 23.4 | % | 54.3 | % | |||||||||||||||
| Three months ended June 30, 2025 | |||||||||||||||||||||||
| Written premiums | $ | 61,062,409 | $ | - | $ | (8,851,735) | $ | 52,210,674 | |||||||||||||||
| Change in unearned premiums | 1,968,256 | - | (7,963,670) | (5,995,414) | |||||||||||||||||||
| Earned premiums | $ | 63,030,665 | $ | - | $ | (16,815,405) | $ | 46,215,260 | |||||||||||||||
| Loss and loss adjustment expenses excluding | |||||||||||||||||||||||
| the effect of catastrophes | $ | 21,169,474 | $ | - | $ | (3,531,000) | $ | 17,638,474 | |||||||||||||||
| Catastrophe loss | 343,676 | - | (54,988) | 288,688 | |||||||||||||||||||
| Loss and loss adjustment expenses | $ | 21,513,150 | $ | - | $ | (3,585,988) | $ | 17,927,162 | |||||||||||||||
| Loss ratio excluding the effect of catastrophes(2) | 33.6 | % | 0.0 | % | 21.0 | % | 38.2 | % | |||||||||||||||
| Catastrophe loss | 0.5 | % | 0.0 | % | 0.3 | % | 0.6 | % | |||||||||||||||
| Loss ratio | 34.1 | % | 0.0 | % | 21.3 | % | 38.8 | % | |||||||||||||||
| Three months ended June 30, 2024 | |||||||||||||||||||||||
| Written premiums | $ | 53,495,323 | $ | - | $ | (12,070,646) | $ | 41,424,677 | |||||||||||||||
| Change in unearned premiums | (2,484,903) | - | (8,636,162) | (11,121,065) | |||||||||||||||||||
| Earned premiums | $ | 51,010,420 | $ | - | $ | (20,706,808) | $ | 30,303,612 | |||||||||||||||
| Loss and loss adjustment expenses excluding | |||||||||||||||||||||||
| the effect of catastrophes | $ | 18,627,067 | $ | - | $ | (4,775,146) | $ | 13,851,921 | |||||||||||||||
| Catastrophe loss | 569,824 | - | (183,437) | 386,387 | |||||||||||||||||||
| Loss and loss adjustment expenses | $ | 19,196,891 | $ | - | $ | (4,958,583) | $ | 14,238,308 | |||||||||||||||
| Loss ratio excluding the effect of catastrophes(2) | 36.5 | % | 0.0 | % | 23.1 | % | 45.7 | % | |||||||||||||||
| Catastrophe loss | 1.1 | % | 0.0 | % | 0.9 | % | 1.3 | % | |||||||||||||||
| Loss ratio | 37.6 | % | 0.0 | % | 23.9 | % | 47.0 | % | |||||||||||||||
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The key measures for our insurance underwriting business for the periods indicated are as follows:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net premiums earned | $ | 46,215,260 | $ | 30,303,612 | $ | 89,738,323 | $ | 59,123,514 | |||||||||||||||
| Ceding commission revenue | 3,081,556 | 4,561,961 | 6,040,247 | 9,129,072 | |||||||||||||||||||
| Other income | 151,173 | 104,811 | 291,127 | 252,978 | |||||||||||||||||||
| Loss and loss adjustment expenses(1) | 17,927,162 | 14,238,308 | 45,102,240 | 32,097,895 | |||||||||||||||||||
| Acquisition costs and other underwriting expenses: | |||||||||||||||||||||||
| Commission expense | 10,629,629 | 8,232,480 | 19,942,509 | 16,084,292 | |||||||||||||||||||
| Other underwriting expenses | 7,727,367 | 5,900,525 | 15,132,789 | 11,781,130 | |||||||||||||||||||
| Total acquisition costs and other underwriting expenses | 18,356,996 | 14,133,005 | 35,075,298 | 27,865,422 | |||||||||||||||||||
| Underwriting income | $ | 13,163,831 | $ | 6,599,071 | $ | 15,892,159 | $ | 8,542,247 | |||||||||||||||
| Key Measures: | |||||||||||||||||||||||
| Net loss ratio excluding the effect of catastrophes(2) | 38.2 | % | 45.7 | % | 49.1 | % | 51.1 | % | |||||||||||||||
| Effect of catastrophe loss on net loss ratio(1)(2) | 0.6 | % | 1.3 | % | 1.2 | % | 3.2 | % | |||||||||||||||
| Net loss ratio | 38.8 | % | 47.0 | % | 50.3 | % | 54.3 | % | |||||||||||||||
| Net underwriting expense ratio excluding the effect of catastrophes(2) | 32.7 | % | 31.2 | % | 32.0 | % | 31.3 | % | |||||||||||||||
| Effect of catastrophe loss on net underwriting expense ratio(2) | 0.0 | % | 0.0 | % | 0.0 | % | 0.0 | % | |||||||||||||||
| Net underwriting expense ratio | 32.7 | % | 31.2 | % | 32.0 | % | 31.3 | % | |||||||||||||||
| Net combined ratio excluding the effect of catastrophes(2) | 70.9 | % | 76.9 | % | 81.1 | % | 82.4 | % | |||||||||||||||
| Effect of catastrophe loss on net combined ratio(1)(2) | 0.6 | % | 1.3 | % | 1.2 | % | 3.2 | % | |||||||||||||||
| Net combined ratio | 71.5 | % | 78.2 | % | 82.3 | % | 85.6 | % | |||||||||||||||
| Reconciliation of net underwriting expense ratio: | |||||||||||||||||||||||
| Acquisition costs and other underwriting expenses | $ | 18,356,996 | $ | 14,133,005 | $ | 35,075,298 | $ | 27,865,422 | |||||||||||||||
| Less: Ceding commission revenue | (3,081,556) | (4,561,961) | (6,040,247) | (9,129,072) | |||||||||||||||||||
| Less: Other income | (151,173) | (104,811) | (291,127) | (252,978) | |||||||||||||||||||
| $ | 15,124,267 | $ | 9,466,233 | $ | 28,743,924 | $ | 18,483,372 | ||||||||||||||||
| Net earned premium | $ | 46,215,260 | $ | 30,303,612 | $ | 89,738,323 | $ | 59,123,514 | |||||||||||||||
| Net Underwriting Expense Ratio | 32.7 | % | 31.2 | % | 32.0 | % | 31.3 | % | |||||||||||||||
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(1)For the three months ended June 30, 2025 and 2024, includes the sum of net catastrophe losses and loss adjustment expenses of $288,688 and $386,387, respectively. For the six months ended June 30, 2025 and 2024, includes the sum of net catastrophe losses and loss adjustment expenses of $1,038,885 and $1,872,035, respectively.
(2)Net loss ratio excluding the effect of catastrophes is a non-GAAP ratio, which is computed as the difference between the GAAP net loss ratio and the effect of catastrophes on the net loss ratio. See "Non-GAAP Financial Measures" for the reconciliation of net loss ratio excluding the effect of catastrophes to the GAAP measure of net loss ratio. Net underwriting expense ratio excluding the effect of catastrophes is also a non-GAAP ratio, which is computed as the difference between the GAAP net underwriting expense ratio and the effect of catastrophes on the net underwriting expense ratio. See "Non-GAAP Financial Measures" for the reconciliation of net underwriting expense ratio excluding the effect of catastrophes to the GAAP measure of net underwriting expense ratio. Net combined ratio excluding the effect of catastrophes is also a non-GAAP ratio, which is computed as the difference between the GAAP net combined ratio and the effect of catastrophes on the net combined ratio. See "Non-GAAP Financial Measures" for the reconciliation of net combined ratio excluding the effect of catastrophes to the GAAP measure of net combined ratio.
Investments
Portfolio Summary
Fixed-Maturity Securities
The following table presents a breakdown of the amortized cost, estimated fair value, and gross unrealized gains and losses of our investments in fixed-maturity securities classified as available-for-sale for which an allowance for credit loss has not been recorded, as of June 30, 2025 and December 31, 2024:
| June 30, 2025 | ||||||||||||||||||||||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | % of Estimated Fair Value | ||||||||||||||||||||||||||||||||||
| Category | Less than 12 Months | More than 12 Months | ||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies (1) | $ | 5,969,707 | $ | 26 | $ | (683) | $ | — | $ | 5,969,050 | 2.7 | % | ||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | 24,262,830 | 109,815 | - | (2,955,097) | 21,417,548 | 9.8 | % | |||||||||||||||||||||||||||||||
| Corporate and other bonds Industrial and miscellaneous | 108,053,269 | 106,466 | (185,250) | (3,441,755) | 104,532,730 | 48.0 | % | |||||||||||||||||||||||||||||||
| Residential mortgage and other asset backed securities (1) (2) | 90,700,775 | 480,276 | (15,023) | (5,406,006) | 85,760,022 | 39.4 | % | |||||||||||||||||||||||||||||||
| Total fixed-maturity securities | $ | 228,986,581 | $ | 696,583 | $ | (200,956) | $ | (11,802,858) | $ | 217,679,350 | 100.0 | % | ||||||||||||||||||||||||||
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| December 31, 2024 | ||||||||||||||||||||||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | % of Estimated Fair Value | ||||||||||||||||||||||||||||||||||
| Category | Less than 12 Months | More than 12 Months | ||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies (1) | $ | — | $ | — | $ | — | $ | - | $ | — | — | % | ||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | 24,271,177 | - | (73,589) | (3,324,491) | 20,873,097 | 11.2 | % | |||||||||||||||||||||||||||||||
| Corporate and other bonds Industrial and miscellaneous | 112,507,436 | - | (1,024,461) | (4,690,597) | 106,792,378 | 57.1 | % | |||||||||||||||||||||||||||||||
| Residential mortgage and other asset backed securities (1) (2) | 65,529,545 | 119,647 | (209,890) | (6,211,339) | 59,227,963 | 31.7 | % | |||||||||||||||||||||||||||||||
| Total fixed-maturity securities | $ | 202,308,158 | $ | 119,647 | $ | (1,307,940) | $ | (14,226,427) | $ | 186,893,438 | 100.0 | % | ||||||||||||||||||||||||||
(1)In October 2022, KICO placed certain U.S. Treasury securities to fulfill the required collateral for a sale leaseback transaction in a designated custodian account (see Note 7 – Debt - “Equipment Financing”). As of December 31, 2024. KICO had sold its U.S. Treasury securities and replaced a portion of its other fixed-maturity securities in the designated custodian account. As of June 30, 2025 and December 31, 2024, the amount of required collateral was approximately $4,462,000 and $5,308,000, respectively. As of June 30, 2025 and December 31, 2024, the estimated fair value of the eligible collateral was approximately $4,462,000 and $5,308,000, respectively.
(2)KICO has placed certain residential mortgage backed securities as eligible collateral in a designated custodian account related to its membership in the Federal Home Loan Bank of New York ("FHLBNY") (see Note 7 – Debt – “Federal Home Loan Bank”). The eligible collateral would be pledged to FHLBNY if KICO draws an advance from the FHLBNY credit line. As of June 30, 2025, the estimated fair value of the eligible investments was approximately $9,840,000. KICO will retain all rights regarding all securities if pledged as collateral. As of June 30, 2025 and December 31, 2024 there was no outstanding balance on the FHLBNY credit line.
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Equity Securities
The following table presents a breakdown of the cost and estimated fair value of, and gross gains and losses on, investments in equity securities as of June 30, 2025 and December 31, 2024:
| June 30, 2025 | ||||||||||||||||||||||||||||||||
| Category | Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | % of Estimated Fair Value | |||||||||||||||||||||||||||
| Equity Securities: | ||||||||||||||||||||||||||||||||
| Preferred stocks | $ | 9,750,322 | $ | - | $ | (2,754,323) | $ | 6,995,999 | 69.8 | % | ||||||||||||||||||||||
| Fixed income exchange traded funds | 3,711,232 | - | (765,232) | 2,946,000 | 29.4 | % | ||||||||||||||||||||||||||
| FHLBNY common stock | 85,100 | - | - | 85,100 | 0.8 | % | ||||||||||||||||||||||||||
| Total | $ | 13,546,654 | $ | - | $ | (3,519,555) | $ | 10,027,099 | 100.0 | % | ||||||||||||||||||||||
| December 31, 2024 | ||||||||||||||||||||||||||||||||
| Category | Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | % of Estimated Fair Value | |||||||||||||||||||||||||||
| Equity Securities: | ||||||||||||||||||||||||||||||||
| Preferred stocks | $ | 9,750,322 | $ | - | $ | (2,422,617) | $ | 7,327,705 | 71.2 | % | ||||||||||||||||||||||
| Fixed income exchange traded funds | 3,711,232 | (808,432) | 2,902,800 | 28.2 | % | |||||||||||||||||||||||||||
| FHLBNY common stock | 66,000 | - | - | 66,000 | 0.6 | % | ||||||||||||||||||||||||||
| Total | $ | 13,527,554 | $ | — | $ | (3,231,049) | $ | 10,296,505 | 100.0 | % | ||||||||||||||||||||||
Other Investments
The following table presents a breakdown of the cost and estimated fair value of, and gross gains on our other investments as of June 30, 2025 and December 31, 2024:
| June 30, 2025 | December 31, 2024 | |||||||||||||||||||||||||||||||||||||
| Category | Cost | Gross Gains | Estimated Fair Value | Cost | Gross Gains | Estimated Fair Value | ||||||||||||||||||||||||||||||||
| Other Investments: | ||||||||||||||||||||||||||||||||||||||
| Hedge fund | $ | 1,987,040 | $ | 3,096,398 | $ | 5,083,438 | $ | 1,987,040 | $ | 2,393,616 | $ | 4,380,656 | ||||||||||||||||||||||||||
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Held-to-Maturity Securities
The following table presents a breakdown of the amortized cost and estimated fair value of, and gross unrealized gains and losses on, investments in held-to-maturity securities as of June 30, 2025 and December 31, 2024:
| June 30, 2025 | ||||||||||||||||||||||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | % of Estimated Fair Value | ||||||||||||||||||||||||||||||||||
| Category | Less than 12 Months | More than 12 Months | ||||||||||||||||||||||||||||||||||||
| Held-to-Maturity Securities: | ||||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities | $ | 1,229,328 | $ | - | $ | (25,668) | $ | (8,370) | $ | 1,195,290 | 20.0 | % | ||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | 500,000 | - | — | - | 500,000 | 8.4 | % | |||||||||||||||||||||||||||||||
| Exchange traded debt | 304,111 | - | - | (69,311) | 234,800 | 3.9 | % | |||||||||||||||||||||||||||||||
| Corporate and other bonds Industrial and miscellaneous | 5,011,792 | - | - | (974,742) | 4,037,050 | 67.7 | % | |||||||||||||||||||||||||||||||
| Total | $ | 7,045,231 | $ | - | $ | (25,668) | $ | (1,052,423) | $ | 5,967,140 | 100.0 | % | ||||||||||||||||||||||||||
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| December 31, 2024 | ||||||||||||||||||||||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | % of Estimated Fair Value | ||||||||||||||||||||||||||||||||||
| Category | Less than 12 Months | More than 12 Months | ||||||||||||||||||||||||||||||||||||
| Held-to-Maturity Securities: | ||||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities | $ | 1,229,170 | $ | - | $ | (39,630) | $ | (15,990) | $ | 1,173,550 | 19.7 | % | ||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | 499,719 | - | (654) | - | 499,065 | 8.4 | % | |||||||||||||||||||||||||||||||
| Exchange traded debt | 304,111 | - | - | (55,611) | 248,500 | 4.2 | % | |||||||||||||||||||||||||||||||
| Corporate and other bonds Industrial and miscellaneous | 5,014,342 | - | - | (976,192) | 4,038,150 | 67.8 | % | |||||||||||||||||||||||||||||||
| Total | $ | 7,047,342 | $ | - | $ | (40,284) | $ | (1,047,793) | $ | 5,959,265 | 100.0 | % | ||||||||||||||||||||||||||
Held-to-maturity U.S. Treasury securities are held in trust pursuant to various states’ minimum fund requirements.
A summary of the amortized cost and fair value of our investments in held-to-maturity securities by contractual maturity as of June 30, 2025 and December 31, 2024 is shown below:
| June 30, 2025 | December 31, 2024 | |||||||||||||||||||||||||
| Remaining Time to Maturity | Amortized Cost | Estimated Fair Value | Amortized Cost | Estimated Fair Value | ||||||||||||||||||||||
| Less than one year | $ | 500,000 | $ | 500,000 | $ | 499,719 | $ | 499,065 | ||||||||||||||||||
| One to five years | 2,056,576 | 1,992,470 | 622,375 | 600,288 | ||||||||||||||||||||||
| Five to ten years | - | - | 1,427,579 | 1,323,600 | ||||||||||||||||||||||
| More than 10 years | 4,488,655 | 3,474,670 | 4,497,669 | 3,536,312 | ||||||||||||||||||||||
| Total | $ | 7,045,231 | $ | 5,967,140 | $ | 7,047,342 | $ | 5,959,265 | ||||||||||||||||||
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Credit Rating of Fixed-Maturity Securities
The table below summarizes the credit quality of our available-for-sale fixed-maturity securities as of June 30, 2025 and December 31, 2024 as rated by Standard & Poor’s (or, if unavailable from Standard & Poor’s, then Moody’s, Fitch, or Kroll):
| June 30, 2025 | December 31, 2024 | |||||||||||||||||||||||||
| Estimated Fair Value | Percentage of Estimated Fair Value | Estimated Fair Value | Percentage of Estimated Fair Value | |||||||||||||||||||||||
| Rating | ||||||||||||||||||||||||||
| U.S. Treasury securities | $ | 5,969,050 | 2.7 | % | $ | — | — | % | ||||||||||||||||||
| Corporate and municipal bonds | ||||||||||||||||||||||||||
| AAA | 3,337,374 | 1.5 | % | 3,232,352 | 1.7 | % | ||||||||||||||||||||
| AA | 23,418,360 | 10.8 | % | 22,844,557 | 12.2 | % | ||||||||||||||||||||
| A | 60,281,150 | 27.7 | % | 61,528,377 | 32.9 | % | ||||||||||||||||||||
| BBB+ | 20,496,045 | 9.4 | % | 20,827,660 | 11.1 | % | ||||||||||||||||||||
| BBB | 14,654,724 | 6.7 | % | 13,933,733 | 7.5 | % | ||||||||||||||||||||
| BBB- | 960,253 | 0.4 | % | 1,953,596 | 1.0 | % | ||||||||||||||||||||
| BB | — | — | % | 991,550 | 0.5 | % | ||||||||||||||||||||
| Total corporate and municipal bonds | 123,147,906 | 56.5 | % | 125,311,825 | 66.9 | % | ||||||||||||||||||||
| Residential mortgage backed, asset backed, and other collateralized obligations | ||||||||||||||||||||||||||
| AAA | 28,511,575 | 13.1 | % | 15,961,257 | 8.5 | % | ||||||||||||||||||||
| AA | 43,651,781 | 20.1 | % | 34,893,057 | 18.7 | % | ||||||||||||||||||||
| A | 15,634,086 | 7.2 | % | 9,927,371 | 5.3 | % | ||||||||||||||||||||
| CCC | 437,694 | 0.2 | % | 372,787 | 0.2 | % | ||||||||||||||||||||
| CC | — | — | % | 82,696 | — | % | ||||||||||||||||||||
| Non rated | 327,258 | 0.2 | % | 344,445 | 0.2 | % | ||||||||||||||||||||
| Total residential mortgage backed, asset backed, and other collateralized obligations | 88,562,394 | 40.8 | % | 61,581,613 | 32.9 | % | ||||||||||||||||||||
| Total | $ | 217,679,350 | 100.0 | % | $ | 186,893,438 | 100.0 | % | ||||||||||||||||||
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The table below summarizes the average yield by type of fixed-maturity security as of June 30, 2025 and December 31, 2024:
| Category | June 30, 2025 | December 31, 2024 | ||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies | 4.12 | % | 3.62 | % | ||||||||||
| Political subdivisions of States, Territories and Possessions | 3.76 | % | 3.85 | % | ||||||||||
| Corporate and other bonds Industrial and miscellaneous | 3.93 | % | 3.86 | % | ||||||||||
| Residential mortgage backed securities | 3.95 | % | 3.31 | % | ||||||||||
| Total | 3.93 | % | 3.68 | % | ||||||||||
The table below lists the weighted average maturity and effective duration in years on our fixed-maturity securities as of June 30, 2025 and December 31, 2024:
| June 30, 2025 | December 31, 2024 | |||||||||||||
| Weighted average effective maturity | 10.3 | 7.6 | ||||||||||||
| Weighted average final maturity | 13.9 | 11.0 | ||||||||||||
| Effective duration | 4.3 | 3.9 | ||||||||||||
Fair Value Consideration
Fair value is the price that would be received to sell an asset or paid to transfer a liability in a transaction involving identical or comparable assets or liabilities between market participants (an “exit price”). The fair value hierarchy distinguishes between inputs based on market data from independent sources (“observable inputs”) and a reporting entity’s internal assumptions based upon the best information available when external market data is limited or unavailable (“unobservable inputs”). The fair value hierarchy prioritizes fair value measurements into three levels based on the nature of the inputs. Quoted prices in active markets for identical assets have the highest priority (“Level 1”), followed by observable inputs other than quoted prices including prices for similar but not identical assets or liabilities (“Level 2”), and unobservable inputs, including the reporting entity’s estimates of the assumption that market participants would use, having the lowest priority (“Level 3”). As of June 30, 2025 and December 31, 2024, 59% and 53%, respectively, of the investment portfolio recorded at fair value was priced based upon quoted market prices.
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The table below summarizes the gross unrealized losses of our fixed-maturity securities available-for-sale and equity securities by length of time the security has continuously been in an unrealized loss position as of June 30, 2025 and December 31, 2024:
| June 30, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Less than 12 months | 12 months or more | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Category | Estimated Fair Value | Unrealized Losses | No. of Positions Held | Estimated Fair Value | Unrealized Losses | No. of Positions Held | Estimated Fair Value | Unrealized Losses | ||||||||||||||||||||||||||||||||||||||||||
| Available-for-Sale Securities: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | 3,972,290 | $ | (683) | 4 | $ | — | $ | — | 0 | $ | 3,972,290 | $ | (683) | ||||||||||||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | - | - | - | 13,521,944 | (2,955,097) | 12 | 13,521,944 | (2,955,097) | ||||||||||||||||||||||||||||||||||||||||||
| Corporate and other bonds industrial and miscellaneous | 38,830,938 | (185,250) | 40 | 47,251,942 | (3,441,755) | 57 | 86,082,880 | (3,627,005) | ||||||||||||||||||||||||||||||||||||||||||
| Residential mortgage and other asset backed securities | 6,549,447 | (15,023) | 10 | 34,268,752 | (5,406,006) | 36 | 40,818,199 | (5,421,029) | ||||||||||||||||||||||||||||||||||||||||||
| Total fixed-maturity securities | $ | 49,352,675 | $ | (200,956) | 54 | $ | 95,042,638 | $ | (11,802,858) | 105 | $ | 144,395,313 | $ | (12,003,814) | ||||||||||||||||||||||||||||||||||||
| December 31, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Less than 12 months | 12 months or more | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Category | Estimated Fair Value | Unrealized Losses | No. of Positions Held | Estimated Fair Value | Unrealized Losses | No. of Positions Held | Estimated Fair Value | Unrealized Losses | ||||||||||||||||||||||||||||||||||||||||||
| Available-for-Sale Securities: | ||||||||||||||||||||||||||||||||||||||||||||||||||
| U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | - | $ | - | - | $ | - | $ | - | - | $ | - | $ | - | ||||||||||||||||||||||||||||||||||||
| Political subdivisions of States, Territories and Possessions | 7,705,370 | (73,589) | 6 | 13,167,726 | (3,324,491) | 12 | 20,873,096 | (3,398,080) | ||||||||||||||||||||||||||||||||||||||||||
| Corporate and other bonds industrial and miscellaneous | 51,411,296 | (1,024,461) | 60 | 55,381,083 | (4,690,597) | 68 | 106,792,379 | (5,715,058) | ||||||||||||||||||||||||||||||||||||||||||
| Residential mortgage and other asset backed securities | 19,315,521 | (209,890) | 22 | 35,206,442 | (6,211,339) | 36 | 54,521,963 | (6,421,229) | ||||||||||||||||||||||||||||||||||||||||||
| Total fixed-maturity securities | $ | 78,432,187 | $ | (1,307,940) | 88 | $ | 103,755,251 | $ | (14,226,427) | 116 | $ | 182,187,438 | $ | (15,534,367) | ||||||||||||||||||||||||||||||||||||
There were 159 securities at June 30, 2025 that accounted for the gross unrealized loss of our fixed-maturity securities available-for-sale, none of which were deemed to be credit losses by us. There were 204 securities at
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December 31, 2024 that accounted for the gross unrealized loss of our fixed-maturity securities available-for-sale, none of which were deemed to be credit losses by us. Significant factors influencing our determination that unrealized losses were temporary included credit quality considerations, the magnitude of the unrealized losses in relation to each security’s cost, the nature of the investment and interest rate environment factors, management’s intent not to sell these securities and it being not more likely than not that we will be required to sell these investments before anticipated recovery of fair value to our cost basis.
Liquidity and Capital Resources
Cash Flows
The primary sources of cash flow are from our insurance underwriting subsidiary, KICO, and include direct premiums written, ceding commissions from our quota share reinsurers, loss recovery payments from our reinsurers, investment income and proceeds from the sale or maturity of investments. Funds are used by KICO for ceded premium payments to reinsurers, which are paid on a net basis after subtracting losses paid on reinsured claims and reinsurance commissions. KICO also uses funds for loss payments and loss adjustment expenses on our net business, commissions to producers, salaries and other underwriting expenses as well as to purchase investments and fixed assets.
The primary source of cash flow for our holding company are dividends and distributions received from KICO, which are subject to statutory restrictions. For the six months ended June 30, 2025, KICO did not pay any dividends to us. As of June 30, 2025, KICO had eligible unassigned surplus of $23,613,131 and was able to pay dividends; however, KICO has an agreement with the New York State Department of Financial Services pursuant to which KICO may only pay dividends to us for purposes of paying operating expenses and debt obligations.
KICO is a member of the FHLBNY, which provides additional access to liquidity. Members have access to a variety of flexible, low-cost funding through FHLBNY’s credit products, enabling members to customize advances. Advances are to be fully collateralized; eligible collateral to pledge to FHLBNY includes residential and commercial mortgage-backed securities, along with U.S. Treasury and agency securities. See Note 3 – Investments to our condensed consolidated financial statements for eligible collateral held in a designated custodian account available for future advances. Advances are limited to 5% of KICO’s net admitted assets as of the end of the previous quarter, which is March 31, 2025. On July 6, 2023, A.M. Best withdrew KICO’s ratings as KICO requested to no longer participate in A.M. Best’s interactive rating process. As a result of the withdrawal of A.M. Best ratings, prior to April 15, 2025, KICO was only able to borrow on an overnight basis. Effective April 15, 2025, based on KICO's credit rating from FHLBNY, KICO can now borrow for a term of up to five years. The maximum allowable advance as of June 30, 2025, based on the net admitted assets as of March 31, 2025, was approximately $15,704,000. Available collateral as of June 30, 2025 was approximately $9,840,000. Effective April 15, 2025, advances are limited to 91% of the amount of available collateral. Prior to April 15, 2025, advances were limited to 85% of the amount of available collateral. There were no borrowings under this facility during Six Months 2025.
On April 5, 2024, we filed a shelf registration (the “Shelf Registration”) statement on Form S-3 with the SEC under the Securities Act of 1933, as amended, with regard to the registration of $50,000,000 of our equity and debt securities (the “Shelf Registration Statement”). The Shelf Registration Statement was declared effective by the SEC on April 22, 2024. Any offering made pursuant to the Shelf Registration Statement may only be made by means of a prospectus, including a prospectus supplement, forming a part of the effective Shelf Registration Statement, relating to the offering.
In May 2024, we entered into a Sales Agreement with Janney Montgomery Scott LLC (the “Sales Agent”) under which we initially had the ability to issue and sell shares of our Common Stock, from time to time, through the Sales Agent, pursuant to the Shelf Registration Statement, up to an aggregate offering price of approximately $16,400,000 in what is commonly referred to as an “at-the-market” (“ATM”) program. On January 7, 2025, we filed a prospectus supplement providing for a going forward aggregate offering price for the ATM program of $25,000,000. During the six months ended June 30, 2025, we sold 612,999 shares of our Common Stock at a weighted average price of $16.00 per share and raised $9,484,382 in net proceeds under the ATM program. As of June 30, 2025, we had remaining capacity to sell up to an additional $15,945,937 of our Common Stock under the ATM program.
On September 12, 2024, we issued the 2024 Notes in the aggregate principal amount of $14,950,000 pursuant to the 2024 Exchange Agreement. Beginning in the third quarter of 2024 through the first quarter of 2025, we paid optional principal amounts, reducing the balance of the 2024 Notes, and completely satisfying the obligation on February 24, 2025.
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If the aforementioned sources of cash flow currently available are insufficient to cover our holding company cash requirements, we will seek to obtain additional financing.
Cash flow and liquidity are categorized into three sources: (1) operating activities; (2) investing activities; and (3) financing activities, which are shown in the following table:
| Six Months ended June 30, | 2025 | 2024 | ||||||||||||
| Cash flows provided by (used in): | ||||||||||||||
| Operating activities | $ | 27,131,737 | $ | 13,214,888 | ||||||||||
| Investing activities | (24,512,699) | (9,612,199) | ||||||||||||
| Financing activities | 2,425,953 | (408,694) | ||||||||||||
| Net increase in cash and cash equivalents | 5,044,991 | 3,193,995 | ||||||||||||
| Cash and cash equivalents, beginning of period | 28,669,441 | 8,976,998 | ||||||||||||
| Cash and cash equivalents, end of period | $ | 33,714,432 | $ | 12,170,993 | ||||||||||
Net cash provided by operating activities was $27,132,000 in Six Months 2025 as compared to $13,215,000 provided by operating activities in Six Months 2024. The $13,917,000 increase in cash flows provided by operating activities in Six Months 2025 as compared to Six Months 2024 was primarily the result of an increase in net income (adjusted for non-cash items) of $5,633,000 and cash provided from net fluctuations in operating assets and liabilities. The net fluctuations in assets and liabilities are related to operating activities of KICO as affected by growth or declines in its operations, payments on claims and other changes, which are described above.
Net cash used in investing activities was $24,513,000 in Six Months 2025 compared to $9,612,000 used in investing activities in Six Months 2024 resulting in a $14,901,000 increase in net cash used in investing activities. In Six Months 2025, we had net cash used by our investment portfolio of $26,672,000, compared to $8,574,000 used in Six Months 2024. In Six Months 2025 one of our subsidiaries received gross proceeds of $3,600,000 from the sale of real estate that was used as our headquarters building.
Net cash provided by financing activities was $2,426,000 in Six Months 2025 compared to $(409,000) used in Six Months 2024. In Six Months 2025, we received net proceeds of $9,484,000 from our ATM offering. This amount was offset primarily by principal payments of $5,950,000 on our 2024 Notes, $603,000 on our equipment financing debt in connection with KICO’s sale-leaseback transaction and $549,000 for withholding taxes paid on vested restricted stock awards and the exercise of stock options. The principal payments on the 2024 Notes were made by using a portion of the net proceeds from our ATM offering. Net cash used in financing activities in Six Months 2024 was primarily principal payments on our equipment financing debt.
Reinsurance
On January 1, 2024, we entered into a 27% quota share reinsurance treaty for our personal lines business, which primarily consisted of homeowners’ and dwelling fire policies, covering the period from January 1, 2024 through January 1, 2025 (“2024/2025 Treaty”). Upon the expiration of the 2024/2025 Treaty on January 1, 2025, we entered into a new 16% quota share reinsurance treaty for our personal lines business, covering the period from January 1, 2025 through January 1, 2026 (“2025/2026 Treaty”).
Our excess of loss and catastrophe reinsurance treaties expired on June 30, 2025 and we entered into new excess of loss and catastrophe reinsurance treaties effective July 1, 2025 (as discussed below). Effective January 1, 2024, we renewed an underlying excess of loss treaty ("Underlying XOL Treaty") covering the period from January 1, 2024 through January 1, 2025. The treaty provided 50% reinsurance coverage for losses of $400,000 in excess of $600,000. Losses from named storms are excluded from the treaty. Effective January 1, 2025, the Underlying XOL Treaty was renewed covering the period from January 1, 2025 through June 30, 2025. Effective July 1, 2025, the Underlying XOL Treaty was renewed along with our excess of loss reinsurance treaty covering the period from July 1, 2025 through June 30, 2026. Combined, the renewed treaties provide 50% reinsurance coverage for losses of $250,000 in excess of $750,000, and 100% reinsurance coverage for losses in excess of $1,000,000 up to $9,000,000 together with facultative coverage. For the period
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October 1, 2024 through April 30, 2025, we purchased catastrophe reinsurance which provides coverage for winter storm losses to the extent of 71% of $4,500,000 in excess of $5,500,000. Effective July 1, 2025, we purchased $435,000,000 of catastrophe reinsurance in excess of $5,000,000, compared to $275,000,000 of catastrophe reinsurance in excess of $5,000,000 in the expiring treaty. The new catastrophe reinsurance treaties includes the issuance of a $125,000,000 catastrophe bond ("Series 2025-1 Notes"). The Series 2025-1 Notes were priced at 4.5% and issued through a Bermuda-registered special purpose insurer, 1886 Re Ltd., providing us with $125,000,000 of collateralized reinsurance protection. The notes offer multi-year protection against named storm events across New York, New Jersey, Connecticut, Massachusetts and Rhode Island on an indemnity trigger and per-occurrence basis. The notes, which were structured and placed by Aon Securities LLC, will cover four annual risk periods from July 1, 2025, through June 30, 2029. Material terms for our reinsurance treaties in effect for the treaty years shown below are as follows:
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Treaty Period | |||||||||||||||||||||||||||||||||||
| 2025/2026 Treaty | 2024/2025 Treaty | ||||||||||||||||||||||||||||||||||
| Line of Business | January 2, 2026 to June 30, 2026 | July 1, 2025 to January 1, 2026 | January 2, 2025 to June 30, 2025 | July 1, 2024 to January 1, 2025 | January 1, 2024 to June 30, 2024 | ||||||||||||||||||||||||||||||
| Personal Lines: | |||||||||||||||||||||||||||||||||||
| Homeowners, dwelling fire and canine legal liability | |||||||||||||||||||||||||||||||||||
| Quota share treaty: | |||||||||||||||||||||||||||||||||||
| Percent ceded (6) | (5) | 16 | % | 16 | % | 27 | % | 27 | % | ||||||||||||||||||||||||||
| Risk retained on initial | |||||||||||||||||||||||||||||||||||
| $1,000,000 of losses (4) (5) (6) | (5) | $ | 840,000 | $ | 840,000 | $ | 730,000 | $ | 730,000 | ||||||||||||||||||||||||||
| Losses per occurrence | |||||||||||||||||||||||||||||||||||
| subject to quota share | |||||||||||||||||||||||||||||||||||
| reinsurance coverage | (5) | $ | 1,000,000 | $ | 1,000,000 | $ | 1,000,000 | $ | 1,000,000 | ||||||||||||||||||||||||||
| Expiration date | (5) | January 1, 2026 | January 1, 2026 | January 1, 2025 | January 1, 2025 | ||||||||||||||||||||||||||||||
| Excess of loss coverage and | |||||||||||||||||||||||||||||||||||
| facultative facility | |||||||||||||||||||||||||||||||||||
| coverage (1) (4) (5) | $ | 8,250,000 | $ | 8,250,000 | $ | 8,400,000 | $ | 8,400,000 | $ | 8,400,000 | |||||||||||||||||||||||||
| in excess of | in excess of | in excess of | in excess of | in excess of | |||||||||||||||||||||||||||||||
| $ | 750,000 | $ | 750,000 | $ | 600,000 | $ | 600,000 | $ | 600,000 | ||||||||||||||||||||||||||
| Total reinsurance coverage | |||||||||||||||||||||||||||||||||||
| per occurrence (4) (5) | $ | 8,125,000 | $ | 8,285,000 | $ | 8,360,000 | $ | 8,470,000 | $ | 8,470,000 | |||||||||||||||||||||||||
| Losses per occurrence | |||||||||||||||||||||||||||||||||||
| subject to reinsurance | |||||||||||||||||||||||||||||||||||
| coverage (5) | $ | 9,000,000 | $ | 9,000,000 | $ | 9,000,000 | $ | 9,000,000 | $ | 9,000,000 | |||||||||||||||||||||||||
| Expiration date | June 30, 2026 | June 30, 2026 | June 30, 2025 | June 30, 2025 | June 30, 2024 | ||||||||||||||||||||||||||||||
| Catastrophe Reinsurance: | |||||||||||||||||||||||||||||||||||
| Initial loss subject to personal | |||||||||||||||||||||||||||||||||||
| lines quota share treaty (5) | (5) | $ | 10,000,000 | $ | 10,000,000 | $ | 10,000,000 | $ | 10,000,000 | ||||||||||||||||||||||||||
| Risk retained per catastrophe | |||||||||||||||||||||||||||||||||||
| occurrence (5) (6) (7) (8) | $ | 6,000,000 | $ | 5,000,000 | $ | 4,250,000 | $ | 4,750,000 | $ | 9,500,000 | |||||||||||||||||||||||||
| Catastrophe loss | |||||||||||||||||||||||||||||||||||
| coverage (2) (5) (8) | $ | 434,000,000 | $ | 435,000,000 | $ | 275,000,000 | $ | 275,000,000 | $ | 315,000,000 | |||||||||||||||||||||||||
| Reinstatement premium | |||||||||||||||||||||||||||||||||||
| protection (3) | Yes | Yes | Yes | Yes | Yes | ||||||||||||||||||||||||||||||
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(1)For personal lines, includes the addition of an automatic facultative facility allowing KICO to obtain homeowners single risk coverage up to $9,000,000 in total insured value, which covers direct losses from $3,500,000 to $9,000,000 through June 30, 2025.
(2)Catastrophe coverage is limited on an annual basis to two times the per occurrence amounts, except for one occurrence on 80% of the first layer of $5,000,000 in excess of $5,000,000, and one occurrence on 52% of the top layer of $240,000,000 in excess of $200,000,000, which is covered under the catastrophe bond. Duration of 168 consecutive hours for a catastrophe occurrence from windstorm, hail, tornado, hurricane and cyclone.
(3)For the period July 1, 2024 through June 30, 2025, reinstatement premium protection for $50,000,000 of catastrophe coverage in excess of $10,000,000. For the period July 1, 2025 through June 30, 2026 (expiration date of the catastrophe reinsurance treaty), reinstatement premium protection for $50,000,000 of catastrophe coverage in excess of $10,000,000.
(4)For the period January 1, 2024 through June 30, 2025, Underlying XOL Treaty provides 50% reinsurance coverage for losses of $400,000 in excess of $600,000. Excludes losses from named storms. Reduces retention to $530,000 from $730,000 under the 2024/2025 Treaty. Retention increases to $640,000 from $530,000 under the 2025/2026 Treaty. For the period July 1, 2025 through June 30, 2026, the Underlying XOL Treaty combined with the excess of loss treaty provide 50% reinsurance coverage for losses of $250,000 in excess of $750,000, and 100% reinsurance coverage for losses in excess of $1,000,000 up to $9,000,000 together with facultative coverage. Increased retention to $715,000 from $640,000 under the 2025/2026 Treaty (see note 5 below).
(5)The personal lines quota share treaty (homeowners, dwelling fire and canine liability) will expire on January 1, 2026, with none of these coverages to be in effect during the period from January 2, 2026 through June 30, 2026. If and when this treaty is renewed on January 2, 2026, the personal lines quota share treaty, will be as provided for therein. Reinsurance coverage in effect from January 2, 2026 through June 30, 2026 is only for excess of loss, Underlying XOL, and catastrophe reinsurance treaties.
(6)For the 2024/2025 Treaty, 22% of the 27% total of losses ceded under this treaty are excluded from a named catastrophe event. For the 2025/2026 Treaty, 6% of the 16% total of losses ceded under this treaty are excluded from a named catastrophe event.
(7)Plus losses in excess of catastrophe coverage
(8)Effective July 1, 2025 through June 30, 2026, catastrophe coverage is 80% of the first layer of $5,000,000 in excess of $5,000,000. The remaining coverage is at 100% of $430,000,000 in excess of $10,000,000. For the period October 1, 2024 through April 30, 2025, additional catastrophe reinsurance treaty provided coverage for winter storm losses to the extent of 71% of $4,500,000 in excess of $5,500,000. Retention for winter storms under this treaty is $4,800,000 under the 2024/2025 Treaty and $5,200,000 under the 2025/2026 Treaty.
Treaty Year | ||||||||||||||||||||
| Line of Business | July 1, 2025 to June 30, 2026 | July 1, 2024 to June 30, 2025 | July 1, 2023 to June 30, 2024 | |||||||||||||||||
| Personal Lines: | ||||||||||||||||||||
| Personal Umbrella | ||||||||||||||||||||
| Quota share treaty: | ||||||||||||||||||||
| Percent ceded - first $1,000,000 of coverage | 90 | % | 90 | % | 90 | % | ||||||||||||||
| Percent ceded - excess of $1,000,000 dollars of coverage | 95 | % | 95 | % | 95 | % | ||||||||||||||
| Risk retained | $ | 300,000 | $ | 300,000 | $ | 300,000 | ||||||||||||||
| Total reinsurance coverage per occurrence | $ | 4,700,000 | $ | 4,700,000 | $ | 4,700,000 | ||||||||||||||
| Losses per occurrence subject to quota share reinsurance coverage | $ | 5,000,000 | $ | 5,000,000 | $ | 5,000,000 | ||||||||||||||
| Expiration date | June 30, 2026 | June 30, 2025 | June 30, 2024 | |||||||||||||||||
| Commercial Lines (1) | ||||||||||||||||||||
(1)Coverage on all commercial lines policies expired in September 2020; reinsurance coverage is based on treaties in effect on the date of loss.
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Inflation
Premiums are established before we know the amount of losses and loss adjustment expenses or the extent to which inflation may affect such amounts. We attempt to anticipate the potential impact of inflation in establishing our reserves, especially as it relates to medical and hospital rates where historical inflation rates have exceeded the general level of inflation. Inflation in excess of the levels we have assumed could cause loss and loss adjustment expenses to be higher than we anticipated, which would require us to increase reserves and reduce earnings.
Fluctuations in rates of inflation also influence interest rates, which in turn impact the market value of our investment portfolio and yields on new investments. Operating expenses, including salaries and benefits, generally are impacted by inflation.
Six Months 2025 included continuing economic inflation, albeit tempered compared to previous years, which resulted in a sustained increase in interest rates, a widening of credit spreads, lower public equity valuations, and significant financial market volatility. The higher interest rates and widening of credit spreads reduced the value of our fixed income securities, and in Six Months 2025, we experienced a significant recovery of these losses. For Six Months 2025, the continuing economic inflation impacted our loss and loss adjustment expenses as well; should these trends continue in the near-term, it would in all likelihood negatively impact our results of operations.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.
Outlook
Our net premiums earned may be impacted by a number of factors. Net premiums earned are a function of net written premium volume. Net written premiums comprise both renewal business and new business and are recognized as earned premium over the term of the underlying policies. Net written premiums from both renewal and new business are impacted by competitive market conditions as well as general economic conditions. We have made underwriting changes to emphasize profitability over growth and have culled out the type of risks that do not generate an acceptable level of return.
On August 2, 2024, two large competitors announced a plan to wind down their personal lines operations in New York State and to non-renew or mid-term cancel their entire book of business by December 31, 2024. Our producers placed a sizable number of these policies with KICO.
On April 14, 2025, KICO entered into an agreement to offer a replacement policy to selected Homeowners policyholders in Downstate New York as one of our competitors pivots focus away from admitted personal lines business (the "Withdrawal Plan"). The Withdrawal Plan, which includes this transaction, was approved by the New York Department of Financial Services. This transaction encompasses approximately $70 million in written premium. The Withdrawal Plan will enable KICO to work with new distribution partners to further increase our footprint in Downstate New York by offering an alternative policy to selected Homeowners policyholders with effective dates starting in the third quarter of 2025.
See “Forward-Looking Statements” before Part I, Item 1.
Non-GAAP Financial Measures
Non-GAAP financial measures should be considered in addition to, and not as a substitute for or superior to, financial measures presented in accordance with GAAP.
The following table reconciles Core written premiums, Non-Core written premiums, direct written premiums, and net written premiums to net premiums earned for the periods presented:
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| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Direct written premiums | |||||||||||||||||||||||
| Core written premiums | $ | 59,802,088 | $ | 51,305,695 | $ | 116,976,970 | $ | 97,892,699 | |||||||||||||||
| Non-Core written premiums | 1,260,321 | 2,189,628 | 2,260,435 | 4,927,240 | |||||||||||||||||||
| Total direct written premiums | 61,062,409 | 53,495,323 | 119,237,405 | 102,819,939 | |||||||||||||||||||
| Ceded written premiums | (8,851,735) | (8,851,735) | (6,017,324) | (23,299,863) | |||||||||||||||||||
| Net written premiums | 52,210,674 | 44,643,588 | 113,220,081 | 79,520,076 | |||||||||||||||||||
| Change in unearned premiums | (5,995,414) | (11,121,065) | (23,481,758) | (20,396,562) | |||||||||||||||||||
| Net premiums earned | $ | 46,215,260 | $ | 33,522,523 | $ | 89,738,323 | $ | 59,123,514 | |||||||||||||||
The following table reconciles the underlying loss ratio, the net loss ratio excluding the effect of catastrophes and the catastrophe loss ratio to the net loss ratio for the periods presented:
| Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Underlying Loss Ratio | 38.7 | % | 47.1 | % | 50.0 | % | 52.8 | % | |||||||||||||||
| Effect of prior year reserve development | (0.5 | %) | (1.4 | %) | (0.9 | %) | (1.7 | %) | |||||||||||||||
| Net loss ratio excluding the effect of catastrophes | 38.2 | % | 45.7 | % | 49.1 | % | 51.1 | % | |||||||||||||||
| Effect of catastrophes | 0.6 | % | 1.3 | % | 1.2 | % | 3.2 | % | |||||||||||||||
| GAAP net loss ratio | 38.8 | % | 47.0 | % | 50.3 | % | 54.3 | % | |||||||||||||||
The following table reconciles the net loss ratio excluding commercial lines business to the net loss ratio for the periods presented:
| Three months ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net loss ratio excluding the effect of commercial lines business | 38.0 | % | 45.5 | % | 50.3 | % | 53.0 | % | |||||||||||||||
| Effect of commercial lines business | 0.8 | % | 1.5 | % | — | % | 1.3 | % | |||||||||||||||
| GAAP net loss ratio | 38.8 | % | 47.0 | % | 50.3 | % | 54.3 | % | |||||||||||||||
The following table reconciles net income from insurance underwriting business on a standalone basis to GAAP net income for the periods presented:
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| Three months ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net income from insurance underwriting business on a standalone basis | $ | 12,118,884 | $ | 5,842,500 | $ | 16,785,353 | $ | 8,528,272 | |||||||||||||||
| Holding company operations | $ | (866,552) | $ | (1,327,563) | (1,650,361) | (2,586,656) | |||||||||||||||||
| GAAP net income | $ | 11,252,332 | $ | 4,514,937 | $ | 15,134,992 | $ | 5,941,616 | |||||||||||||||
The following table reconciles the net loss ratio excluding the effect of catastrophes, net underwriting expense ratio excluding the effect of catastrophes, and net combined ratio excluding the effect of catastrophes to GAAP net loss ratio, GAAP net underwriting expense ratio, and GAAP net combined ratio for the periods presented:
| Three months ended June 30, | Six Months Ended June 30, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net loss ratio excluding the effect of catastrophes | 38.2 | % | 45.7 | % | 49.1 | % | 51.1 | % | |||||||||||||||
| Effect of catastrophes | 0.6 | % | 1.3 | % | 1.2 | % | 3.2 | % | |||||||||||||||
| GAAP net loss ratio | 38.8 | % | 47.0 | % | 50.3 | % | 54.3 | % | |||||||||||||||
| Net underwriting expense ratio excluding the effect of catastrophes | 32.7 | % | 31.2 | % | 32.0 | % | 31.3 | % | |||||||||||||||
| Effect of catastrophes | 0.0 | % | 0.0 | % | 0.0 | % | 0.0 | % | |||||||||||||||
| GAAP net underwriting expense ratio | 32.7 | % | 31.2 | % | 32.0 | % | 31.3 | % | |||||||||||||||
| Net combined ratio excluding the effect of catastrophes | 70.9 | % | 76.9 | % | 81.1 | % | 82.4 | % | |||||||||||||||
| Effect of catastrophes | 0.6 | % | 1.3 | % | 1.2 | % | 3.2 | % | |||||||||||||||
| GAAP net combined ratio | 71.5 | % | 78.2 | % | 82.3 | % | 85.6 | % | |||||||||||||||
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
This item is not applicable to smaller reporting companies.
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
Our management is responsible for establishing and maintaining adequate disclosure controls and procedures. Under the supervision and with the participation of management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of June 30, 2025.
We maintain a system of disclosure controls and procedures as defined in Rule 13a-15(e) under the Exchange Act that are designed to assure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Based on this evaluation, our Chief Executive Officer and Principal Financial Officer have concluded that, as of June 30, 2025, our disclosure controls
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and procedures were: (i) effective in recording, processing, summarizing, and reporting information on a timely basis that we are required to disclose in the reports that we file or submit under the Exchange Act, and (ii) effective in ensuring that information that we are required to disclose in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
As required by Exchange Act Rule 13a-15(b), as of the end of the period covered by this Quarterly Report, under the supervision and with the participation of our Chief Executive Officer and Principal Financial Officer, we evaluated the effectiveness of our disclosure controls and procedures. Based on this evaluation, our Chief Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2025.
Changes in Internal Control over Financial Reporting
We previously disclosed that on November 12, 2024, we issued a press release announcing our financial results for the period ended September 30, 2024 (the “Press Release”). In the Press Release, we indicated that our book value per share – diluted and book value per share – diluted excluding accumulated other comprehensive income (“AOCI”) as of September 30, 2024 were $4.58 and $5.28, respectively. On November 15, 2024, we determined that such figures were calculated based upon an incorrect number of shares of common stock outstanding on a fully diluted basis as of September 30, 2024. Based upon the correct number of shares of common stock outstanding on a fully diluted basis, the book value per share – diluted and book value per share – diluted excluding AOCI as of September 30, 2024 were $4.32 and $4.97, respectively.
We continually review our disclosure controls and procedures and make changes, as necessary, to ensure the quality of our financial reporting. In particular, we have implemented a new financial reporting system which we believe has remediated the disclosure control deficiency. We believe that the effectiveness of the remediation has been demonstrated over time. Except as noted above, there have not been any changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our most recently completed fiscal quarter that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Inherent Limitation on Effectiveness of Controls
Internal control over financial reporting is a process designed by, or under the supervision of, our principal executive officer and principal financial officer, and effected by the board of directors, management, and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP including those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets, (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP and that receipts and expenditures are being made only in accordance with authorizations of our management and directors, and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies and procedures may deteriorate.
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
Item 1A. Risk Factors.
For a discussion of the Company’s potential risks and uncertainties, see Part I, Item 1A— “Risk Factors” and Part II, Item 7— “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the "2024 Annual Report") filed with the SEC, and Part I, Item 2—“Management’s Discussion and Analysis of Financial Condition and Results of Operations” herein, in each case as updated by the Company's periodic filings with the SEC. There have been no material changes to the risk factors disclosed in Part I, Item 1A of the Company’s 2024 Annual Report.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
(a)During the three months ended June 30, 2025, we issued the following securities in transactions not involving any public offering. For each of the following transactions, we relied upon Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), as transactions by an issuer not involving any public offering, or Section 3(a)(9) of the Securities Act as a security exchanged by an issuer with its existing security holders exclusively where no commission or other renumeration was paid or given directly or indirectly for soliciting such exchange. For each such transaction, we did not use general solicitation or advertising to market the securities, the securities were offered to a limited number of persons, the investors had access to information regarding us (including information contained in our Annual Report on Form 10-K for the year ended December 31, 2024, Quarterly Report on Form 10-Q for the period ended March 31, 2025, and Current Reports on Form 8-K filed with the Securities and Exchange Commission and press releases made by us), and we were available to answer questions from prospective investors. We reasonably believe that each of the investors is an accredited investor. No proceeds were received from any of the issuances.
| Date Issued | Common Stock | Purchaser | Consideration(1) | ||||||||||||||||||||
| May 9, 2025 | 245,393 | (2) | $ | 259,525 | (3) | ||||||||||||||||||
| June 13, 2025 | 126,241 | (2) | $ | 135,000 | (3) | ||||||||||||||||||
| Total | 371,634 | $ | 394,525 | ||||||||||||||||||||
(1) The value of the non-cash consideration was estimated to be the fair value of our restricted common stock.
(2) Accredited investor.
(3) Issued on a cashless basis pursuant to the exercise of warrants.
(b)Not applicable.
(c)None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Other Information.
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Item 6. Exhibits.
3(a) | Restated Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3(a) to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2014 filed on May 15, 2014). | |||||||
3(b) | By-laws, as amended (incorporated by reference to Exhibit 3(b) to the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2025 filed on May 15, 2025) | |||||||
| 31(a) | Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |||||||
| 31(b) | Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |||||||
| 32+ | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |||||||
| 101.INS | XBRL Instance Document | |||||||
| 101.SCH | 101.SCH XBRL Taxonomy Extension Schema. | |||||||
| 101.CAL | 101.CAL XBRL Taxonomy Extension Calculation Linkbase. | |||||||
| 101.DEF | 101.DEF XBRL Taxonomy Extension Definition Linkbase. | |||||||
| 101.LAB | 101.LAB XBRL Taxonomy Extension Label Linkbase. | |||||||
| 101.PRE | 101.PRE XBRL Taxonomy Extension Presentation Linkbase. | |||||||
| + | This exhibit will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act of 1933, as amended, or the Securities Act of 1934, as amended. | |||||||
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| KINGSTONE COMPANIES, INC. | ||||||||
Dated: August 14, 2025 | By: | /s/ Meryl Golden | ||||||
| Meryl Golden | ||||||||
| Chief Executive Officer | ||||||||
Dated: August 14, 2025 | By: | /s/ Victor Brodsky | ||||||
| Victor Brodsky | ||||||||
| Chief Accounting Officer | ||||||||
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FAQ
What were Kingstone's net premiums earned for Six Months 2025 and how much did they change year-over-year?
Net premiums earned were $89,738,000 for Six Months 2025, an increase of $30,614,000 (51.8%) from Six Months 2024.
How did Kingstone manage catastrophe risk in 2025?
Kingstone issued a $125,000,000 Series 2025-1 catastrophe bond priced at 4.5% providing multi-year collateralized reinsurance protection from July 1, 2025 through June 30, 2029 and renewed excess and catastrophe reinsurance treaties effective July 1, 2025.
What is Kingstone's exposure concentration by geography?
KICO derived 97.9% of its direct written premiums from New York policies (three months reported) and 98.1% for the six-month period in 2025 and 2024 figures reported.
Did Kingstone change its quota-share reinsurance in 2025?
Yes. The personal lines quota share was reduced from 27% in the 2024/2025 treaty to 16% for the 2025/2026 treaty.
What were Kingstone's net investment and gains on investments in Six Months 2025?
Net investment income was $4,349,000. Net gains on investments were $408,000 for Six Months 2025.
Has Kingstone announced dividends or capital raises recently?
On July 22, 2025, the Board approved a quarterly cash dividend of $0.05 per share. The company also raised $9,484,382 net via its ATM program in the six months ended June 30, 2025.
Kingstone
NASDAQ:KINS
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218.07M
10.98M
21.17%
39.15%
5.78%
Insurance - Property & Casualty
Fire, Marine & Casualty Insurance
United States
KINGSTON