Kingstone (KINS) authorizes 1,000,000-share repurchase, about 6.9% of stock
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Kingstone Companies, Inc. announced that its Board of Directors has authorized a share repurchase program for up to 1,000,000 shares of its outstanding common stock. This amount represents approximately 6.9% of the company’s outstanding common stock as of March 31, 2026, and may be repurchased over the next two years.
Repurchases may be made through open market purchases, privately negotiated and block transactions, and trading plans intended to qualify under Rule 10b5-1, in accordance with Rule 10b-18 and the company’s insider trading policy. Management will determine timing and amount based on market conditions, share price, liquidity needs, regulatory requirements, and other factors, and the program can be modified, suspended, or discontinued at any time.
Positive
- Share repurchase authorization: Board approved a program to buy back up to 1,000,000 common shares, representing about 6.9% of outstanding stock as of March 31, 2026, over two years, signaling confidence in the company’s equity and providing potential support to per-share metrics if executed.
Negative
- None.
Insights
Kingstone authorizes a discretionary buyback of up to 6.9% of shares.
Kingstone Companies has approved a share repurchase program for up to 1,000,000 common shares, about 6.9% of shares outstanding as of March 31, 2026. The company frames repurchases as a complement to investing in profitable growth and continuing its quarterly dividend.
The program is highly flexible. Purchases may occur via open market, block trades, private deals, or Rule 10b5-1 trading plans, and will follow Rule 10b-18 safe harbor provisions. Management retains discretion on timing and size, considering market conditions, share price, liquidity, and regulatory factors.
The authorization lasts two years, does not obligate the company to buy any minimum number of shares, and can be modified, suspended, or discontinued without notice. Future disclosures in company filings may provide detail on actual repurchase activity and its effect on share count and capital deployment.
8-K Event Classification
2 items: 7.01, 9.01
2 items
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Share repurchase authorization: 1,000,000 shares
Repurchase size vs. outstanding: 6.9%
Program duration: Two years
+2 more
5 metrics
Share repurchase authorization
1,000,000 shares
Maximum common shares authorized for repurchase over program term
Repurchase size vs. outstanding
6.9%
Portion of outstanding common stock as of March 31, 2026
Program duration
Two years
Term during which repurchases may be made
Rule 10b5-1 plans
Permitted
Repurchases may be effected under Rule 10b5-1 trading plans
Rule 10b-18 compliance
Intended
Company intends to conduct buybacks in line with Rule 10b-18
Key Terms
share repurchase program, Rule 10b5-1, Rule 10b-18, forward-looking statements, +1 more
5 terms
Rule 10b5-1 regulatory
"trading plans intended to qualify under Rule 10b5-1 of the Securities Exchange Act of 1934"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
Rule 10b-18 regulatory
"The Company intends to effect repurchases in compliance with Rule 10b-18 of the Securities Exchange Act of 1934"
Rule 10b-18 is a regulation that sets strict rules for how a company's executives and employees can buy back their own company's stock from the market. It helps ensure that these buybacks happen in a fair and transparent way, reducing the chance of market manipulation. This is important for investors because it offers protection against unfair practices and promotes confidence in the integrity of the stock market.
forward-looking statements regulatory
"This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
insider trading policy regulatory
"in compliance with Rule 10b-18 ... and the Company’s insider trading policy"
A written set of rules that tells employees, executives and board members what information they may not use to buy or sell a company's stock and when trading is allowed. Think of it as a playbook or house rules that prevent people with secret knowledge from getting an unfair advantage; it matters to investors because it helps protect fair markets, preserves trust in management, and reduces the risk of legal penalties that can hurt a company’s value.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report May 19, 2026
(Date of earliest event reported)
(Exact Name of Registrant as Specified in Charter)
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| (State or Other Jurisdiction of Incorporation) | | (Commission File No.) | | (IRS Employer Identification Number) |
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| (Address of Principal Executive Offices) | (Zip Code) |
Registrant's telephone number, including area code: (845 ) 802-7900
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. □
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Item 7.01
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Regulation FD Disclosure.
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On May 19, 2026, Kingstone Companies, Inc. (the “Company”) issued a press release (the “Press Release”) announcing that the Company’s Board of Directors has authorized a share repurchase program under which the Company may repurchase up to 1,000,000 shares of its outstanding common stock over the next two years. A copy of the Press Release is furnished as Exhibit 99.1 hereto.
The information in the Press Release is being furnished, not filed, pursuant to this Item 7.01. Accordingly, the information in the Press Release will not be subject to the liabilities of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor will it be deemed incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, or any filing under the Exchange Act, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information in this Current Report on Form 8-K with respect to the Press Release is not intended to, and does not, constitute a determination or admission by the Company that the information in this Report with respect to the Press Release is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Company.
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Item 9.01
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Financial Statements and Exhibits.
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(d)
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Exhibits:
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99.1
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Press release, dated May 19, 2026, issued by Kingstone Companies, Inc.
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104
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Cover Page Interactive Data File (embedded within the inline XBRL document).
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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 hereunto duly authorized.
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KINGSTONE COMPANIES, INC.
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Dated: May 19, 2026
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By:
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/s/ Randy Patten
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Randy Patten
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Chief Financial Officer
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Kingstone Announces Share Repurchase Program of up to 1,000,000 Shares
Kingston, NY — May 19, 2026 – Kingstone Companies, Inc. (Nasdaq: KINS) (“Kingstone” or the “Company”), a regional property and casualty insurance holding company, today announced that its Board of Directors (the “Board”) has authorized a share repurchase program under which the Company may repurchase up to 1,000,000 shares of its outstanding common stock, representing approximately 6.9% of the Company’s outstanding common stock as of March 31, 2026, over the next two years.
Meryl Golden, President and Chief Executive Officer of Kingstone, stated, “This authorization reflects the Board’s confidence in the Kingstone franchise we have built and the trajectory ahead of us. Share repurchases under this program are intended to complement our investments in profitable growth and our quarterly dividend. We will continue to allocate capital with discipline, prioritizing the highest-return uses we see in our business. We remain confident in the long-term value we are creating for our shareholders.”
Repurchases under the program may be made from time to time through open market purchases, privately negotiated transactions, block transactions, and transactions effected pursuant to trading plans intended to qualify under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The Company intends to effect repurchases in compliance with Rule 10b-18 of the Securities Exchange Act of 1934, as amended, and the Company’s insider trading policy. The timing and total amount of any repurchases will be determined at management’s discretion based on its evaluation of market conditions, the Company’s share price, regulatory requirements, the Company’s liquidity needs, and other factors. The program has a term of two years, does not obligate the Company to acquire any specific number of shares, and may be modified, suspended, or discontinued at any time without prior notice.
Forward-Looking Statements
This press release may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, may be forward-looking statements. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. These statements involve risks and uncertainties that could cause actual results to differ materially from those included in forward-looking statements due to a variety of factors. For more details on factors that could affect expectations, see Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025.
Kingstone undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
About Kingstone Companies, Inc.
Kingstone is a regional property and casualty insurance holding company whose principal operating subsidiary is Kingstone Insurance Company ("KICO"). KICO is a New York domiciled carrier writing business through retail and wholesale agents and brokers. Kingstone delivers tailored homeowners insurance solutions through its sophisticated product suite, Select, supported by a scalable and efficient operating platform that enables the Company to pursue significant market opportunities and strategic expansion. KICO was the 11th largest writer of homeowners insurance in New York in 2025 and is also licensed in New Jersey, Rhode Island, Massachusetts, Connecticut, Pennsylvania, New Hampshire, and Maine.
Investor Relations Contact
Elevate IR
KINS@elevate-ir.com
720-330-2829
FAQ
What did Kingstone Companies (KINS) announce in this 8-K filing?
Kingstone Companies announced Board authorization of a share repurchase program for up to 1,000,000 common shares. The program offers flexibility over two years, using various transaction methods, and is intended to complement growth investment and the company’s existing quarterly dividend policy.