FTV entities report 16.3M Neptune Insurance (NP) shares owned

Rhea-AI Filing Summary

Neptune Insurance Holdings Inc. is reported to have a significant holder group led by FTV-affiliated entities. FTV VII, L.P., FTV-NE Aggregator, LLC, Growth VII-Centre, L.P., and FTV Management VII, L.P. together report beneficial ownership of 16,310,781 shares of Class A Common Stock. These shares represent 17.19% of the outstanding Class A Common Stock, based on 94,895,913 shares outstanding as of April 27, 2026. The shares are directly held as 14,325,878 by FTV VII, 992,452 by FTV-NE Aggregator, and 992,451 by Growth VII-Centre, with voting and investment discretion exercised by the investment committee of FTV Management VII, L.P. The reporting parties state that their filing should not be construed as an admission of beneficial ownership of all reported securities.

Key Figures

Shares beneficially owned: 16,310,781 shares Percent of class: 17.19% Shares outstanding: 94,895,913 shares +3 more

6 metrics

Shares beneficially owned 16,310,781 shares Class A Common Stock reported as beneficially owned by FTV-affiliated entities

Percent of class 17.19% Portion of Neptune Insurance Class A Common Stock reported as owned

Shares outstanding 94,895,913 shares Class A Common Stock outstanding as of April 27, 2026

FTV VII holdings 14,325,878 shares Shares of Neptune Insurance Class A Common Stock held by FTV VII, L.P.

FTV-NE Aggregator holdings 992,452 shares Shares of Neptune Insurance Class A Common Stock held by FTV-NE Aggregator, LLC

Growth VII-Centre holdings 992,451 shares Shares of Neptune Insurance Class A Common Stock held by Growth VII-Centre, L.P.

Key Terms

beneficially owned, shared voting power, shared dispositive power, CUSIP No.

4 terms

beneficially owned financial

"The reported securities represent 17.19% of the outstanding Common Stock."

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

shared voting power financial

"Shared Voting Power 16,310,781.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Shared Dispositive Power 16,310,781.00"

CUSIP No. financial

"CUSIP No.: 64073B103"

FAQ

What percentage of Neptune Insurance Holdings Inc. (NP) does the FTV group report owning?

The FTV-affiliated reporting persons state they beneficially own 17.19% of Neptune Insurance Holdings Inc. Class A Common Stock. This percentage is based on 94,895,913 shares outstanding as of April 27, 2026, as reported by the issuer.

How many Neptune Insurance (NP) shares do the FTV entities collectively report?

The reporting persons collectively report beneficial ownership of 16,310,781 shares of Neptune Insurance Class A Common Stock. These shares are split among FTV VII, FTV-NE Aggregator, and Growth VII-Centre, with oversight by FTV Management VII, L.P.

How are the Neptune Insurance (NP) shares allocated among the FTV reporting entities?

The statement lists 14,325,878 shares held by FTV VII, 992,452 shares by FTV-NE Aggregator, and 992,451 shares by Growth VII-Centre. All are managed through FTV Management VII, L.P., which exercises voting and investment discretion.

What is the Neptune Insurance (NP) share count used for the ownership calculation?

The reported ownership percentages use a base of 94,895,913 shares of Class A Common Stock outstanding. This share count is taken from Neptune Insurance’s Form 10-Q as of April 27, 2026, filed on April 29, 2026.

Who exercises voting and investment discretion over the Neptune Insurance (NP) shares?

The investment committee of FTV Management VII, L.P. is stated to exercise voting and investment discretion over the reported Neptune Insurance shares. FTV Management is the general partner or managing entity for the underlying FTV funds and aggregators.

Where are the principal offices of Neptune Insurance (NP) and the FTV reporting persons located?

Neptune Insurance’s principal executive offices are at 400 6th Street S, Suite 2, St. Petersburg, Florida 33701. The FTV reporting persons’ principal business address is 601 California Street, Floor 19, San Francisco, CA 94108.

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Available on EDGAR 08/14/2026 - 04:18 PM Accepted by SEC EDGAR 08/14/2026 - 04:10 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

Neptune Insurance Holdings Inc.

(Name of Issuer)

Class A Common Stock, par value $0.00001 per share

(Title of Class of Securities)

64073B103

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 64073B103

1

Names of Reporting Persons

FTV VII, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 16,310,781.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 16,310,781.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,310,781.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

17.19 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: The reported percentage is calculated based upon 94,895,913 shares of Class A common stock ("Common Stock") outstanding as of April 27, 2026, as reported by the Issuer in its Quarterly Report on Form 10-Q ("Form 10-Q") filed with the Securities and Exchange Commission ("SEC") on April 29, 2026.

SCHEDULE 13G

CUSIP Number(s): 64073B103

1

Names of Reporting Persons

FTV-NE Aggregator, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 16,310,781.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 16,310,781.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,310,781.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

17.19 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: The reported percentage is calculated based upon 94,895,913 shares of Common Stock outstanding as of April 27, 2026, as reported by the Issuer in its Form 10-Q filed with the SEC on April 29, 2026.

SCHEDULE 13G

CUSIP Number(s): 64073B103

1

Names of Reporting Persons

Growth VII-Centre, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 16,310,781.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 16,310,781.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,310,781.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

17.19 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: The reported percentage is calculated based upon 94,895,913 shares of Common Stock outstanding as of April 27, 2026, as reported by the Issuer in its Form 10-Q filed with the SEC on April 29, 2026.

SCHEDULE 13G

CUSIP Number(s): 64073B103

1

Names of Reporting Persons

FTV Management VII, L.P.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 16,310,781.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 16,310,781.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

16,310,781.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

17.19 %

12

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person: The reported percentage is calculated based upon 94,895,913 shares of Common Stock outstanding as of April 27, 2026, as reported by the Issuer in its Form 10-Q filed with the SEC on April 29, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Neptune Insurance Holdings Inc.
(b)	Address of issuer's principal executive offices: 400 6TH STREET S, SUITE 2, ST. PETERSBURG, FLORIDA 33701
Item 2.
(a)	Name of person filing: This statement is filed by the entities and individuals listed below, all of whom together are referred to herein as the "Reporting Persons": (i) FTV VII, L.P. ("FTV VII") (ii) FTV-NE Aggregator, LLC ("FTV-NE Aggregator") (iii) Growth VII-Centre, L.P. ("Growth VII-Centre") (iv) FTV Management VII, L.P. ("FTV Management")
(b)	Address or principal business office or, if none, residence: The principal business address of the Reporting Persons is 601 California Street, Floor 19, San Francisco, CA 94108.
(c)	Citizenship: See responses to row 4 on each cover page
(d)	Title of class of securities: Class A Common Stock, par value $0.00001 per share
(e)	CUSIP No.: 64073B103
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: See responses to row 9 on each cover page. The reported securities are directly held as follows: 14,325,878 by FTV VII, 992,452 by FTV-NE Aggregator and 992,451 by Growth VII-Centre. FTV-NE Aggregator is managed by FTV VII, its sole member, which is managed by FTV Management, its general partner. Growth VII-Centre is managed by FTV Management, its general partner. Accordingly, the investment committee of FTV Management exercises voting and investment discretion with respect to the reported securities. The filing of this statement shall not be construed as an admission that the Reporting Persons or any of the foregoing are the beneficial owners of any of the securities covered by this statement. The reported securities represent 17.19% of the outstanding Common Stock. Such calculation is based upon 94,895,913 shares of Common Stock outstanding as of April 27, 2026, as reported by the Issuer in its Form 10-Q filed with the SEC on April 29, 2026. See responses to row 11 on each cover page.
(b)	Percent of class: 17.19 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See responses to row 5 on each cover page.
	(ii) Shared power to vote or to direct the vote: See responses to row 6 on each cover page.
	(iii) Sole power to dispose or to direct the disposition of: See responses to row 7 on each cover page.
	(iv) Shared power to dispose or to direct the disposition of: See responses to row 8 on each cover page.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

FTV VII, L.P.

Signature:	/s/ Andy Fleischman
Name/Title:	Andy Fleischman / Managing Member
Date:	08/14/2026

FTV-NE Aggregator, LLC

Signature:	/s/ Andy Fleischman
Name/Title:	Andy Fleischman / Vice President & Secretary
Date:	08/14/2026

Growth VII-Centre, L.P.

Signature:	/s/ Andy Fleischman
Name/Title:	Andy Fleischman / Managing Member
Date:	08/14/2026

FTV Management VII, L.P.

Signature:	/s/ Andy Fleischman
Name/Title:	Andy Fleischman / Managing Member
Date:	08/14/2026

Comments accompanying signature: Exhibit 99.1 Joint Filing Agreement, dated as of November 7, 2025, incorporated by reference into this Schedule 13G. FTV VII, L.P., By: FTV Management VII, L.P., its General Partner, By: FTV VII GP, L.L.C., its General Partner. Growth VII-Centre, L.P., By: FTV Management VII, L.P., its General Partner, By: FTV VII GP, L.L.C., its General Partner. FTV Management VII, L.P., By: FTV VII GP, L.L.C., its General Partner.