Orion180 CEO holds 59.9M convertible Class B shares

CEO and director Gregg Kenneth reports 59,935,260 Class B shares, each convertible into one Class A share of Orion180 Insurance Group Inc.

Rhea-AI Filing Summary

Orion180 Insurance Group Inc. (OIG) reported the initial holdings of its Chief Executive Officer and director, Gregg Kenneth, on a Form 3. He directly holds 59,935,260 shares of Class B common stock, which are currently treated as a derivative position referencing an equal number of Class A common shares. Each share of Class B common stock is convertible at any time into one share of Class A common stock and will also convert automatically into Class A upon most transfers, subject to certain permitted transfers described in the company’s amended and restated certificate of formation.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gregg Kenneth

Role Chief Executive Officer

Type	Security	Shares	Price	Value
holding	Class B Common Stock F1	--	--	--

Holdings After Transaction: Class B Common Stock — 59,935,260 contracts (Direct)

Footnotes (1)

1. F1. Each outstanding share of Class B common stock is convertible at any time at the option of its holder into one share of Class A common stock. In addition, each share of Class B common stock will convert automatically into one share of Class A common stock upon any transfer, whether or not for value, except for certain permitted transfers set forth in the Issuer's amended and restated certificate of formation.

Key Figures

Class B common stock held directly: 59,935,260 shares Underlying Class A common stock: 59,935,260 shares Conversion ratio: 1 Class B share for 1 Class A share

3 metrics

Class B common stock held directly 59,935,260 shares Direct holdings reported by CEO and director Gregg Kenneth on Form 3

Underlying Class A common stock 59,935,260 shares Shares of Class A common stock underlying the reported Class B common stock position

Conversion ratio 1 Class B share for 1 Class A share Each outstanding Class B share is convertible at any time into one Class A share

Key Terms

Class B common stock, Class A common stock, convertible, amended and restated certificate of formation

4 terms

Class B common stock financial

"Each outstanding share of Class B common stock is convertible at any time"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

Class A common stock financial

"convertible at any time at the option of its holder into one share of Class A common stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

convertible financial

"Class B common stock is convertible at any time at the option of its holder"

A convertible is a type of investment that starts as a loan or preferred stake (like a bond or preferred share) but can be exchanged for common shares of the company at a set price or under certain conditions. It matters to investors because it offers a mix of steady income and downside protection like a loan, plus the upside of stock ownership if the company does well—similar to holding a coupon that you can trade for a full ticket if the event becomes valuable.

amended and restated certificate of formation regulatory

"permitted transfers set forth in the Issuer's amended and restated certificate of formation"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider position did the CEO report on Orion180 Insurance Group Inc. (OIG) Form 3?

The Form 3 reports that Chief Executive Officer and director Gregg Kenneth directly holds 59,935,260 shares of Class B common stock of Orion180 Insurance Group Inc.

How many Orion180 (OIG) Class A shares underlie the CEO’s Class B holdings?

The CEO’s 59,935,260 Class B common shares correspond to 59,935,260 underlying Class A common shares, reflecting a one-for-one conversion relationship disclosed in the filing.

Is Orion180 (OIG) Class B common stock convertible into Class A?

Yes. Each outstanding share of Class B common stock is convertible at any time into one share of Class A common stock at the option of its holder, according to the disclosure.

When do Orion180 (OIG) Class B shares automatically convert to Class A?

Each share of Class B common stock will automatically convert into one share of Class A common stock upon any transfer, whether or not for value, except for certain permitted transfers described in Orion180’s amended and restated certificate of formation.

Does the Orion180 (OIG) Form 3 report any insider share purchases or sales?

No insider purchases or sales are reported. The Form 3 records an initial holding entry showing the CEO’s direct ownership of Class B common stock and its one-for-one convertibility into Class A common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/18/2026 - 08:26 PM Accepted by SEC EDGAR 09/17/2026 - 06:45 PM Learn about SEC filing dates

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Gregg Kenneth

(Last) (First) (Middle)

930 S. HARBOR CITY BLVD.

SUITE 302

(Street)

MELBOURNE FLORIDA 32901

(City) (State) (Zip)

UNITED STATES

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
09/17/2026

3. Issuer Name and Ticker or Trading Symbol
Orion180 Insurance Group Inc. [ OIG ]

3a. Foreign Trading Symbol

5. If Amendment, Date of Original Filed (Month/Day/Year)

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	(1)	Class A Common Stock	59,935,260	(1)	D

Explanation of Responses:

1. Each outstanding share of Class B common stock is convertible at any time at the option of its holder into one share of Class A common stock. In addition, each share of Class B common stock will convert automatically into one share of Class A common stock upon any transfer, whether or not for value, except for certain permitted transfers set forth in the Issuer's amended and restated certificate of formation.

Remarks:

Exhibit 24 - Power of Attorney.

	/s/ Yuwei Le, Attorney-in-Fact	09/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)