Welcome to our dedicated page for TIPTREE SEC filings (Ticker: TIPT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Tiptree Inc. filings document the reporting record of a public capital-allocation company, including operating results, material events, capital structure and governance. Recent Form 8-K disclosures record financial results, dividend announcements, the completed disposition of Reliance First Capital, executive and legal-department transitions, and shareholder voting results.
Proxy materials cover board elections, omnibus incentive plan amendments, advisory executive-compensation votes, auditor ratification and related governance matters. The filings also document material agreements, disposition records, ownership and compensation disclosures, and other formal corporate actions affecting Tiptree's common stock and holding-company structure.
Veradace Partners, a 5.0% shareholder of Tiptree Inc. (TIPT), filed a notice of exempt solicitation urging investors to vote AGAINST Tiptree’s proposed sale of Fortegra to DB Insurance at $28.75 per diluted share. The vote is scheduled for December 3, 2025.
Veradace argues the asset-sale structure is tax-inefficient and says it does not include a committed distribution of proceeds to Tiptree shareholders. It asks the board to restructure the deal so consideration is delivered directly to shareholders, or to pursue an acquisition of Tiptree itself at $28.75 per share. Veradace cites Fortegra’s strong performance and valuation comparisons disclosed in company materials to support its stance.
Tiptree (TIPT) director Dominique Mielle reported an open-market purchase.
The Form 4 shows a buy of 5,500 shares of common stock on 11/07/2025 at $18.29 per share (Transaction Code P). After this transaction, Mielle beneficially owns 70,712 shares, held directly.
Tiptree Inc. (TIPT) called a virtual special meeting for December 3, 2025 to seek stockholder approval of a merger in which a DB Insurance Co., Ltd. subsidiary will merge with The Fortegra Group, Inc., making Fortegra a wholly owned subsidiary of DB Insurance. The board unanimously recommends voting FOR.
Tiptree estimates receiving approximately $1.12 billion in cash upon consummation, subject to “Leakage” adjustments and assuming closing before June 1, 2026. If closing occurs after June 1, 2026, Fortegra equityholders are entitled to additional consideration calculated at 10% per annum on $1,650,000,000 for days after that date. Purchaser expects to fund about $1.68 billion with cash on hand. Tiptree plans to use proceeds for general corporate purposes, debt repayment, and potential buybacks/dividends.
Approval requires the affirmative vote of a majority of all votes entitled to be cast; failure to vote or abstentions count as AGAINST the Merger Proposal. As of October 30, 2025, shares outstanding were 37,823,734. Under specified circumstances, a termination fee of $49,500,000 or a $8,250,000 Stockholder Vote Failure Fee may be payable. Tiptree stockholders have no appraisal rights and are not expected to have U.S. federal tax consequences from this corporate action. Required approvals include HSR, CFIUS, multiple U.S. state and non-U.S. insurance regulators, and the Financial Services Commission of South Korea.
Tiptree Inc. filed its Quarterly Report for the period ended September 30, 2025. The filing highlights a proposed Merger under which DB Insurance Co., Ltd. would acquire Fortegra for $1.65 billion in cash, pursuant to a Merger Agreement dated September 26, 2025. The company notes risks related to completing the transaction and potential business disruptions around the process.
Balance sheet metrics show growth across key categories. Total investments were $1,620,999 thousand as of September 30, 2025, compared with $1,350,963 thousand as of December 31, 2024. Cash and cash equivalents were $366,087 thousand as of September 30, 2025, versus $320,067 thousand as of December 31, 2024. Insurance-related balances also increased, including reinsurance recoverable of $1,345,662 thousand and prepaid reinsurance premiums of $1,100,965 thousand as of September 30, 2025.
Shares outstanding were 37,823,734 as of October 28, 2025.
Tiptree Inc. (TIPT) reported its results of operations for the nine months ended September 30, 2025, via a furnished press release. The company also declared a cash dividend of $0.06 per share, with a record date of November 17, 2025 and a payment date of November 24, 2025.
Tiptree posted a new investor presentation dated October 31, 2025, providing additional context alongside the results. The press release and presentation were furnished, not filed, and therefore are not subject to Section 18 liabilities nor incorporated by reference unless specifically stated.
Tiptree Inc. (TIPT) entered a Purchase Agreement to sell Reliance First Capital, LLC to Carrington Holding Company, LLC. The consideration equals 93.50% of Reliance’s Tangible Book Value at closing, adjusted for specified items, with an Estimated Cash Payment at closing reduced by purchase price and tax holdbacks.
Closing is subject to customary conditions, including required regulatory approvals and no governmental action prohibiting the deal. Either party may terminate if the transaction does not close by April 30, 2026, with a possible 30‑day extension solely for pending regulatory approvals. Fundamental Representations (other than Tax) survive six years; Tax Representations survive through the applicable statute of limitations plus 90 days. The parties agreed to mutual indemnities for breaches of Fundamental Representations and covenants, and Sellers indemnify for Tax Representations, all as limited in the agreement.
Tiptree Inc. (TIPT) asks stockholders to approve the sale of its Fortegra stake via a merger with a DB Insurance subsidiary. If approved and closed, Fortegra will become a wholly owned subsidiary of DB Insurance and Tiptree expects approximately $1.12 billion in gross cash proceeds, subject to “Leakage” adjustments and assuming closing before June 1, 2026.
Tiptree plans to retain its non‑insurance operations and remain a Nasdaq‑listed public company. It intends to use proceeds for working capital and general corporate purposes, including taxes, transaction expenses, debt repayment, opportunistic stock repurchases and/or dividends, and potential acquisitions. Stockholders will not receive direct proceeds or incur U.S. federal income tax from this corporate‑level transaction.
Approval requires the affirmative vote of a majority of all votes entitled to be cast; there are no appraisal rights. Purchaser expects to fund about $1.68 billion with cash on hand. Closing is conditioned on multiple regulatory approvals, including HSR, CFIUS, and numerous U.S. and foreign insurance and competition clearances, with timing targeted for mid‑2026. If closing occurs after June 1, 2026, an additional amount accrues at 10% per annum on $1.65 billion until closing. Specified termination and vote‑failure fees may apply under certain outcomes.
Dimensional Fund Advisors LP reported beneficial ownership of 2,175,071 shares of Tiptree Inc common stock, representing 5.8% of the class as of 09/30/2025. The filing is a Schedule 13G/A, indicating a passive investment position; Dimensional disclaims beneficial ownership and states the shares are held by various managed Funds for which it provides advisory services. The filing shows 2,136,743 shares with sole voting power and 2,175,071 shares with sole dispositive power. The signature block is by the Global Chief Compliance Officer on 10/09/2025.
TIPTREE INC. (TIPT) director Paul M. Friedman received 1,807 shares as the stock portion of his quarterly director retainer on 10/03/2025, issued at no cash cost. After the issuance, Mr. Friedman beneficially owns 120,350 shares, held indirectly through The Paul M. Friedman Living Trust dated 3/5/2019, of which he and his spouse are trustees. The filing notes the share payment is a routine director compensation payment deposited to the trust at the director's request. The Form 4 was signed by an attorney-in-fact on 10/06/2025.
Lesley Goldwasser, a director of TIPTREE INC. (TIPT), reported an acquisition of 1,807 shares of common stock on 10/03/2025 as the stock component of the director's quarterly-paid annual retainer. The transaction shows a price of $0, indicating these shares were issued as compensation rather than purchased. After the grant, the reporting person beneficially owns 112,362 shares. The Form 4 was signed by an attorney-in-fact on 10/06/2025.