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ACIC on Nasdaq

UPC Insurance

Logo: https://www.upcinsurance.com/images/default-source/default-album/upc-logo-navy.svg?sfvrsn=cf6b30f_8, Non-free logo, via Wikipedia4

United Property & Casualty Insurance Company, Inc. (UPC Insurance) is an American property and casualty insurance company with headquarters in Florida. It writes commercial, residential, homeowners’, and flood insurance policies in several coastal states. As of 2019, UPC Insurance had about 159,170 active policies, accounting for just over 2.5 percent market share.3 It was founded in 1999.1 Its shares trade on Nasdaq under the symbol ACIC.1 Wikipedia text CC BY-SA 4.0

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Last updated Oct 21, 2026.

Overview

1999Founded1

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  • TickerACIC on Nasdaq1
  • Industryinsurance1
  • HeadquartersSaint Petersburg, Florida1
  • Websitewww.upcinsurance.com
  • Incorporated inDE5
  • Business address570 Carillon Parkway, Suite 100, Saint Petersburg, Fl 337165
  • Filer categoryAccelerated filer5

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United Property & Casualty Insurance Company, Inc. (UPC Insurance) is an American property and casualty insurance company with headquarters in Florida. It writes commercial, residential, homeowners’, and flood insurance policies in several coastal states.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

41.8%Operating margin7
31.8%Net margin7
13.1%Revenue growth, 20257
33.6%Return on equity7
0.47×Debt to equity7
$70.9MFree cash flow7

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Other costs54¢$181.8M
  • Interest3¢$10.8M
  • Income tax11¢$35.9M
  • Profit32¢$106.8M

Out of $335.4M in revenue.7

Where each dollar of operating cash went, fiscal 2025

  • Capital spending0¢$155.0K
  • Kept or used elsewhere100¢$70.9M

Out of $71.0M of cash from operations.7

Financial statements

Revenue8910117$335.4M in 2025−59% since 2019
0$250.0M$500.0M$750.0M$1.0B2019: $825.1M$825.1M20192020: $846.7M$846.7M2020+3%2021: $228.7M$228.7M2021−73%2022: $221.7M$221.7M2022−3%2023: $264.4M$264.4M2023+19%2024: $296.7M$296.7M2024+12%2025: $335.4M$335.4M2025+13%
Operating income8910117$140.3M in 2025
-$200.0M-$100.0M0$100.0M$200.0M2019: -$32.7M-$32.7M20192020: -$132.2M-$132.2M2020+304%2021: -$10.5M-$10.5M2021−92%2022: -$8.7M-$8.7M2022−18%2023: $93.9M$93.9M20232024: $99.6M$99.6M2024+6%2025: $140.3M$140.3M2025+41%
Net income8910117$106.8M in 2025
-$600.0M-$400.0M-$200.0M0$200.0M$400.0M2019: -$29.9M-$29.9M20192020: -$96.5M-$96.5M2020+223%2021: -$57.9M-$57.9M2021−40%2022: -$469.9M-$469.9M2022+711%2023: $309.9M$309.9M20232024: $75.7M$75.7M2024−76%2025: $106.8M$106.8M2025+41%

Every line of the income statement as filed: the last 3 fiscal years, latest first.7

Period ending2025-12-312024-12-312023-12-31
Gross premiums written$612.5M$647.8M$635.7M
Change in gross unearned premiums$35.7M-$9.2M-$31.0M
Gross premiums earned$648.3M$638.6M$604.7M
Ceded premiums earned-$341.4M-$364.6M-$342.6M
Net premiums earned$306.9M$274.0M$262.1M
Net investment income$22.2M$20.8M$8.3M
Net realized investment gains (losses)$1.4M-$124.0K-$6.8M
Net unrealized gains on equity securities$5.0M$2.0M$814.0K
Other revenue$0$0$15.0K
Total revenue$335.4M$296.7M$264.4M
Losses and loss adjustment expenses$46.0M$69.3M$46.7M
Policy acquisition costs$97.8M$71.0M$75.4M
General and administrative expenses$40.5M$44.8M$37.6M
Interest expense$10.8M$12.0M$10.9M
Total expenses$195.2M$197.1M$170.5M
Income before other income$140.3M$99.6M$93.9M
Other income (loss)$2.5M$2.1M$2.2M
Income before income taxes$142.7M$101.7M$96.1M
Provision for income taxes$35.9M$25.3M$10.9M
Income from continuing operations, net of tax$106.8M$76.3M$85.2M
Income (loss) from discontinued operations, net of tax$42.0K-$601.0K$224.7M
Net income$106.8M$75.7M$309.9M
Change in net unrealized gains on investments$9.8M$3.4M$6.0M
Reclassification adjustment for net realized investment losses (gains)-$1.4M$124.0K$6.8M
Total comprehensive income$115.3M$79.2M$322.7M
Weighted average shares outstanding, Basic48.5M shares47.8M shares43.6M shares
Weighted average shares outstanding, Diluted49.8M shares49.4M shares44.4M shares
Continuing operations$2$2$2
Discontinued operations$0-$0$5
Total$2.20$1.59$7.11
Continuing operations$2$2$2
Discontinued operations$0-$0$5
Total$2.15$1.54$6.98

Compare UPC Insurance with another company

Corporate structure

UPC Insurance sits at the top of its group. 2 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of UPC Insurance

  • Daniel Peed Filed SCHEDULE 13D/A on UPC Insurance, latest Aug 11, 2025 (2 filings since May 9, 2025)
  • Leah Anneberg Peed Filed SCHEDULE 13G/A on UPC Insurance, latest Aug 8, 2025 (2 filings since May 9, 2025)
  • BlackRock Filed SC 13G/A on UPC Insurance, latest Oct 8, 2021

Built from major holders from Schedules 13D and 13G; stakes of 5% or more it reported on Schedules 13D and 13G (1 companies). Each entity in the chart links to its source.

What it owns

What UPC Insurance reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$9.1M7 Dec 31, 2025$14.4M7 Dec 31, 2024−36.5%
Accumulated depreciation$8.4M7 Dec 31, 2025$8.6M7 Dec 31, 2024−2.7%
Property and equipment, net$723.0K7 Dec 31, 2025$5.7M7 Dec 31, 2024−87.4%
Operating-lease assets (leased space)$3.0M7 Dec 31, 2025$3.2M7 Dec 31, 2024−7.9%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$198.8M7 Dec 31, 2025$137.0M7 Dec 31, 2024+45.0%
Debt securities available for sale$253.2M7 Dec 31, 2025$281.0M7 Dec 31, 2024−9.9%
Equity securities at fair value$61.7M7 Dec 31, 2025$36.8M7 Dec 31, 2024+67.6%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$59.5M7 Dec 31, 2025$59.5M7 Dec 31, 20240%
Intangible assets, net (excluding goodwill)$3.5M7 Dec 31, 2025$5.9M7 Dec 31, 2024−41.2%
Indefinite-lived intangibles (excluding goodwill)$423.0K7 Dec 31, 2025$423.0K7 Dec 31, 20240%
Accumulated amortization$35.6M11 Dec 31, 2024$32.9M11 Dec 31, 2023+8.0%
Finite-lived intangibles, net$3.0M7 Dec 31, 2025$5.5M7 Dec 31, 2024−44.4%

Properties, in its own words

We use all of our leased properties for office space. We lease approximately 14,000 square feet of office space located in Florida. These leases are generally medium-term leases of commercial office space.

Item 2 of the 10-K filed Mar 9, 2026.15

The story

UPC Insurance was founded in 1999 in St. Petersburg, Florida.

In 2012, John Forney was named CEO. Forney is a former U.S. Army infantry officer and graduate of Ranger School. Before joining UPC Insurance, he served in several capacities at Raymond James Financial.

In 2014, UPC Insurance purchased the AAA Auto South building, which had been owned by the Peninsula Motor Club Inc. since 1987, as its new headquarters. The company tried to acquire Family Security Holdings LLC but never completed the $9 million deal. Also in 2014, Judy Copechal, Chief Underwriting Officer at UPC Insurance, was named as one of the Top 10 Women in Insurance Leadership by Insurance Networking News.

In 2015, UPC Insurance acquired Interboro Insurance Company, a property and casualty insurance company authorized in New York, Alabama, South Carolina, Washington, D.C., and Louisiana, from Interboro, LLC for $57 million. The company also participated in the Texas Windstorm Insurance Association (TWIA) Depopulation Program.

In 2017, UPC Insurance merged with American Coastal Insurance Co. Journey Insurance Company offers homeowners and commercial residential property insurance through independent agents and brokers in Florida, South Carolina, and Texas. It received an “A−“ Financial Strength Rating and “a-“ Issuer Credit Rating from A.M. Best.

In 2018, UPC Insurance announced plans to build another new headquarters in downtown St. Petersburg, the first new office construction in the area since the Duke Energy Florida headquarters in 2007. The company also collaborated with R.J. Kiln & Co., a subsidiary of Tokio Marine Kiln, to form a property and casualty insurance subsidiary called Journey Insurance Company.

In 2019, UPC Insurance reported first-quarter catastrophe losses of $13 million after-tax due to several catastrophic events, including the Brevard County hailstorm, as well as possible loss creep from Hurricane Irma and Hurricane Michael.

UPC announced in August 2022 that they would leave the Florida Property Insurance market with a plan to cancel all remaining policies May 31, 2023 before the start of the hurricane season on June 1. Hurricane Ian struck Florida the following month near Fort Myers. UPC policies were concentrated in Southwest Florida and the company experienced 25,000 claims. The company initially projected losses of $660 million but by the end of 2022, losses were revised to $864 million.

Read the full text

When UPC notified Florida's Office of Insurance Regulation of their dire financial situation, the Insurance Commissioner sent a letter to CFO Jimmy Patronis to seek court approval to place UPC into receivership. In early February 2023 Slide Insurance assumed 72,000 of the 135,000 UPC policies. Less than a week later, UPC was declared insolvent.

From Wikipedia’s article on UPC Insurance, shared under CC BY-SA 4.0.6

Leadership

Who has led UPC Insurance, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Gordon G. Pratt2007–2008
  2. Donald J. Cronin2008–2009
  3. John Forney2012–2020
  4. Daniel Peed2021–2024
  5. Brad Martz2025–now

Chair

  1. Gordon G. Pratt2007

President

  1. Gordon G. Pratt2007–2008
  2. Donald J. Cronin2008
  3. John Forney2015–2020
  4. Brad Martz2020–now

Chief financial officer

  1. Nicholas W. Griffin2008–2009
  2. Joseph R. Peiso2010
  3. Hassan Baqar2011
  4. John Rohloff2012
  5. Brad Martz2012–2023
  6. Svetlana Castle2024–now
200020052010201520202025
Board members and other officers (32)

Former names

  • UNITED INSURANCE HOLDINGS CORP.May 15, 2008 to Jun 26, 20235
  • FMG ACQUISITION CORPJun 4, 2007 to Sep 24, 20085

Timeline

  1. Oct 2, 20268-K Executive or director change59
  2. Aug 5, 20268-K Results of operations; Regulation FD disclosure60
  3. May 29, 20268-K Shareholder vote61
  4. May 15, 20268-K Other events62
  5. May 5, 20268-K Results of operations; Regulation FD disclosure63
  6. Feb 20, 20268-K Executive or director change64
  7. Feb 19, 20268-K Results of operations; Regulation FD disclosure65
  8. Jan 14, 20268-K Regulation FD disclosure66
  9. Jan 7, 20268-K Other events67
  10. Dec 1, 20258-K Regulation FD disclosure68
  11. Nov 5, 20258-K Results of operations; Regulation FD disclosure69
  12. Aug 6, 20258-K Results of operations; Regulation FD disclosure70
  13. May 9, 2025New chief executive Brad Martz becomes CEO16
  14. May 5, 2021New chief executive Daniel Peed becomes CEO17
  15. Aug 16, 2012New chief executive John Forney becomes CEO18
  16. Oct 28, 2008Went public Listed on NASDAQ1
  17. Oct 2, 2008New chief executive Donald J. Cronin becomes CEO19
  18. Oct 4, 2007New chief executive Gordon G. Pratt becomes CEO20
  19. 1999Founded Founded1

Calendar

Coming up

  1. Oct 29, 2026 · After the closeReports results for the quarter ending Sep/2026 A year earlier it reported $0.61 a share, on Nov 5, 2025.71

When it reported results

  1. Aug 5, 2026Reported quarterly or annual results60
  2. May 5, 2026Reported quarterly or annual results63
  3. Feb 19, 2026Reported quarterly or annual results65
  4. Nov 5, 2025Reported quarterly or annual results69
  5. Aug 6, 2025Reported quarterly or annual results70
  6. May 8, 2025Reported quarterly or annual results72
  7. Feb 27, 2025Reported quarterly or annual results73
  8. Nov 6, 2024Reported quarterly or annual results74

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

311 filings to the SEC since October 2021: 5 annual reports, 16 quarterly reports, 67 major events, 201 insider forms, 5 large holders, 17 other. The latest 20:

  1. Oct 2, 20268-K EDGAR
  2. Sep 25, 20264 EDGAR
  3. Sep 24, 2026144 EDGAR
  4. Sep 24, 20264 EDGAR
  5. Aug 19, 20264 EDGAR
  6. Aug 6, 202610-Q EDGAR
  7. Aug 5, 20268-K EDGAR
  8. Jul 17, 20264 EDGAR
  9. May 29, 20268-K EDGAR
  10. May 28, 20264 EDGAR
  11. May 28, 20264 EDGAR
  12. May 28, 20264 EDGAR
  13. May 28, 20264 EDGAR
  14. May 28, 20264 EDGAR
  15. May 28, 20263 EDGAR
  16. May 28, 20264 EDGAR
  17. May 28, 20264 EDGAR
  18. May 28, 20264 EDGAR
  19. May 28, 20264 EDGAR
  20. May 15, 20268-K EDGAR

The 311 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

65 open-market trades by officers, directors and large owners since October 2021: 52 buys and 13 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 24, 2026Adler BrookeSecretarySale21,196$9.06$192.0KForm 4
Sep 22, 2026MARTZ BRADPresident & CEOBuy10,000$9.15$91.5KForm 4
Aug 17, 2026Griffith ChristopherChief Operating OfficerSale41,672$9.40$391.9KForm 4
Mar 20, 2026DAVIS KERN MICHAELDirectorBuy200$11.05$2.2KForm 4
Mar 19, 2026DAVIS KERN MICHAELDirectorBuy400$11.12$4.4KForm 4
Mar 18, 2026DAVIS KERN MICHAELDirectorBuy400$11.24$4.5KForm 4
Mar 4, 2026DAVIS KERN MICHAELDirectorBuy1,400$11.71$16.4KForm 4
Feb 23, 2026Crawford Troy JChief Underwriting OfficerBuy3,200$11.09$35.5KForm 4
Nov 10, 2025Griffith ChristopherChief Operating OfficerSale18,409$11.86$218.3KForm 4
Jun 26, 2025DAVIS KERN MICHAELDirectorBuy1,000$10.46$10.5KForm 4
Jun 5, 2025Griffith ChristopherChief Operating OfficerSale177,084$10.99$1.9MForm 4
Jun 3, 2025Griffith ChristopherChief Operating OfficerSale10,000$11.78$117.8KForm 4
May 15, 2025HUDSON SHERRILL WDirectorBuy10,000$11.00$110.0KForm 4
Mar 14, 2025MARTZ BRADPresident & CEOSale50,000$12.05$602.5KForm 4
Mar 10, 2025Griffith ChristopherChief Operating OfficerSale19,836$11.82$234.6KForm 4
Mar 3, 2025Griffith ChristopherChief Operating OfficerSale40,305$11.94$481.2KForm 4
Dec 16, 2024Maroney PatrickDirectorBuy3,128$13.96$43.7KForm 4
Dec 13, 2024Maroney PatrickDirectorBuy372$13.78$5.1KForm 4
Sep 23, 2024Hogan MichaelDirectorBuy8,000$11.37$91.0KForm 4
Aug 19, 2024MARTZ BRADPresident & CEOSale5,250$11.15$58.5KForm 4

All 65 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

  • Daniel PeedSCHEDULE 13D/A, 2 filings May 9, 2025 to Aug 11, 202575
  • Leah Anneberg PeedSCHEDULE 13G/A, 2 filings May 9, 2025 to Aug 8, 202576
  • BlackRockSC 13G/A, 1 filing Oct 8, 202177

Stakes it holds

UPC Insurance has told the SEC it owns more than 5% of 1 company, latest first (Schedules 13D and 13G).

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025B. Bradford Martz$681.0K$2.8M79
2025Christopher Griffith$480.0K$1.4M79
2025Brooke Adler$420.0K$1.2M79
2025James Gray$385.0K$995.7K79
2025Svetlana Castle$385.0K$986.0K79
2025R. Daniel Peed$150.0K$206.1K79
2024President & CEO$525.0K$1.7M79
2024Chief Information Officer & Chief Operating Officer$460.0K$1.2M79
2024General Counsel$400.0K$1.1M79
2024Chief Financial Officer$354.2K$901.1K79
2024Former CEO and Executive Chairman of Board$150.0K$211.2K79
2023President & CEO$519.5K$1.6M79
2023Chief Information Officer & Chief Operating Officer$448.4K$1.1M79
2023General Counsel$365.3K$942.6K79
2023Former CEO and Executive Chairman of Board$150.0K$176.2K79

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.2,280,065$25.3M0.0%+451,801
Vanguard Capital Management LLC995,636$11.1M0.0%−1,005
Dimensional Fund Advisors LP893,772$9.9M0.0%+143,664
American Century Companies Inc848,367$9.4M0.0%+128,930
Punch & Associates Investment Management, Inc.808,705$9.0M0.4%No change
Geode Capital Management, LLC677,070$7.5M0.0%+61,209
Two Sigma Investments, LP591,554$6.6M0.0%+26,800
Renaissance Technologies LLC542,359$6.0M0.0%+3,102
State Street Corp509,767$5.7M0.0%+3,940
Arrowstreet Capital, Limited Partnership455,576$5.1M0.0%+137,685
Bridgeway Capital Management, LLC304,042$3.4M0.1%+15,791
Sei Investments Co288,911$3.2M0.0%−312,570
Empowered Funds, LLC269,533$3.0M0.0%−39,123
Aqr Capital Management LLC252,090$2.8M0.0%+36,498
Vanguard Portfolio Management LLC239,381$2.7M0.0%−32,406
Empyrean Capital Partners, LP230,877$2.6M0.1%−896,110
Northern Trust Corp199,643$2.2M0.0%+6,221
Crews Bank & Trust189,075$2.1M0.3%No change
Goldman Sachs Group Inc187,793$2.1M0.0%+15,997
Tudor Investment Corp Et Al186,408$2.1M0.0%−29,748
Vanguard Fiduciary Trust Co162,816$1.8M0.0%+616
Westwood Holdings Group Inc148,735$1.7M0.0%No change
Kennondale Capital Management LLC146,782$1.6M1.1%No change
Mercer Global Advisors Inc /adv134,453$1.5M0.0%+24,019
O'shaughnessy Asset Management, LLC132,976$1.5M0.0%New

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How UPC Insurance is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARAMERICAN COASTAL INSURANCE Corp2
  • CIK0001401521
  • Employer ID (EIN)75-324196715
  • Filer statusAccelerated filer not an emerging growth company; not a smaller reporting company; not a shell company15
  • Incorporated inDelaware15
  • Fiscal year endsDecember 312
  • Industry code (SIC)6331 Fire, Marine & Casualty Insurance2
  • SEC reviewing officeOffice of Finance, Division of Corporation Finance2
  • Business address570 Carillon Parkway, Suite 100, Saint Petersburg, FL 337162
  • Phone727-633-08512
  • Shares outstanding48,464,047 as of May 1, 202612
  • Public float$277.6M as of Jun 30, 202515
  • AuditorDELOITTE & TOUCHE LLP, Tampa, Florida PCAOB ID 34; it also attests to the company’s internal control over financial reporting15
  • On EDGAR sinceJun 4, 20072
  • Filings1,261 in all: 4 (647), 8-K (235), 10-Q (56), 3 (47), 4/A (22), SC 13G/A (21), 10-K (19), DEF 14A (19)2
    All 58 form types

    UPLOAD (18), SC 13D/A (15), SC 13G (13), 8-K/A (12), EFFECT (11), CORRESP (10), SC 13D (9), ARS (8), 3/A (7), S-1/A (7), DEFA14A (6), S-3 (6), S-4/A (5), 424B3 (4), 424B5 (4), FWP (4), NT 10-Q (4), 10-Q/A (3), POS AM (3), 10-K/A (2), 10QSB (2), 424B4 (2), 425 (2), 8-A12G (2), 8-A12G/A (2), DEFM14A (2), NT 10-K (2), PRE 14A (2), S-1 (2), S-3/A (2), S-8 (2), SC TO-C (2), SCHEDULE 13D/A (2), SCHEDULE 13G/A (2), 144 (1), 15-12G (1), 424B2 (1), 424B7 (1), 5 (1), 8-A12B (1), CERTNAS (1), D (1), NT 10-Q/A (1), PREM14A (1), PRER14A (1), S-4 (1), S-8 POS (1), SC TO-I (1), SC TO-I/A (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Mar 9, 2026
    Quarterly report (10-Q) Aug 6, 2026
    Proxy statement (DEF 14A) Apr 1, 2026
    Latest 8-K (8-K) Oct 2, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $0.0001 par value per shareACICNasdaq Stock Market LLC

From the cover page of the 10-K filed Mar 9, 2026 (Section 12(b) of the Exchange Act).15

Risk factors and legal proceedings

The risks UPC Insurance names in Item 1A of its 10-K filed Mar 9, 2026: 29 risks under these headings, as written.15

  • RISKS RELATED TO OUR BUSINESS
  • As a property and casualty insurer, we may experience significant losses, and our financial results may vary from period to period, due to our exposure to catastrophic events and severe weather conditions, the frequency and severity of which could be affected by the unpredictability of future catastrophic events and severe weather conditions.
  • Because we conduct all of our business in Florida, our financial results substantially depend on, and could be adversely affected by, the regulatory, legal, economic, political, demographic, competitive and weather conditions present in that state.
  • Because we rely on insurance agents, the loss of these agent relationships, particularly our relationship with AmRisc, or our inability to attract and incentivize new agents could have an adverse impact on our business.
  • Actual claims incurred may exceed our loss reserves for claims, which could adversely affect our results of operations and financial condition.
  • We may experience government-levied assessments. Although we may have the ability to collect this assessment from our policyholders, the timing of collection may have a material adverse effect on our results of operations.
  • We have identified and remediated material weaknesses in our internal control over financial reporting. Our failure to maintain adequate internal controls could have a material adverse effect on our business, financial condition, results of operations and stock price.
  • If we experience difficulties with our information technology or data security systems and/or outsourcing relationships, our ability to conduct our business could be negatively impacted, which could adversely affect our financial condition or results of operations.
  • Loss of key vendor relationships, disputes with key vendors, or failure of a vendor to protect personally identifiable information of our customers, claimants or employees, or failure of a vendor to perform its duties in accordance with the contract or the applicable law, could have an adverse effect on our business, results of operations or financial condition.
  • Our success has been and will continue to be greatly influenced by our ability to attract and retain the services of senior management, the loss of any of whom could have an adverse effect on our business, financial condition or results of operations.
  • Our acquisitions, mergers, dispositions and other strategic transactions may not be as successful as we anticipate, and could be difficult to integrate, divert management resources, result in unanticipated costs or dilute our existing stockholders.
  • We face risks associated with investments in which we share ownership or management with third parties.
The other 18 risks
  • Our Senior Notes place certain restrictions on our operations and our failure to comply with such restrictions, including as a result of events beyond our control, could result in an event of default, which could materially and adversely affect our liquidity, financial condition and results of operations.
  • RISKS RELATED TO THE INSURANCE INDUSTRY
  • Because we are operating in a highly competitive market, we may lack the resources to control our market share, which could adversely impact our business and results of operations.
  • Changes in state regulation may adversely affect our results of operation and financial condition.
  • The insurance industry is heavily regulated and further restrictive regulation may reduce our profitability and limit our growth.
  • Our inability to obtain reinsurance on acceptable terms could increase our loss exposure or limit our ability to underwrite policies, which could adversely affect our results of operations and financial condition.
  • Our inability to collect from our reinsurers on our reinsurance claims could have a material adverse effect on our business, results of operation, financial condition and cash flow.
  • Our success depends on our ability to accurately price the risks we underwrite. Further, failure of any loss limitation methods we employ could have a material adverse effect on our results of operations and financial condition.
  • We may fail to pay claims accurately and timely, which could adversely affect our results of operations and financial condition.
  • Our investments are subject to market risks that may result in reduced returns or losses.
  • The property and casualty insurance and reinsurance industries are historically cyclical and the pricing and terms for our products may decline, which would adversely affect our profitability.
  • Losses from legal actions may materially affect our operating results, cash flows and financial condition.
  • A downgrade in or withdrawal of our financial strength or stability ratings could adversely impact our business volume and our ability to access additional debt or equity financing.
  • RISKS RELATED TO AN INVESTMENT IN OUR COMMON STOCK
  • Future sales of substantial amounts of our common stock by us or our existing stockholders could cause our stock price to decrease.
  • Dividend payments on our common stock in the future are uncertain, and our ability to pay dividends may be constrained by our holding company structure.
  • The ability of our insurance subsidiary to pay dividends may affect our liquidity and ability to meet our obligations.
  • The substantial ownership of our common stock by R. Daniel Peed and his affiliates allows him to exert significant control over us, and the Company and R. Daniel Peed are subject to certain restrictive covenants that may restrict our ability to pursue certain opportunities.
  • Transactions by Mr. Peed and his affiliates involving our common stock may have an adverse effect on the price of our common stock.
  • Provisions in our charter documents may make it harder for others to obtain control of us even though some stockholders might consider such a development to be favorable.

Legal proceedings

We are involved in routine claims-related legal actions arising in the ordinary course of business. We accrue amounts resulting from claims-related legal actions in unpaid losses and loss adjustment expenses during the period that we determine an unfavorable outcome becomes probable and we can estimate the amounts. Management makes revisions to our estimates based on its analysis of subsequent information that we receive regarding various factors, including: (i) per claim information; (ii) company and industry historical loss experience; (iii) judicial decisions and legal developments in awarding of damages; and (iv) trends in general economic conditions, including the effects of inflation.

On October 20, 2023, the Company received notice that the Florida Department of Financial Services ("DFS") filed a notice of claim and demand for tender of policy limits under the Company's director and officer insurance policy (the “Claim”). The Claim alleges that former officers and directors of UPC were involved in wrongful acts that resulted in UPC's insolvency. The Claim demands immediate tender of the Company's director and officer’s policy limit of $40,000,000 where the Company has a retention of $1,500,000. The former directors and officers of UPC deny the allegations. Although no litigation has arisen from the Claim, litigation is anticipated. The directors and officers plan to vigorously defend against the Claim; however, due to the Company's indemnification obligation, during 2023, the Company accrued the policy retention amount of $1,500,000.

The opening of Item 3, Legal Proceedings.15

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