TIPT on Nasdaq

TIPTREE INC.

TIPTREE INC. is an American fire company based in Lutherville, listed on Nasdaq (TIPT).2

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Last updated Oct 21, 2026.

Overview

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  • TickerTIPT on Nasdaq2
  • IndustryFire, Marine & Casualty Insurance2
  • HeadquartersLutherville, United States2
  • Incorporated inMD3
  • Business address660 Steamboat Road, 2Nd Floor, Greenwich, Ct 068303
  • Filer categoryAccelerated filer, Smaller reporting company3
  • Legal formStock Corporation2
  • LEI254900EH52HA4YXENT372
  • StatusActive2
  • LEI statusIssued and current2
  • Registered addressC/O Cogency Global Inc., 21093 Lutherville, United States2
  • Registered withBusiness Services (Maryland Department of Assessments and Taxation), D118129222

At Tiptree, our mission is to build long-term value by allocating capital to select small and middle market companies across industries. We have a significant track record investing in the insurance and credit-related financial sectors. With proprietary access and a flexible capital base, we seek to uncover compelling investment opportunities and support management teams in unlocking the full value potential of their businesses. This investment philosophy, executed by our experienced leadership, is our hallmark and has delivered consistent risk-adjusted returns to our stockholders since 2007.5 From its latest annual report

Financials

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

Key numbers, fiscal 2025

-9574.6%Operating margin6
7157.2%Net margin6
-99.9%Revenue growth, 20256
6.9%Return on equity6
0.13×Debt to equity6
$168.2MFree cash flow6

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Income tax14¢$5.7M
  • Profit86¢$34.9M

Out of $488.0K in revenue.6

Where each dollar of operating cash went, fiscal 2025

  • Dividends paid5¢$9.1M
  • Kept or used elsewhere95¢$159.1M

Out of $168.2M of cash from operations.6

Financial statements

Revenue789106$488.0K in 2025−99% since 2019
0$100.0M$200.0M$300.0M$400.0M2019: $89.0M$89.0M20192020: $163.6M$163.6M2020+84%2021: $258.6M$258.6M2021+58%2022: $300.2M$300.2M2022+16%2023: $341.4M$341.4M2023+14%2024: $341.5M$341.5M2024+0%2025: $488.0K$488.0K2025−100%
Operating income6-$46.7M in 2025+8% since 2023
-$60.0M-$40.0M-$20.0M02023: -$43.5M-$43.5M20232024: -$40.3M-$40.3M2024−7%2025: -$46.7M-$46.7M2025+16%
Net income789106$34.9M in 2025+90% since 2019
-$50.0M-$25.0M0$25.0M$50.0M$75.0M2019: $18.4M$18.4M20192020: -$29.2M-$29.2M20202021: $38.1M$38.1M20212022: -$8.3M-$8.3M20222023: $14.0M$14.0M20232024: $53.4M$53.4M2024+283%2025: $34.9M$34.9M2025−35%

Every line of the income statement as filed: the last 3 fiscal years, latest first.6

Period ending2025-12-312024-12-312023-12-31
Other revenue$488.0K$1.5M$2.1M
Total revenues$488.0K$1.5M$2.1M
Employee compensation and benefits$33.8M$29.2M$30.7M
Depreciation and amortization$1.4M$1.5M$1.4M
Other expenses$11.9M$11.2M$13.5M
Total expenses$47.2M$41.8M$45.6M
Operating income (loss) before taxes-$46.7M-$40.3M-$43.5M
Net realized and unrealized gains (losses)-$1.5M-$905.0K-$5.3M
Other income$3.6M$2.6M$5.3M
Income (loss) before taxes-$44.6M-$38.6M-$43.5M
Less: provision (benefit) for income taxes-$5.7M-$6.2M-$4.7M
Net income (loss) from continuing operations-$38.9M-$32.3M-$38.7M
Net income (loss) from discontinued operations$73.8M$85.7M$52.7M
Net income (loss)$34.9M$53.4M$14.0M
Less: net income (loss) attributable to non-controlling interests$0$0$9.0K
Net income (loss) attributable to common stockholders$34.9M$53.4M$14.0M
Basic earnings per share (in dollars per share)-$1-$1-$1
Diluted earnings per share (in dollars per share)-$1-$1-$1
Basic earnings per share (in dollars per share)$2$2$1
Diluted earnings per share (in dollars per share)$2$2$1
Basic earnings per share (in dollars per share)$0.93$1.44$0.38
Diluted earnings per share (in dollars per share)$0.76$1.34$0.34
Basic (in shares)37.6M shares36.9M shares36.7M shares
Diluted (in shares)37.6M shares36.9M shares36.7M shares
Dividends declared per common share (in dollars per share)$0.24$0.49$0.20

Compare TIPTREE INC. with another company

Corporate structure

TIPTREE INC. sits at the top of its group. 5 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of TIPTREE INC.

  • BlackRock Filed SCHEDULE 13G on TIPTREE INC., latest Jul 30, 2026 (3 filings since Jan 31, 2024)
  • Michael Gene Barnes Filed SCHEDULE 13D/A on TIPTREE INC., latest Mar 12, 2026 (2 filings since Sep 30, 2025)
  • Veradace Partners LP Filed SCHEDULE 13D/A on TIPTREE INC., latest Nov 17, 2025 (2 filings since Nov 12, 2025)
  • DIMENSIONAL FUND ADVISORS LP Filed SCHEDULE 13G/A on TIPTREE INC., latest Oct 9, 2025 (4 filings since Feb 8, 2022)
  • Arif Inayatullah Filed SCHEDULE 13D on TIPTREE INC., latest Sep 30, 2025
  • TIPTREE INC. Lutherville, Maryland, United States
    • Fortegra Specialty Insurance Company Subsidiary · Arizona, United States
    • LOTS Intermediate Company Subsidiary · Delaware, United States
    • Lyndon Southern Insurance Company Subsidiary · Delaware, United States
    • Tiptree Asset Management Company LLC Subsidiary · Delaware, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What TIPTREE INC. 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, net$6.3M6 Dec 31, 2025$7.7M6 Dec 31, 2024−18.8%
Operating-lease assets (leased space)$8.3M6 Dec 31, 2025$10.1M6 Dec 31, 2024−18.1%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$30.8M6 Dec 31, 2025$19.4M6 Dec 31, 2024+58.4%
Marketable securities, current$21.7M6 Dec 31, 2025$15.0M6 Dec 31, 2024+44.4%
Equity securities at fair value$108.6M10 Dec 31, 2024$68.3M10 Dec 31, 2023+59.0%
Loans, net of allowance$341.6M10 Dec 31, 2024$260.4M10 Dec 31, 2023+31.2%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$206.7M10 Dec 31, 2024$206.2M10 Dec 31, 2023+0.3%
Intangible assets, net (excluding goodwill)$102.9M10 Dec 31, 2024$118.8M10 Dec 31, 2023−13.4%
Indefinite-lived intangibles (excluding goodwill)$14.8M10 Dec 31, 2024$14.8M10 Dec 31, 20230%
Finite-lived intangibles, net$88.1M10 Dec 31, 2024$104.0M10 Dec 31, 2023−15.3%

Properties, in its own words

Our principal executive office is located at 660 Steamboat Road, 2nd Floor, Greenwich, Connecticut 06830. We maintain an office in New York for Tiptree Advisors. Our subsidiaries lease properties throughout the United States and Europe, all of which are used as administrative offices and will be the subsidiaries’ responsibilities following the closings of the pending transactions. We believe that the terms of the leases are sufficient to meet our present needs, and we do not anticipate any difficulty in securing additional space, as needed, on acceptable terms.

Item 2 of the 10-K filed Mar 9, 2026.5

Leadership

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

Board members and other officers (27)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Fortegra Specialty Insurance Company Arizona4
  • LOTS Intermediate Company Delaware4
  • Lyndon Southern Insurance Company Delaware4
  • Tiptree Asset Management Company LLC Delaware4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • TIPTREE FINANCIAL INC.Jul 2, 2013 to Jan 4, 20173
  • Care Investment Trust Inc.Mar 29, 2007 to Jun 28, 20133

Timeline

  1. Jul 29, 20268-K Entered a material agreement; Results of operations; Regulation FD disclosure54
  2. May 29, 20268-K Entered a material agreement; Ended a material agreement; Completed an acquisition or sale55
  3. May 22, 20268-K Regulation FD disclosure56
  4. May 4, 20268-K Completed an acquisition or sale57
  5. Apr 30, 20268-K Entered a material agreement; Results of operations; Regulation FD disclosure58
  6. Apr 29, 20268-K Shareholder vote59
  7. Mar 6, 20268-K Results of operations; Regulation FD disclosure60
  8. Dec 16, 20258-K Executive or director change61
  9. Dec 5, 20258-K Executive or director change62
  10. Dec 4, 20258-K Shareholder vote; Regulation FD disclosure63
  11. Nov 24, 20258-K Regulation FD disclosure64
  12. Oct 31, 20258-K Entered a material agreement65
  13. Jan 6, 2016New chief executive Jonathan Ilany becomes CEO14
  14. Jul 3, 2013New chief executive Geoffrey Kauffman becomes CEO15
  15. Feb 4, 2010New chief executive Salvatore Riso becomes CEO16
  16. Jun 21, 2007New chief executive F. Scott Kellman becomes CEO17
  17. Mar 19, 2007Founded TIPTREE INC. is founded2

Calendar

Coming up

  1. Oct 30, 2026Reports results for the quarter ending Sep/202666

When it reported results

  1. Jul 29, 2026Reported quarterly or annual results54
  2. Apr 30, 2026Reported quarterly or annual results58
  3. Mar 6, 2026Reported quarterly or annual results60
  4. Oct 31, 2025Reported quarterly or annual results67
  5. Jul 30, 2025Reported quarterly or annual results68
  6. Apr 30, 2025Reported quarterly or annual results69
  7. Feb 26, 2025Reported quarterly or annual results70
  8. Oct 30, 2024Reported quarterly or annual results71

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

Filings

256 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 45 major events, 140 insider forms, 12 large holders, 39 other. The latest 20:

  1. Oct 7, 20264 EDGAR
  2. Oct 7, 20264 EDGAR
  3. Jul 30, 2026SCHEDULE 13G EDGAR
  4. Jul 29, 202610-Q EDGAR
  5. Jul 29, 20268-K EDGAR
  6. Jul 6, 20264 EDGAR
  7. Jul 6, 20264 EDGAR
  8. Jun 3, 2026S-8 EDGAR
  9. May 29, 20268-K EDGAR
  10. May 28, 20264 EDGAR
  11. May 22, 20268-K EDGAR
  12. May 4, 20268-K EDGAR
  13. Apr 30, 202610-Q EDGAR
  14. Apr 30, 20268-K EDGAR
  15. Apr 29, 20268-K EDGAR
  16. Apr 6, 20264 EDGAR
  17. Apr 6, 20264 EDGAR
  18. Mar 16, 2026DEF 14A EDGAR
  19. Mar 13, 20264 EDGAR
  20. Mar 12, 2026SCHEDULE 13D/A EDGAR

The 256 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

62 open-market trades by officers, directors and large owners since October 2021: 12 buys and 50 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
May 27, 2026Ilany JonathanDirectorBuy990$17.45$17.3KForm 4
Mar 12, 2026McKinney Scott T.Chief Financial OfficerBuy1,232$15.98$19.7KForm 4
Mar 11, 2026McKinney Scott T.Chief Financial OfficerBuy2,600$16.15$42.0KForm 4
Nov 7, 2025Mielle DominiqueDirectorBuy5,500$18.29$100.6KForm 4
Mar 25, 2025Rifkind Neil CharlesGeneral Counsel and SecretarySale16,641$25.00$416.0KForm 4
May 28, 2024Ilany JonathanDirectorBuy1,550$17.50$27.1KForm 4
Mar 5, 2024Ilany JonathanDirectorBuy2,900$16.95$49.2KForm 4
Jan 8, 2024Rifkind Neil CharlesGeneral Counsel and SecretarySale18,184$19.54$355.3KForm 4
Dec 14, 2023Rifkind Neil CharlesGeneral Counsel and SecretarySale2,816$19.50$54.9KForm 4
Jun 7, 2023Ilany JonathanDirectorBuy1,600$14.27$22.8KForm 4
Mar 13, 2023Ilany JonathanDirectorBuy2,900$15.00$43.5KForm 4
Nov 11, 2022Bell SandraChief Financial OfficerSale232$12.78$3.0KForm 4
Nov 10, 2022Bell SandraChief Financial OfficerSale500$12.52$6.3KForm 4
Nov 9, 2022Bell SandraChief Financial OfficerSale500$12.32$6.2KForm 4
Nov 8, 2022Bell SandraChief Financial OfficerSale500$12.72$6.4KForm 4
Nov 7, 2022Bell SandraChief Financial OfficerSale500$12.59$6.3KForm 4
Nov 4, 2022Bell SandraChief Financial OfficerSale500$12.34$6.2KForm 4
Nov 3, 2022Bell SandraChief Financial OfficerSale500$11.92$6.0KForm 4
Nov 2, 2022Bell SandraChief Financial OfficerSale500$12.43$6.2KForm 4
Nov 1, 2022Bell SandraChief Financial OfficerSale500$12.25$6.1KForm 4

All 62 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.

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
2025Chairman and Chief Executive Officer$1.2M$7.0M77
2025Former ChiefExecutive Officer$600.0K$2.4M77
2025Chief Financial Officer$467.9K$2.2M77
2025President$500.0K$1.8M77
2024Jonathan Ilany72$1.1M$10.4M77
2024Michael G. Barnes59$1.1M$6.3M77
2024Randy Maultsby$500.0K$3.5M77
2024Scott McKinney$500.0K$2.8M77
2024Neil C. Rifkind$500.0K$1.9M77
2023Former ChiefExecutive Officer$1.0M$5.5M77
2023Chairman and Chief Executive Officer$1.0M$5.4M77
2023President$500.0K$2.1M77
2023Former VPGeneral Counsel and Secretary$500.0K$1.8M77
2023Chief Financial Officer$450.0K$1.7M77

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
Dimensional Fund Advisors LP2,212,124$39.6M0.0%+62,751
BlackRock, Inc.2,169,681$38.9M0.0%+133,268
Veradace Capital Management LLC1,302,962$23.3M18.5%−540,830
Vanguard Capital Management LLC996,615$17.9M0.0%+7,289
Geode Capital Management, LLC653,998$11.7M0.0%+29,854
State Street Corp557,270$10.0M0.0%+32,723
Gabelli Funds LLC537,471$9.6M0.1%+222,803
Arrowstreet Capital, Limited Partnership511,881$9.2M0.0%+238,820
Nuveen, LLC509,124$9.1M0.0%+128,006
Kennedy Capital Management LLC485,373$8.7M0.2%−9,116
Morgan Stanley422,386$7.6M0.0%+146,646
Heartland Advisors Inc400,000$7.2M0.3%No change
Aqr Capital Management LLC364,204$6.5M0.0%+226,040
Tcw Group Inc294,183$5.3M0.0%No change
Qube Research & Technologies Ltd286,039$5.1M0.0%+89,092
Jpmorgan Chase & Co256,105$4.6M0.0%+69,277
American Century Companies Inc234,327$4.2M0.0%+69,793
Northern Trust Corp234,081$4.2M0.0%+36,452
Bridgeway Capital Management, LLC218,157$3.9M0.1%+9,138
Goldman Sachs Group Inc206,106$3.7M0.0%−15,902
Vanguard Portfolio Management LLC194,435$3.5M0.0%−30,133
Charles Schwab Investment Management Inc190,070$3.4M0.0%+3,391
D. E. Shaw & Co., Inc.187,703$3.4M0.0%+1,666
Steamboat Capital Partners, LLC185,259$3.3M0.7%−504,741
Millennium Management LLC177,810$3.2M0.0%−145,571

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

SEC filer profile

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

  • Name on EDGARTIPTREE INC.1
  • CIK0001393726
  • Employer ID (EIN)38-37543225
  • Filer statusAccelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
  • Incorporated inMaryland5
  • Fiscal year endsDecember 311
  • Industry code (SIC)6331 Fire, Marine & Casualty Insurance1
  • SEC reviewing officeOffice of Finance, Division of Corporation Finance1
  • Business address660 Steamboat Road, 2Nd Floor, Greenwich, CT 068301
  • Phone212-446-14101
  • Shares outstanding37,570,075 as of Apr 29, 202612
  • Public float$582.0M as of Jun 30, 20255
  • AuditorDeloitte & Touche LLP, New York, New York PCAOB ID 34; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceMar 29, 20071
  • Filings1,646 in all: 4 (982), 8-K (224), 10-Q (58), 3 (50), SC 13G/A (45), SC 13D/A (32), UPLOAD (26), SC 13G (22)1
    All 60 form types

    CORRESP (21), DEF 14A (20), 10-K (19), DEFA14A (10), EFFECT (10), 8-K/A (9), S-3 (8), 4/A (7), ARS (7), SC 13D (6), 144 (5), 424B3 (5), PX14A6G (5), S-3/A (5), S-8 (5), 10-K/A (4), RW (4), SC 13E3/A (4), SC TO-C (4), DEFM14A (3), PREM14A (3), S-11/A (3), SCHEDULE 13D (3), 8-A12B/A (2), FWP (2), NT 10-K (2), NT 10-Q (2), PRE 14A (2), PRER14A (2), SCHEDULE 13D/A (2), SCHEDULE 13G/A (2), 25-NSE (1), 3/A (1), 424B1 (1), 5 (1), 8-A12B (1), 8-A12G (1), 8-A12G/A (1), CERTNAS (1), CERTNYS (1), DEFR14A (1), DEL AM (1), NT 10-Q/A (1), POS AM (1), S-1 (1), S-11 (1), S-8 POS (1), SC 13E3 (1), SC 14F1 (1), SC TO-T (1), SC TO-T/A (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Mar 9, 2026
    Quarterly report (10-Q) Jul 29, 2026
    Proxy statement (DEF 14A) Mar 16, 2026
    Latest 8-K (8-K) Jul 29, 2026

Securities registered for trading

ClassSymbolExchange
Common stock, par value $0.001 per shareTIPTThe Nasdaq Stock Market

From the cover page of the 10-K filed Mar 9, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks TIPTREE INC. names in Item 1A of its 10-K filed Mar 9, 2026: 76 risks under these headings, as written.5

  • Risks Related to the Sale
  • The announcement and pendency of the Sale and the other transactions contemplated by the Sale Agreement, whether or not completed, creates uncertainty about our future, which could have a material adverse effect on our business, financial condition and results of operations, including the Retained Business.
  • Tiptree will incur significant transaction costs in connection with the Sale.
  • Tiptree will have broad discretion in the use of the proceeds from the Sale and may use proceeds in ways that stockholders may not approve.
  • Any Leakage will decrease the proceeds that Tiptree will receive in the Sale, and if there is additional leakage, Tiptree may not receive its pro rata portion of the leakage reserve holdback amount.
  • Tiptree does not expect to distribute cash to its stockholders in connection with the Sale, and any return to its stockholders is expected to come, if at all, only from potential increases in the price of Tiptree common stock.
  • If the proposed Sale is not completed, we may explore other potential transactions, but alternatives may be less favorable to us.
  • The failure to complete the Sale may impact our business, financial condition and results of operations.
  • Even if the Sale is completed, we cannot provide any assurances that we will realize the financial benefits we currently anticipate from the Sale.
  • After completion of the Sale, Tiptree’s future results of operations will be dependent solely on the Retained Business, Tiptree will have substantially fewer assets, Tiptree may be more susceptible to adverse events, and Tiptree may not be able to use the proceeds from the Sale as intended.
  • After completion of the Sale, the continuing costs and burdens associated with being a public company will constitute a much larger percentage of Tiptree’s revenues.
  • Maintenance of our Investment Company Act of 1940 exemption imposes limits on our operations.
The other 65 risks
  • The opinion obtained by the Fortegra Board from Barclays and relied upon by the Tiptree Board does not and will not reflect changes in circumstances after the date of such opinion.
  • Securities class action and derivative lawsuits may be brought against Tiptree in connection with the Sale, which could result in substantial costs and may delay or prevent the Sale from being completed.
  • Risks Related to our Structure
  • Because we are a holding company, our ability to meet our obligations and pay dividends to stockholders will depend on distributions from our subsidiaries that may be subject to restrictions and income from assets.
  • Some provisions of our charter may delay, deter or prevent takeovers and business combinations that stockholders consider in their best interests.
  • Maryland takeover statutes may prevent a change of our control, which could depress our stock price.
  • Risks Related to our Businesses
  • A portion of our assets are illiquid or have limited liquidity, which may limit our ability to sell those assets at favorable prices or at all and creates uncertainty in connection with valuing such assets.
  • We operate in highly competitive markets for business opportunities and personnel, which could impede our growth and negatively impact our results of operations.
  • Warburg exerts substantial influence on Fortegra, potentially in a manner that is not in Tiptree’s shareholders’ interests.
  • We are exposed to risks associated with acquiring or divesting businesses or business operations.
  • We may need to raise additional capital in the future or may need to refinance existing indebtedness, but there is no assurance that such capital will be available on a timely basis, on acceptable terms or at all.
  • The amount of statutory capital and reserve requirements applicable to our insurance subsidiaries can increase due to factors outside of our control.
  • Our insurance subsidiaries’ actual claims losses may exceed their reserves for claims, which may require them to establish additional reserves that may materially and adversely affect their business, results of operations and financial condition.
  • Performance of our insurance subsidiaries’ investment portfolio is subject to a variety of investment risks.
  • A shift in our insurance subsidiaries’ investment strategy could increase the riskiness of our insurance subsidiaries’ investment portfolio and the volatility of our results, which, in turn, may have a material adverse effect on our profitability.
  • Our insurance subsidiaries could be forced to sell investments to meet their liquidity requirements.
  • Cybersecurity attacks, technology breaches or failures of our or our third-party service providers’ information systems could disrupt our various business operations and could result in the loss of critical and personally identifiable information, which could result in the loss of reputation and customers, reduce profitability, subject our businesses to fines, penalties and litigation and have a material adverse effect on our business’s results of operation, financial condition and cash flows.
  • Our insurance business is dependent on independent financial institutions, lenders, distribution partners, agents, brokers and retailers for distribution of its products and services, and the loss of these distribution sources, or their failure to sell our insurance
  • business’s products and services could materially and adversely affect its business, results of operations and financial condition and cash flows.
  • Our insurance business may lose distributors or business as a result of consolidation within the financial services industry or otherwise.
  • A downgrade in our insurance subsidiaries’ claims paying ability or financial strength ratings could increase policy surrenders and withdrawals, adversely affecting relationships with distributors and reducing new policy sales.
  • If market conditions cause reinsurance to be more costly or unavailable, our insurance subsidiaries may be required to bear increased risks or reduce the level of their underwriting commitments.
  • Our insurance subsidiaries’ failure to accurately pay claims in a timely manner could have a material adverse effect on their business, results of operations, financial condition and cash flows.
  • Our insurance subsidiaries may incur losses if reinsurers are unwilling or unable to meet their obligations under reinsurance contracts.
  • New lines of business, new products and services or new geographic markets may subject our insurance subsidiaries to additional risks.
  • If our insurance subsidiaries fail to manage future growth effectively, their business, results of operations, financial condition and cash flows would be harmed.
  • The effects of emerging claim and coverage issues on our insurance subsidiaries’ business are uncertain.
  • Our insurance subsidiaries’ international operations expose them to investment, political and economic risks, including foreign currency and credit risk.
  • Our insurance subsidiaries use AI, machine learning and statistical models to assist their decision-making in key areas, such as underwriting, claims, reserving, and catastrophe risk, but actual results could differ materially from the model outputs and related analyses.
  • Our businesses could be adversely affected by the loss of one or more key executives or by an inability to attract and retain qualified personnel.
  • Our insurance subsidiaries’ continued growth depends in part on their ability to continue to grow their customer base.
  • Our insurance subsidiaries may not be able to effectively start up or integrate new program opportunities, and they may invest in new program opportunities or initiatives that are ultimately unsuccessful.
  • If our businesses are unable to maintain a high level of service, their business, results of operations, financial condition and cash flows may be harmed.
  • Our business’s results of operations have in the past varied from quarter to quarter and may not be indicative of our long-term prospects.
  • The industries in which our businesses operate are cyclical in nature.
  • If our insurance subsidiaries are not able to maintain and enhance their brand, their business and results of operations will be harmed. Damage to their reputation and negative publicity could have a material adverse effect on their business, results of operations, financial condition and cash flows.
  • Our business’s risk management policies and procedures may prove to be ineffective and leave them exposed to unidentified or unanticipated risk, which could adversely affect their business, results of operations, financial condition or cash flows.
  • Our insurance subsidiaries may not be able to generate sufficient cash to service all of their indebtedness and may be forced to take other actions to satisfy their obligations under their indebtedness, which may not be successful.
  • Restrictive covenants in the agreements governing our indebtedness may restrict our ability to operate our business and may restrict our insurance subsidiaries’ ability to pursue our business strategies.
  • Retentions in various lines of business expose our insurance subsidiaries to potential losses.
  • The exit of the United Kingdom from the European Union could adversely affect our insurance subsidiaries’ business.
  • Proposed or potential industry or legislative developments in the E&S market could further increase competition in our insurance subsidiaries’ industry and have a material adverse effect on their premiums, underwriting results and profits.
  • Due to the structure of some of our insurance business’s commissions, it is exposed to risks related to the creditworthiness of some of its independent agents and program partners.
  • Failure of our insurance subsidiaries’ distribution partners to properly market, underwrite or administer policies could adversely affect our insurance subsidiaries.
  • Third-party vendors our businesses rely upon to provide certain business and administrative services on their behalf may not perform as anticipated, which could have an adverse effect on their business, results of operations, financial condition and cash flows.
  • Our insurance subsidiaries may act based on inaccurate or incomplete information regarding the accounts they underwrite.
  • Any failure to protect or enforce our insurance subsidiaries’ intellectual property rights could impair their intellectual property, technology platform and brand. In addition, they may be sued by third parties for alleged infringement of their proprietary rights.
  • Our businesses employ third-party licensed software, and the inability to maintain these licenses, errors in the software they license or the terms of open source licenses could result in increased costs or reduced service levels, which would adversely affect their business.
  • Our mortgage business’s MSRs are highly volatile assets with continually changing values, and these changes in value, or inaccuracies in estimates of their value, could adversely affect our mortgage business’s financial condition and results of operations.
  • Our mortgage business is significantly impacted by interest rates. Changes in prevailing interest rates or U.S. monetary policies that affect interest rates may have a detrimental effect on our mortgage business.
  • Our mortgage business is highly dependent upon programs administered by GSEs, such as Fannie Mae and Freddie Mac, as well as Ginnie Mae, to generate revenues through mortgage loan sales to institutional investors. Any changes in existing U.S. government-sponsored mortgage programs could materially and adversely affect our mortgage business, financial condition and
  • results of operations.
  • We may be unable to obtain sufficient capital to meet the financing requirements of our mortgage business.
  • If the value of the collateral underlying certain of our mortgage business’s loan funding facilities decreases, they could be required to satisfy a margin call, and an unanticipated margin call could have a material adverse effect on their liquidity.
  • In our mortgage business, we may sustain losses and/or be required to indemnify or repurchase loans we originated, or will originate, if, among other things, our loans fail to meet certain criteria or characteristics.
  • We may be limited in the future in utilizing net operating losses incurred during prior periods to offset taxable income.
  • We may leverage certain of our assets and a decline in the fair value of such assets may adversely affect our financial condition and results of operations.
  • Our risk mitigation or hedging strategies could result in our experiencing significant losses that may materially adversely affect us.
  • The values we record for certain investments and liabilities are based on estimates of fair value made by our management, which may cause our operating results to fluctuate and may not be indicative of the value we can realize on a sale.
  • The accounting rules applicable to certain of our transactions are highly complex and require the application of significant judgment and assumptions by our management. In addition, changes in accounting interpretations or assumptions could impact our financial statements.
  • Changes in accounting practices and future pronouncements may materially affect our reported financial results.
  • Catastrophic events could significantly impact the Company’s businesses.
  • Risks Related to Regulatory and Legal Matters
  • A change in law, regulation or regulatory enforcement applicable to insurance products could adversely affect our financial condition and results of operations.
  • Increasing regulatory focus on privacy issues and expanding laws could affect our various subsidiaries’ business model and expose them to increased liability.
  • Compliance with existing and new regulations affecting our business in regulated industries may increase costs and limit our ability to pursue business opportunities.
  • The CFPB continues to be active in its monitoring of the loan origination and servicing sectors, and its recently issued rules increase our regulatory compliance burden and associated costs.

Legal proceedings

Litigation

The Company is a defendant in Mullins v. Southern Financial Life Insurance Co., a class action filed in February 2006, in Pike County Circuit Court in the Commonwealth of Kentucky on behalf of Kentucky consumers that purchased certain credit life and disability insurance coverage between 1997-2007. The action alleges violations of the Kentucky Consumer Protection Act (“KCPA”) and certain insurance statutes, common law fraud and breach of contract and the covenant of good faith and fair dealing. The plaintiffs seek compensatory and punitive damages, attorneys’ fees and interest.

Two classes were certified in June 2010: Subclass A includes class members who suffered a disability during the coverage period but

allegedly received less than full disability benefits; Subclass B includes all class members whose loan termination date extended beyond the termination date of the credit disability coverage period.

The opening of Item 3, Legal Proceedings.5

Sources

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