Bowhead Specialty Holdings Inc. Reports Second Quarter 2026 Results and Cancels Earnings Conference Call Following Announcement of Merger Agreement with American Family

Bowhead Specialty Holdings Inc. Reports Second Quarter 2026 Results and Cancels Earnings Conference Call Following Announcement of Merger Agreement with American Family

NEW YORK–(BUSINESS WIRE)–
Following the issuance of a news release earlier today announcing that Bowhead Specialty Holdings Inc. (“Bowhead”, the “Company” or “us”) (NYSE: BOW), has entered into a definitive merger agreement under which American Family will acquire Bowhead, the Company today announced financial results for the second quarter ended June 30, 2026(1) and cancelled the previously scheduled conference call to discuss its second quarter ended June 30, 2026 financial results.

Second Quarter 2026 Highlights

  • Gross written premiums increased 28.2% to $297.9 million.

  • Net income of $16.1 million, or $0.48 per diluted share.

  • Adjusted net income(2) of $16.1 million, or $0.48 per diluted share(2).

  • Return on equity of 13.8% and adjusted return on equity(2) of 13.8%.

  • Book value per share $14.39 and diluted book value per share of $14.12.

Bowhead Chief Executive Officer, Stephen Sills, commented, “Since Bowhead’s founding, we have benefited from a strong and trusting relationship with American Family, whose support and partnership have enabled us to build the company we are today. Over the years, they have developed a deep understanding of our business, our culture, and the underwriting discipline that defines Bowhead. I believe this transaction delivers compelling value to our stockholders while bringing together two organizations that share a long history, aligned values, and a commitment to disciplined underwriting and long-term success. I am proud of what the Bowhead team has accomplished, and I believe this combination recognizes the strength of the Bowhead franchise while continuing to enhance our ability to create value for our insureds, distribution partners and employees. I look forward to joining American Family and continuing to lead the Bowhead franchise.”

Mr. Sills continued, “Turning to our second quarter results, Bowhead once again delivered a strong quarter highlighted by consistent strong top and bottom line growth. Gross written premiums in the second quarter grew over 28% year-over-year, while adjusted net income grew over 26%, and diluted adjusted earnings per share grew just under 30%.”

Underwriting Results

The 28.2% increase in gross written premiums to $297.9 million in the second quarter of 2026 was driven by our increasing renewal book, new business and continued growth in our platform across all divisions:

  • Our Casualty division led the growth with a 32.5% increase to $199.8 million;

  • Professional Liability increased 0.6% to $55.1 million;

  • Healthcare Liability increased 23.9% to $29.1 million;

  • Baleen Specialty increased 311.1% to $13.9 million.

Our loss ratio of 67.3% for the second quarter of 2026 increased 1.1 points compared to 66.2% in the same period of 2025 due to an increase in our current accident year loss ratio. The higher current accident year loss ratio was driven by lower ceded loss activity under our excess of loss treaties, and to a lesser extent, changes in our portfolio mix.

As communicated in the past, the development in our prior accident year losses were driven by expected loss ratios applied to net additional premiums that were billed and fully earned in the quarter, but associated with policies from prior accident years. Once again, these amounts were not based on actual losses settling for more than reserved, and did not represent an increase in estimated reserves on unresolved claims.

Our expense ratio was 28.6% for the three months ended June 30, 2026, reflecting a decrease of 2.0 points compared to 30.6% for the same period in 2025. This decrease in our expense ratio was primarily driven by the 3.4 point decrease in our operating expense ratio and a 0.3 point increase in other insurance-related income, which contributed to the lowering of our expense ratio. These improvements were partially offset by the 1.7 point increase in our net acquisition costs ratio.

The decrease in our operating expense ratio was due to the continued scaling of our business, where net earned premiums grew at a higher rate than our expenses, as well as the prudent management of our expenses, including estimates of deferrable costs.

The increase in our net acquisition costs ratio was driven by the increase in earned broker commissions due to changes in our portfolio mix and higher commission rates, an increase in the ceding fee we pay to American Family and deferred employment related underwriting costs, partially offset by an increase in earned ceding commissions from our ceded reinsurance treaties.

Investment Results

Net investment income increased 37.6% in the quarter to $18.8 million, driven by a higher balance of investments. Our investment portfolio had a book yield of 4.7% and a new money rate of 4.9% as of June 30, 2026.

The weighted average effective duration of our investment portfolio, which included cash equivalents, was 3.3 years and had an average rating of “AA-” as of June 30, 2026.

____________________

(1)

 

Comparisons in this release are made to June 30, 2025 financial results unless otherwise noted.

(2)

 

Non-GAAP financial measure. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of the non-GAAP financial measures to their most directly comparable U.S. GAAP measures.

Summary of Operating Results

The following table summarizes the Company’s results of operations for the three and six months ended June 30, 2026 and 2025:

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

2026

 

 

 

2025

 

 

% Change

 

 

2026

 

 

 

2025

 

 

% Change

 

($ in thousands, except percentages and per share data)

Gross written premiums

$

297,894

 

 

$

232,361

 

 

28.2

%

 

$

514,635

 

 

$

407,209

 

 

26.4

%

Ceded written premiums

 

(116,869

)

 

 

(83,508

)

 

39.9

%

 

 

(193,268

)

 

 

(141,587

)

 

36.5

%

Net written premiums

$

181,025

 

 

$

148,853

 

 

21.6

%

 

$

321,367

 

 

$

265,622

 

 

21.0

%

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Net earned premiums

$

143,953

 

 

$

119,137

 

 

20.8

%

 

$

280,762

 

 

$

228,954

 

 

22.6

%

Net investment income

 

18,820

 

 

 

13,677

 

 

37.6

%

 

 

36,847

 

 

 

26,236

 

 

40.4

%

Net realized investment losses

 

(11

)

 

 

(11

)

 

%

 

 

(32

)

 

 

(15

)

 

113.3

%

Other insurance-related income

 

1,095

 

 

 

460

 

 

138.0

%

 

 

1,974

 

 

 

805

 

 

145.2

%

Total revenues

 

163,857

 

 

 

133,263

 

 

23.0

%

 

 

319,551

 

 

 

255,980

 

 

24.8

%

 

 

 

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

96,945

 

 

 

78,900

 

 

22.9

%

 

 

188,427

 

 

 

152,327

 

 

23.7

%

Net acquisition costs

 

15,820

 

 

 

11,038

 

 

43.3

%

 

 

29,713

 

 

 

20,834

 

 

42.6

%

Operating expenses

 

26,384

 

 

 

25,849

 

 

2.1

%

 

 

52,187

 

 

 

49,785

 

 

4.8

%

Non-operating expenses

 

 

 

 

437

 

 

(100.0

)%

 

 

 

 

 

548

 

 

(100.0

)%

Warrant expense

 

783

 

 

 

783

 

 

%

 

 

1,558

 

 

 

1,558

 

 

%

Interest expense and financing fees

 

3,266

 

 

 

261

 

 

1151.3

%

 

 

6,429

 

 

 

508

 

 

1165.6

%

Foreign exchange (gains) losses

 

(2

)

 

 

79

 

 

(102.5

)%

 

 

6

 

 

 

33

 

 

(81.8

)%

Total expenses

 

143,196

 

 

 

117,347

 

 

22.0

%

 

 

278,320

 

 

 

225,593

 

 

23.4

%

 

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

20,661

 

 

 

15,916

 

 

29.8

%

 

 

41,231

 

 

 

30,387

 

 

35.7

%

Income tax expense

 

(4,523

)

 

 

(3,574

)

 

26.6

%

 

 

(9,083

)

 

 

(6,620

)

 

37.2

%

Net income

$

16,138

 

 

$

12,342

 

 

30.8

%

 

$

32,148

 

 

$

23,767

 

 

35.3

%

 

 

 

 

 

 

 

 

 

 

 

 

Key Operating and Financial Metrics:

 

 

 

 

 

 

 

 

 

 

 

Adjusted net income(1)

$

16,145

 

 

$

12,758

 

 

26.5

%

 

$

32,178

 

 

$

24,238

 

 

32.8

%

Loss ratio

 

67.3

%

 

 

66.2

%

 

 

 

 

67.1

%

 

 

66.5

%

 

 

Expense ratio

 

28.6

%

 

 

30.6

%

 

 

 

 

28.5

%

 

 

30.4

%

 

 

Combined ratio

 

95.9

%

 

 

96.8

%

 

 

 

 

95.6

%

 

 

96.9

%

 

 

Return on equity(2)

 

13.8

%

 

 

12.4

%

 

 

 

 

13.9

%

 

 

12.2

%

 

 

Adjusted return on equity(1)(2)

 

13.8

%

 

 

12.8

%

 

 

 

 

13.9

%

 

 

12.5

%

 

 

Diluted earnings per share

$

0.48

 

 

$

0.36

 

 

33.3

%

 

$

0.96

 

 

$

0.70

 

 

37.1

%

Diluted adjusted earnings per share(1)

$

0.48

 

 

$

0.37

 

 

29.7

%

 

$

0.96

 

 

$

0.72

 

 

33.3

%

____________________

NM – Percentage change is not meaningful.

(1)

 

Non-GAAP financial measure. See “Reconciliation of Non-GAAP Financial Measures” for a reconciliation of the non-GAAP financial measures to their most directly comparable U.S. GAAP measures.

(2)

 

For the three and six months ended June 30, 2026 and 2025, net income and adjusted net income are annualized to arrive at return on equity and adjusted return on equity.

Condensed Consolidated Balance Sheets

 

June 30, 2026

 

December 31, 2025

 

($ in thousands, except share data)

Assets

 

 

 

Investments

 

 

 

Fixed maturity securities, available for sale, at fair value (amortized cost of $1,593,861 and $1,364,228, respectively)

$

1,585,217

 

 

$

1,371,006

Total investments

 

1,585,217

 

 

 

1,371,006

 

 

 

 

Cash and cash equivalents

 

141,748

 

 

 

193,545

Restricted cash and cash equivalents

 

23,073

 

 

 

40,225

Accrued investment income

 

13,686

 

 

 

10,958

Premium balances receivable

 

122,370

 

 

 

84,415

Reinsurance recoverable, net

 

466,205

 

 

 

399,676

Prepaid reinsurance premiums

 

227,048

 

 

 

191,821

Deferred policy acquisition costs

 

45,491

 

 

 

35,284

Property and equipment, net

 

11,951

 

 

 

10,636

Income taxes receivable

 

4,307

 

 

 

3,073

Deferred tax assets, net

 

29,574

 

 

 

22,476

Other assets

 

10,622

 

 

 

8,261

Total assets

$

2,681,292

 

 

$

2,371,376

 

 

 

 

Liabilities

 

 

 

Reserve for losses and loss adjustment expenses

$

1,318,644

 

 

 

1,129,936

Unearned premiums

 

628,266

 

 

 

552,594

Reinsurance balances payable

 

85,577

 

 

 

65,778

Debt

 

146,573

 

 

 

146,447

Income taxes payable

 

314

 

 

 

314

Accrued expenses

 

11,604

 

 

 

19,047

Other liabilities

 

16,375

 

 

 

7,986

Total liabilities

 

2,207,353

 

 

 

1,922,102

 

 

 

 

Commitments and contingencies (Note 13)

 

 

 

 

 

 

 

Mezzanine equity

 

 

 

Performance stock units

 

1,578

 

 

 

1,008

 

 

 

 

Stockholders’ equity

 

 

 

Common stock

 

329

 

 

 

328

($0.01 par value; 400,000,000 shares authorized, 32,943,005 and 32,783,451 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively)

 

 

 

Additional paid-in capital

 

330,017

 

 

 

325,889

Accumulated other comprehensive gain (loss)

 

(6,828

)

 

 

5,354

Retained earnings

 

148,843

 

 

 

116,695

Total stockholders’ equity

 

472,361

 

 

 

448,266

Total mezzanine equity and stockholders’ equity

 

473,939

 

 

 

449,274

 

 

 

 

Total liabilities, mezzanine equity and stockholders’ equity

$

2,681,292

 

 

$

2,371,376

Gross Written Premiums

The following tables present gross written premiums by underwriting division for the three and six months ended June 30, 2026 and 2025:

 

Three Months Ended June 30,

 

 

2026

 

% of Total

 

2025

 

% of Total

 

$ Change

 

% Change

 

($ in thousands, except percentages)

Casualty

$

199,764

 

67.0

%

 

$

150,720

 

64.9

%

 

$

49,044

 

32.5

%

Professional Liability

 

55,085

 

18.5

%

 

 

54,752

 

23.5

%

 

 

333

 

0.6

%

Healthcare Liability

 

29,133

 

9.8

%

 

 

23,505

 

10.1

%

 

 

5,628

 

23.9

%

Baleen Specialty

 

13,912

 

4.7

%

 

 

3,384

 

1.5

%

 

 

10,528

 

311.1

%

Gross written premiums

$

297,894

 

100.0

%

 

$

232,361

 

100.0

%

 

$

65,533

 

28.2

%

 

Six Months Ended June 30,

 

 

2026

 

% of Total

 

2025

 

% of Total

 

$ Change

 

% Change

 

($ in thousands, except percentages)

Casualty

$

347,032

 

67.4

%

 

$

273,034

 

67.1

%

 

$

73,998

 

27.1

%

Professional Liability

 

82,746

 

16.1

%

 

 

80,752

 

19.8

%

 

 

1,994

 

2.5

%

Healthcare Liability

 

59,578

 

11.6

%

 

 

47,293

 

11.6

%

 

 

12,285

 

26.0

%

Baleen Specialty

 

25,279

 

4.9

%

 

 

6,130

 

1.5

%

 

 

19,149

 

312.4

%

Gross written premiums

$

514,635

 

100.0

%

 

$

407,209

 

100.0

%

 

$

107,426

 

26.4

%

The following tables present gross written premiums by underwriting model(1) for the three and six months ended June 30, 2026 and 2025:

 

Three Months Ended June 30,

 

 

2026

 

% of Total

 

2025

 

% of Total

 

$ Change

 

% Change

 

($ in thousands, except percentages)

Craft

$

279,190

 

93.7

%

 

$

228,875

 

98.5

%

 

$

50,315

 

22.0

%

Digital

 

 

 

 

 

 

 

 

 

 

 

Baleen Specialty

 

13,912

 

4.7

%

 

 

3,384

 

1.5

%

 

 

10,528

 

311.1

%

Express

 

4,792

 

1.6

%

 

 

102

 

%

 

 

4,690

 

4598.0

%

Digital

 

18,704

 

6.3

%

 

 

3,486

 

1.5

%

 

 

15,218

 

436.5

%

Gross written premiums

$

297,894

 

100.0

%

 

$

232,361

 

100.0

%

 

$

65,533

 

28.2

%

 

Six Months Ended June 30,

 

 

2026

 

% of Total

 

2025

 

% of Total

 

$ Change

 

% Change

 

($ in thousands, except percentages)

Craft

$

481,106

 

93.5

%

 

$

400,977

 

98.5

%

 

$

80,129

 

20.0

%

Digital

 

 

 

 

 

 

 

 

 

 

 

Baleen Specialty

 

25,279

 

4.9

%

 

 

6,130

 

1.5

%

 

 

19,149

 

312.4

%

Express

 

8,250

 

1.6

%

 

 

102

 

%

 

 

8,148

 

7988.2

%

Digital

 

33,529

 

6.5

%

 

 

6,232

 

1.5

%

 

 

27,297

 

438.0

%

Gross written premiums

$

514,635

 

100.0

%

 

$

407,209

 

100.0

%

 

$

107,426

 

26.4

%

____________________

NM – Percentage change is not meaningful.

(1)

Our products are delivered through two complementary underwriting models designed to support sustainable and profitable growth across market cycles: a “craft” model for large, complex, higher-severity risks, and a “digital” model, which includes Baleen Specialty and other small-business offerings (“express”), for smaller, simpler, scalable business.

Loss Ratio

The following tables summarize current and prior accident year loss ratios for the three and six months ended June 30, 2026 and 2025:

 

Three Months Ended June 30,

 

2026

 

2025

 

Net Losses and Loss Adjustment Expenses

 

% of Net Earned Premiums

 

Net Losses and Loss Adjustment Expenses

 

% of Net Earned Premiums

 

($ in thousands, except percentages)

Current accident year

$

96,792

 

67.2

%

 

$

78,785

 

66.1

%

Prior accident year(1)

 

153

 

0.1

%

 

 

115

 

0.1

%

Total

$

96,945

 

67.3

%

 

$

78,900

 

66.2

%

 

Six Months Ended June 30,

 

2026

 

2025

 

Net Losses and Loss Adjustment Expenses

 

% of Net Earned Premiums

 

Net Losses and Loss Adjustment Expenses

 

% of Net Earned Premiums

 

($ in thousands, except percentages)

Current accident year

$

187,672

 

66.8

%

 

$

151,768

 

66.3

%

Prior accident year(1)

 

755

 

0.3

%

 

 

559

 

0.2

%

Total

$

188,427

 

67.1

%

 

$

152,327

 

66.5

%

____________________

(1)

The existence of our prior accident year losses for the three and six months ended June 30, 2026 and 2025 were driven by expected loss ratios applied to net additional premiums billed and fully earned in the period, but associated with policies from prior accident years. These amounts were not based on actual losses settling for more than reserved, and did not represent an increase in estimated reserves on unresolved claims.

Expense Ratio

The following tables summarize the components of our expense ratio for the three and six months ended June 30, 2026 and 2025:

 

Three Months Ended June 30,

 

2026

 

2025

 

Expenses

 

% of Net Earned Premiums

 

Expenses

 

% of Net Earned Premiums

 

($ in thousands, except percentages)

Net acquisition costs

$

15,820

 

 

11.0

%

 

$

11,038

 

 

9.3

%

Operating expenses

 

26,384

 

 

18.3

%

 

 

25,849

 

 

21.7

%

Less: Other insurance related-income

 

(1,095

)

 

(0.7

)%

 

 

(460

)

 

(0.4

)%

Total

$

41,109

 

 

28.6

%

 

$

36,427

 

 

30.6

%

 

Six Months Ended June 30,

 

2026

 

2025

 

Expenses

 

% of Net Earned Premiums

 

Expenses

 

% of Net Earned Premiums

 

($ in thousands, except percentages)

Net acquisition costs

$

29,713

 

 

10.6

%

 

$

20,834

 

 

9.1

%

Operating expenses

 

52,187

 

 

18.6

%

 

 

49,785

 

 

21.7

%

Less: Other insurance-related income

 

(1,974

)

 

(0.7

)%

 

 

(805

)

 

(0.4

)%

Total

$

79,926

 

 

28.5

%

 

$

69,814

 

 

30.4

%

Net Investment Income

The following table summarizes the sources of net investment income for the three and six months ended June 30, 2026 and 2025:

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

2026

 

 

 

2025

 

 

 

2026

 

 

 

2025

 

 

($ in thousands)

U.S. government and government agency

$

642

 

 

$

1,633

 

 

$

1,381

 

 

$

3,478

 

State and municipal

 

1,727

 

 

 

876

 

 

 

3,101

 

 

 

1,564

 

Commercial mortgage-backed securities

 

2,116

 

 

 

1,267

 

 

 

4,231

 

 

 

2,447

 

Residential mortgage-backed securities

 

4,326

 

 

 

3,129

 

 

 

8,581

 

 

 

5,668

 

Asset-backed securities

 

2,329

 

 

 

1,569

 

 

 

4,392

 

 

 

3,052

 

Corporate

 

6,825

 

 

 

4,244

 

 

 

12,965

 

 

 

7,496

 

Short-term investments

 

25

 

 

 

86

 

 

 

46

 

 

 

214

 

Cash and cash equivalents

 

1,206

 

 

 

1,154

 

 

 

2,890

 

 

 

2,859

 

Gross investment income

 

19,196

 

 

 

13,958

 

 

 

37,587

 

 

 

26,778

 

Investment expenses

 

(376

)

 

 

(281

)

 

 

(740

)

 

 

(542

)

Net investment income

$

18,820

 

 

$

13,677

 

 

$

36,847

 

 

$

26,236

 

Reconciliation of Non-GAAP Financial Measures

This earnings release contains certain financial measures that are not presented in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). We use these non-GAAP financial measures when planning, monitoring and evaluating our performance. Management believes that each of the non-GAAP financial measures described below provides useful insight into our underlying business performance.

  • Adjusted net income is defined as net income excluding the impact of net realized investment losses, non-operating expenses, loss on extinguishment of credit facility, foreign exchange (gains) losses, and certain strategic initiatives. Adjusted net income excludes the impact of certain items that may not be indicative of underlying business trends, operating results, or future outlook, net of tax impact. We calculate the tax impact only on adjustments that would be included in calculating our income tax expense using the estimated tax rate at which we received a deduction for these adjustments.

  • Adjusted return on equity is defined as adjusted net income as a percentage of average beginning and ending mezzanine equity and stockholders’ equity.

  • Diluted adjusted earnings per share is defined as adjusted net income divided by the weighted average common shares outstanding for the period, reflecting the dilution that may occur if equity based awards are converted into common stock equivalents as calculated using the treasury stock method.

You should not rely on these non-GAAP financial measures as a substitute for any U.S. GAAP financial measure. While we believe that these non-GAAP financial measures are useful in evaluating our business, this information should be considered supplemental in nature and not as a replacement for or superior to the comparable U.S. GAAP measures. In addition, other companies, including companies in our industry, may calculate such measures differently, which reduces their usefulness as comparative measures.

Adjusted net income

Adjusted net income for the three and six months ended June 30, 2026 and 2025 reconciles to net income as follows:

 

Three Months Ended June 30,

 

2026

 

2025

 

Before income taxes

 

After income taxes

 

Before income taxes

 

After income taxes

 

($ in thousands)

Income as reported

$

20,661

 

 

$

16,138

 

 

$

15,916

 

$

12,342

 

Adjustments:

 

 

 

 

 

 

 

Net realized investment losses

 

11

 

 

 

11

 

 

 

11

 

 

11

 

Non-operating expenses

 

 

 

 

 

 

 

437

 

 

437

 

Foreign exchange (gains) losses

 

(2

)

 

 

(2

)

 

 

79

 

 

79

 

Tax impact

 

 

 

 

(2

)

 

 

 

 

(111

)

Adjusted net income

$

20,670

 

 

$

16,145

 

 

$

16,443

 

$

12,758

 

 

Six Months Ended June 30,

 

2026

 

2025

 

Before income taxes

 

After income taxes

 

Before income taxes

 

After income taxes

 

($ in thousands)

Income as reported

$

41,231

 

$

32,148

 

 

$

30,387

 

$

23,767

 

Adjustments:

 

 

 

 

 

 

 

Net realized investment losses

 

32

 

 

32

 

 

 

15

 

 

15

 

Non-operating expenses

 

 

 

 

 

 

548

 

 

548

 

Foreign exchange losses

 

6

 

 

6

 

 

 

33

 

 

33

 

Tax impact

 

 

 

(8

)

 

 

 

 

(125

)

Adjusted net income

$

41,269

 

$

32,178

 

 

$

30,983

 

$

24,238

 

Adjusted return on equity

Adjusted return on equity for the three and six months ended June 30, 2026 and 2025 reconciles to return on equity as follows:

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

2026

 

 

 

2025

 

 

 

2026

 

 

 

2025

 

 

($ in thousands, except percentages)

Numerator: Adjusted net income(1)

$

64,579

 

 

$

51,031

 

 

$

64,356

 

 

$

48,477

 

Denominator: Average mezzanine equity and stockholders’ equity

 

466,550

 

 

 

399,588

 

 

 

461,607

 

 

 

389,127

 

Adjusted return on equity

 

13.8

%

 

 

12.8

%

 

 

13.9

%

 

 

12.5

%

____________________

(1)

For the three and six months ended June 30, 2026 and 2025, net income and adjusted net income are annualized to arrive at return on equity and adjusted return on equity.

Diluted adjusted earnings per share

Diluted adjusted earnings per share for the three and six months ended June 30, 2026 and 2025 reconciles to diluted earnings per share as follows:

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

2026

 

 

2025

 

 

2026

 

 

2025

 

($ in thousands, except share and per share data)

Numerator: Adjusted net income

$

16,145

 

$

12,758

 

$

32,178

 

$

24,238

Denominator: Diluted weighted average shares outstanding

 

33,557,875

 

 

34,045,961

 

 

33,456,675

 

 

33,885,414

Diluted adjusted earnings per share

$

0.48

 

$

0.37

 

$

0.96

 

$

0.72

Subsequent Event

On August 3, 2026, the Company and American Family announced that they have entered into a definitive agreement under which American Family has agreed to acquire all of the issued and outstanding shares of common stock of Bowhead that it does not currently own for $34.00 per share in cash, without interest, for a total transaction value of approximately $1.2 billion.

Conference Call Cancelled

As previously announced, given the transaction with American Family announced earlier today, the Company will not be hosting a conference call to discuss its results for the second quarter ended June 30, 2026, which was originally scheduled for 8:30 a.m. Eastern Time on Tuesday, August 4, 2026.

About Bowhead

Bowhead is a growing specialty insurance business providing casualty, professional liability and healthcare liability insurance products. We were founded and are led by industry veteran Stephen Sills. The team is composed of highly experienced and respected industry veterans with decades of individual, successful underwriting and management experience. Our products are delivered through two complementary underwriting models designed to support sustainable and profitable growth across market cycles: a “craft” model for large, complex, higher-severity risks, and a “digital” model, which includes Baleen Specialty and other small-business offerings (“express”), for smaller, simpler, and scalable business.

We pride ourselves on the quality and experience of our people, who are committed to exceeding our partners’ expectations through excellent service and expertise. Our collaborative culture spans all functions of our business and allows us to provide a consistent, positive experience for all of our partners.

Forward-Looking Statements

Statements in this press release, and any related oral statements, contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Some of the forward-looking statements can be identified by the use of terms such as “believes,” “expects,” “may,” “will,” “should,” “could,” “seeks,” “intends,” “plans,” “estimates,” “anticipates” or other comparable terms or the converse of such terms. However, not all forward-looking statements contain these identifying words. These forward-looking statements include all matters that are not related to present facts or current conditions or that are not historical facts. They appear in a number of places throughout this press release and include statements regarding intentions, beliefs or current expectations concerning, among other things, the transaction, regulatory approvals, and the timing of the transaction, the industries in which Bowhead operates, and other statements relating to Bowhead’s future performance.

The transaction is subject to risks and uncertainties, including: that Bowhead and American Family may be unable to complete the transaction because, among other reasons, conditions to the closing of the transaction may not be satisfied or waived; uncertainty as to the timing of completion of the transaction; the inability to complete the transaction due to the failure to obtain the Bowhead stockholder approvals for the transaction or the failure to satisfy other conditions to completion of the transaction, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; interloper risk; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; risks related to disruption of management’s attention from Bowhead’s ongoing business operations due to the transaction; the effect of the announcement of the transaction on Bowhead’s relationships with its insureds, operating results and business generally; and the outcome of any legal proceedings to the extent initiated against Bowhead, American Family or others following the announcement of the transaction, as well as Bowhead’s and American Family management’s response to any of the aforementioned factors.

A more fulsome discussion of the risks related to the transaction will be included in Bowhead’s proxy statement for the transaction. For a discussion of factors that could cause actual results to differ materially from those contemplated by forward-looking statements, see the section captioned “Risk Factors” in Bowhead’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025, subsequent Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission (“SEC”). Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. While the list of factors presented here is, and the list of factors presented in the proxy statement will be, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements.

Forward-looking statements speak only as of the date on which they are made. Except as expressly required under federal securities laws or the rules and regulations of the SEC, Bowhead does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. You should not place undue reliance on forward-looking statements. All forward-looking statements attributable to Bowhead are expressly qualified by these cautionary statements.

The information contained on or connected to any websites referenced in this communication is not incorporated by reference into this communication.

Investor Relations Contact:

Shirley Yap, Head of Investor Relations

[email protected]

KEYWORDS: New York United States North America

INDUSTRY KEYWORDS: Professional Services Insurance Finance

MEDIA:

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