On March 22, 2026, Everest Underwriting Group (Ireland) Limited (“EUGIL”), an Irish direct subsidiary of the Company, entered into a Purchase and Sale Agreement (the “Purchase Agreement”) with The Wawanesa Mutual Insurance Company, a mutual insurance company existing under the Insurance Companies Act (Canada) (“Buyer”), pursuant to which EUGIL agreed to sell to Buyer, or a Canadian affiliate thereof, all of the outstanding shares of capital of Everest Canada, a Canadian insurance company and a wholly owned subsidiary of EUGIL, representing the Company’s Canadian Commercial Retail Insurance operations for C$410 million, subject to adjustment. The closing of the transaction pursuant to the Purchase Agreement is subject to the satisfaction of customary closing conditions, including the receipt of antitrust approval from the Commissioner of Competition and insurance regulatory approval from the Minister of Finance (Canada).

In connection with the Purchase Agreement, (i) Everest Canada will enter into a loss portfolio transfer reinsurance agreement with Everest Reinsurance Company (Canadian Branch), a Delaware reinsurance company and affiliate of EUGIL (“ERC - Canadian Branch”), pursuant to which ERC - Canadian Branch will reinsure certain liabilities of Everest Canada with respect to insurance business written prior to the closing of the transaction, (ii) EUGIL or an affiliate thereof and Buyer or an affiliate thereof will enter into a transition services agreement for specified transition services to be provided to Buyer and its affiliates and (iii) EUGIL and its affiliates, on the one hand, and Buyer and its affiliates, on the other hand, will enter into such other ancillary agreements as contemplated in the Purchase Agreement. Upon execution of the loss portfolio transfer reinsurance agreement described in item (i), assets held-for-sale would be comprised of only investments and cash at the time of the transaction close.

The transaction is anticipated to close in the second half of 2026, pursuant to customary regulatory approvals and closing conditions. For more details, see the Current Report on Form 8-K filed with the SEC on March 23, 2026 and the Purchase Agreement filed as Exhibit 32.2 hereto.


(Dollars in millions)	March 31, 2026
Assets held-for-sale (1)
Fixed maturities - available for sale, at fair value	$	132



Short-term investments	15
Cash	38
Total investments and cash	185
Accrued investment income	1





Income tax asset, net	6

Other assets	19
Total assets held-for-sale	$	212

Liabilities held-for-sale (2)












Other liabilities	1
Total liabilities held-for-sale	$	1

(1) Assets held-for-sale are included in other assets on the consolidated balance sheets and are defined as assets associated with pending business dispositions. The Company classifies a business as held-for-sale when the Company has entered into an agreement to sell the business and certain other specified criteria are met. The business classified as held-for-sale is recorded at the lower of carrying value or estimated fair value, less costs to sell. If the carrying value of the business exceeds its estimated fair value, less costs to sell, a loss is recognized when the criteria for the held-for-sale classification as described above are met. If the estimated fair value, less costs to sell, exceeds the carrying value of the business, the gain is recorded when the sale is completed.

(2) Liabilities held-for-sale are included in other liabilities on the consolidated balance sheets and are defined as liabilities associated with pending business dispositions. See description of assets held-for-sale above for further definition of the held-for-sale classification. The Company has implemented a prospective presentation and disclosure of assets and liabilities held-for-sale.

As of March 31, 2026, the Company reported held-for-sale assets and liabilities within the other assets and other liabilities captions on the consolidated balance sheets, respectively. Everest Canada operating results continue to be reported within the consolidated statements of operations and as part of the Legacy segment for the three months ended March 31, 2026. The Company has determined that the Purchase Agreement does not represent a strategic shift, and therefore, does not meet the requirements for discontinued operations.

On October 26, 2025, the Company entered into a Master Transaction Agreement (the “ROW Master Transaction Agreement”) with AIG (the “Buyer”), pursuant to which the Company agreed to cause (i) Everest International Reinsurance, Ltd. - Australian Branch and Everest International Reinsurance, Ltd. - Singapore Branch, (ii) Everest Insurance (Ireland), dac - UK Branch and (iii) Everest National Insurance Company, Everest Indemnity Insurance Company, Everest Security Insurance Company, Everest Premier Insurance Company and Everest Denali Insurance Company, Everest International Assurance, Ltd. and Everest Reinsurance Company to sell to Buyer the renewal rights in respect of certain lines of commercial retail insurance business, subject to certain exclusions as set forth in the ROW Master Transaction Agreement, for an aggregate purchase price of $252 million.

Pursuant to the ROW Master Transaction Agreement, if the gross written premium paid and payable to the Buyer in respect to the Aggregate Renewed Premiums (as defined in the ROW Master Transaction Agreement) from the closing date of the transaction to December 31, 2027 are less than 80% of the aggregate premiums for the year ended December 31, 2025, the Company will reimburse a portion of the aggregate purchase price under the ROW Master Transaction Agreement to the Buyer based on the relative percentage of such 2025 premiums renewed, which amount shall not exceed $70 million.

The closing of the transaction pursuant to the ROW Master Transaction Agreement occurred on October 26, 2025. Upon closing of the transaction, the Company recognized a $204 million gain on sale included in other income (expense) in its consolidated statements of operations for the year ended December 31, 2025. The remaining $47 million was recorded as a liability within Other liabilities on the Company’s consolidated balance sheet as of December 31, 2025 due to significant uncertainty related to factors outside the Company's influence, including the Buyer's underwriting decisions and the period until resolution. The Company also received and recognized $30 million for originating and structuring the transaction in other income (expense) in its consolidated statements of operations for the year ended December 31, 2025.

In addition, on October 26, 2025, the Company entered into a Master Transaction Agreement (the “EU Master Transaction Agreement,” and together with the ROW Master Transaction Agreement, the “Master Transaction Agreements”), between the Company and the Buyer, pursuant to which the Company agreed to cause Everest Insurance (Ireland), dac to sell to the Buyer, the renewal rights in respect of certain lines of commercial retail insurance business written by Everest Insurance (Ireland), dac in certain countries in the E.U., for an aggregate purchase price of $49 million.

The closing of the transaction pursuant to the EU Master Transaction Agreement is subject to the receipt of antitrust approvals from the European Commission and other customary closing conditions, which occurred on December 10, 2025. Upon closing of the transaction, the Company recognized a $55 million gain on sale included in other income (expense) in its consolidated statements of operations for the year ended December 31, 2025.

The final purchase price under the Master Transaction Agreements will be adjusted to equal 15% of the gross written premiums of the subject business for the year ended December 31, 2025, inclusive of agreed-upon year-end renewals as agreed between the Company and the Buyer.

In addition, as a result of the Master Transaction Agreements, the Company also recorded severance costs and impairments of capitalized software in the amounts of $28 million and $83 million, respectively, for the year ended December 31, 2025. Legal expenses and merger and acquisition fees related to the sale were $21 million for the year ended December 31, 2025. For the quarter ended March 31, 2026, the Company recognized $81 million of net transaction expenses associated with the this agreement primarily relating to additional severance and retention expenses. These expenses were recorded in other income (expense) in its consolidated statements of operations for the year ended December 31, 2025 and for the three months ended March 31, 2026.