Exhibit 99.1
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Octave Specialty Group Reports Second Quarter 2026 Results
•Insurance Distribution Segment
◦Total revenue grew 77% to $58 million
◦Organic revenue growth equaled 44%
◦Net loss to Shareholders totaled $(4) million, compared to $(8) million in 2Q25
◦Adjusted EBITDA to Shareholders totaled $10 million, compared to $3 million in 2Q25
•Specialty P&C Insurance Segment ("Everspan")
◦Gross and net premiums written totaled $95 million and $23 million, down (2)% and up 52%, respectively
◦Net income equaled $1 million, compared to $0.4 million in 2Q25
◦Adjusted EBITDA to Shareholders totaled $1.8 million, compared to $0.7 million in 2Q25
NEW YORK, NY, August 6, 2026, (BUSINESS WIRE) — Octave Specialty Group, Inc. (NYSE: OSG) ("Octave" or "OSG"), a global specialty insurance firm, today reported its results for the Second Quarter 2026.
Claude LeBlanc, President and Chief Executive Officer of Octave, said "Our core Insurance Distribution business delivered another quarter of strong performance led by revenue growth of 77% and organic revenue growth of 44%. Our Insurance Distribution top-line success translated to a near fourfold increase in Adjusted EBITDA to shareholders during the second quarter of 2026 compared to 2025. These results reflect the successful 2025 acquisition of ArmadaCare and the diversification of our portfolio of MGAs against the backdrop of increasingly soft property market conditions."
LeBlanc continued, "While our efforts continue towards repositioning Everspan, we are encouraged by the trend in Everspan's results since these efforts began in the second half of 2024. During the second quarter of 2026 the combined ratio decreased more than 600 basis points from the prior year period led by a reduction of the loss ratio to 61.4%."
"During the quarter, we also further advanced our data and AI initiatives designed to both improve our operating platform as well as enhance underwriting and business production. We recently launched our proprietary, enterprise, AI-driven underwriting platform, which turns unstructured submissions into decision-ready risks. We expect this platform to enable us to significantly accelerate and improve underwriting decisions and bring additional MGAs to market more quickly."
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Octave's Second Quarter 2026 Summary Results
Three Months Ended June 30,Six Months Ended June 30,
(in thousands, except per share data)(1)
20262025% Change 20262025% Change
Total revenues $82,995 $54,957 51%$187,165 $117,713 59%
Total expenses $94,666 $77,931 21%$202,180 $155,794 30%
Pretax income (loss) from continuing operations$(11,671)$(22,974)NM$(15,015)$(38,081)NM
Provision (benefit) for income taxes from continuing operations$485 $(2,172)NM$4 $(2,789)NM
Net income (loss) from continuing operations$(12,156)$(20,802)NM$(15,019)$(35,292)NM
Net income (loss) from continuing operations attributable to shareholders, net of tax$(14,429)$(20,548)NM$(21,280)$(36,692)NM
Net income (loss) from discontinued operations$— $(52,151)NM$— $(82,398)NM
Net income (loss) attributable to shareholders$(14,429)$(72,699)NM$(21,280)$(119,090)NM
Net income (loss) from continuing operations attributable to shareholders per diluted share (3)
$(0.33)$(0.42)(21)%$(0.47)$(0.99)(53)%
Net income (loss) attributable to shareholders per diluted share (3)
$(0.33)$(1.51)(78)%$(0.47)$(2.72)(83)%
Non-GAAP(2)
EBITDA to shareholders$(1,737)$(9,848)NM$1,873 $(15,345)NM
Adjusted EBITDA to shareholders$3,685 $(4,569)NM$23,754 $(5,876)NM
Adjusted net income (loss) attributable to shareholders$(1,813)$(10,552)NM$14,802 $(16,587)NM
Per Share
Adjusted EBITDA to shareholders per diluted share(2)
$0.08 $(0.09)NM$0.52 $(0.12)NM
Adjusted net income (loss) to shareholders per diluted share(2)
$(0.04)$(0.22)(82)%$0.33 $(0.35)NM
Weighted-average diluted shares outstanding
45,391 48,117 (6)%45,347 47,738 (5)%
(1)Some financial data in this press release may not add up due to rounding
(2)See Non-GAAP Financial Data section of this press release for further information
(3)Per diluted share includes the impact of adjusting redeemable noncontrolling interests to current redemption value


Second Quarter 2026 Summary(4)
Total revenue for the second quarter of 2026 was $83.0 million, an increase of 51% compared to $55.0 million in the same prior-year period. The growth in total revenue was driven primarily by the Insurance Distribution segment, reflecting the acquisition of ArmadaCare and organic revenue growth of 44%.
Octave's net (loss) to shareholders for the second quarter of 2026 improved to $(14.4) million compared to $(20.5) million in the same prior-year period. The improvement was attributable to (i) our Insurance Distribution segment, which reported a net (loss) of $(3.7) million compared to $(7.7) million in the same prior-year period, (ii) our Specialty Property & Casualty segment, where Everspan reported net income of $1.1 million compared to $0.4 million in the same prior-year period, and (iii) a Corporate net loss of $(11.6) million compared to $(13.2) million in the same prior-year period.
Adjusted net (loss) to shareholders for the second quarter of 2026 improved to $(1.8) million, compared to $(10.6) million in the same prior-year period. Adjusted EBITDA to shareholders for the second quarter of 2026 improved to $3.7 million, compared to $(4.6) million in the same prior-year period. The improvement in Adjusted EBITDA to shareholders was driven by a $7.3 million increase in Insurance Distribution Adjusted EBITDA to shareholders, reflecting organic growth across our core MGA platform, the acquisition of ArmadaCare, and an increase in our ownership position in Octave Ventures (formerly known as Beat Capital Partners) to 70% from 60%. In addition, Everspan's Adjusted EBITDA to shareholders increased $1.1 million to $1.8 million in the second quarter of 2026 from $0.7 million a year ago.




(4)For definitions of each non-GAAP measure referred to above, as well as reconciliation of such non-GAAP measures to their most directly comparable GAAP measures, see "Non-GAAP Financial Measures" below.

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Earnings Call and Webcast
On August 7, 2026, at 8:30am ET, Claude LeBlanc, President and Chief Executive Officer, and David Trick, Executive Vice President and Chief Financial Officer, will discuss Octave's second quarter 2026 results and updated 2026 guidance during a conference call. A live audio webcast of the call will be available through the Investor Relations section of Octave’s website, https://octavegroup.com/investor-relations/events-and-presentations. Participants may also listen via telephone by dialing (877) 407-9716 or (201) 493-6779.
The webcast will be archived on Octave's website. A replay of the call will be available through August 21, 2026, and can be accessed by dialing (Domestic) (844) 512-2921 or (International) (412) 317-6671; and using ID# 13761601.
Additional information is included in an operating supplement and presentations on Octave's website, www.octavegroup.com.
Results of Operations by Segment
Insurance Distribution Segment
Three Months Ended June 30,Six Months Ended June 30,
($ in thousands)(1)
20262025% Change20262025% Change
Premiums placed$314,367 $249,912 26 %$741,200 $483,098 53 %
Total revenues$58,418 $33,041 77 %$136,944 $74,039 85 %
Pretax income (loss)$(846)$(10,173)NM$15,939 $(12,416)NM
Pretax income (loss) to shareholders(2)
$(3,232)$(9,919)NM$9,565 $(13,816)NM
Net income (loss)
$(1,325)$(7,992)NM$15,828 $(9,735)NM
Net income (loss) to shareholders(2)
$(3,711)$(7,738)NM$9,454 $(11,135)NM
EBITDA(4)
$13,887 $4,698 196%$44,704 $16,781 166%
EBITDA to shareholders(2)(4)
$8,670 $2,513 245%$32,137 $9,576 236%
Adjusted EBITDA(4)
$15,329 $4,580 235%$48,324 $16,692 190%
Adjusted EBITDA to shareholders(2)(4)
$9,792 $2,519 289%$35,132 $9,611 266%
Adjusted net income (loss)(4)
$9,419 $(701)NM$38,168 $6,348 501%
Adjusted net income (loss) to shareholders(2)(4)
$4,605 $(3,013)NM$26,650 $(464)NM
Pretax income margin to shareholders(3)
(5.5)%(30.0)%2450 bps7.0 %(18.7)%2570 bps
Adjusted EBITDA margin to shareholders(4),(5)
16.8 %7.6 %920 bps25.7 %13.0 %1270 bps
Organic Growth(4)
44.1 %(2.6)%42.9 %(2.3)%
(1) Reflects segment results prior to intersegment activities eliminated in consolidation.
(2) After the impact of noncontrolling interests
(3)Represents Pretax income (loss) to shareholders divided by total revenues
(4)See Non-GAAP Financial Data section of this press release for further information
(5) Represents Adjusted EBITDA to shareholders divided by total revenues

Specialty Property & Casualty Insurance Segment
Three Months Ended June 30,Six Months Ended June 30,
($ in thousands)(1)
20262025% Change20262025% Change
Gross premium written$94,702 $96,247 (2)%$198,418 $183,162 8 %
Net premiums written$23,142 $15,207 52 %$55,591 $33,212 67 %
Net premiums earned$21,749 $16,203 34 %$41,750 $31,881 31 %
Total revenue$26,403 $21,390 23 %$51,702 $42,561 21 %
Net income (loss)
$1,119 $428 161%$(6,571)$1,852 NM
Adjusted EBITDA to shareholders(2)
$1,757 $681 158%$3,375 $2,270 49%
Loss Ratio 61.4 %67.8 %(640) bps79.1 %67.4 %1170  bps
Expense Ratio39.2 %38.9 %30  bps45.0 %37.1 %790  bps
Combined Ratio100.6 %106.7 %(610) bps124.1 %104.5 %1960  bps
(1) Reflects segment results prior to intersegment activities eliminated in consolidation.
(2) See Non-GAAP Financial Data section of this press release for further information
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OSG Corporate (holding company only)
OSG on a standalone basis, excluding its ownership interests in its Specialty P&C Insurance and Insurance Distribution subsidiaries, had net assets of $48 million as of June 30, 2026. Assets included cash and liquid securities of $26 million and other investments of $22 million.
Consolidated Octave Specialty Group, Inc. Stockholders' Equity and Noncontrolling Interests ("NCI") Impact to EPS
Stockholders’ equity attributable to common shareholders at June 30, 2026, was $699 million, or $15.52 per share, compared to $713 million, or $15.83 per share, as of March 31, 2026. The decline was primarily a result of the total comprehensive loss attributable to common shareholders of $(12) million.
Calculation of Earnings (Loss) Per Share (EPS)
Diluted net income (loss) per share is computed by dividing net income (loss) attributable to shareholders, adjusted for the direct retained earnings impacts of changes to redeemable noncontrolling interests, by the basic weighted-average shares outstanding plus all potentially dilutive common shares outstanding during the period. The following table provides a reconciliation of net income (loss) attributable to shareholders to the numerator in the diluted earnings per share calculation, together with the resulting earnings per share amounts:
Three Months Ended June 30,Six Months Ended June 30,
(in thousands, except per share data)
2026202520262025
Net income (loss) from continuing operations attributable to shareholders$(14,429)$(20,548)$(21,280)$(36,692)
Adjustment for Redeemable NCI(737)220 $70 $(10,605)
Numerator of diluted EPS$(15,166)$(20,328)$(21,210)$(47,297)
Per Share — Diluted$(0.33)$(0.42)$(0.47)$(0.99)
Net income (loss) attributable to shareholders$(14,429)$(72,699)$(21,280)$(119,090)
Adjustment for Redeemable NCI(737)220 70 (10,605)
Numerator of diluted EPS$(15,166)$(72,479)$(21,210)$(129,695)
Per Share — Diluted$(0.33)$(1.51)$(0.47)$(2.72)
WASO-Diluted45,391 48,117 45,347 47,738 
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OCTAVE SPECIALTY GROUP, INC. AND SUBSIDIARIES
Consolidated Statements of Income (Loss) (Unaudited)
Three Months Ended June 30,Six Months Ended June 30,
($ in thousands, except share data)2026202520262025
Revenues:
Commissions$49,728 $30,322 $117,906 $67,093 
Servicing and other fees5,913 4,472 15,275 9,436 
Net premiums earned21,749 16,203 41,750 31,881 
Program fees3,293 3,497 6,937 7,149 
Investment income1,877 2,609 4,232 5,424 
Other435 (2,146)1,065 (3,270)
Total revenues82,995 54,957 187,165 117,713 
Expenses:
Commissions8,508 7,403 22,513 17,768 
Losses and loss adjustment expenses13,346 10,978 33,025 21,474 
Policy acquisition costs6,359 3,699 12,730 7,540 
General and administrative51,415 40,540 104,570 79,071 
Intangible amortization and depreciation12,264 9,741 24,478 18,917 
Interest2,774 5,570 4,864 11,024 
Total expenses94,666 77,931 202,180 155,794 
Pretax income (loss) from continuing operations(11,671)(22,974)(15,015)(38,081)
Provision (benefit) for income taxes from continuing operations485 (2,172)4 (2,789)
Net income (loss) from continuing operations(12,156)(20,802)(15,019)(35,292)
Net income (loss) from discontinued operations— (52,151)— (82,398)
Net income (loss)(12,156)(72,953)(15,019)(117,690)
Net (gain) loss attributable to noncontrolling interest(2,273)254 (6,261)(1,400)
Net income (loss) attributable to shareholders$(14,429)$(72,699)$(21,280)$(119,090)
Net income (loss) from continuing operations attributable to shareholders$(14,429)$(20,548)$(21,280)$(36,692)
Net income (loss) from discontinued operations attributable to shareholders— (52,151)— (82,398)
Net income (loss) attributable to shareholders$(14,429)$(72,699)$(21,280)$(119,090)
Net income (loss) from continuing operations per share attributable to shareholders
Basic$(0.33)$(0.42)$(0.47)$(0.99)
Diluted$(0.33)$(0.42)$(0.47)$(0.99)
Net income (loss) per share attributable to shareholders
Basic$(0.33)$(1.51)$(0.47)$(2.72)
Diluted$(0.33)$(1.51)$(0.47)$(2.72)
Weighted-average number of common shares outstanding:
Basic45,390,612 48,116,503 45,347,014 47,738,050 
Diluted45,390,612 48,116,503 45,347,014 47,738,050 
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OCTAVE SPECIALTY GROUP, INC. AND SUBSIDIARIES
Consolidated Balance Sheets (Unaudited)
($ in thousands, except share data)June 30,
2026		March 31,
2026
Assets:
Investments:
Fixed maturity securities, at fair value (amortized cost: $136,793 and $139,242)$134,141 $137,092 
Short-term investments, at fair value (amortized cost: $82,513 and $92,295)82,513 92,295 
Other investments (includes $7,498 and $7,454 at fair value)25,015 24,971 
Total investments (net of allowance for credit losses of $0 and $0)241,669 254,358 
Cash and cash equivalents (including $52,308 and $46,634 of restricted cash)79,096 93,537 
Premium receivables (net of allowance for credit losses of $500 and $500)94,635 87,653 
Commission and fees receivable100,537 106,198 
Reinsurance recoverable on paid and unpaid losses (net of allowance for credit losses of $100 and $100)495,653 469,859 
Deferred ceded premium148,236 145,420 
Policy acquisition costs16,423 16,451 
Intangible assets, less accumulated amortization447,448 458,380 
Goodwill534,304 533,497 
Other assets (net of allowance for credit losses of $350 and $350)122,856 101,673 
Total assets$2,280,857 $2,267,026 
Liabilities and Stockholders’ Equity:
Liabilities:
Unearned premiums$202,890 $198,681 
Loss and loss adjustment expense reserves499,043 487,261 
Ceded premiums payable93,346 89,148 
Deferred program fees and reinsurance commissions6,989 6,929 
Commission payable128,231 118,086 
Deferred taxes58,855 60,553 
Long-term debt155,459 117,062 
Accrued interest payable27 1,305 
Other liabilities120,643 158,458 
Total liabilities1,265,483 1,237,483 
Redeemable noncontrolling interest197,529 195,969 
Stockholders’ equity:
Preferred stock, par value $0.01 per share; 20,000,000 shares authorized shares; issued and outstanding shares—none— — 
Common stock, par value $0.01 per share; 130,000,000 shares authorized; issued shares: 48,876,882 and 48,876,882489 489 
Additional paid-in capital379,561 380,263 
Accumulated other comprehensive income3,292 1,224 
Retained earnings348,474 363,751 
Treasury stock, shares at cost: 3,859,121 and 3,863,290(33,063)(33,109)
Total Octave Specialty Group, Inc. stockholders’ equity 698,753 712,618 
Nonredeemable noncontrolling interest119,092 120,956 
Total stockholders’ equity 817,845 833,574 
Total liabilities, redeemable noncontrolling interest and stockholders’ equity$2,280,857 $2,267,026 

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Non-GAAP Financial Data
In addition to reporting the Company’s quarterly financial results in accordance with GAAP, the Company is reporting non-GAAP financial measures: EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin, Organic Revenue Growth Rate (Insurance Distribution segment only), Adjusted Net Income and Adjusted Net Income Margin. These amounts are derived from our consolidated financial information, but are not presented in our consolidated financial results because they are not calculated in accordance with GAAP.
We present non-GAAP supplemental financial information because we believe such information is of interest to the investment community, and that it provides greater transparency and enhanced visibility into the underlying drivers and performance of our businesses on a basis that may not be otherwise apparent on a GAAP basis. We view these non-GAAP financial measures as important indicators when assessing and evaluating our performance on a segmented and consolidated basis, and they are presented to improve the comparability of our results between periods by eliminating the impact of the items that may not be representative of our core operating performance. These non-GAAP financial measures are not substitutes for the Company’s GAAP reporting, should not be viewed in isolation, and may differ from similar reporting provided by other companies, which may define non-GAAP measures differently
The following paragraphs define each non-GAAP financial measure. A tabular reconciliation of the non-GAAP financial measure to the most comparable GAAP financial measure is also presented below.
Non-GAAP Financial Measures
Organic Revenue Growth & Rate (Insurance Distribution Only) — Organic revenue is based on commissions and fees for the relevant period by excluding (i) the first twelve months of commissions and fees generated from acquisitions, (ii) commissions and fees from divestitures and (iii) other items such as contingent commissions, profit commissions and the impact of changes in foreign exchange rates.
Organic Revenue Growth is the change in organic revenue period-to-period, with prior period results adjusted to (i) include commissions and fees that were excluded from organic revenue in the prior period and reached the twelve-month owned mark in the current period, and (ii) exclude commissions and fees related to divestitures from organic revenue.
Total Specialty P&C Insurance Production includes gross premiums written by Octave's Specialty P&C Insurance segment and premiums placed by the Insurance Distribution segment. Specialty P&C Insurance revenues are dependent on gross premiums written, as specialty program insurance companies earn premiums based on the portion of gross premiums written retained (i.e., net premiums written) and fees on gross premiums written that are ceded to reinsurers. Insurance Distribution revenues are dependent on premium volume, as Managing General Agents/Underwriters and brokers receive commissions based on the amount of premiums placed (i.e., gross premiums written on behalf of insurance carriers) with insurance carriers.
EBITDA — EBITDA is net income (loss) from continuing operations before interest expense, income taxes, depreciation and amortization of intangible assets.
EBITDA Margin — EBITDA divided by total revenues.
Adjusted EBITDA and Adjusted EBITDA Margin — We define Adjusted EBITDA as net income (loss) from continuing operations before interest expense, income taxes, depreciation, amortization of intangible assets, change in fair value of contingent consideration and certain items of income and expense, including share-based compensation expense, acquisition and integration-related expenses, severance, and other exceptional or non-recurring items, including those related to raising capital. We believe that Adjusted EBITDA is an appropriate measure of operating performance because it eliminates the impact of income and expenses that may obfuscate business performance, and that the presentation of this measure enhances an investor's understanding of our financial performance.
Adjusted Net Income and Adjusted Net Income Margin — We define Adjusted Net Income as net income (loss) from continuing operations attributable to shareholders adjusted for amortization of intangible assets, change in fair value of contingent consideration and certain items of income and expense, including share-based compensation expense, acquisition and integration-related expenses, severance and non-recurring income and loss items that, in the opinion of management, significantly affect the period-over-period assessment of operating results, and the related tax effect of those adjustments. Per share amounts exclude any impact of revaluing noncontrolling interests
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as otherwise reported under GAAP earnings per share. We believe that Adjusted Net Income is an appropriate measure of operating performance because it eliminates the impact of income and expenses that may obfuscate business performance.
Results of Operations by Segment (Continued)
Three Months Ended June 30, 2026Specialty Property & Casualty InsuranceInsurance DistributionCorporate & OtherEliminationsConsolidated
($ in thousands)
Gross premiums written$94,702 $94,702 
Net premiums written23,142 23,142 
Total revenues26,403 $58,418 $232 $(2,058)82,995 
Total expenses25,159 59,264 11,988 (1,745)94,666 
Pretax income (loss)1,244 (846)(11,756)(313)(11,671)
Provision (benefit) for income taxes125 479 (119)— 485 
Net income (loss)$1,119 $(1,325)$(11,637)$(313)$(12,156)
Adjustments to EBITDA
Add: Interest expense$— $2,774 $— — $2,774 
Add: Income tax expense125 479 (119)— 485 
Add: Depreciation— 350 305 — 655 
Add: Intangible amortization— 11,609 — — 11,609 
EBITDA$1,244 $13,887 $(11,451)$(313)$3,367 
EBITDA attributable to shareholders$1,244 $8,670 $(11,451)$(200)$(1,737)
Adjustments to Adjusted EBITDA
Add: Acquisition and integration-related expenses$— $451 $688 $— $1,139 
Add: Equity-based compensation expense372 991 2,650 — 4,013 
Add: Severance and restructuring expense141 — 449 — 590 
Add: Other non-operating (income) losses— — — — — 
Adjusted EBITDA$1,757 $15,329 $(7,664)$(313)$9,109 
Adjusted EBITDA attributable to shareholders$1,757 $9,792 $(7,664)$(200)$3,685 
Net income (loss)$1,119 $(1,325)$(11,637)$(313)$(12,156)
Adjustments:
Add: Acquisition and integration-related expenses— 451 688 — 1,139 
Add: Intangible amortization— 11,609 — — 11,609 
Add: Equity-based compensation expense372 991 2,650 — 4,013 
Add: Severance and restructuring expense141 — 449 — 590 
Add: Other non-operating (income) losses— — — — — 
Adjusted net income (loss) before tax adjustments and NCI1,632 11,726 (7,850)(313)5,195 
Income tax effects(1,132)(2,307)1,132 — (2,307)
Adjusted net income (loss) before NCI500 9,419 (6,718)(313)2,888 
Net (income) loss attributable to noncontrolling interest— (4,814)— 113 (4,701)
Adjusted net income (loss) attributable to shareholders$500 $4,605 $(6,718)$(200)$(1,813)
Net income (loss) margin4.2 %(2.3)%NMNM(14.6)%
Adjusted EBITDA Margin6.7 %26.2 %NMNM11.0 %
Adjusted EBITDA Margin to shareholders6.7 %16.8 %NMNM4.4 %
Adjusted net income (loss) after NCI margin1.9 %7.9 %NMNM(2.2)%
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Three Months Ended June 30, 2025Specialty Property & Casualty InsuranceInsurance DistributionCorporate & OtherEliminationsConsolidated
($ in thousands)
Gross premiums written$96,247 $96,247 
Net premiums written15,207 15,207 
Total revenues 21,390 $33,041 $526 $— 54,957 
Total expenses20,770 43,214 13,949 — 77,931 
Pretax income (loss)620 (10,173)(13,423)— (22,974)
Provision (benefit) for income taxes192 (2,181)(183)— (2,172)
Net income (loss) from Continuing Operations
$428 $(7,992)$(13,240)$— $(20,802)
Adjustments to EBITDA
Add: Interest expense$— $5,570 $— $— $5,570 
Add: Income tax expense192 (2,181)(183)— (2,172)
Add: Depreciation— — 440 — 440 
Add: Intangible amortization— 9,301 — — 9,301 
EBITDA $620 $4,698 $(12,983)$— $(7,663)
EBITDA attributable to shareholders$620 $2,513 $(12,983)$— $(9,848)
Adjustments to Adjusted EBITDA
Add: Acquisition and integration-related expenses$— $375 $399 $— $774 
Add: Equity-based compensation expense61 67 1,895 — 2,023 
Add: Severance and restructuring expense— 31 2,918 — 2,949 
Add: Other non-operating (income) losses— (591)— — (591)
Adjusted EBITDA$681 $4,580 $(7,771)$— $(2,508)
Adjusted EBITDA to attributable to shareholders$681 $2,519 $(7,771)$— $(4,569)
Net income (loss) (Continuing Operations)$428 $(7,992)$(13,240)$— $(20,802)
Adjustments:
Add: Acquisition and integration-related expenses— 375 399 — 774 
Add: Intangible amortization— 9,301 — — 9,301 
Add: Equity-based compensation expense61 67 1,895 — 2,023 
Add: Severance and restructuring expense— 31 2,918 — 2,949 
Add: Other non-operating (income) losses— (591)— — (591)
Adjusted net income (loss) before tax adjustments and NCI489 1,191 (8,028)— (6,348)
Income tax effects(15)(1,892)15 — (1,892)
Adjusted net income (loss) before NCI474 (701)(8,013)— (8,240)
Net (income) loss attributable to noncontrolling interest— (2,312)— — (2,312)
Adjusted net income (loss) attributable to shareholders$474 $(3,013)$(8,013)$— $(10,552)
Net income (loss) margin2.0 %(24.2)%NMNM(37.9)%
Adjusted EBITDA Margin3.2 %13.9 %NMNM(4.6)%
Adjusted EBITDA Margin to shareholders3.2 %7.6 %NMNM(8.3)%
Adjusted net income (loss) after NCI margin2.2 %(9.1)%NMNM(19.2)%
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Results of Operations by Segment (Continued)
Six Months Ended June 30, 2026Specialty Property & Casualty InsuranceInsurance DistributionCorporate & OtherEliminationsConsolidated
($ in thousands)
Gross premiums written$198,418 $198,418 
Net premiums written55,591 55,591 
Total revenues51,702 $136,944 $577 $(2,058)187,165 
Total expenses58,740 121,005 24,180 (1,745)202,180 
Pretax income (loss)(7,038)15,939 (23,603)(313)(15,015)
Provision (benefit) for income taxes(467)111 360 — 4 
Net income (loss)$(6,571)$15,828 $(23,963)$(313)$(15,019)
Adjustments to EBITDA
Add: Interest expense$— $4,864 $— $— $4,864 
Add: Income tax expense(467)111 360 — 4 
Add: Depreciation— 645 577 — 1,222 
Add: Intangible amortization— 23,256 — — 23,256 
EBITDA$(7,038)$44,704 $(23,026)$(313)$14,327 
EBITDA attributable to shareholders$(7,038)$32,137 $(23,026)$(200)$1,873 
Adjustments to Adjusted EBITDA
Add: Acquisition and integration-related expenses$— $1,855 $1,752 $— $3,607 
Add: Equity-based compensation expense1,069 1,765 5,771 — 8,605 
Add: Severance and restructuring expense1,432 — 868 — 2,300 
Add: Other non-operating (income) losses7,912 — 82 — 7,994 
Adjusted EBITDA$3,375 $48,324 $(14,553)$(313)$36,833 
Adjusted EBITDA attributable to shareholders$3,375 $35,132 $(14,553)$(200)$23,754 
Net income (loss)$(6,571)$15,828 $(23,963)$(313)$(15,019)
Adjustments:
Add: Acquisition and integration-related expenses— 1,855 1,752 — 3,607 
Add: Intangible amortization— 23,256 — — 23,256 
Add: Equity-based compensation expense1,069 1,765 5,771 — 8,605 
Add: Severance and restructuring expense1,432 — 868 — 2,300 
Add: Other non-operating (income) losses7,912 — 82 — 7,994 
Adjusted net income (loss) before tax adjustments and NCI3,842 42,704 (15,490)(313)30,743 
Income tax effects(2,187)(4,536)2,187 — (4,536)
Adjusted net income (loss) before NCI1,655 38,168 (13,303)(313)26,207 
Net (income) loss attributable to noncontrolling interest— (11,518)— 113 (11,405)
Adjusted net income (loss) attributable to shareholders$1,655 $26,650 $(13,303)$(200)$14,802 
Net income (loss) margin(12.7)%11.6 %NMNM(8.0)%
Adjusted EBITDA Margin6.5 %35.3 %NMNM19.7 %
Adjusted EBITDA Margin to shareholders6.5 %25.7 %NMNM12.7 %
Adjusted Net income (loss) after NCI margin3.2 %19.5 %NMNM7.9 %
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Six Months Ended June 30, 2025Specialty Property & Casualty InsuranceInsurance DistributionCorporate & OtherEliminationsConsolidated
($ in thousands)
Gross premiums written$183,162 $183,162 
Net premiums written33,212 33,212 
Total revenues 42,561 $74,039 $1,113 $— 117,713 
Total expenses40,439 86,455 28,901 — 155,794 
Pretax income (loss)2,122 (12,416)(27,788)— (38,081)
Provision (benefit) for income taxes270 (2,681)(378)— (2,789)
Net income (loss) from Continuing Operations
$1,852 $(9,735)$(27,410)$— $(35,292)
Adjustments to EBITDA
Add: Interest expense$— $11,024 $— $— $11,024 
Add: Income tax expense270 (2,681)(378)— (2,789)
Add: Depreciation— 109 744 — 853 
Add: Intangible amortization— 18,064 — — 18,064 
EBITDA $2,122 $16,781 $(27,044)$— $(8,140)
EBITDA attributable to shareholders$2,122 $9,576 $(27,044)$— $(15,345)
Adjustments to Adjusted EBITDA
Add: Acquisition and integration-related expenses$— $375 $1,081 $— $1,456 
Add: Equity-based compensation expense147 67 3,469 — 3,683 
Add: Severance and restructuring expense— 60 4,737 — 4,797 
Add: Other non-operating (income) losses— (591)— — (591)
Adjusted EBITDA$2,270 $16,692 $(17,759)$— $1,205 
Adjusted EBITDA to shareholders$2,270 $9,611 $(17,759)$— $(5,876)
Net income (loss) (Continuing Operations)$1,852 $(9,735)$(27,410)$— $(35,292)
Adjustments:
Add: Acquisition and integration-related expenses— 375 1,081 — 1,456 
Add: Intangible amortization— 18,064 — — 18,064 
Add: Equity-based compensation expense147 67 3,469 — 3,683 
Add: Severance and restructuring expense— 60 4,737 — 4,797 
Add: Other non-operating (income) losses— (591)— — (591)
Adjusted net income (loss) before tax adjustments and NCI2,000 8,240 (18,123)— (7,883)
Income tax effects(15)(1,892)15 — (1,892)
Adjusted net income (loss) before NCI1,985 6,348 (18,108)— (9,775)
Net (income) loss attributable to noncontrolling interest— (6,812)— — (6,812)
Adjusted net income (loss) attributable to shareholders$1,985 $(464)$(18,108)$— $(16,587)
Net income (loss) margin4.4 %(13.1)%NMNM(30.0)%
Adjusted EBITDA Margin5.3 %22.5 %NMNM1.0 %
Adjusted EBITDA Margin to shareholders5.3 %13.0 %NMNM(5.0)%
Adjusted Net income (loss) after NCI margin4.7 %(0.6)%NMNM(14.1)%
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Organic Growth
Three Months Ended June 30,Six Months Ended June 30,
($ in thousands)20262025% Growth20262025% Growth
Total Insurance Distribution revenue (1)
$58,418 $33,041 76.8 %$136,944 $74,039 85.0 %
Less: Acquired revenues(7,289)— (28,410)— 
Less: Profit commission and contingent commission income(5,620)(2,266)(11,808)(6,957)
Less: Impact of F.X. rates(445)2,564 (1,722)3,710 
Less: Other conforming adjustments (2)
— (2,074)— (4,307)
Total Organic Revenue & Growth Percentage$45,064 $31,265 44.1 %$95,004 $66,485 42.9 %
(1)Total Insurance Distribution revenue includes investment income
(2)Change in accounting in 1Q26 related to an MGA contracts on a net basis, normalizing the prior year for consistency.
Total Specialty P&C Insurance Production
Specialty P&C Insurance production includes gross premiums written by Octave's Specialty P&C Insurance segment and premiums placed by the Insurance Distribution segment.
Three Months Ended June 30,Six Months Ended June 30,
($ in thousands)
20262025
% Change
20262025
% Change
Specialty Property & Casualty Insurance Gross Premiums Written$94,702 $96,247 (2)%$198,418 $183,162 8 %
Insurance Distribution Premiums Placed (1)
306,667 249,912 23 %733,500 483,098 52 %
Specialty P&C Insurance Production$401,369 $346,159 16 %$931,918 $666,260 40 %
(1)Excludes $7,700 of intersegment premiums placed with Specialty Property & Casualty Insurance during the three and six months ended June 30, 2026.
About Octave
Octave Specialty Group, Inc. is a global specialty insurance firm that builds, buys, and scales niche insurance distribution and underwriting businesses. With a focus on operational excellence, disciplined growth, and innovation, Octave is creating a harmonized portfolio of companies that deliver exceptional performance and long-term value for shareholders. For more information, visit www.octavegroup.com.
The Amended and Restated Certificate of Incorporation of Octave contains substantial restrictions on the ability to transfer Octave’s common stock. Subject to limited exceptions, any attempted transfer of common stock shall be prohibited and void to the extent that, as a result of such transfer (or any series of transfers of which such transfer is a part), any person or group of persons shall become a holder of 5% or more of Octave’s common stock or a holder of 5% or more of Octave’s common stock increases its ownership interest.
Contact
Karen Beyer
Managing Director, Investor Relations
(212) 208-3222
ir@octavegroup.com
Forward-Looking Statements
This press release, and any related oral statements, contain statements that may constitute “forward-looking statements” within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words such as “estimate,” “project,” “plan,” “believe,” “anticipate,” “intend,” “planned,” “potential” and similar expressions, or future or conditional verbs such as “will,” “should,” “would,” “could,” and “may,” or the negative of those expressions or verbs, identify forward-looking statements. We caution readers that these statements are not guarantees of future performance. Forward-looking statements are not historical facts, but instead represent only our beliefs regarding future events, which may by their nature be inherently uncertain and some of which may be outside our control. These statements may relate to plans and objectives with respect to the future, among other things, which may change. We are alerting you to the possibility that our actual results may differ, possibly materially, from the expected objectives or anticipated results that may be suggested, expressed or implied by these forward-looking statements. Important factors that could cause our results to differ, possibly materially, from those
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indicated in the forward-looking statements include, among others, those discussed under “Risk Factors.” in our most recent SEC filed quarterly or annual report.
Any or all of management’s forward-looking statements, whether contained herein or in other publications, may prove to be incorrect and are based on management’s current belief or opinions. Octave Specialty Group’s (“OSG”) and its subsidiaries’ (collectively, “Octave” or the “Company”) actual results may differ materially from those expressed in, or implied by, these forward-looking statements, and there are no guarantees about the performance of Octave’s securities. Among events, risks, uncertainties or factors that could cause actual results to differ materially are: (1) the high degree of volatility in the price of OSG’s common stock; (2) uncertainty concerning the Company’s ability to achieve value for holders of its securities from the specialty property and casualty insurance business, the insurance distribution business, or related businesses; (3) greater than expected underwriting losses in the Company’s specialty property and casualty insurance business resulting in inadequacy of loss and loss expense reserves and the possibility that changes in reserves may result in further volatility of earnings or financial results; (4) credit risk throughout Octave’s business, including but not limited to issuers of securities in our investment portfolios, and exposures to reinsurers; (5) the Company’s level of indebtedness, including its ability to generate sufficient cash to service obligations, refinance existing debt, or obtain additional financing on acceptable terms, and the resulting impact on financial condition and operating flexibility; (6) dependence on third parties, including specialty insurance program partners, reinsurers, distribution relationships, and other service providers, and the risk of failures or disruptions in their performance; (7) inability to obtain reinsurance coverage on economic terms; (8) loss of key relationships for the production of business in our specialty property and casualty and insurance distribution businesses or the inability to secure such additional relationships to produce expected results; (9) the impact of catastrophic public health events, environmental or natural events, or political events, including as a result of global or regional conflicts; (10) restrictive covenants in agreements and instruments that impair Octave’s ability to pursue or achieve its business strategies; (11) regulatory risks, including disagreements with insurance regulators, changes in laws or regulations, and the Company’s ability to adapt to an evolving regulatory environment; (12) risks related to changes in the composition, valuation, or performance of the Company’s investment portfolio, including interest rate and foreign currency exchange rate fluctuations; (13) events or circumstances that result in the impairment of our intangible assets and/or goodwill that were recorded in connection with Octave’s acquisitions; (14) the risk of litigation, regulatory inquiries, investigations, claims or proceedings, and the risk of adverse outcomes in connection therewith; (15) system security risks, data protection breaches and cyberattacks; (16) our inability to attract and retain qualified executives, senior managers and other employees, or the loss of such personnel; (17) greater competition for our specialty property and casualty insurance business and/or our insurance distribution business; (18) loss or lowering of the AM Best rating for our property and casualty insurance company subsidiaries; (19) disintermediation within the insurance industry or greater competition from technology-based insurance solutions or non-traditional insurance markets; (20) changes in law or in the functioning of the healthcare market that impair the business model of our accident and health managing general agents; (21) failure to successfully execute business expansion initiatives, integrate acquired businesses, or realize anticipated benefits from such efforts and significant obligations under put rights granted in completed acquisitions; and (22) other risks and uncertainties that have not been identified at this time.

Source: Octave Specialty Group, Inc.
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