v3.26.3
Equity
 9 Months Ended
Sep. 30, 2026
Equity [Abstract]  
Equity

Note 17 -- Equity

Stockholders’ Equity

Common Stock

Each share of common stock entitles the stockholder to one vote.

Share Repurchase Program

In March 2026, the Company’s Board of Directors authorized a program to repurchase up to $80,000, excluding commissions and other costs, of shares of the Company’s common stock through February 27, 2027 (“Share Repurchase Program”). The Share Repurchase Program permitted the Company to repurchase shares for cash periodically in open market purchases, block transactions, privately negotiated transactions in accordance with applicable federal securities laws, or by other means, including through the use of trading programs intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions, including Rule 10b-18 under that Act. The Share Repurchase Program did not obligate the Company to repurchase a specific number of shares of common stock and could have been canceled or suspended at any time without notice.

The Company completed the Share Repurchase Program on July 17, 2026. During the three and nine months ended September 30, 2026, the Company repurchased 30,721 and 504,330 shares of common stock for $5,534 and $80,000, respectively, excluding commissions and other costs, under the Share Repurchase Program. All of the shares repurchased were treated as retirements and reduced the number of shares issued and outstanding. The excess of the purchase price over the par value per share was recorded as a reduction of additional paid-in capital. Commissions and other costs on repurchases of common stock were not material.

Dividends

Stockholders are entitled to receive dividends when, as, and if declared by the Company’s Board of Directors out of funds legally available for that purpose. Unvested restricted stock awards have the right to share in dividends, if declared, equally with common stockholders on a nonforfeitable basis.

The following table represents the frequency and amount of all cash dividends declared on common stock for the periods presented:

 

Declaration Date

 

Date of Record

 

Payment Date

 

Per Share Amount

 

Nine Months Ended September 30, 2026

 

 

 

 

 

 

 

7/1/2026

 

8/21/2026

 

9/18/2026

 

$

0.40

 

4/22/2026

 

5/15/2026

 

6/18/2026

 

$

0.40

 

1/14/2026

 

2/20/2026

 

3/20/2026

 

$

0.40

 

 

 

 

 

Total

 

$

1.20

 

 

 

 

 

 

 

 

 

Nine Months Ended September 30, 2025

 

 

 

 

 

 

 

7/1/2025

 

8/15/2025

 

9/19/2025

 

$

0.40

 

4/23/2025

 

5/16/2025

 

6/20/2025

 

$

0.40

 

1/14/2025

 

2/21/2025

 

3/21/2025

 

$

0.40

 

 

 

 

 

Total

 

$

1.20

 

 

Preferred Stock

As of September 30, 2026 and December 31, 2025, the Company had 20,000,000 preferred shares authorized, with no shares issued and outstanding.

Warrants

As of September 30, 2026 and December 31, 2025, there were 11,250 warrants outstanding at an exercise price of $54.40 with an expiration date of December 31, 2028.

At-The-Market Facility

On January 22, 2024, the Company implemented an “at-the-market” facility (“ATM Facility”) which gives the Company the ability to raise up to $75,000 through the issuance of new shares of common stock through a sales agent (“Sales Agent”). The Company has no obligation to sell, and the Sales Agent has no obligation to buy or sell, any shares of common stock under the ATM Facility. As of September 30, 2026, the remaining availability under the ATM Facility was $75,000.

Noncontrolling Interests

Exzeo

As of September 30, 2026, HCI Group, Inc. owned 75,000,000 of the 89,715,825 shares of Exzeo’s outstanding common stock. Of the shares not owned by HCI Group, Inc., 2,458,673 represent unvested restricted stock awards granted to Exzeo's employees.

Other adjustments to noncontrolling interests in the consolidated statements of equity primarily relates to (i) the net settlement of Exzeo common shares surrendered by employees to satisfy payroll tax liabilities associated with the vesting of restricted stock awards issued under Exzeo’s stock-based compensation plan and (ii) the change in ownership of Exzeo as a result of the vesting of restricted stock awards issued under Exzeo’s stock-based compensation plan.

May 2026 Exzeo Share Repurchase Program

In May 2026, Exzeo’s Board of Directors authorized a program to repurchase up to $12,000, excluding commissions and other costs, of shares of Exzeo’s common stock (“May 2026 Exzeo Share Repurchase Program”). The May 2026 Exzeo Share Repurchase Program permitted Exzeo to repurchase shares for cash periodically in open market purchases, block transactions, privately negotiated transactions in accordance with applicable federal securities laws, or by other means, including through the use of trading programs intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions, including Rule 10b-18 under that Act. The May 2026 Exzeo Share Repurchase Program did not obligate Exzeo to repurchase a specific number of shares of common stock and could have been canceled or suspended at any time without notice.

Exzeo completed the May 2026 Exzeo Share Repurchase Program on July 8, 2026. During the three and nine months ended September 30, 2026, Exzeo repurchased 107,422 and 834,250 shares of its common stock for $1,971 and $12,000, respectively, excluding commissions and other costs, under the May 2026 Exzeo Share Repurchase Program. All of the shares repurchased were treated as retirements and reduced the number of shares

issued and outstanding of Exzeo. Commissions and other costs on repurchases of noncontrolling interests were not material.

August 2026 Exzeo Share Repurchase Program

In August 2026, Exzeo’s Board of Directors authorized a program to repurchase up to $25,000, excluding commissions and other costs, of shares of Exzeo’s common stock (“August 2026 Exzeo Share Repurchase Program”). The August 2026 Exzeo Share Repurchase Program permits Exzeo to repurchase shares for cash periodically in open market purchases, block transactions, privately negotiated transactions in accordance with applicable federal securities laws, or by other means, including through the use of trading programs intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions, including Rule 10b-18 under that Act. The August 2026 Exzeo Share Repurchase Program does not obligate Exzeo to repurchase a specific number of shares of common stock and may be canceled or suspended at any time without notice.

During the three and nine months ended September 30, 2026, Exzeo repurchased 303,163 shares of its common stock for $4,980, excluding commissions and other costs, under the August 2026 Exzeo Share Repurchase Program. All of the shares repurchased were treated as retirements and reduced the number of shares issued and outstanding of Exzeo. Commissions and other costs on repurchases of noncontrolling interests were not material.

As of September 30, 2026, Exzeo may repurchase up to approximately $20,020 of additional shares of its common stock under the August 2026 Exzeo Share Repurchase Program.

 

Subscriber Surplus Contributions

Subscriber surplus contributions in noncontrolling interests represent the nonrefundable portion of the surplus contributions received from policyholders of CORE and Tailrow. The surplus contributions are reclassified from redeemable noncontrolling interest once they are no longer refundable. As CORE and Tailrow are owned by their underlying policyholders, their net assets are included in noncontrolling interests.

Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) consists of unrealized gains or losses on available-for-sale fixed-maturity securities carried at fair value, net of income taxes. Amounts included in accumulated other comprehensive income (loss) are reclassified to either net investment income or net realized investment gains (losses) in the consolidated statements of income when the underlying transactions are recognized in earnings. Other comprehensive income (loss) represents the change in accumulated other comprehensive income (loss), excluding changes resulting from ownership changes in noncontrolling interests, which are reflected as reclassifications between noncontrolling interests and accumulated other comprehensive income (loss).

The following table summarizes the activity with respect to accumulated other comprehensive income (loss) during the three and nine months ended September 30, 2026 and 2025:

 

 

 

Before Tax

 

 

Income Tax Effect

 

 

Total

 

 

Noncontrolling Interests

 

 

Accumulated Other Comprehensive Loss

 

Balance as of June 30, 2026

 

$

(12,737

)

 

$

(3,190

)

 

$

(9,547

)

 

$

(165

)

 

$

(9,382

)

Net unrealized losses

 

 

(40,809

)

 

 

(10,219

)

 

 

(30,590

)

 

 

(1,417

)

 

 

(29,173

)

Reclassification to net investment
  income

 

 

3

 

 

 

1

 

 

 

2

 

 

 

—

 

 

 

2

 

Reclassification to net realized
  investment gains

 

 

(13

)

 

 

(3

)

 

 

(10

)

 

 

 

 

 

(10

)

Change in ownership interests

 

 

—

 

 

 

—

 

 

 

—

 

 

 

23

 

 

 

(23

)

Balance as of September 30, 2026

 

$

(53,556

)

 

$

(13,411

)

 

$

(40,145

)

 

$

(1,559

)

 

$

(38,586

)

 

 

 

Before Tax

 

 

Income Tax Effect

 

 

Total

 

 

Noncontrolling Interests

 

 

Accumulated Other Comprehensive Income

 

Balance as of June 30, 2025

 

$

1,544

 

 

$

386

 

 

$

1,158

 

 

$

—

 

 

$

1,158

 

Net unrealized gains

 

 

1,205

 

 

 

302

 

 

 

903

 

 

 

—

 

 

 

903

 

Reclassification to net realized
  investment gains

 

 

(33

)

 

 

(8

)

 

 

(25

)

 

 

—

 

 

 

(25

)

Balance as of September 30, 2025

 

$

2,716

 

 

$

680

 

 

$

2,036

 

 

$

—

 

 

$

2,036

 

 

 

 

Before Tax

 

 

Income Tax Effect

 

 

Total

 

 

Noncontrolling Interests

 

 

Accumulated Other Comprehensive Income (Loss)

 

Balance as of December 31, 2025

 

$

1,946

 

 

$

487

 

 

$

1,459

 

 

$

—

 

 

$

1,459

 

Net unrealized losses

 

 

(55,603

)

 

 

(13,923

)

 

 

(41,680

)

 

 

(1,582

)

 

 

(40,098

)

Reclassification to net investment
  income

 

 

161

 

 

 

40

 

 

 

121

 

 

 

—

 

 

 

121

 

Reclassification to net realized
  investment gains

 

 

(60

)

 

 

(15

)

 

 

(45

)

 

 

—

 

 

 

(45

)

Change in ownership interests

 

 

—

 

 

 

—

 

 

 

—

 

 

 

23

 

 

 

(23

)

Balance as of September 30, 2026

 

$

(53,556

)

 

$

(13,411

)

 

$

(40,145

)

 

$

(1,559

)

 

$

(38,586

)

 

 

 

Before Tax

 

 

Income Tax Effect

 

 

Total

 

 

Noncontrolling Interests

 

 

Accumulated Other Comprehensive (Loss) Income

 

Balance as of December 31, 2024

 

$

(999

)

 

$

(250

)

 

$

(749

)

 

$

—

 

 

$

(749

)

Net unrealized gains

 

 

3,782

 

 

 

947

 

 

 

2,835

 

 

 

—

 

 

 

2,835

 

Reclassification to net realized
  investment gains

 

 

(67

)

 

 

(17

)

 

 

(50

)

 

 

—

 

 

 

(50

)

Balance as of September 30, 2025

 

$

2,716

 

 

$

680

 

 

$

2,036

 

 

$

—

 

 

$

2,036