NASDAQ: TIPT

TIPTREE INC.

CIK 0001393726 · SIC 6331 · Fire, Marine & Casualty Insurance

Micro by revenue · Large by assets Revenue $488K Assets $7.0B as of Aug 26, 2026

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… About this business →

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10-Q Filed Jul 29, 2026 · Period ending Jun 30, 2026

revenue $0, net income $389.2M. Tiptree exits insurance & mortgage, holds cash after Fortegra sale

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8-K Filed Jul 29, 2026 · Period ending Jul 28, 2026

Tiptree acquires Universal Shield Insurance for $100M, declares $0.06 dividend

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8-K Filed May 29, 2026 · Period ending May 29, 2026 Red flag

Tiptree completes $1.08B sale of Fortegra subsidiary, repays all debt under Fortress facility

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8-K Filed May 22, 2026 · Period ending May 22, 2026 Red flag

Tiptree announces May 29 closing date for $1.65B sale of Fortegra subsidiary

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8-K Filed May 4, 2026 · Period ending May 1, 2026

Tiptree completes $47.3M sale of Reliance First Capital to Carrington Mortgage

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10-Q Filed Apr 30, 2026 · Period ending Mar 31, 2026 Risk improved

revenue $0, net income $14.2M. Tiptree to sell Fortegra for and Reliance for; controls disclosures absent

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8-K Filed Apr 30, 2026 · Period ending Apr 28, 2026

Tiptree amends DB Insurance merger, drops NY regulatory approval to expedite Fortegra sale

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8-K Filed Apr 29, 2026 · Period ending Apr 28, 2026

Tiptree shareholders approve 4M share equity plan expansion, elect three directors

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10-K Filed Mar 9, 2026 · Period ending Dec 31, 2025

Tiptree to exit insurance and mortgage ops via $488,000 sales; no cash distribution planned

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10-Q Filed Oct 31, 2025 · Period ending Sep 30, 2025

Summary not yet generated.

10-Q Filed Jul 30, 2025 · Period ending Jun 30, 2025

Summary not yet generated.

10-Q Filed Apr 30, 2025 · Period ending Mar 31, 2025

Summary not yet generated.

10-K Filed Mar 3, 2025 · Period ending Dec 31, 2024

Summary not yet generated.

Latest financial statements

From 10-Q filed Jul 29, 2026 (period ending Jun 30, 2026). As printed on the EDGAR/iXBRL face — not generated by the model.

As filed

Condensed Consolidated Statements of Operations (Unaudited)

(in thousands, except share data)

Description Three months ended June 30, 2026 Three months ended June 30, 2025 Six months ended June 30, 2026 Six months ended June 30, 2025
Revenues:
Other revenue 92 482
Total revenues 92 482
Expenses:
Employee compensation and benefits 6,502 6,985 13,264 16,318
Depreciation and amortization 362 361 718 718
Other expenses 2,187 4,616 4,066 7,898
Total expenses 9,051 11,962 18,048 24,934
Operating income (loss) before taxes (9,051) (11,870) (18,048) (24,452)
Non operating income:
Net realized and unrealized gains (losses) (1,454) (261) (714)
Other income 3,917 865 4,883 1,401
Income (loss) before taxes (5,134) (12,459) (13,426) (23,765)
Less: provision (benefit) for income taxes 1,315 (2,014) 162 (3,619)
Net income (loss) from continuing operations (6,449) (10,445) (13,588) (20,146)
Discontinued operations:
Income (loss) from discontinued operations (1) 395,682 29,405 417,067 44,741
Net income (loss) attributable to common stockholders 389,233 18,960 403,479 24,595
Net income (loss) from continuing operations per common share:
Basic earnings per share (0.17) (0.28) (0.36) (0.54)
Diluted earnings per share (0.17) (0.28) (0.36) (0.54)
Net income (loss) from discontinued operations per common share:
Basic earnings per share 10.55 0.78 11.08 1.20
Diluted earnings per share 10.47 0.67 11.00 1.09
Net income (loss) per common share:
Basic earnings per share 10.38 0.50 10.72 0.66
Diluted earnings per share 10.30 0.39 10.64 0.55
Weighted average number of common shares:
Basic 37,501,135 37,496,875 37,644,493 37,422,957
Diluted 37,501,135 37,496,875 37,644,493 37,422,957
Dividends declared per common share 0.06 0.06 0.12 0.12

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands, except share data)

Description June 30, 2026 December 31, 2025
Assets:
Current assets:
Cash and cash equivalents 946,933 30,784
Marketable securities 158,233 21,701
Other current assets 8,099 2,361
Total current assets 1,113,265 54,846
Right of use asset 7,389 8,301
Property, plant and equipment, net 5,544 6,262
Deferred tax assets 6,630
Other assets 1,289 2,269
Assets held for sale (1) 6,768,387
Total assets 1,134,117 6,840,065
Liabilities and Stockholders’ Equity
Liabilities:
Current liabilities:
Short-term debt, net 8,138
Current tax payable 204,760
Other current liabilities 14,607 20,964
Total current liabilities 219,367 29,102
Long-term debt, net 63,948
Long-term lease obligations 7,627 8,654
Deferred tax liabilities 80,390
Liabilities held for sale (1) 5,905,572
Total liabilities 226,994 6,087,666
Stockholders’ Equity:
Preferred stock: $0.001 par value, 100,000,000 shares authorized, none issued or outstanding
Common stock: $0.001 par value, 200,000,000 shares authorized, 37,266,005 and 37,824,472 shares issued and outstanding, respectively 37 38
Additional paid-in capital 386,557 394,435
Accumulated other comprehensive income (loss), net of tax 5 (7,496)
Retained earnings 520,524 121,574
Total Tiptree Inc. stockholders’ equity 907,123 508,551
Non-controlling interests:
Fortegra preferred interests 77,679
Common interests 166,169
Total non-controlling interests 243,848
Total stockholders’ equity 907,123 752,399
Total liabilities and stockholders’ equity 1,134,117 6,840,065

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

Description Six months ended June 30, 2026 Six months ended June 30, 2025
Operating Activities:
Net income (loss) attributable to common stockholders 403,479 24,595
Adjustments to reconcile net income to net cash provided by (used in) operating activities
Net realized and unrealized (gains) losses 261 714
Non-cash compensation expense 2,964 8,368
Amortization/accretion of premiums and discounts (479) (471)
Depreciation and amortization expense 718 718
Non-cash lease expense 928 967
Deferred provision (benefit) for income taxes (3,619)
Amortization of deferred financing costs 291
Net income from discontinued operations (417,067) (44,741)
Changes in operating assets and liabilities:
(Increase) decrease in other assets (4,484) 1,030
Increase (decrease) in other liabilities and lease obligations (4,714) (1,525)
Net cash provided by (used in) operating activities from continuing operations (18,394) (13,673)
Net cash provided by (used in) operating activities from discontinued operations 53,242 1,605
Net cash provided by (used in) operating activities 34,848 (12,068)
Investing Activities:
Purchases of investments (157,193) (74,348)
Proceeds from sales and maturities of investments 20,869 11,400
Net cash provided by (used in) investing activities from continuing operations (136,324) (62,948)
Net cash provided by (used in) investing activities from discontinued operations 696,339 73,016
Net cash provided by (used in) investing activities 560,015 10,068
Financing Activities:
Dividends paid (4,529) (4,526)
Non-controlling interest (redemptions) contributions (5)
Cash (paid) received in connection with vested or exercised stock awards (502) (2,414)
Payment of debt issuance costs (50) (2,285)
Proceeds from borrowings and mortgage notes payable 74,250
Principal paydowns of borrowings and mortgage notes payable (74,249) (375)
Repurchases of common stock and other changes in additional paid-in capital (10,319)
Net cash provided by (used in) financing activities from continuing operations (89,654) 64,650
Net cash provided by (used in) financing activities from discontinued operations 42,160 (10,162)
Net cash provided by (used in) financing activities (47,494) 54,488
Effect of exchange rate changes on cash 2,193 6,296
Net increase (decrease) in cash, cash equivalents and restricted cash 549,562 58,784
Cash, cash equivalents and restricted cash beginning of period 30,784 19,437
Cash, cash equivalents and restricted cash beginning of period - held for sale 366,587 396,827
Cash, cash equivalents and restricted cash end of period 946,933 475,048
Less: Reclassification of cash to held for sale 470,675
Cash, cash equivalents and restricted cash end of period 946,933 4,373

Amounts as printed on the EDGAR/iXBRL face — (in thousands, except share data); (in thousands). Labels, columns, and figures are the filing face, not a GAAP stencil. Interactive statements & notes on EDGAR ↗

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About TIPTREE INC.

Source: Item 1 (Business) from the 10-K filed March 9, 2026. Description as filed by the company with the SEC.

Item 1. Business

OVERVIEW

Our Business

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.

Our Operating Principles

We acquire controlling interests and invest in businesses that we believe (i) operate in industries with long-term growth opportunities, (ii) have positive and stable cash flows, (iii) offer scalable business models with embedded optionality, and (iv) have strong management teams. We believe that our patient capital approach and long-term outlook enhances the ability for our businesses to grow earnings and cash flows across market cycles.

Invest for Long-term Returns. Our financial goals are to generate consistent and growing earnings and cash flow, and to enhance stockholder value as measured by growth in stock price plus dividends paid. We manage Tiptree with a long-term perspective, balancing cash-flowing investments with opportunities for capital appreciation. We focus on targeting investment returns that have a combination of current earnings and long-term capital appreciation, understanding that temporary accounting gains and losses may vary significantly from one period to the next.

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Think Like Owners. Efficient deployment of capital is our top priority. We aim to find the best use of capital to create long-term value for our stockholders. We hope to achieve this through a combination of investments in our existing businesses, select acquisitions and monetization opportunities, opportunistic share repurchases and paying a consistent dividend. As of December 31, 2025, directors, officers, employees and related trusts owned 34% of the Company.

Underwrite to a Profit. Long‑term performance in insurance and financial services businesses is driven by disciplined underwriting. Our highest priority is to maintain strong underwriting practices, with attention paid to the disciplines of pricing, underwriting and claims management.

As of December 31, 2025, Tiptree and its consolidated subsidiaries had 1,486 employees; 1,459 of whom were employees of our discontinued operations, and 14 of whom were at our corporate headquarters. Corporate employees are responsible for overall strategy, capital allocation and investment decisions, as well as public company reporting and compliance.

Our businesses are subject to regulation as described below. The 1940 Act may limit the types and nature of businesses that we engage in and assets that we may acquire. See “Risk Factors-Risks Related to Regulatory and Legal Matters-Maintenance of our 1940 Act exemption will impose limits on our operations.”

Recent Transactions

On September 26, 2025, Tiptree entered into the Sale Agreement with Purchaser and Fortegra whereby Tiptree and Warburg will sell Fortegra to Purchaser for aggregate consideration of $1.65 billion in cash (subject to certain adjustments set forth in the Sale Agreement). As of December 31, 2025, Tiptree owns approximately 69.1% of Fortegra on a fully diluted basis. At the closing of the Sale, Purchaser will acquire complete common equity ownership of Fortegra and all of its subsidiaries. As a result of this agreement, and subsequent shareholder approval, Fortegra is now classified as held for sale and in discontinued operations on Tiptree’s financial statements as of December 31, 2025.

On October 31, 2025, Tiptree entered into the Reliance Purchase Agreement with Reliance Buyer and Reliance whereby Tiptree will sell Reliance to Reliance Buyer for aggregate consideration of 93.5% of Reliance's tangible book value, or an estimated $50 million of gross proceeds as of December 31, 2025 (subject to certain adjustments set forth in the Reliance Purchase Agreement). As a result of

this agreement, Reliance is now classified as held for sale and in discontinued operations on Tiptree’s financial statements as of December 31, 2025.

HELD FOR SALE AND DISCONTINUED OPERATIONS:

Insurance: Our Insurance business, Fortegra, is a growing, consistently profitable, and multinational specialty insurance company focused on underwriting complex and niche risks in underserved markets. Founded in 1978, the business has a long-standing track record of disciplined and stable underwriting results while generating strong growth and attractive returns on capital. Fortegra is an underwriting-focused company, with deep expertise within the admitted and E&S insurance lines and capital light fee-based services markets. It targets moderate risk limits and utilizes a sophisticated reinsurance strategy to reduce volatility and protect its capital. The business differentiates itself through its go-to-market strategy, expertise in customized underwriting solutions and the value-added services offered to its distribution partners.

Fortegra’s balanced business mix allows it to opportunistically allocate capital as market conditions change and utilize the cash flows generated through capital light, fee-based businesses to partially fund the growth capital required across its insurance businesses. Fortegra has proven its ability to opportunistically take advantage of market dynamics throughout its history, and remains well positioned to benefit from an increasingly complex world, leading to secular growth in the specialty P&C market.

Fortegra underwrites specialty programs which are distributed primarily through MGAs, retail agents and other distributors, collectively referred to as distribution partners. We believe this agent-centric specialty focus provides Fortegra with a competitive advantage and enables them to provide distribution partners with value-added services to improve their underwriting and operating performance, driving high agent retention. We believe this “one-to-many” distribution model is more efficient for the types of specialty risks Fortegra underwrites and allows the business to leverage its agents’ specialization in a particular market as well as their extensive retail network. To align economic interests, distribution partners receive variable forms of commission based on underwriting performance which supports the consistency and stability of Fortegra’s underwriting results. We believe this agent-centric distribution model is positioned for success given the continued growth of MGAs as a distribution channel and the differentiated approach Fortegra takes in this market.

Mortgage: Our mortgage operation was conducted through Reliance First Capital, LLC and had been focused on primarily originating and servicing agency-eligible (Federal Housing Administration (“FHA”) and Veterans Administration (“VA”)) and conventional and government loans that can be transferred to Ginnie Mae pools or sold on a servicing-retained or servicing-released basis to Fannie Mae, Freddie Mac or secondary market investors and aggregators. Revenues are primarily generated from gain on sale income, loan fee income, servicing fee income, and net interest income. The growth in our mortgage business is expected primarily to come from increased origination volume, retention of additional mortgage servicing rights, and new products.

Human Capital

The success of our businesses depends on our ability to attract and retain experienced personnel and seasoned key executives who are knowledgeable about their industry and business. We recruit talent in diverse communities. Tiptree’s seven member board of directors includes two women and one underrepresented minority. Our talent strategy is focused on employee engagement and investments in programs to support career development, as well as recognizing and rewarding performance. An important element of our talent strategy is succession planning and building leadership at various levels across the organization.

We strive to:

Provide employee wages that are competitive and consistent with employee positions, skill levels, experience, knowledge and geographic location.

Align executives’ long-term equity compensation with stockholders’ interests by linking realizable pay with earnings and total stockholder return.

Ensure that annual increases and incentive compensation are based on merit, which is communicated to employees at the time of hiring and documented through their talent management process as part of the annual review procedures and upon internal transfer and/or promotion.

Ensure that all employees are eligible for health insurance, paid and unpaid leaves, and life and disability/accident coverage as well as access to wellness programs.

We invest in our employees’ career growth and provide employees with a wide range of training and development opportunities, including face-to-face, virtual and self-directed learning, mentoring, external development opportunities and continuing education required by certain professional organizations.

AVAILABLE INFORMATION

We are required to file annual, quarterly and current reports, proxy statements and other information with the SEC.

Our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, proxy statements and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, are also available free of charge on our Internet site at www.tiptreeinc.com as soon as reasonably practicable after such reports are electronically filed with or furnished to the SEC. The information on our website is not, and shall not be deemed to be, a part hereof or incorporated into this or any of our other filings with the SEC.

Our Investor Relations Department can be contacted at Tiptree Inc., 660 Steamboat Road, 2nd Floor, Greenwich, Connecticut 06830, Attn: Investor Relations, telephone: (212) 446-1400, email: IR@tiptreeinc.com.