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Kinsale Capital Group, Inc. - Quarter Report: 2025 March (Form 10-Q)

) )     )             

Balance at December 31, 2023
 $ $ $ $()$— $ 
Issuance of common stock under stock-based compensation plan
   — — —  
Stock-based compensation expense
— —  — — —  
Restricted shares withheld for taxes()— ()— — — ()
Dividends declared ($ per share)
— — — ()— — ()
Other comprehensive loss, net of tax— — — — ()— ()
Net income— — —  — —  
Balance at March 31, 2024 $ $ $ $()$— $ 


See accompanying notes to condensed consolidated financial statements.
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KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows (Unaudited)
 )      ))) )  
Three Months Ended March 31,
20252024
(in thousands)
Operating activities:
Net cash provided by operating activities$ $ 
Investing activities:
Purchase of property and equipment()()
Purchase of real estate investment ()
Change in short-term investments, net() 
Purchases – fixed-maturity securities()()
Purchases – equity securities()()
Sales – fixed-maturity securities  
Sales – equity securities  
Maturities and calls – fixed-maturity securities  
Other  
Net cash used in investing activities()()
Financing activities:
 
 $ 
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Change in net unrealized gains (losses) on fixed-maturity securities
For the three months ended March 31, 2025 and 2024, the change in net unrealized gains (losses) for fixed-maturity securities was $ million and $() million, respectively.
Insurance – statutory deposits
The Company had invested assets with a fair value of $ million and $ million on deposit with state regulatory authorities at March 31, 2025 and December 31, 2024, respectively.
Payable for investments purchased
The Company recorded a payable for investments purchased, not yet settled, of $ million at March 31, 2025. The Company did have a payable for investments purchased at December 31, 2024, respectively. The payable balance was included in the "other liabilities" line item of the consolidated balance sheet.
3.     
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 $ $ $  ) )  ) $ 
Amortization of net policy acquisition costs is included in the line item "underwriting, acquisition and insurance expenses" in the accompanying consolidated statements of income and comprehensive income.
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6.     
 $ Parking deck  Land  Equipment  Software  Furniture and fixtures  Land improvements  Leasehold improvements  )      $ 
and anti-dilutive stock awards for the three months ended March 31, 2025 and 2024, respectively.

10.
% and % for the three months ended March 31, 2025 and 2024, respectively, and were lower than the federal statutory rate of % due primarily to the tax benefits from stock-based compensation, including stock options exercised, and from income generated by certain tax-exempt investments. The effective tax rate was higher
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11.    
 $ 
Less: reinsurance recoverable on unpaid losses
   $ ) $ ) $  $ Reinsurance recoverables on unpaid losses, net  Reinsurance recoverables, net$ $ 

13.    
 million through September 18, 2026.
Pursuant to the Note Purchase Agreement, on , the Company issued $ million aggregate principal amount of % Series A Senior Notes Due (collectively, the "Series A Notes"), and on September
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 million aggregate principal amount % Series B Senior Note ("Series B Note") due .
The Series A and B Notes are senior unsecured obligations of the Company and rank pari passu with the Company’s Amended and Restated Credit Agreement.
Principal payments on the Series A Notes are required annually beginning on in equal installments of $ million through .
Principal payments on the Series B Note are required annually beginning on in equal installments of $ million through .
Credit Agreement
On July 22, 2022, the Company entered into an Amended and Restated Credit Agreement, with JPMorgan Chase Bank, N.A., as administrative agent and as issuing bank, Truist Bank, as syndication agent, and the lenders party thereto (collectively, the "Lenders"). The Amended and Restated Credit Agreement provides the Company with a $ million senior unsecured revolving credit facility (the "Credit Facility"), with the option to increase the aggregate commitment by $ million. The Company is required to pay a Commitment Fee Rate (as defined therein) of % on the average daily amount of the Available Revolving Commitment (as defined therein). Borrowings under the Amended and Restated Credit Agreement may be used for general corporate purposes (which may include, without limitation, to fund future growth, to finance working capital needs, to fund capital expenditures, and to refinance, redeem or repay indebtedness).
For the three months ended March 31, 2025, the annual weighted-average interest rate of borrowings under the Credit Facility was %.
 $()
The sale or credit loss of an available-for-sale fixed-maturity security results in amounts being reclassified from accumulated other comprehensive income (loss) to realized gains or losses in current period earnings. The related tax effect of the reclassification adjustment is recorded in income tax expense in current period earnings. See Note 2 for additional information.

15.     
reportable segment, the Excess and Surplus Lines Insurance segment, which primarily offers commercial excess and surplus lines liability and property insurance products through its underwriting divisions in the United States. The Company reports operating and financial results in a single segment based on the Company's exclusive focus on property and casualty insurance in the excess and surplus lines market and the consolidated information used by the chief operating decision maker ("CODM") in evaluating the financial performance of its business and allocating resources.
The Company's CODM is the Chief Executive Officer. The CODM uses consolidated net income to allocate resources primarily during the annual budgeting process and uses that measure to assess performance by considering budget-to-actual variances and evaluating financial results. The measure of segment assets is reported on the consolidated balance sheets as total assets.
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 $ Fee income  Net investment income  Change in fair value of equity securities  Net realized investment gains  Change in allowance for credit losses on investments() 
Other income (1)
  Total revenues  Expenses:
Losses and loss adjustment expenses current year
  
Losses and loss adjustment expenses catastrophes
  
Losses and loss adjustment expenses prior year development
()()Net commissions incurred  Salaries, employee benefits and bonus expense  
Credit loss expense premiums receivable
  
Depreciation (2)
  Interest expense  
Other segment items (3)
  Income tax expense  Segment net income  Reconciliation of profit or loss:Adjustments and reconciling items— — Consolidated net income$ $ 
(1) Other income primarily includes income generated from the Company's real estate operations.
(2) Excludes depreciation expense allocated to loss adjustment expenses and investment expenses
(3) Other segment items primarily includes other general and administrative expenses such as technology costs, facility expenses and audit and inspection costs.

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The discussion and analysis below include certain forward-looking statements that are subject to risks, uncertainties and other factors described in "Risk Factors" in this Quarterly Report on Form 10-Q and in the Annual Report on Form 10-K for the year ended December 31, 2024. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of many factors.
The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the results that may be expected for the full year ended December 31, 2025, or for any other future period. The following discussion should be read in conjunction with the unaudited condensed consolidated financial statements and the notes thereto included in Part I, Item 1 of this Quarterly Report, and in conjunction with our audited consolidated financial statements and the notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2024.
References to the "Company," "Kinsale," "we," "us," and "our" are to Kinsale Capital Group, Inc. and its subsidiaries, unless the context otherwise requires.
Overview
Founded in 2009, Kinsale is a specialty insurance company. Kinsale focuses exclusively on the excess and surplus lines ("E&S") market in the U.S., where we use our underwriting expertise to write coverages for hard-to-place small business risks and personal lines risks. We market these insurance products in all 50 states, the District of Columbia, the Commonwealth of Puerto Rico and the U.S. Virgin Islands, primarily through a network of independent insurance brokers.
We have one reportable segment, our Excess and Surplus Lines Insurance segment, which offers property and casualty ("P&C") insurance products through the E&S market. For the first three months of 2025, the percentage breakdown of our gross written premiums was 72.5% casualty and 27.5% property. Our commercial underwriting divisions include Commercial Property, Excess Casualty, Small Business Casualty, General Casualty, Construction, Allied Health, Small Business Property, Products Liability, Entertainment, Commercial Auto, Energy, Excess Professional, Life Sciences, Professional Liability, Environmental, Inland Marine, Health Care, Management Liability, Public Entity, Aviation, Agribusiness, Product Recall, Ocean Marine, and Railroad. We also write homeowners' coverage in the personal lines market, which in aggregate represented 2.8% of our gross written premiums in the first three months of 2025.
Components of Our Results of Operations
Gross written premiums
Gross written premiums are the amounts received or to be received for insurance policies written or assumed by us during a specific period of time without reduction for policy acquisition costs, reinsurance costs or other deductions. The volume of our gross written premiums in any given period is generally influenced by:
New business submissions;
Conversion of new business submissions into policies;
Renewals of existing policies; and
Average size and premium rate of bound policies.
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We earn insurance premiums on a pro rata basis over the term of the policy. Our insurance policies generally have a term of one year. Net earned premiums represent the earned portion of our gross written premiums, less that portion of our gross written premiums that is ceded to third-party reinsurers under our reinsurance agreements.
Ceded written premiums
Ceded written premiums are the amount of gross written premiums ceded to reinsurers. We enter into reinsurance contracts to limit our exposure to potential large losses. Ceded written premiums are earned over the reinsurance contract period in proportion to the period of risk covered. The volume of our ceded written premiums is impacted by the level of our gross written premiums, any decision we make to increase or decrease retention levels and reinstatement premiums, if any.
Fee income
Fee income includes policy fees charged to insureds and is recognized in earnings when the related premium is written. Policy fees are a flat charge to insureds and fee income is impacted primarily by the volume of business we write.
Losses and loss adjustment expenses
Losses and loss adjustment expenses are a function of the amount and type of insurance contracts we write and the loss experience associated with the underlying coverage. In general, our losses and loss adjustment expenses are affected by:
Frequency of claims associated with the particular types of insurance contracts that we write;
Trends in the average size of losses incurred on a particular type of business;
Mix of business written by us;
Changes in the legal or regulatory environment related to the business we write;
Trends in legal defense costs;
Wage inflation
Social inflation;
Inflation in material costs, and
Inflation in medical costs.
Losses and loss adjustment expenses are based on an actuarial analysis of the estimated losses, including losses incurred during the period and changes in estimates from prior periods. Losses and loss adjustment expenses may be paid out over a period of years.
Underwriting, acquisition and insurance expenses
Underwriting, acquisition and insurance expenses include policy acquisition costs and other underwriting expenses. Policy acquisition costs are principally composed of the commissions we pay our brokers, net of ceding commissions we receive on business ceded under certain reinsurance contracts. Policy acquisition costs also include underwriting expenses that are directly related to the successful acquisition of those policies which are deferred. The amortization of policy acquisition costs is charged to expense in proportion to premium earned over the policy life.
Other underwriting expenses represent the general and administrative expenses of our insurance business such as employment costs, telecommunication and technology costs, and legal and auditing fees.
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Net investment income
Net investment income is an important component of our results of operations. We earn investment income on our portfolio of cash and invested assets. Our cash and invested assets are primarily composed of fixed-maturity securities, and may also include cash equivalents, equity securities and short-term investments. The principal factors that influence net investment income are the size of our investment portfolio and the yield on that portfolio. As measured by amortized cost (which excludes changes in fair value), the size of our investment portfolio is mainly a function of our invested equity capital combined with premiums we receive from our insureds less payments on policyholder claims. Net investment income also includes rental income and depreciation expense from our real estate investment property, if any.
Change in fair value of equity securities
Change in fair value of equity securities represents the increase or decrease in the fair value of equity securities held during the period.
Net realized investment gains (losses)
Net realized investment gains (losses) are a function of the difference between the amount received by us on the sale of a security and the security's amortized cost.
Income tax expense
Currently, substantially all of our income tax expense relates to federal income taxes. Our insurance subsidiary, Kinsale Insurance Company, is not subject to income taxes in the states in which it operates; however, our non-insurance subsidiaries are subject to state income taxes, but have not generated any material taxable income to date. The amount of income tax expense or benefit recorded in future periods will depend on the jurisdictions in which we operate and the tax laws and regulations in effect.
Key metrics
We discuss certain key metrics, described below, which we believe provide useful information about our business and the operational factors underlying our financial performance.
Underwriting income is a non-GAAP financial measure. We define underwriting income as net income, excluding net investment income, net change in the fair value of equity securities, net realized investment gains and losses, change in allowance for credit losses on investments, interest expense, other income, other expenses and income tax expense. See "—Reconciliation of Non-GAAP Financial Measures" for a reconciliation of net income in accordance with GAAP to underwriting income.
Net operating earnings is a non-GAAP financial measure. We define net operating earnings as net income excluding the net change in the fair value of equity securities, after taxes, net realized investment gains and losses, after taxes and change in allowance for credit losses on investments, after taxes. See "—Reconciliation of Non-GAAP Financial Measures" for a reconciliation of net income in accordance with GAAP to net operating earnings.
Loss ratio, expressed as a percentage, is the ratio of losses and loss adjustment expenses to the sum of net earned premiums and fee income.
Expense ratio, expressed as a percentage, is the ratio of underwriting, acquisition and insurance expenses to the sum of net earned premiums and fee income.
Combined ratio is the sum of the loss ratio and the expense ratio. A combined ratio under 100% indicates an underwriting profit. A combined ratio over 100% indicates an underwriting loss.
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Return on equity is net income expressed on an annualized basis as a percentage of average beginning and ending total stockholders’ equity during the period.
Operating return on equity is a non-GAAP financial measure. We define operating return on equity as net operating earnings expressed on an annualized basis as a percentage of average beginning and ending total stockholders’ equity during the period. See "—Reconciliation of Non-GAAP Financial Measures" for a reconciliation of net income in accordance with GAAP to net operating earnings.
Net retention ratio is the ratio of net written premiums to gross written premiums.
Gross investment return is investment income from fixed-maturity and equity securities (and short-term investments, if any), before any deductions for fees and expenses, expressed as a percentage of the average beginning and ending book values of those investments during the period.




































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Results of Operations
Three months ended March 31, 2025 compared to three months ended March 31, 2024
The following table summarizes our results of operations for the three months ended March 31, 2025 and 2024:
Three Months Ended March 31,
($ in thousands)20252024Change% Change
Gross written premiums$484,275 $448,644 $35,631 7.9 %
Ceded written premiums(102,570)(97,590)(4,980)5.1 %
Net written premiums$381,705 $351,054 $30,651 8.7 %
Net earned premiums $365,790 $309,518 $56,272 18.2 %
Fee income9,559 8,092 1,467 18.1 %
Losses and loss adjustment expenses232,976 186,786 46,190 24.7 %
Underwriting, acquisition and insurance expenses74,912 65,753 9,159 13.9 %
Underwriting income (1)
67,461 65,071 2,390 3.7 %
Net investment income43,819 32,933 10,886 33.1 %
Change in fair value of equity securities3,038 18,053 (15,015)NM
Net realized investment gains537 3,866 (3,329)NM
Change in allowance for credit losses on investments(20)10 (30)NM
Interest expense(2,538)(2,422)(116)4.8 %
Other income (expense), net14 (1,644)1,658 NM
Income before taxes112,311 115,867 (3,556)(3.1)%
Income tax expense23,084 16,926 6,158 36.4 %
Net income$89,227 $98,941 $(9,714)(9.8)%
Net operating earnings (2)
$86,419 $81,617 $4,802 5.9 %
Loss ratio62.1 %58.8 %
Expense ratio20.0 %20.7 %
Combined ratio (3)
82.1 %79.5 %
Annualized return on equity23.3 %35.1 %
Annualized operating return on equity (2)
22.5 %28.9 %
NM - Percentage change not meaningful.
(1) Underwriting income is a non-GAAP financial measure. See "—Reconciliation of Non-GAAP Financial Measures" for a reconciliation of net income in accordance with GAAP to underwriting income.
(2) Net operating earnings and annualized operating return on equity are non-GAAP financial measures. Net operating earnings is defined as net income excluding the net change in the fair value of equity securities, after taxes, net realized investment gains and losses, after taxes, and change in allowance for credit losses on investments, after taxes. Annualized operating return on equity is defined as net operating earnings expressed on an annualized basis as a percentage of average beginning and ending total stockholders’ equity during the period. See "—Reconciliation of Non-GAAP Financial Measures" for a reconciliation of net income in accordance with GAAP to net operating earnings.
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(3) The combined ratio is the sum of the loss ratio and expense ratio as presented. Calculations of each component may not add due to rounding.
Overview
Net income was $89.2 million for the three months ended March 31, 2025 compared to $98.9 million for the three months ended March 31, 2024, a decrease of 9.8%. The decrease in net income for the first three months of 2025 over the same period last year was primarily due to a combination of higher catastrophe losses incurred during the period and lower unrealized gains on equity investments offset in part by continued profitable growth and an increase in net investment income.
Underwriting income was $67.5 million for the three months ended March 31, 2025 compared to $65.1 million for the three months ended March 31, 2024, an increase of 3.7%. The corresponding combined ratios were 82.1% for the three months ended March 31, 2025 compared to 79.5% for the three months ended March 31, 2024. The increase in underwriting income for the first three months of 2025 compared to the same period last year was primarily due to continued growth in the business offset in part by higher catastrophe losses incurred.
Premiums
Gross written premiums were $484.3 million for the three months ended March 31, 2025 compared to $448.6 million for the three months ended March 31, 2024, an increase of $35.6 million, or 7.9%. Gross written premiums in our Commercial Property Division, our largest division, decreased 18.4% relative to the prior year period due to rate declines and an increasingly competitive environment including from standard carriers. Excluding our Commercial Property Division, gross written premiums grew 16.7%. The average premium per policy written was $14,200 in the first three months of 2025 compared to $15,300 in the first three months of 2024. Excluding our personal insurance division, which has a relatively low premium per policy written, the average premium per policy written was $14,700 for the first three months of 2025 and $16,000 for the first three months of 2024. The decrease in average premium per policy for the first three months of 2025 over the same period last year was due primarily to a decrease in gross written premiums in our Commercial Property Division.
Net written premiums increased by $30.7 million, or 8.7%, to $381.7 million for the three months ended March 31, 2025 from $351.1 million for the three months ended March 31, 2024. The increase in net written premiums for the first three months of 2025 compared to the same period last year was primarily due to higher gross written premiums. The net retention ratio was 78.8% for the three months ended March 31, 2025 compared to 78.2% for the same period last year. The increase in the net retention ratio was primarily due to an increase in our retention on our casualty treaty effective with the June 2024 renewal and change in the mix of business.
Net earned premiums increased by $56.3 million, or 18.2%, to $365.8 million for the three months ended March 31, 2025 from $309.5 million for the three months ended March 31, 2024 due to growth in gross written premiums.
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Loss ratio
The following table summarizes the loss ratios for the three months ended March 31, 2025 and 2024:
Three Months Ended March 31,
20252024
($ in thousands)Losses and Loss Adjustment Expenses% of Sum of Earned Premiums and Fee IncomeLosses and Loss Adjustment Expenses% of Sum of Earned Premiums and Fee Income
Loss ratio:
Current accident year before catastrophe losses
$225,047 60.0 %$194,654 61.3 %
Current year catastrophe losses22,578 6.0 %578 0.2 %
Effect of prior year development(14,649)(3.9)%(8,446)(2.7)%
Total$232,976 62.1 %$186,786 58.8 %
The loss ratio was 62.1% for the three months ended March 31, 2025 compared to 58.8% for the three months ended March 31, 2024. The increase in the loss ratio for the first three months of 2025 compared to the first three months of 2024 was due primarily to higher catastrophe losses incurred in the period. This increase was offset in part by a lower current accident year loss ratio and higher relative net favorable development of prior-year loss reserves both of which were the result of lower-than-expected reported losses particularly in our property lines of business. Net catastrophe losses incurred during the three months ended March 31, 2025 were primarily related to the Palisades Fire.
During the three months ended March 31, 2025, prior accident years developed favorably by $14.6 million, of which $16.7 million was attributable to the 2021 through 2024 accident years due to lower emergence of reported losses than expected across most lines of business. This favorable development was offset in part by adverse development primarily from the 2017 through 2019 accident years and more conservative actuarial assumptions in the 2021 through 2023 accident years for lines of business exposed to construction liability.
During the three months ended March 31, 2024, prior accident years developed favorably by $8.4 million, of which $16.3 million was attributable to the 2021 through 2023 accident years due to lower emergence of reported losses than expected across most lines of business. This favorable development was offset in part by adverse development primarily from the 2018 and 2019 accident years due to construction defect claims and from the 2020 accident year due to a large property claim.
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Expense ratio
The following table summarizes the components of the expense ratio for the three months ended March 31, 2025 and 2024:
Three Months Ended March 31,
20252024
($ in thousands)Underwriting Expenses% of Sum of Earned Premiums and Fee IncomeUnderwriting Expenses% of Sum of Earned Premiums and Fee Income
%28.9 %
(1) Income taxes on adjustments to reconcile net income to net operating earnings use an effective tax rate of 21%.
(2) Average stockholders' equity is computed by adding the total stockholders' equity as of the date indicated to the prior quarter-end or year-end total, as applicable, and dividing by two.
(3) Annualized return on equity is net income expressed on an annualized basis as a percentage of average beginning and ending stockholders' equity during the period.
(4) Annualized operating return on equity is net operating earnings expressed on an annualized basis as a percentage of average beginning and ending stockholders' equity during the period.
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Reconciliation of tangible stockholders' equity
Tangible stockholders’ equity is defined as total stockholders’ equity less intangible assets, net of deferred taxes. Our definition of tangible stockholders’ equity may not be comparable to that of other companies, and it should not be viewed as a substitute for stockholders’ equity calculated in accordance with GAAP. We use tangible stockholders' equity internally to evaluate the strength of our balance sheet and to compare returns relative to this measure.
Stockholders' equity at March 31, 2025 and December 31, 2024, reconciles to tangible stockholders' equity as follows:
($ in thousands)March 31, 2025December 31, 2024
Stockholders' equity$1,582,975 $1,483,561 
Less: intangible assets, net of deferred taxes2,795 2,795 
Tangible stockholders' equity$1,580,180 $1,480,766 

Critical Accounting Estimates
We identified the accounting estimates which are critical to the understanding of our financial position and results of operations. Critical accounting estimates are defined as those estimates that are both important to the portrayal of our financial condition and results of operations and require us to exercise significant judgment. We use significant judgment concerning future results and developments in applying these critical accounting estimates and in preparing our condensed consolidated financial statements. These judgments and estimates affect our reported amounts of assets, liabilities, revenues and expenses and the disclosure of our material contingent assets and liabilities, if any. Actual results may differ materially from the estimates and assumptions used in preparing the condensed consolidated financial statements. We evaluate our estimates regularly using information that we believe to be relevant. Our critical accounting policies and estimates are described in our annual consolidated financial statements and the related notes in our Annual Report on Form 10-K for the year ended December 31, 2024.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Market risk is the risk of economic losses due to adverse changes in the estimated fair value of a financial instrument as the result of changes in interest rates, equity prices, foreign currency exchange rates and commodity prices. Our primary market risks have been equity price risk associated with investments in equity securities and interest rate risk associated with investments in fixed maturities. We do not have any material exposure to foreign currency exchange rate risk or commodity risk.
There have been no material changes in market risk from the information provided in our Annual Report on Form 10-K for the year ended December 31, 2024.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports we file under the Securities Exchange Act of 1934 (the "Exchange Act") is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), as appropriate, to allow timely decisions regarding required financial disclosure.
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As of the end of the period covered by this Quarterly Report on Form 10-Q, we carried out an evaluation, under the supervision and with the participation of our management, including our CEO and CFO, of the effectiveness of the design and operation of our disclosure controls and procedures defined under Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based upon this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of that date.
Changes in Internal Control over Financial Reporting
There was no change in our internal control over financial reporting during the first quarter of 2025 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
Inherent Limitations on Effectiveness of Controls
The effectiveness of any system of controls and procedures is subject to certain limitations, and, as a result, there can be no assurance that our controls and procedures will detect all errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system will be attained.

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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
We are party to legal proceedings which arise in the ordinary course of business. We believe that the outcome of such matters, individually and in the aggregate, will not have a material adverse effect on our condensed consolidated financial position. Refer to Note 16 of the notes to the condensed consolidated financial statements for further information regarding legal proceedings.
Item 1A. Risk Factors
In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider
the risks and uncertainties described under the heading "Risk Factors" in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024 (our "2024 Form 10-K"), as updated and supplemented by the below risk factor. The below risk factor updates the risk factor captioned "Adverse economic factors, including recession, inflation, periods of high unemployment or lower economic activity could result in the sale of fewer policies than expected or an increase in frequency or severity of claims and premium defaults or both, which, in turn, could affect our growth and profitability." in our 2024 Form 10-K. These risks and uncertainties are not the only ones facing us. There may be additional risks and uncertainties of which we are currently unaware or currently believe to be immaterial. The occurrence of any of these risks could materially and adversely affect our business, financial condition, liquidity, results of operations and prospects.
Adverse economic factors, including recession, inflation, periods of high unemployment or lower economic activity could result in the sale of fewer policies than expected or an increase in frequency or severity of claims and premium defaults or both, which, in turn, could affect our growth and profitability.
Factors, such as business revenue, economic conditions, the volatility and strength of the capital markets and inflation can affect the business and economic environment. These same factors affect our ability to generate revenue and profits. It is possible that, among other things, changes in international trade regulation, including tariffs, could lead to higher than anticipated inflation. In an economic downturn that is characterized by higher unemployment, declining spending and reduced corporate revenues, the demand for insurance products is generally adversely affected, which directly affects our premium levels and profitability. Negative economic factors may also affect our ability to receive the appropriate rate for the risk we insure with our policyholders and may adversely affect the number of policies we can write, including with respect to our opportunities to underwrite profitable business. In an economic downturn, our customers may have less need for insurance coverage, cancel existing insurance policies, modify their coverage or not renew the policies they hold with us. Existing policyholders may exaggerate or even falsify claims to obtain higher claims payments. These outcomes would reduce our underwriting profit to the extent these factors are not reflected in the rates we charge.
We underwrite a significant portion of our insurance in California, Florida and Texas. Any economic downturn in any such state could have an adverse effect on our business, financial condition and results of operations.
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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The table below sets forth information regarding repurchases by the Company of its common stock during the periods indicated.
Period
Beginning
Period
Ending
Total
number
of shares
purchased
Average
price
paid per
share
Total number of
shares purchased
as part of
publicly announced
plans or programs(1)
Approximate
dollar value
of
shares that
may yet be purchased
under the
plans or programs
(in millions)
January 1, 2025January 31, 2025— $— — $90.0 
February 1, 2025February 28, 202523,348 $428.28 23,348 $80.0 
March 1, 2025March 31, 2025— $— — $80.0 
Total23,348 $428.28 23,348 $80.0 
(1) In October 2024, the Company's Board of Directors authorized a share repurchase program authorizing the repurchase of up to $100.0 million of the Company's common stock. The shares may be repurchased from time to time in open market purchases, privately-negotiated transactions, block purchases, accelerated share repurchase agreements or a combination of methods and pursuant to safe harbors provided by Rule 10b-18 and Rule 10b5-1 under the Securities Exchange Act of 1934. The timing, manner, price and amount of any repurchases under the share repurchase program will be determined by the Company in its discretion. The stock repurchase program does not require the Company to repurchase any specific number of shares and may be modified, suspended or terminated at any time.
Item 5. Other Information
, modified or a Rule 10b5-1 trading plan or , modified or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).
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Table of Contents
Item 6. Exhibits
Exhibit
Number
Description
101.INS **XBRL Instance Document
101.SCHXBRL Taxonomy Extension Schema Document
101.CALXBRL Taxonomy Extension Calculation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
* This certification is deemed not filed for purposes of section 18 of the Exchange Act, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
** The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
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Table of Contents
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
KINSALE CAPITAL GROUP, INC.
Date: April 24, 2025
By:
/s/ Michael P. Kehoe
Michael P. Kehoe
Chairman and Chief Executive Officer
Date: April 24, 2025
By:
/s/ Bryan P. Petrucelli
Bryan P. Petrucelli
Executive Vice President, Chief Financial Officer and Treasurer
49

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