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| Unpaid loss and LAE, net of reinsurance recoverable acquired from Metromile | | | | | | | | |
Unpaid loss and LAE, net of reinsurance recoverable, as of December 31 | | | | | | | | |
Reinsurance recoverable as of December 31(1) | | | | | | | | |
| Unpaid loss and LAE, gross of reinsurance recoverable, as of December 31 | $ | | | | $ | | | | $ | | |
(1) Reinsurance recoverable in this table includes only ceded unpaid loss and LAE.
Unpaid loss and LAE includes anticipated salvage and subrogation recoverable.
Considerable variability is inherent in the estimate of the reserve for losses and LAE. Although management believes the liability recorded for losses and LAE is adequate, the variability inherent in this estimate could result in changes to the ultimate liability, which may be material to stockholders' equity. Additional variability exists due to accident year allocations of ceded amounts in accordance with reinsurance agreements, which is not expected to result in any changes to the ultimate liability. The Company had favorable development on net loss and LAE reserves of $ million and $ million as of December 31, 2024 and December 31, 2023, respectively. No additional premium or returned premium have been accrued as a result of prior year effects.
For the year ended December 31, 2024, current accident year incurred loss and LAE included $ million from Hurricane Helene and $ million from Hurricane Beryl. The net incurred loss and LAE from Hurricane Helene and Hurricane Beryl as of December 31, 2024 represents the Company's best estimates based upon available information.
For the year ended December 31, 2023, current accident year incurred loss and LAE included $ million of net incurred loss and LAE from winter storm Elliott and $ million from the hail storm that impacted customers in Texas. The net incurred loss and LAE from winter storm Elliott and hail storm that impacted customers in Texas as of December 31, 2023 represents the Company’s best estimates based upon available information.
The Company compiles and aggregates its claims data by grouping the claims according to the year in which the claim occurred (Accident Year) when analyzing claim payment and emergence patterns and trends over time. For the purpose of defining claims frequency, the number of reported claims is by loss occurrence and includes claims that do not result in a liability or payment associated with these claims.
| | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | | | 2017 | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2018 | — | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2019 | — | | | — | | | — | | | | | | | | | | | | | | | | | | | | | | | | |
| 2020 | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | | | | | |
| 2021 | — | | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | | |
| 2022 | — | | | — | | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | |
| 2023 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | | | | | | | | | | |
2024 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | | | | | | | |
| Total incurred losses and ALAE, net | | | | | | | | | | | | $ | | | | $ | | | | |
(1) Amounts in accident year 2016 for the years ended December 31, 2016, 2017, 2018, 2019, 2020, 2021, 2022, 2023 and 2024 were less than $ million, respectively.
(2) IBNR, net of reinsurance as of December 31, 2024 for accident years 2016, 2017, 2018, 2019, and 2020 was less than $ million.
Home and Renters Cumulative paid loss and ALAE, net of reinsurance
| | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | 2017 | — | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2018 | — | | | — | | | | | | | | | | | | | | | | | | | | | | |
| 2019 | — | | | — | | | — | | | | | | | | | | | | | | | | | | | |
| 2020 | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | |
| 2021 | — | | | — | | | — | | | — | | | — | | | | | | | | | | | | | |
| 2022 | — | | | — | | | — | | | — | | | — | | | — | | | | | | | | | | |
| 2023 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | | | | | |
2024 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | | |
| Total paid losses and ALAE, net | | | | | | | | | | | | | | $ | | |
| Total unpaid loss and ALAE reserves, net | | | | | | | | | | | | | $ | | |
Ceded unpaid loss and ALAE | | | | | | | | | | | | | | | |
Gross unpaid loss and ALAE | | | | | | | | | | | | | | $ | | |
(1) Cumulative paid loss and ALAE, net of reinsurance related to accident year 2016 was less than $ million during the years ended December 31, 2016, 2017, 2018, 2019, 2020 , 2021, 2022, 2023, and 2024, respectively.
% | | | % | | | % |
Pet Incurred loss and allocated loss adjustment expense, net of reinsurance
| | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | | | 2021 | | — | | | | | | | | | | | | | | | | | | |
2022 | | — | | | — | | | | | | | | | | | | | | | |
2023 | | — | | | — | | | — | | | | | | | | | | | | |
2024 | | — | | | — | | | — | | | — | | | | | | | | | |
| Total incurred losses and ALAE, net | | | | | | | | $ | | | | $ | | | | |
Pet Cumulative paid loss and ALAE, net of reinsurance
| | $ | | | | $ | | | | $ | | | | $ | | | | 2021 | | — | | | | | | | | | | | | | |
2022 | | — | | | — | | | | | | | | | | |
2023 | | — | | | — | | | — | | | | | | | |
2024 | | — | | | — | | | — | | | — | | | | |
| Total paid losses and ALAE, net | | | | | | | | | | $ | | |
| Total unpaid loss and ALAE reserves, net | | | | | | | | | | $ | | |
Ceded unpaid loss and ALAE | | | | | | | | | | | |
Gross unpaid loss and ALAE | | | | | | | | | | $ | | |
% | | | % | | | % |
| | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | $ | | | | | | | 2017 | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2018 | | — | | | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2019 | | — | | | — | | | — | | | | | | | | | | | | | | | | | | | | | | | | | |
| 2020 | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | | | | | | |
| 2021 | | — | | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | | | | |
| 2022 | | — | | | — | | | — | | | — | | | — | | | — | | | | | | | | | | | | | | | | |
2023 (2) | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | | | | | | | | | | | |
2024 (2) | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | | | | | | | | |
| Total incurred losses and ALAE, net | | | | | | | | | | | | | | $ | | | | $ | | | | | |
(1) Table above retrospectively includes Metromile's historical incurred accident year claim information for periods presented.
(2) Includes Lemonade Re SPC incurred accident year claim information.
Car Cumulative paid loss and ALAE, net of reinsurance (1)
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Tel Aviv, Israel | | July 2026 |
Amsterdam, Netherlands | | February 2027 |
In November 2024, the Company extended the lease for floors of its New York office through February 2029, with the lease for the remaining floors expiring in November 2025. The New York office lease extension includes a renewal option provision to further extend the lease term in which the Company is not currently reasonably certain to exercise. The Company accounted for the lease as a modification in which the modified lease classification remains to be an operating lease. The related RoU asset and lease liability were remeasured as a result of the lease modification for which the Company recorded an increase of $ million in RoU asset and $ million in lease liability.
Office lease agreements for Tempe, Arizona and Scottsdale, Arizona expired in October 2024 and November 2024, respectively, and were not renewed by the Company.
| | $ | | | | Short term lease expense | | | | | |
Variable lease costs | | | | | |
| $ | | | | $ | | |
Operating lease cost is included within continuing operations in the consolidated statements of operations and comprehensive loss.
| | $ | | | Operating cash inflow from operating subleases | $ | | | | $ | | |
RoU assets obtained in exchange for modification of operating lease liabilities | $ | | | | $ | | |
| | | Weighted-average discount rate | | % | | | % |
| | 2026 | | | |
| 2027 | | | |
| 2028 | | | |
| 2029 | | | |
| thereafter | | | |
| Total undiscounted lease payments | | $ | | |
| Present value discount | | | |
Lease liabilities | | $ | | |
Sublease
New York
The Company subleased floors of its New York office space beginning September 2023 through November 2025, which are classified as operating leases. As a result of the sublease, the Company evaluated RoU asset associated with the original lease for impairment, using the undiscounted cash flows from the sublease. There was impairment charge recognized related to the New York office sublease as of December 31, 2023.
The Company also entered into a sublease agreement for a portion of its office space in New York which commenced in June 2024 through November 2025, which is classified as an operating lease. The Company recorded an impairment charge related to the sublease of $ million which reduced the carrying value of RoU assets and the related furniture and equipment and leasehold improvements as of December 31, 2024.
The Company recognized sublease income from the above sublease agreements of $ million and $ million for the years ended December 31, 2024 and 2023, respectively.
San Francisco
The Company subleased its San Francisco office space beginning November 2023 through November 2026, and is classified as an operating lease. The Company recorded an impairment charge related to the sublease of $ million which reduced the carrying value of RoU assets and the related leasehold improvements as of December 31, 2023.
The Company recognized sublease income of $ million and $ million for the years ended December 31, 2024 and 2023, respectively.
The impairment charge related to the sublease is presented under “General and administrative expenses” in the consolidated statements of operations and comprehensive income. The Company estimated the fair value of the RoU asset based on the net present value of the sublease rental income during the sublease term.
Sublease income is presented under “Commission and other income” in the consolidated statements of operations and comprehensive income.
23.
million and $ million as of December 31, 2024 and 2023, respectively. LIC’s capital and surplus exceeded its authorized control level RBC of $ million and $ million as of December 31, 2024 and 2023, respectively.
MIC’s statutory capital and surplus amounted to $ million and $ million as of December 31, 2024 and 2023. MIC’s capital and surplus exceeded its authorized control level RBC of $ million and $ million as of December 31, 2024 and 2023, respectively.
Statutory Dividend Restriction
The payment of dividends by LIC is restricted by state insurance regulations. Under New York insurance law, LIC may pay cash dividends only out of its statutory earned surplus. Generally, the maximum amount of dividends that LIC may pay without regulatory approval in any twelve-month period is the lesser of adjusted net investment income or 10% of statutory policyholders' surplus as of the end of the most recently reported quarter unless the NYS Department of Financial Services, upon prior application, approves a greater dividend distribution. Adjusted net investment income is defined for this purpose to include net investment income for the thirty-six months immediately preceding the declaration or distribution of the current dividend less any dividends declared or distributed during the period commencing thirty-six months prior to the declaration or distribution of the current dividend and ending twelve months prior thereto. As of December 31, 2024 and 2023, LIC was not eligible to make dividend payments.
The payment of dividends by MIC is restricted by the laws of the State of Delaware. The maximum amount that can be paid without prior notice or approval is the greater of 10% of policyholders’ surplus as of the preceding December 31, or net income not including realized capital gains for the twelve-month period ending the preceding December 31. Because the Company has an unassigned deficit at December 31, 2024 and 2023, MIC’s dividend policy is governed by Section 5005(B) of the Delaware insurance code whereby a domestic insurer may not declare or pay a dividend or other distribution from any source other than earned surplus without the commissioner’s prior approval. MIC paid no dividends to the Company in 2024 and 2023.
24.
reportable segment providing personal property and casualty insurance products within the United States and Europe, including the UK. Insurance coverage under the homeowners multi-peril, inland marine and general liability and private passenger auto lines of business are offered to individual customers through its direct to consumer distribution channel which follows the same underwriting and claims process. The Company's Chief Operating Decision Makers (CODM) is the Chief Executive Officer. The CODM manages the Company’s operations, evaluates the operating performance and decides on allocation of resources based on segment / consolidated net income (loss). Loss and loss adjustment expenses and advertising expenses (growth spend), as included in “Sales and marketing expenses”, in the consolidated statements of operations and comprehensive income, represents the significant expenses which are regularly provided and reviewed by the CODM.
| | $ | | | | $ | | | | less: Loss and loss adjustment expenses, net | | | | | | | | | |
| Other insurance expense | | | | | | | | | |
| Sales and marketing | | | | | | | | | |
| Advertising expenses | | | | | | | | | |
| Technology development | | | | | | | | | |
| General and administrative | | | | | | | | | |
| Interest expense | | | | | | | | | |
| Depreciation and amortization | | | | | | | | | |
Other expenses (1) | | | | | | | | | |
|
| Income tax (benefit) expense | | () | | | | | | | |
| Segment / Consolidated Net loss | | $ | () | | | $ | () | | | $ | () | |
(1) Includes asset impairment charge of $ million related to the New York office sublease in 2024, asset impairment charge of $ million related to the San Francisco office sublease and accrual for a potential liability claim related to Metromile of $ million in 2023, and transaction and integration costs related to the Metromile acquisition of $ million in 2022.
The measure of segment assets is based on total assets as reported on the consolidated balance sheets. The Company does not allocate its assets, including investments, or income taxes in evaluating the segment / consolidated net income (loss).
| | | % | | $ | | | | | % | | $ | | | | | % | | Texas | | | | | % | | | | | | % | | | | | | % |
| New York | | | | | % | | | | | | % | | | | | | % |
| New Jersey | | | | | % | | | | | | % | | | | | | % |
| Illinois | | | | | % | | | | | | % | | | | | | % |
| Washington | | | | | % | | | | | | % | | | | | | % |
| Colorado | | | | | % | | | | | | % | | | | | | % |
| Georgia | | | | | % | | | | | | % | | | | | | % |
| Pennsylvania | | | | | % | | | | | | % | | | | | | % |
| Arizona | | | | | % | | | | | | % | | | | | | % |
| All others | | | | | % | | | | | | % | | | | | | % |
| United States | $ | | | | | % | | $ | | | | | % | | $ | | | | | % |
| Europe and U.K. | | | | | % | | | | | | % | | | | | | % |
| Total | $ | | | | | % | | $ | | | | | % | | $ | | | | | % |
24.
million of net incurred losses, before subrogation, if any. This represents the Company’s best estimate based upon current available information, including but not limited to industry data, reported claims and potential reinsurance recoveries.
Schedule V
LEMONADE, INC. AND SUBSIDIARIES
| | $ | | | | $ | | | | $ | | | | $ | | | | Allowance for premium receivables | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| | | | | | | | | |
Year Ended December 31, 2023 | | | | | | | | | |
| Valuation allowance for deferred tax assets | $ | | | | $ | | | | $ | | | | $ | | | | $ | | |
| Allowance for premium receivables | $ | | | | $ | | | | $ | | | | $ | () | | | $ | | |
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Limitations on Effectiveness of Controls and Procedures
In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our principal executive officer and principal financial officer, evaluated, as of the end of the period covered by this Annual Report, the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based on that evaluation, our principal executive officer and principal financial officer concluded that, as of December 31, 2024, our disclosure controls and procedures were effective at the reasonable assurance level.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15(d)-15(f) under the Exchange Act) during the quarter ended December 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Management’s Annual Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Internal Control over Financial Reporting is a process designed by, or under the supervision of, a company’s principal executive and principal financial officers, or persons performing similar functions, and effected by the company’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles. It includes those policies and procedures that:
•pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the company;
•provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
•provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Our management, including our principal executive officer and principal financial officer conducted an assessment of the effectiveness of our internal control over financial reporting based on the criteria set forth in “Internal Control-Integrated Framework (2013)” issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management concluded that, as of December 31, 2024, our internal control over financial reporting was effective.
The effectiveness of our internal control over financial reporting as of December 31, 2024, has been audited by Ernst & Young LLP, an independent registered public accounting firm. See Report of Independent Registered Public Accounting Firm elsewhere in this Annual Report.
Item 9B. Other Information
(a) None.
(b) Insider Trading Arrangements and Policies
| | x | | | | | | | | | | |
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| | x | | | |
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*Intended to satisfy the affirmative defense of Rule 10b5-1(c)
**Not intended to satisfy the affirmative defense of Rule 10b5-1(c)
Except for the foregoing, during the three months ended December 31, 2024, no director or officer of the Company or a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408 of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not Applicable.
PART III
Item 10. Directors, Executive Officers and Corporate Governance
Code of Ethics
Our board of directors has adopted a written Code of Business Conduct and Ethics applicable to all officers, directors and employees, including our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. We have posted a current copy of our Code of Business Conduct and Ethics on our website at www.lemonade.com in the “Investors Relations” section under “Governance.” We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding amendment to, or waiver from, a provision of our Code of Business Conduct and Ethics, as well as NYSE’s requirement to disclose waivers with respect to directors and executive officers, by posting such information on our website at the address and location specified above. The information contained on our website is not incorporated by reference into this Annual Report.
Insider Trading Compliance Policy
Our board of directors has a written Insider Trading Compliance Policy applicable to all officers, directors, employees and other covered persons, governing the purchase, sale and/or other disposition of our securities that we believe are reasonably designed to promote compliance with insider trading laws, rules and regulations and applicable NYSE listing standards. A copy of our Insider Trading Compliance Policy is filed as Exhibit 19.1 to this Annual Report.
Executive Officers and Directors
The information concerning our executive officers and directors required by this Item 10 is contained under the caption “Information about our Executive Officers and Directors” at the end of Part I of this Annual Report. The remainder of the response to this Item 10 will be included in our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders under the headings “Delinquent Section 16(a) Reports” (if applicable) and “Committees of the Board” and is incorporated herein by reference.
Item 11. Executive Compensation
The information required by this Item 11 will be included in our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders under the headings “Executive and Director Compensation” and “Compensation Committee Interlocks and Insider Participation” (if applicable) and is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Securities Authorized for Issuance under Equity Compensation Plans
| | | | | | | | | | | |
| Plan Category | Number of Securities to be Issued Upon Exercise of Outstanding Options, RSUs, Warrants, and Rights | Weighted-Average Exercise Price of Outstanding Options, RSUs, Warrants, and Rights (2)(3) | Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (4) |
| Equity compensation plans approved by security holders (1) | 13,654,576 | $36.03 | 8,957,714 |
| Equity compensation plans not approved by security holders | — | | — | | — | |
| Total | 13,654,576 | $36.03 | 8,957,714 |
(1) Consists of Lemonade, Inc.’s 2020 Plan, 2020 ESPP, the 2011 Plan and the 2021 Plan.
(2) Includes 5,040,028 shares of common stock issuable upon exercise of stock options under the 2020 Plan, inclusive of available shares previously reserved for issuance under the 2015 Plan. Includes 72,410 shares of common stock issuable upon exercise of stock options under the 2011 Plan. Includes 331,797 shares of common stock issuable upon exercise of stock options under the 2021 Plan.
(3) As of December 31, 2024, the weighted average exercise price of outstanding options under the 2020 Plan, the 2011 Plan and 2021 Plan, inclusive of available shares previously reserved for issuance under the 2015 Plan, was $36.03.
(4) Includes 8,957,714 shares available for future issuance under the 2020 Plan. The 2020 Plan provides for an annual increase on the first day of each calendar year beginning January 1, 2021 and ending on and including January 1, 2030, equal to the lesser of (A) 5% of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year and (B) such smaller number of shares as is determined by the board of directors, provided that no more than 3,650,000 shares be available for issuance pursuant to the exercise of incentive stock options. On January 1, 2025, the 2020 Plan was increased by 3,636,043 shares, equal to the lesser of 5% of the aggregate number of outstanding common stock as of December 31, 2024. On January 1, 2023, the Board took action such that no shares were added to the 2020 ESPP. The number of shares available for issuance under the 2020 ESPP will be annually increased on January 1 of each calendar year beginning January 1, 2021 and ending on and including January 1, 2030, by an amount equal to the lesser of (A) 1,000,000 Shares, (B) 1% of the shares outstanding on the final day of the immediately preceding calendar year and (C) such smaller number of shares as is determined by the board of directors. On January 1, 2025, the Board took action such that no shares were added to the 2020 ESPP.
The remaining information required by this Item 12 will be included in our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders under the heading “Security Ownership of Certain Beneficial Owners and Management” and is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions and Director Independence
The information required by this Item 13 will be included in our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders under the headings “Corporate Governance” and “Certain Relationships and Related Person Transactions” and is incorporated herein by reference.
Item 14. Principal Accountant Fees and Services
The information required by this Item 14 will be included in our definitive Proxy Statement for the 2025 Annual Meeting of Stockholders under the heading “Independent Registered Public Accounting Firm Fees and Other Matters” and is incorporated herein by reference.
PART IV
Item 15. Exhibits and Financial Statement Schedules
(a)(1) Financial Statements.
The financial statements required by this item are listed in Part II, Item 8 “Financial Statements and Supplementary Data” herein.
(a)(2) Financial Statement Schedules.
Other than Schedule V included in Part II, Item 8 “Financial Statements and Supplemental Data”, all financial statement schedules have been omitted because they are not applicable, not required or the information required is shown in the financial statements or the notes thereto.
(a)(3) Exhibits.
The following is a list of exhibits filed as part of this Annual Report.
INDEX TO EXHIBITS
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Exhibit No. | | Exhibit Description | | Form | | File No. | | Exhibit | | Filing Date | |
| 2.1 | | Agreement and Plan of Merger, dated as of November 8, 2021, by and among Lemonade, Inc., Metromile, Inc., Citrus Merger Sub A, Inc. a wholly-owned subsidiary of Lemonade, Inc. and Citrus Merger Sub B, LLC, a wholly-owned subsidiary of Lemonade, Inc. | | S-4 | | 333-261629 | | 2.3 | | 12/14/2021 | |
3.1 | | | | 8-K | | 001-39367 | | 3.1 | | 7/10/2020 | |
| 3.2 | | | | 8-K | | 001-39367 | | 3.1 | | 12/20/2023 | |
| 4.1 | | | | S-1/A | | 333-239007 | | 4.1 | | 6/23/2020 | |
| 4.2 | | | | 10-K | | 001-39367 | | 4.2 | | 3/3/2023 | |
| 4.3 | | | | 10-K | | 001-39367 | | 4.3 | | 2/28/2024 | |
| 4.4 | | | | 8-K | | 001-39367 | | 10.2 | | 10/20/2022 | |
| 4.5 | | | | 8-K | | 001-39484 | | 4.1 | | 9/9/2020 | |
| 4.6 | | | | 10-Q | | 001-39367 | | 4.4 | | 11/9/2022 | |
| 4.7 | | | | S-1 | | 333-253-055 | | 4.2 | | 2/12/2021 | |
10.1 | | | | S-1 | | 333-239007 | | 10.2 | | 6/8/2020 | |
| 10.2# | | | | S-1/A | | 333-239007 | | 10.9 | | 6/23/2020 | |
10.3# | | | | S-1 | | 333-252017 | | 10.9 | | 1/11/2021 | |
| 10.4# | | | | S-1/A | | 333-239007 | | 10.19 | | 6/23/2020 | |
| 10.5# | | | | S-1/A | | 333-239007 | | 10.20 | | 6/23/2020 | |
10.6# | | | | 10-Q | | 001-39367 | | 10.11 | | 8/12/2020 | |
10.7# | | | | 10-Q | | 001-39367 | | 10.12 | | 8/12/2020 | |
10.8# | | | | 10-Q | | 001-39367 | | 10.13 | | 8/12/2020 | |
10.9# | | | | 10-Q | | 001-39367 | | 10.14 | | 8/12/2020 | |
10.10# | | | | S-1 | | 333-239007 | | 10.6 | | 6/8/2020 | |
10.11# | | | | S-1 | | 333-239007 | | 10.8 | | 6/8/2020 | |
| 10.12# | | | | S-1 | | 333-252017 | | 10.6 | | 1/11/2021 | |
| 10.13# | | | | S-1 | | 333-252017 | | 10.7 | | 1/11/2021 | |
10.14# | | | | S-1 | | 333-239007 | | 10.10 | | 6/8/2020 | |
10.15# | | | | S-1 | | 333-239007 | | 10.11 | | 6/8/2020 | |
10.16# | | | | S-1 | | 333-239007 | | 10.12 | | 6/8/2020 | |
| 10.17 | | | | S-1 | | 333-239007 | | 10.13 | | 6/8/2020 | |
10.18# | | | | 10-Q | | 001-39367 | | 10.1 | | 8/11/2021 | |
| 10.19 | | | | 10-Q | | 001-39367 | | 10.2 | | 11/9/2021 | |
10.20# | | | | 10-Q | | 001-39367 | | 10.2 | | 8/11/2021 | |
10.21# | | | | 10-Q | | 001-39367 | | 10.1 | | 5/12/2021 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Exhibit No. | | Exhibit Description | | Form | | File No. | | Exhibit | | Filing Date | |
10.22 † | | | | 8-K | | 001-39367 | | 10.1 | | 10/20/2022 | |
10.23# | | | | S-8 | | 333-266362 | | 99.2 | | 7/28/2022 | |
10.24# | | | | S-8 | | 333-266362 | | 99.3 | | 7/28/2022 | |
10.25# | | | | 10-Q | | 001-39367 | | 10.1 | | 11/3/2023 | |
10.26 † | | | | 10-K | | 001-39367 | | 10.26 | | 2/28/2024 | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
10.27# | | | | 10-K | | 001-39367 | | 10.32 | | 2/28/2024 | |
| 10.28 † | | | | 10-Q | | 001-39367 | | 10.1 | | 7/31/2024 | |
| 10.29 † | | | | 10-Q | | 001-39367 | | 10.2 | | 7/31/2024 | |
| 10.30 † | | | | 10-Q | | 001-39367 | | 10.3 | | 7/31/2024 | |
| 10.31 † | | | | 10-Q | | 001-39367 | | 10.4 | | 7/31/2024 | |
10.32 † | | | | 10-Q | | 001-39367 | | 10.5 | | 7/31/2024 | |
10.33*† | | | | | | | | | | | |
19.1* | | | | | | | | | | | |
| 21.1 | | | | 10-K | | 001-39367 | | 21.1 | | 2/28/2024 | |
| 23.1* | | | | | | | | | | | |
| 31.1* | | | | | | | | | | | |
31.2* | | | | | | | | | | | |
32.1** | | | | | | | | | | | |
32.2** | | | | | | | | | | | |
97.1* | | | | 10-K | | 001-39367 | | 97.1 | | 2/28/2024 | |
| 101.INS* | | Inline XBRL Instance Document - the instance document appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | | | | | | | | | |
| 101.SCH* | | Inline XBRL Taxonomy Extension Schema Document | | | | | | | | | |
| 101.CAL* | | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | | | | | | | | | |
| 101.DEF* | | Inline XBRL Taxonomy Extension Definition Linkbase Document. | | | | | | | | | |
| 101.LAB* | | Inline XBRL Taxonomy Extension Label Linkbase Document. | | | | | | | | | |
| 104 | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | | | | | | | | | |
* Filed herewith.
** Furnished herewith.
# Indicates management contract or compensatory plan.
† Portions of this exhibit have been redacted in compliance with Regulation S-K Item 601(b)(10)(iv).
Item 16. Form 10-K Summary
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | | | | | | | | | | |
| Lemonade, Inc. | |
| | | |
| By: | /s/ Daniel Schreiber | |
| | Name: Daniel Schreiber Title: Chief Executive Officer | |
| | | |
| By: | /s/ Tim Bixby | |
| | Name: Tim Bixby Title: Chief Financial Officer | |
Pursuant to the requirements of the Securities Exchange Act of 1934 (as amended), this Report has been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated.
| | | | | | | | | | | | | | |
Signature | | Title | | Date |
| | | | |
/s/ Daniel Schreiber | | Chief Executive Officer (Principal Executive Officer) and Chairman of the Board of Directors | | February 26, 2025 |
| Daniel Schreiber | | |
| | | | |
/s/ Tim Bixby | | Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer) | | February 26, 2025 |
Tim Bixby | | |
| | | | |
/s/ Shai Wininger | | President and Director | | February 26, 2025 |
| Shai Wininger | | |
| | | | |
/s/ Michael Eisenberg | | Director | | February 26, 2025 |
| Michael Eisenberg | | |
| | | | |
/s/ Dr. Samer Haj-Yehia | | Director | | February 26, 2025 |
Dr. Samer Haj-Yehia | | |
| | | | |
/s/ Debra Schwartz | | Director | | February 26, 2025 |
Debra Schwartz | | |
| | | | |
/s/ Maria Angelidis-Smith | | Director | | February 26, 2025 |
Maria Angelidis-Smith | | |
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