Tiptree Inc. 2026年季度报告

Tiptree Inc.Quarterly Report on Form 10-Q Table of Contents PART I. FINANCIAL INFORMATION Forward-Looking Statements Except for the historical information included and incorporated by reference in this Quarterly Report on Form 10-Q, the informationincluded and incorporated by reference herein are “forward-looking statements” within the meaning of Section 27A of the SecuritiesAct and Section 21E of the Exchange Act. Forward-looking statements provide our current expectations or forecasts of future eventsand are not statements of historical fact. These forward-looking statements include information about possible or assumed futureevents, including, among other things, the anticipated closing of the Sale and the Reliance Purchase Agreement, discussion and Forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, manyof which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed orforecasted in the forward-looking statements. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including, but not limited to, those described in the section entitled “Risk Factors” The factors described herein are not necessarily all of the important factors that could cause actual results or developments to differmaterially from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors also could affectour forward-looking statements. Consequently, our actual performance could be materially different from the results described or Market and Industry Data Certain market data and industry data included in this Quarterly Report on Form 10-Q were obtained from reports of governmentalagencies and industry publications and surveys. We believe the data from third-party sources to be reliable based upon our Note to Reader In reading this Quarterly Report on Form 10-Q, references to:“A.M. Best” means A.M. Best Company, Inc.“Common Stock” or “Common Shares” means Tiptree’s common stock $0.001 par value per share.“E&S” means excess and surplus.“EBITDA” means earnings before interest, taxes, depreciation and amortization.“Exchange Act” means the Securities Exchange Act of 1934, as amended.“Fannie Mae” means Federal National Mortgage Association. Table of Contents “Leakage” means those items that reduce the purchase price pursuant to the Sale Agreement for certain categories of payments madeby Fortegra after June 30, 2025 and at or prior to the closing of the Sale, including payments for, among other categories, specifiedtransaction expenses, certain dividends or distributions to related parties, payments to related parties for equity or securities “NCI” means non-controlling interests.“Reliance” means Reliance First Capital, LLC.“Reliance Holdings” means Reliance Holdings LLC“Reliance Buyer” means Carrington Mortgage Services, LLC.“Reliance Purchase Agreement” means the Purchase Agreement entered into on October 31, 2025 by and among Carrington HoldingCompany, LLC (“Former Buyer”), Tiptree, Reliance and Reliance Holdings, as amended by Amendment No. 1 to Reliance PurchaseAgreement, dated as of December 5, 2025 replacing Former Buyer with Reliance Buyer. “Sale” means the series of transactions pursuant to the Sale Agreement whereby Purchaser will acquire Fortegra for a purchase priceof $1.65 billion in cash (subject to certain adjustments set forth in the Sale Agreement) and Merger Sub will merge with and intoFortegra, with Fortegra being the surviving corporation, and as a result of which Purchaser shall be the sole stockholder of Fortegra.“Sale Agreement” means that certain Agreement and Plan of Merger, dated September 26, 2025, by and among Tiptree, Fortegra, “Securities Act” means the Securities Act of 1933, as amended. “SOFR” means the Secured Overnight Financing Rate. “Tiptree”, the “Company”, “we”, “its”, “us” and “our” means, unless otherwise indicated by the context, Tiptree Inc. and its “Tiptree Credit Agreement” means the Credit Agreement, dated as of February 7, 2025, among Tiptree, Tiptree Holdings, thelenders party thereto from time to time and Fortress Credit Corp., as administrative agent, collateral agent and lead arranger. “Transition Services Agreement” means the Amended and Restated Transition Services Agreement between Tiptree Advisors andTiptree Inc., effective as of January 1, 2019. “Warburg” means WP Falcon Aggregator, L.P., a Delaware limited partnership affiliated with funds advised or managed byWarburg Pincus LLC. “WP Transaction” means the $200 million strategic investment in Fortegra by Warburg. TIPTREE INC. AND SUBSIDIARIESCondensed Consolidated Balance Sheets (Unaudited)(in thousands, except share data) Table of Contents TIPTREE INC. AND SUBSIDIARIESNotes to Condensed Consolidated Financial StatementsMarch 31, 2026 (1) Organization Tip