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Neptune Insurance Holdings Inc.

CIK:0002067129|SEC Filings

Condensed Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025	Jun. 30, 2026	Jun. 30, 2025
Revenues:
Commissions and fees	$ 55,872	$ 42,066	$ 93,667	$ 71,419
Operating expenses:
Agent commissions	16,524	12,736	27,876	21,676
Employee compensation and benefits	8,429	1,528	16,847	2,933
General and administrative	3,351	5,600	6,931	8,107
Amortization expense	1,017	912	2,021	1,786
Total operating expenses	29,321	20,776	53,675	34,502
Income from operations	26,551	21,290	39,992	36,917
Other income (expense):
Interest income	262	247	427	416
Interest expense	(3,626)	(5,868)	(7,157)	(8,269)
Income before income tax expense	23,187	15,669	33,262	29,064
Income tax expense	7,391	4,049	10,117	7,505
Net income	15,796	11,620	23,145	21,559
Accretion adjustment to redeemable preferred stock	0	(3,467)	0	(6,848)
Allocation to participating preferred stock	0	0	0	(2,030)
Cash dividend paid on redeemable preferred stock	0	(54,170)	0	(54,170)
Net income available to common stockholders	$ 15,796	$ (46,017)	$ 23,145	$ (41,489)
Net income per share of common stock:
Basic (in dollars per share)	$ 0.11	$ (0.49)	$ 0.17	$ (0.44)
Diluted (in dollars per share)	$ 0.11	$ (0.49)	$ 0.16	$ (0.44)
Weighted average shares of common stock outstanding:
Basic (in shares)	137,803,040	93,350,000	138,020,808	93,350,000
Diluted (in shares)	146,193,258	93,350,000	145,973,442	93,350,000

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025
Net income	$ 23,145	$ 21,559
Adjustments to reconcile net income to cash provided by operating activities:
Amortization expense	2,021	1,786
Amortization of deferred financing costs	179	237
Share-based compensation	13,823	187
Deferred income taxes	(390)	(15)
(Increase) decrease in operating assets:
Commissions and fees receivable	190	(592)
Income tax receivable	572	(705)
Prepaid expenses and other current assets	536	(152)
Deferred financing asset	0	(36)
Increase (decrease) in operating liabilities:
Accounts payable	854	1,374
Commissions payable	2,329	2,338
Income tax payable	75	(4,781)
Accrued expenses	70	1,764
Net cash provided by operating activities	43,404	22,964
Cash flows from investing activities:
Internally developed software	(2,171)	(1,884)
Net cash used in investing activities	(2,171)	(1,884)
Cash flows from financing activities:
Change in fiduciary receivables	(1,353)	(831)
Change in fiduciary liabilities	28,334	26,615
Proceeds from 2025 Term Loan	0	301,000
Proceeds from revolving credit facility	24,000	0
Repayments of revolving credit facility	(24,000)	0
Repurchase of common stock	(31,869)	0
Payment of deferred financing fees and prepayment penalty	0	(477)
Proceeds from exercise of stock options	1,837	0
Taxes paid related to net share settlement of equity awards	(1,684)	0
Cash dividend paid	0	(175,000)
Net cash provided by (used in) financing activities	(4,735)	9,307
Net increase in cash and cash equivalents and fiduciary cash	36,498	30,387
Cash and cash equivalents and fiduciary cash:
Beginning of period	40,548	28,065
End of period	77,046	58,452
Cash and cash equivalents	17,553	11,697
Fiduciary cash	59,493	46,755
Total cash and cash equivalents and fiduciary cash	77,046	58,452
2024 Credit Agreement
Cash flows from financing activities:
Repayments of Term Loan	0	(135,000)
2025 Credit Agreement
Cash flows from financing activities:
Repayments of Term Loan	$ 0	$ (7,000)

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2026	Dec. 31, 2025
Current assets:
Cash and cash equivalents	$ 17,553	$ 8,036
Fiduciary cash	59,493	32,512
Fiduciary receivable	6,728	5,375
Commissions and fees receivable	3,890	4,080
Prepaid expenses and other current assets	773	1,309
Income tax receivable	578	1,150
Total current assets	89,015	52,462
Goodwill	3,793	3,793
Deferred tax assets	1,192	802
Deferred financing asset	1,567	1,746
Total assets	102,214	65,299
Current liabilities:
Accounts payable	10,995	10,141
Commissions payable	6,117	3,788
Insurance company payables	30,607	18,946
Income tax payable	75	0
Accrued expenses	1,047	977
Premium deposits	35,614	18,941
Total current liabilities	84,455	52,793
Revolving credit facility	240,000	240,000
Total liabilities	324,455	292,793
Stockholders’ deficit:
Accumulated deficit	(491,206)	(514,351)
Additional paid-in capital	268,964	286,856
Total stockholders’ deficit	(222,241)	(227,494)
Total liabilities and stockholders’ deficit	$ 102,214	65,299
Common stock, shares authorized (in shares)	480,000,000
Intangible Assets Excluding Capitalized Software
Current assets:
Intangible assets, net	$ 428	466
Software, Internally Developed
Current assets:
Intangible assets, net	6,219	6,030
Class A Common Stock
Stockholders’ deficit:
Common stock value	$ 1	$ 1
Common stock, shares authorized (in shares)	428,422,036	428,422,036
Class B Common Stock
Stockholders’ deficit:
Common stock value	$ 0	$ 0
Common stock, shares authorized (in shares)	51,577,964	51,577,964