Orion180 Insurance Group Inc.

What the company does

Orion180 Insurance Group Inc. is a founder-led, technology-focused specialty insurance group that delivers homeowners insurance solutions across the United States. Since beginning operations in 2018, the company has grown to become the second largest excess and surplus (E&S) lines homeowners insurance provider in the U.S. by direct written premiums, with a presence in 14 states and more than 14,000 active independent agents as of June 30, 2026. Its offerings span E&S and admitted homeowners insurance, private flood insurance, and ancillary products, all supported by its proprietary MY180 technology platform that automates underwriting, pricing, policy administration, and claims processes. The group's Services Companies (providing MGA, claims management, and other insurance services) and In-House Fronting Carriers issue policies while reinsuring the majority of insurance risk to a panel of reinsurance partners.

Use of proceeds

The principal purposes of the offering are to increase the company's capitalization and financial flexibility and to create a public market for its Class A common stock. Orion180 intends to use the net proceeds as capital to grow its business and for other general corporate purposes, and may use a portion of the net proceeds to repay a portion of the $282 million outstanding indebtedness under its New Credit Facility.

Underwriters

Extracted from 424B4 0001628280-26-062794, filed Sep 21, 2026 and verified against that filing text.

Key risk factors

• Controlled company status

  “As a result, Mr. Gregg will have the ability to exercise significant influence over the outcome of matters submitted to our shareholders for approval and, following this offering, we will become a "controlled company" as defined under the corporate governance rules of Nasdaq and will be exempt from certain corporate governance requirements of such rules.”

• Founder voting control

  “Kenneth Gregg, our Founder and Chief Executive Officer, will hold approximately 93.9% of the voting power of our outstanding capital stock immediately following the completion of this offering (or 93.4% if the underwriters exercise their option to purchase additional shares of Class A common stock in full).”

• Dual-class stock structure

  “Upon the completion of this offering, we will have two classes of authorized common stock: Class A common stock and Class B common stock.”

• Underwriter conflicts of interest

  “Affiliates of each of RBC Capital Markets, LLC, UBS Securities LLC and Raymond James & Associates, Inc., underwriters of this offering, would each receive 5% or more of the net proceeds of this offering in connection with the repayment of the New Credit Facility.”

• Emerging growth company reduced disclosure

  “We are an "emerging growth company" as that term is defined in the Jumpstart Our Business Startups Act of 2012, and, as such, have elected to comply with certain reduced public company reporting requirements for this registration statement and may do so in future filings.”

• No anticipated dividends

  “We do not anticipate paying any dividends in the foreseeable future.”