BWIN 10-Q

Baldwin Insurance Group, Inc. (BWIN)

10-Q 2026-07-30 For: 2026-06-30

View Original

Added on July 30, 2026


2019 Stockholders Agreement						Stockholders Agreement between Baldwin and the applicable holders of LLC Units in Baldwin Holdings entered into on October 28, 2019
2024 Stockholders Agreement						Stockholders Agreement between Baldwin and the applicable holders of LLC Units in Baldwin Holdings entered into on October 30, 2024
adjusted EBITDA						Net income (loss) before interest, taxes, depreciation, amortization, change in fair value of contingent consideration and certain items of income and expense, including share-based compensation expense, transaction-related partnership and integration expenses, transformation costs, severance, and certain non-recurring items, including those related to raising capital
Amended LLC Agreement						Third Amended and Restated Limited Liability Company Agreement of Baldwin Holdings, as amended
API						Application programming interface
book of business						Insurance policies bound by us on behalf of our clients
bps						Basis points
Baldwin Holdings						The Baldwin Insurance Group Holdings, LLC, our operating company and a subsidiary of Baldwin
Baldwin						The Baldwin Insurance Group, Inc., our parent company, together, unless the context otherwise requires, with its consolidated subsidiaries, including Baldwin Holdings and its consolidated subsidiaries and affiliates
Capacity Solutions						A division of our Underwriting, Capacity & Technology Solutions operating group that includes our reinsurance brokerage business, Juniper Re, our reinsurance MGA business, MultiStrat, and our captive management business
Captive						The initial series, MSI Multifamily Series Protected Cell, together with the Core, TBG Assurance Company, LLC
clients						Our insureds
colleagues						Our employees
core commissions and fees						Revenue generated from commissions, consulting and service fees, policy fees and installment payments, as well as earned premiums from assumed insurance contracts, collectively
Exchange Act						Securities Exchange Act of 1934, as amended
GAAP						Accounting principles generally accepted in the United States of America
Incremental Term Loans						$600 million of incremental term loans entered into January 2, 2026 pursuant to Amendment No. 4 to the JPM Credit Agreement
insurance company partners						Insurance companies with which we have a contractual relationship
JPM Credit Agreement						Amended and Restated Credit Agreement, dated as of May 24, 2024, which is attached as Annex I to the Amendment and Restatement Agreement, dated May 24, 2024, between Baldwin Holdings, as borrower, JPMorgan Chase Bank, N.A., as the Administrative Agent, the Guarantors party thereto and the Lenders party thereto, as amended by Amendment No. 1 to Amended and Restated Credit Agreement, dated as of December 4, 2024, Amendment No. 2 to Amended and Restated Credit Agreement, dated as of January 10, 2025, Amendment No. 3 to Amended and Restated Credit Agreement, dated as of September 18, 2025, and Amendment No. 4 to Amended and Restated Credit Agreement, dated as of January 2, 2026
JPM Credit Facility						The Revolving Facility and Term Loans established pursuant to the JPM Credit Agreement
LLC Units						Membership interests of Baldwin Holdings
MGA						Managing General Agent
MSI						Millennial Specialty Insurance, our MGA platform


operating groups						Our reportable segments
partners						Companies that we have acquired, or in the case of asset acquisitions, the producers
partnerships						Strategic acquisitions made by the Company
Pre-IPO LLC Members						Trevor Baldwin, our Chief Executive Officer; Lowry Baldwin, our Chairman; BIGH, LLC, an entity controlled by Lowry Baldwin; Elizabeth Krystyn, one of our founders; Laura Sherman, one of our founders; Daniel Galbraith, President, The Baldwin Group and CEO, Retail Brokerage Operations; Brad Hale, our Chief Financial Officer; and The Villages Invesco, LLC; and certain other historical equity holders including equity holders in companies that we have acquired or producers
reinsurance company partners						Reinsurance companies with which we have a contractual relationship
Revolving Facility						Our revolving credit facility under the JPM Credit Facility with commitments in an aggregate principal amount of $600 million, maturing May 24, 2029
risk advisors						Our producers
SEC						U.S. Securities and Exchange Commission
Securities Act						Securities Act of 1933, as amended
Senior Secured Notes						7.125% senior secured notes with an aggregate principal amount of $600 million due May 15, 2031
SOFR						Secured Overnight Financing Rate
Tax Receivable Agreement						Tax Receivable Agreement between Baldwin and certain holders of LLC Units in Baldwin Holdings entered into on October 28, 2019
Term Loans						Our term loan facility under the JPM Credit Facility with a principal amount of $1.6 billion, maturing May 24, 2031
Westwood						Westwood Insurance Agency, a 2022 partner


(in thousands, except share and per share data)	June 30, 2026		December 31, 2025
Assets
Current assets:
Cash and cash equivalents	$	184,499	$	123,669
Fiduciary cash	426,189		223,228
Assumed premiums, commissions and fees receivable, net	433,617		342,136
Fiduciary receivables	782,194		497,035
Prepaid expenses and other current assets	19,592		13,650
Total current assets	1,846,091		1,199,718
Property and equipment, net	33,377		22,502
Right-of-use assets	81,552		61,976
Other assets	111,257		82,419
Intangible assets, net	1,450,040		978,434
Goodwill	2,652,407		1,517,171
Total assets	$	6,174,724	$	3,862,220
Liabilities, Mezzanine Equity and Stockholders’ Equity
Current liabilities:
Fiduciary liabilities	$	1,208,383	$	720,263
Commissions payable	97,040		50,933
Accrued expenses and other current liabilities	294,241		252,560
Current portion of contingent earnout liabilities	120,901		9,004
Total current liabilities	1,720,565		1,032,760
Revolving line of credit	302,000		107,000
Long-term debt, less current portion	2,150,725		1,566,122
Contingent earnout liabilities, less current portion	225,923		14,289
Operating lease liabilities, less current portion	75,128		57,651
Tax Receivable Agreement liabilities	144,570		—
Deferred tax liabilities	4,650		—
Other liabilities	129,376		—
Total liabilities	4,752,937		2,777,822
Commitments and contingencies (Note 17)
Mezzanine equity:
Redeemable noncontrolling interest	614		519
Stockholders’ equity:
Class A common stock, par value $0.01 per share, 300,000,000 shares authorized; 96,368,518 and 71,779,608 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively	964		718
Class B common stock, par value $0.0001 per share, 100,000,000 shares authorized; 43,059,762 and 46,703,818 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively	4		5
Additional paid-in capital	1,246,901		844,236
Accumulated deficit	(368,468)		(245,236)
Accumulated other comprehensive income	5,027		492
Total stockholders’ equity attributable to Baldwin	884,428		600,215
Noncontrolling interest	536,745		483,664
Total stockholders’ equity	1,421,173		1,083,879
Total liabilities, mezzanine equity and stockholders’ equity	$	6,174,724	$	3,862,220


(in thousands)	June 30, 2026		December 31, 2025
Assets of Consolidated Variable Interest Entities That Can Only be Used to Settle the Obligations of Consolidated Variable Interest Entities:
Cash and cash equivalents	$	3,324	$	2,523
Assumed premiums, commissions and fees receivable, net	1,828		1,198
Prepaid expenses and other current assets	157		76
Total current assets	5,309		3,797
Right-of-use assets	75		20
Other assets	5		5
Intangible assets, net	57,300		63,336
Goodwill	50,834		50,834
Total assets	$	113,523	$	117,992
Liabilities of Consolidated Variable Interest Entities for Which Creditors Do Not Have Recourse to the Company:
Commissions payable	$	232	$	77
Accrued expenses and other current liabilities	4,998		4,910
Total current liabilities	5,230		4,987
Operating lease liabilities, less current portion	38		—
Total liabilities	$	5,268	$	4,987


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(in thousands, except per share data)	2026		2025		2026		2025
Revenues:
Commissions and fees	$	488,789	$	376,249	$	1,017,650	$	786,780
Investment income	4,150		2,562		7,524		5,436
Total revenues	492,939		378,811		1,025,174		792,216

Operating expenses:
Colleague compensation and benefits	264,323		195,471		547,935		393,491
Outside commissions	71,798		73,586		138,477		139,409
Other operating expenses	94,058		56,119		318,221		114,138
Amortization expense	56,027		26,010		111,074		51,892
Change in fair value of contingent consideration	12,303		(1,957)		14,272		6,104
Depreciation expense	2,773		1,642		4,804		3,225
Total operating expenses	501,282		350,871		1,134,783		708,259

Operating income (loss)	(8,343)		27,940		(109,609)		83,957

Other income (expense):
Interest expense, net	(45,666)		(31,320)		(84,566)		(61,296)
Gain (loss) on divestitures	—		(1,111)		—		290
Loss on extinguishment and modification of debt	(129)		—		(7,538)		(2,394)
Other income (expense), net	(2,423)		35		(1,776)		(115)
Total other expense, net	(48,218)		(32,396)		(93,880)		(63,515)

Income (loss) before income taxes and share of net earnings of equity method investee	(56,561)		(4,456)		(203,489)		20,442
Share of net earnings of equity method investee	664		—		1,175		—
Income (loss) before income taxes	(55,897)		(4,456)		(202,314)		20,442
Less: income tax expense (benefit)	84		685		(144,437)		685
Net income (loss)	(55,981)		(5,141)		(57,877)		19,757
Less: net income (loss) attributable to noncontrolling interests	(16,986)		(1,977)		(21,223)		8,982
Net income (loss) attributable to Baldwin	$	(38,995)	$	(3,164)	$	(36,654)	$	10,775

Basic earnings (loss) per share	$	(0.42)	$	(0.05)	$	(0.39)	$	0.16
Diluted earnings (loss) per share	$	(0.42)	$	(0.05)	$	(0.39)	$	0.15
Weighted-average shares of Class A common stock outstanding - basic	92,761		68,010		93,278		67,045
Weighted-average shares of Class A common stock outstanding - diluted	92,761		68,010		93,278		70,393

Net income (loss)	$	(55,981)	$	(5,141)	$	(57,877)	$	19,757
Other comprehensive income	3,343		—		6,635		—
Comprehensive income (loss)	(52,638)		(5,141)		(51,242)		19,757
Less: comprehensive income (loss) attributable to noncontrolling interests	(15,932)		(1,977)		(19,123)		8,982
Comprehensive income (loss) attributable to Baldwin	$	(36,706)	$	(3,164)	$	(32,119)	$	10,775


x			Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


o			Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


For the Three Months Ended June 30, 2026
	Stockholders’ Equity																Mezzanine Equity
	Class A Common Stock			Class B Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Income		Non-controlling Interest		Total		Redeemable Non-controlling Interest
(in thousands, except share data)	Shares	Amount		Shares	Amount
Balance at March 31, 2026	96,647,096	$	966	45,213,446	$	5	$	1,235,101	$	(274,870)	$	2,738	$	587,178	$	1,551,118	$	537
Net income (loss)	—	—		—	—		—		(38,995)		—		(17,086)		(56,081)		100
Share-based compensation, net of forfeitures	1,407,675	14		—	—		5,073		—		—		2,319		7,406		—
Redemption of Class B common stock	2,153,684	22		(2,153,684)	(1)		6,727		—		—		(6,748)		—		—
Repurchases of Class A common stock	(3,839,937)	(38)		—	—		—		(54,603)		—		(25,226)		(79,867)		—
Distributions to variable interest entities	—	—		—	—		—		—		—		(4,746)		(4,746)		(23)
Other comprehensive income	—	—		—	—		—		—		2,289		1,054		3,343		—
Balance at June 30, 2026	96,368,518	$	964	43,059,762	$	4	$	1,246,901	$	(368,468)	$	5,027	$	536,745	$	1,421,173	$	614


For the Six Months Ended June 30, 2026
	Stockholders’ Equity																Mezzanine Equity
	Class A Common Stock			Class B Common Stock			Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Income		Non-controlling Interest		Total		Redeemable Non-controlling Interest
(in thousands, except share data)	Shares	Amount		Shares	Amount
Balance at December 31, 2025	71,779,608	$	718	46,703,818	$	5	$	844,236	$	(245,236)	$	492	$	483,664	$	1,083,879	$	519
Net income (loss)	—	—		—	—		—		(36,654)		—		(21,377)		(58,031)		154
Equity issued in business combinations	23,951,021	239		—	—		382,138		—		—		128,184		510,561		—
Share-based compensation, net of forfeitures	3,027,199	30		—	—		23,238		—		—		10,856		34,124		—
Redemption of Class B common stock	3,644,056	37		(3,644,056)	(1)		19,174		—		—		(19,210)		—		—
Repurchases of Class A common stock	(6,033,366)	(60)		—	—		—		(86,578)		—		(40,195)		(126,833)		—
Tax Receivable Agreement liability and deferred taxes arising from LLC interest ownership changes	—	—		—	—		(21,885)		—		—		—		(21,885)		—
Distributions to variable interest entities	—	—		—	—		—		—		—		(7,277)		(7,277)		(59)
Other comprehensive income	—	—		—	—		—		—		4,535		2,100		6,635		—
Balance at June 30, 2026	96,368,518	$	964	43,059,762	$	4	$	1,246,901	$	(368,468)	$	5,027	$	536,745	$	1,421,173	$	614


For the Three Months Ended June 30, 2025
	Stockholders’ Equity														Mezzanine Equity
	Class A Common Stock			Class B Common Stock			Additional Paid-in Capital		Accumulated Deficit		Noncontrolling Interest		Total		Redeemable Non-controlling Interest
(in thousands, except share data)	Shares	Amount		Shares	Amount
Balance at March 31, 2025	69,852,390	$	699	48,292,594	$	5	$	816,418	$	(197,484)	$	428,386	$	1,048,024	$	371
Net income (loss)	—	—		—	—		—		(3,164)		(2,073)		(5,237)		96
Equity issued in business combinations	23,202	—		—	—		515		—		348		863		—
Share-based compensation, net of forfeitures	469,226	5		—	—		3,761		—		2,508		6,274		—
Redemption of Class B common stock	933,865	9		(933,865)	—		10,041		—		(10,050)		—		—
Distributions to variable interest entities	—	—		—	—		—		—		—		—		(22)
Balance at June 30, 2025	71,278,683	$	713	47,358,729	$	5	$	830,735	$	(200,648)	$	419,119	$	1,049,924	$	445


For the Six Months Ended June 30, 2025
	Stockholders’ Equity														Mezzanine Equity
	Class A Common Stock			Class B Common Stock			Additional Paid-in Capital		Accumulated Deficit		Noncontrolling Interest		Total		Redeemable Non-controlling Interest
(in thousands, except share data)	Shares	Amount		Shares	Amount
Balance at December 31, 2024	67,979,419	$	680	49,552,686	$	5	$	793,954	$	(211,423)	$	425,128	$	1,008,344	$	453
Net income (loss)	—	—		—	—		—		10,775		8,825		19,600		157
Equity issued in business combinations	23,202	—		—	—		515		—		348		863		—
Share-based compensation, net of forfeitures	1,082,105	11		—	—		12,721		—		8,730		21,462		—
Redemption of Class B common stock	2,193,957	22		(2,193,957)	—		23,545		—		(23,567)		—		—
Distributions to variable interest entities	—	—		—	—		—		—		(345)		(345)		(165)
Balance at June 30, 2025	71,278,683	$	713	47,358,729	$	5	$	830,735	$	(200,648)	$	419,119	$	1,049,924	$	445


(in thousands)	CAC Group		Obie		Capstone		Totals
Cash consideration paid	$	445,535	$	86,958	$	35,396	$	567,889
Fair value of contingent earnout consideration	225,000		81,755		9,243		315,998
Fair value of equity interest	494,778		8,393		7,390		510,561
Deferred payments(1)	54,900		110,264		—		165,164
Total consideration	$	1,220,213	$	287,370	$	52,029	$	1,559,612
Recognized amounts of identifiable assets acquired and liabilities assumed:
Cash	$	13,692	$	1,962	$	739	16,393
Fiduciary cash	88,804		15,189		—		103,993
Assumed premiums, commissions and fees receivable	43,869		607		698		45,174
Fiduciary receivables	188,515		2,667		—		191,182
Prepaid expenses and other current assets	2,044		272		39		2,355
Property and equipment	8,778		—		—		8,778
Right-of-use assets	26,494		808		—		27,302
Other assets	5,728		—		—		5,728
Intangible assets	410,245		121,688		19,050		550,983
Fiduciary liabilities	(277,319)		(17,856)		—		(295,175)
Commissions payable	(45,172)		—		(168)		(45,340)
Accrued expenses and other current liabilities	(15,507)		(5,553)		(530)		(21,590)
Operating lease liabilities, less current portion	(22,050)		(808)		—		(22,858)
Deferred tax liabilities	(115,997)		(26,211)		—		(142,208)
Total identifiable net assets acquired	312,124		92,765		19,828		424,717
Goodwill	908,089		194,605		32,201		1,134,895
Net assets acquired	$	1,220,213	$	287,370	$	52,029	$	1,559,612

Maximum potential contingent earnout consideration	$	250,000	$	275,000	$	19,855	$	544,855


(in thousands, except weighted-average lives)	Amount		Weighted- Average Life
Acquired relationships	$	474,070	15.0 years
Trade names	48,250		5.3 years
Software	28,663		4.7 years


(in thousands)	Amount
For the remainder of 2026	$	45,515
2027	79,025
2028	69,099
2029	61,040
2030	55,531
2031	36,063


(in thousands)	Amortization
For the remainder of 2026	$	111,472
2027	192,865
2028	165,578
2029	143,361
2030	129,979
2031	104,071


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(in thousands)	2026		2025		2026		2025
Commission revenue(1)	$	373,060	$	299,243	$	793,614	$	638,105
Profit-sharing revenue(2)	29,534		19,960		55,645		44,300
Consulting and service fee revenue(3)	44,883		27,375		88,356		47,531
Policy fee and installment fee revenue(4)	21,201		19,684		41,943		37,664
Assumed premium earned(5)	15,309		5,488		29,500		9,805
Other income(6)	4,802		4,499		8,592		9,375
Investment income(7)	4,150		2,562		7,524		5,436
Total revenues	$	492,939	$	378,811	$	1,025,174	$	792,216


	June 30, 2026						December 31, 2025
(in thousands)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Gross Carrying Value		Accumulated Amortization		Net Carrying Value
Acquired relationships	$	1,739,517	$	(430,185)	$	1,309,332	$	1,253,396	$	(344,992)	$	908,404
Software	211,823		(116,073)		95,750		163,514		(95,547)		67,967
Trade names	76,724		(31,766)		44,958		28,474		(26,411)		2,063
Total intangible assets	$	2,028,064	$	(578,024)	$	1,450,040	$	1,445,384	$	(466,950)	$	978,434


	Shares	Weighted-Average Grant-Date Fair Value Per Share
Non-vested awards outstanding at December 31, 2025	3,094,268	$	36.03
Granted	4,165,527	23.30
Vested and settled	(2,209,742)	25.72
Forfeited	(427,484)	37.50
Non-vested awards outstanding at June 30, 2026	4,622,569	29.35


	For the Three Months Ended June 30, 2026
(in thousands)	Insurance Advisory Solutions		Underwriting, Capacity & Technology Solutions		Mainstreet Insurance Solutions		Corporate and Other		Total
Revenues:
Commission revenue(1)	$	208,847	$	114,990	$	67,250	$	(18,027)	$	373,060
Profit-sharing revenue	17,833		5,310		6,391		—		29,534
Consulting and service fee revenue	42,935		1,872		76		—		44,883
Policy fee and installment fee revenue	—		21,201		—		—		21,201
Assumed premium earned	—		15,309		—		—		15,309
Other income	3,269		140		1,589		(196)		4,802
Investment income	2,459		1,425		21		245		4,150
Total revenues	275,343		160,247		75,327		(17,978)		492,939
Expenses:
Inside advisor commissions	66,039		727		8,145		—		74,911
Fixed compensation	76,404		19,319		10,527		2,670		108,920
Benefits and other	34,858		9,802		7,257		1,967		53,884
Share-based compensation	9,257		4,472		1,369		5,603		20,701
Severance	3,586		490		957		874		5,907
Colleague compensation and benefits	190,144		34,810		28,255		11,114		264,323
Outside commissions(1)	3,953		66,551		19,517		(18,223)		71,798
Selling expense	11,571		2,477		2,949		2,646		19,643
Operating expense	28,093		30,171		5,875		9,261		73,400
Administrative expense	35,186		14,790		13,222		42,412		105,610
All other (income) expense, net(2)	7,675		4,755		1,745		(29)		14,146
Total expense	276,622		153,554		71,563		47,181		548,920
Net income (loss)	$	(1,279)	$	6,693	$	3,764	$	(65,159)	$	(55,981)

Other segment disclosures:
Loss on change in fair value of contingent consideration	$	5,105	$	5,446	$	1,752	$	—	$	12,303
Depreciation and amortization expense	32,946		10,821		13,170		1,863		58,800
Interest expense, net	1,797		3,642		3		40,224		45,666

Loss on extinguishment and modification of debt	—		—		—		129		129
Share of net earnings of equity method investee	—		664		—		—		664


(in thousands)	Insurance Advisory Solutions		Underwriting, Capacity & Technology Solutions		Mainstreet Insurance Solutions		Total
Balance at December 31, 2025	$	932,487	$	241,905	$	342,779	$	1,517,171
Goodwill of acquired businesses	940,290		194,605		—		1,134,895
Measurement period adjustments(1)	—		341		—		341
Balance at June 30, 2026	$	1,872,777	$	436,851	$	342,779	$	2,652,407


	Fair Value Hierarchy
	Level 1				Level 2				Level 3
(in thousands)	June 30, 2026		December 31, 2025		June 30, 2026		December 31, 2025		June 30, 2026		December 31, 2025
Assets:
Money market funds	$	245,055	$	229,922	$	—	$	—	$	—	$	—
Derivative instruments	—		—		7,450		815		—		—
Liabilities:
Contingent earnout liabilities	—		—		—		—		346,824		23,293


	For the Three Months Ended June 30,				Variance				For the Six Months Ended June 30,				Variance
(in thousands)	2026		2025		Amount		%		2026		2025		Amount		%
Revenues:
Core commissions and fees	$	454,453	$	351,790	$	102,663	29	%	$	953,413	$	733,105	$	220,308	30	%
Profit-sharing and other income	34,336		24,459		9,877		40	%	64,237		53,675		10,562		20	%
Commissions and fees	488,789		376,249		112,540		30	%	1,017,650		786,780		230,870		29	%
Investment income	4,150		2,562		1,588		62	%	7,524		5,436		2,088		38	%
Total revenues	492,939		378,811		114,128		30	%	1,025,174		792,216		232,958		29	%

Operating expenses:
Colleague compensation and benefits	264,323		195,471		68,852		35	%	547,935		393,491		154,444		39	%
Outside commissions	71,798		73,586		(1,788)		(2)	%	138,477		139,409		(932)		(1)	%
Other operating expenses	94,058		56,119		37,939		68	%	318,221		114,138		204,083		179	%
Amortization expense	56,027		26,010		30,017		115	%	111,074		51,892		59,182		114	%
Change in fair value of contingent consideration	12,303		(1,957)		14,260		n/m		14,272		6,104		8,168		134	%
Depreciation expense	2,773		1,642		1,131		69	%	4,804		3,225		1,579		49	%
Total operating expenses	501,282		350,871		150,411		43	%	1,134,783		708,259		426,524		60	%

Operating income (loss)	(8,343)		27,940		(36,283)		(130)	%	(109,609)		83,957		(193,566)		(231)	%

Other income (expense):
Interest expense, net	(45,666)		(31,320)		(14,346)		46	%	(84,566)		(61,296)		(23,270)		38	%
Gain (loss) on divestitures	—		(1,111)		1,111		(100)	%	—		290		(290)		(100)	%
Loss on extinguishment and modification of debt	(129)		—		(129)		—	%	(7,538)		(2,394)		(5,144)		215	%
Other income (expense), net	(2,423)		35		(2,458)		n/m		(1,776)		(115)		(1,661)		n/m
Total other expense, net	(48,218)		(32,396)		(15,822)		49	%	(93,880)		(63,515)		(30,365)		48	%
Income (loss) before income taxes and share of net earnings of equity method investment	(56,561)		(4,456)		(52,105)		n/m		(203,489)		20,442		(223,931)		n/m
Share of net earnings of equity method investee	664		—		664		—	%	1,175		—		1,175		—	%
Income (loss) before income taxes	(55,897)		(4,456)		(51,441)		n/m		(202,314)		20,442		(222,756)		n/m
Less: income tax expense (benefit)	84		685		(601)		(88)	%	(144,437)		685		(145,122)		n/m
Net income (loss)	$	(55,981)	$	(5,141)	$	(50,840)	n/m		$	(57,877)	$	19,757	$	(77,634)	n/m


	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(in thousands, except percentages)	2026			2025			2026			2025
Commissions and fees	$	488,789		$	376,249		$	1,017,650		$	786,780
Partnership commissions and fees(1)	(106,755)			(1,980)			(218,240)			(1,980)
Organic revenue	$	382,034		$	374,269		$	799,410		$	784,800
Organic revenue growth(2)	$	5,697		$	37,973		$	12,630		$	76,192
Organic revenue growth %(2)	2		%	11		%	2		%	11		%


			Payments Due by Period
(in thousands)	Total		Less than 1 year		1-3 years		3-5 years		More than 5 years
Operating leases(1)	$	111,701	$	26,557	$	45,669	$	23,578	$	15,897
Debt obligations payable(2)	3,230,978		174,743		646,857		2,409,378		—
Undiscounted estimated contingent earnout obligation(3)	410,547		131,069		252,370		24,336		2,772
Deferred payments	192,500		40,833		151,667		—		—
USF Grant	2,496		864		1,632		—		—
Total	$	3,948,222	$	374,066	$	1,098,195	$	2,457,292	$	18,669


	Total Number of Shares Purchased(1)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Value that may yet be Purchased under the Plans or Programs (in thousands)(2)
April 1, 2026 to April 30, 2026	1,073,818	$	22.06	911,475	$	183,335
May 1, 2026 to May 31, 2026	2,180,812	20.33		2,180,812	139,007
June 1, 2026 to June 30, 2026	747,650	19.46		747,650	124,460
Total	4,002,280	$	20.63	3,839,937	$	124,460


Exhibit No.						Description of Exhibit
3.1						Amended and Restated Certificate of Incorporation of the Company (incorporated herein by reference to Exhibit 3.1 of the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 31, 2019).
3.2						Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 of the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 15, 2020).
3.3						Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation (incorporated herein by reference to Exhibit 3.3 of the registrant’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2024).
3.4						Second Amended and Restated By-Laws of the Company (incorporated herein by reference to Exhibit 3.4 of the registrant’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 7, 2024).
3.5						First Amendment to the Second Amended and Restated By-laws of The Baldwin Insurance Group, Inc. (incorporated herein by reference to Exhibit 3.1 of the registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 31, 2024).
10.1						Stockholders Agreement, dated as of October 30, 2024, by and among the Company and the Holders (as defined therein) (incorporated herein by reference to Exhibit 10.22 of the registrant’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 25, 2025).
31.1*						Certification of the Registrant’s Chief Executive Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934
31.2*						Certification of the Registrant’s Chief Financial Officer pursuant to Rule 13a-14 of the Securities Exchange Act of 1934
32**						Certification of the Registrant’s Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*						Inline XBRL Instance Document - the Instance document does not appear in the Interactive Data file because 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
101.PRE*						Inline XBRL Taxonomy Extension Presentation Linkbase Document
104						Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)


		The Baldwin Insurance Group, Inc.

Date: July 30, 2026	By:	/s/ Trevor L. Baldwin
		Trevor L. Baldwin
		Chief Executive Officer

Date: July 30, 2026	By:	/s/ Bradford L. Hale
		Bradford L. Hale
		Chief Financial Officer