PLGO 6-K
Pelagos Insurance Capital Ltd (PLGO)
6-K
2026-02-25
For: 2025-12-31
View Original
Added on
April 08, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
PURSUANT TO RULE 13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the Month of February 2026
Commission File Number: 001-41731
FIDELIS INSURANCE HOLDINGS LIMITED
(Exact Name of Registrant as Specified in its Charter)
(Exact Name of Registrant as Specified in its Charter)
90 Pitts Bay Road, Wellesley House South, Pembroke, Bermuda, HM08
+1 441 279 2590
(Address of Principal Executive Office)
+1 441 279 2590
(Address of Principal Executive Office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes ☐ No ☒
On February 25, 2026, Fidelis Insurance Holdings Limited (the “Company”) issued a press release announcing results for the three and twelve months ended December 31, 2025, which is attached hereto as Exhibit 99.1 to this Report of Foreign Issuer on Form 6-K (this “Report”).
The Company is also making available a Company slide presentation, which is attached as Exhibit 99.2 to this Report.
On the same day, the Company issued a press release announcing it intends to change its name to Pelagos Insurance Capital Limited , which is attached hereto as Exhibit 99.3 to this Report.
EXHIBIT INDEX
Exhibit
99.1 | |||||
99.2 | |||||
99.3 | |||||
Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
FIDELIS INSURANCE HOLDINGS LIMITED | |||||||||||
Dated: February 25, 2026 | By: | /s/ Allan C. Decleir | |||||||||
Name: | Allan C. Decleir | ||||||||||
Title: | Group Chief Financial Officer | ||||||||||
Fidelis Insurance Group Reports Outstanding Fourth Quarter 2025
Combined Ratio of 80.6%, an improvement of 47 points compared with the 2024 period
Annualized Operating ROAE of 18.3%, an improvement of 37 points compared with the 2024 period
Fourth Quarter 2025 Highlights:
•Annualized operating return on average common equity (“Annualized Operating ROAE”) of 18.3%, an improvement of 37 points compared to the fourth quarter of 2024
•Combined ratio improved to 80.6%, an improvement of 47 points compared to 128.0% in the fourth quarter of 2024
•Total capital returned to common shareholders in the quarter of $133.6 million, including common share repurchases of $118.7 million, at an average price of $18.47 per share, and dividends of $14.9 million
•Net income of $117.8 million, or $1.17 per diluted common share, and operating net income of $110.4 million, or $1.09 per diluted common share
•Book value per diluted common share was $24.61 at December 31, 2025, an increase of 15.2% including cumulative dividends from December 31, 2024, of $21.79
Pembroke, Bermuda, February 25, 2026 - Fidelis Insurance Holdings Limited (“Fidelis” or “FIHL” or “the Group”) (NYSE: FIHL) announced today its financial results for the fourth quarter ended December 31, 2025.
Dan Burrows, Group Chief Executive Officer of Fidelis Insurance Group, commented: “Our excellent fourth quarter performance, highlighted by an 80.6% combined ratio and an annualized Operating ROAE of 18.3%, once again demonstrates the strength of our platform and our ability to deliver on our targets as we execute our capital allocation strategy.
"In 2025, we further expanded our network of underwriting partners and continued to capitalize on attractive growth opportunities, achieving record gross premiums written of $4.7 billion, up 7.1% over the prior year.
"We are entering 2026 with a tremendous amount of confidence in our ability to identify and execute on profitable underwriting opportunities. Combined with our strategic use of outwards reinsurance and disciplined capital management, we are well positioned to deliver sustained value to our shareholders, clients, and partners."
Fourth Quarter 2025 Consolidated Results | ||
•Net income for the fourth quarter of 2025 was $117.8 million, or $1.17 per diluted common share. Operating net income was $110.4 million, or $1.09 per diluted common share.
•Underwriting income for the fourth quarter of 2025 was $106.8 million and the combined ratio was 80.6%, compared to underwriting loss of $177.6 million and a combined ratio of 128.0% in the fourth quarter of 2024.
•Net favorable prior year loss reserve development for the fourth quarter of 2025 was $35.4 million, compared to $270.3 million of adverse prior year loss reserve development in the prior year period.
Fidelis Insurance Holdings Limited
Wellesley House South | 90 Pitts Bay Road | HM08 | Pembroke | Bermuda
1
•Catastrophe and large losses for the fourth quarter of 2025 were $50.5 million compared to $133.2 million in the prior year period. The fourth quarter of 2025 losses were primarily attributable to Hurricane Melissa and two additional loss events in the Insurance segment. The Reinsurance segment reported no catastrophe and large losses and benefited from the sale of certain subrogation rights related to the California wildfires.
•Net investment income for the fourth quarter of 2025 was $44.0 million compared to $51.4 million in the prior year period.
•Net realized and unrealized investment gains for the fourth quarter of 2025 were $4.0 million, which included $2.5 million of net realized and unrealized gains on other investments, as result of our strategic deployment of assets into alternative investments, including a hedge fund portfolio, which began in the fourth quarter of 2024.
•Annualized Operating ROAE of 18.3% in the quarter compared to (18.4)% in the prior year period.
Full Year 2025 Consolidated Results | ||
•Net income for the year ended December 31, 2025, was $225.5 million, or $2.11 per diluted common share. Operating net income was $205.2 million, or $1.92 per diluted common share.
•Underwriting income for the year ended December 31, 2025, was $117.2 million and the combined ratio was 94.8%, compared to underwriting income of $8.3 million and a combined ratio of 99.7% for the year ended December 31, 2024.
•Catastrophe and large losses for the year ended December 31, 2025, were $515.5 million compared to $509.0 million in the prior year.
•Net favorable prior year loss reserve development of $3.0 million compared to net adverse development of $124.6 million in the prior year.
•Net investment income of $184.0 million compared to $190.5 million in the prior year.
•Net realized and unrealized investment gains for the year ended December 31, 2025 were $22.8 million, which included $12.9 million of net realized and unrealized gains on other investments.
•Operating ROAE of 8.5% for the year ended December 31, 2025, compared to 5.6% in the prior year.
•Book value per diluted common share was $24.61 at December 31, 2025 (dilutive shares at December 31, 2025 of 862,605), compared to $21.79 at December 31, 2024.
2
The following table details key financial indicators in evaluating our performance for the three and twelve months ended December 31, 2025 and 2024:
| Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| ($ in millions, except per share data) | |||||||||||||||||||||||
| Net income/(loss) | $ | 117.8 | $ | (122.2) | $ | 225.5 | $ | 113.3 | |||||||||||||||
Operating net income/(loss)(1) | 110.4 | (117.7) | 205.2 | 137.0 | |||||||||||||||||||
| Gross premiums written | 978.2 | 953.7 | 4,717.6 | 4,403.1 | |||||||||||||||||||
| Net premiums earned | 552.9 | 634.5 | 2,293.7 | 2,258.1 | |||||||||||||||||||
| Catastrophe and large losses | 50.5 | 133.2 | 515.5 | 509.0 | |||||||||||||||||||
| Net favorable/(adverse) prior year reserve development | 35.4 | (270.3) | 3.0 | (124.6) | |||||||||||||||||||
| Net investment income | 44.0 | 51.4 | 184.0 | 190.5 | |||||||||||||||||||
| Net realized and unrealized investment gains/(losses) | $ | 4.0 | $ | (12.1) | $ | 22.8 | $ | (28.6) | |||||||||||||||
| Combined ratio | 80.6 | % | 128.0 | % | 94.8 | % | 99.7 | % | |||||||||||||||
Annualized Operating ROAE(1) | 18.3 | % | (18.4 | %) | 8.5 | % | 5.6 | % | |||||||||||||||
| Earnings/(loss) per diluted common share | $ | 1.17 | $ | (1.09) | $ | 2.11 | $ | 0.98 | |||||||||||||||
Operating EPS(1) | $ | 1.09 | $ | (1.05) | $ | 1.92 | $ | 1.18 | |||||||||||||||
________________
(1) See definition and reconciliation in “Non-GAAP Financial Measures Reconciliation”
| Segment Results | ||
Insurance Segment
The following table is a summary of our Insurance segment’s underwriting results:
| Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||
| ($ in millions) | |||||||||||||||||||||||||||||||||||
| Gross premiums written | $ | 981.2 | $ | 921.9 | $ | 59.3 | $ | 3,756.3 | $ | 3,538.5 | $ | 217.8 | |||||||||||||||||||||||
| Reinsurance premium ceded | (192.9) | (396.9) | 204.0 | (1,224.4) | (1,488.1) | 263.7 | |||||||||||||||||||||||||||||
| Net premiums written | 788.3 | 525.0 | 263.3 | 2,531.9 | 2,050.4 | 481.5 | |||||||||||||||||||||||||||||
| Net premiums earned | 472.1 | 542.9 | (70.8) | 1,899.4 | 1,902.4 | (3.0) | |||||||||||||||||||||||||||||
| Losses and loss adjustment expenses | (246.3) | (480.1) | 233.8 | (996.5) | (1,101.5) | 105.0 | |||||||||||||||||||||||||||||
| Policy acquisition expenses | (123.3) | (190.5) | 67.2 | (557.6) | (604.6) | 47.0 | |||||||||||||||||||||||||||||
| Underwriting income/(loss) | $ | 102.5 | $ | (127.7) | $ | 230.2 | $ | 345.3 | $ | 196.3 | $ | 149.0 | |||||||||||||||||||||||
| Loss ratio | 52.2 | % | 88.4 | % | (36.2) pts | 52.5 | % | 57.9 | % | (5.4) pts | |||||||||||||||||||||||||
| Policy acquisition expense ratio | 26.1 | % | 35.1 | % | (9.0) pts | 29.4 | % | 31.8 | % | (2.4) pts | |||||||||||||||||||||||||
| Underwriting ratio | 78.3 | % | 123.5 | % | (45.2) pts | 81.9 | % | 89.7 | % | (7.8) pts | |||||||||||||||||||||||||
For the three months ended December 31, 2025, our GPW increased primarily driven by growth from new business opportunities, including newly onboarded partnerships, in several lines of business. These increases were partially offset by premium estimate revisions in multiple lines of business.
For the twelve months ended December 31, 2025, our GPW increased primarily driven by growth from new business opportunities, including newly onboarded partnerships, in several lines of business. These increases were partially offset by the Aviation & Aerospace line of business, where certain deals did not meet our underwriting criteria and rating hurdles, and by premium estimate revisions in multiple lines of business.
For the three and twelve months ended December 31, 2025, our net premiums earned ("NPE") decreased due to business mix as a result of higher gross premiums written on lines of business with longer earnings patterns compared to the prior year periods, as well as due to premium adjustments.
3
Our policy acquisition expense ratio for the three and twelve months ended December 31, 2025 decreased due to changes in the mix of business written and ceded.
The following table is a summary of our Insurance segment’s losses and loss adjustment expenses:
| Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||
| ($ in millions) | |||||||||||||||||||||||||||||||||||
| Attritional losses | $ | 168.2 | $ | 116.1 | $ | 52.1 | $ | 533.5 | $ | 476.7 | $ | 56.8 | |||||||||||||||||||||||
| Catastrophe and large losses | 103.7 | 82.7 | 21.0 | 385.4 | 440.2 | (54.8) | |||||||||||||||||||||||||||||
| (Favorable)/adverse prior year development | (25.6) | 281.3 | (306.9) | 77.6 | 184.6 | (107.0) | |||||||||||||||||||||||||||||
| Losses and loss adjustment expenses | $ | 246.3 | $ | 480.1 | $ | (233.8) | $ | 996.5 | $ | 1,101.5 | $ | (105.0) | |||||||||||||||||||||||
| Loss ratio - attritional losses | 35.6 | % | 21.4 | % | 14.2 pts | 28.1 | % | 25.1 | % | 3.0 pts | |||||||||||||||||||||||||
| Loss ratio - catastrophe and large losses | 22.0 | % | 15.2 | % | 6.8 pts | 20.3 | % | 23.1 | % | (2.8) pts | |||||||||||||||||||||||||
| Loss ratio - prior accident years | (5.4) | % | 51.8 | % | (57.2) pts | 4.1 | % | 9.7 | % | (5.6) pts | |||||||||||||||||||||||||
| Loss ratio | 52.2 | % | 88.4 | % | (36.2) pts | 52.5 | % | 57.9 | % | (5.4) pts | |||||||||||||||||||||||||
For the three and twelve months ended December 31, 2025, our loss ratio in the Insurance segment improved by 36.2 points and 5.4 points, respectively, compared to the prior year periods.
The attritional loss ratio for the three and twelve months ended December 31, 2025, increased by 14.2 points and 3.0 points, respectively, compared to the prior year periods due to a higher level of small losses in the current year periods.
The catastrophe and large losses for the three months ended December 31, 2025, were primarily attributable to Hurricane Melissa in our Property line of business, together with a loss event in each of our Aviation & Aerospace and Political Risk, Violence & Terror lines of business. This compared to the prior period catastrophe and large losses that were primarily attributable to Hurricanes Milton and Helene in our Property and Marine lines of business and a single loss event in our Property line of business.
The catastrophe and large losses for the twelve months ended December 31, 2025 were primarily attributable to Hurricane Melissa and the California wildfires in our Property line of business, together with losses in our Other Insurance and Aviation & Aerospace lines of business. This compared to the prior period catastrophe and large losses related to intellectual property losses in our Asset Backed Finance & Portfolio Credit line of business, losses from the Baltimore Bridge collapse in our Marine line of business, Hurricanes Milton and Helene, and severe convective storms in our Property and Marine lines of business, together with other smaller losses in various lines of business.
For the three months ended December 31, 2025, favorable prior year development was driven primarily by reductions on prior year catastrophe and large loss events and from benign attritional development on prior accident years. For the twelve months ended December 31, 2025 adverse prior year development was driven primarily by an increase in reserves in our Aviation & Aerospace line of business related to the Ukraine Conflict. This increase includes the impact of the settlement of certain aviation litigation related claims during the year, as well as the judgment handed down by the English High Court in June 2025. The increase in loss reserves in Aviation & Aerospace was partially offset by better than expected loss emergence in our Property and Other Insurance lines of business.
4
Reinsurance Segment
The following table is a summary of our Reinsurance segment’s underwriting results:
| Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||
| ($ in millions) | |||||||||||||||||||||||||||||||||||
| Gross premiums written | $ | (3.0) | $ | 31.8 | $ | (34.8) | $ | 961.3 | $ | 864.6 | $ | 96.7 | |||||||||||||||||||||||
| Reinsurance premium ceded | (6.2) | (78.1) | 71.9 | (484.6) | (520.4) | 35.8 | |||||||||||||||||||||||||||||
| Net premiums written | (9.2) | (46.3) | 37.1 | 476.7 | 344.2 | 132.5 | |||||||||||||||||||||||||||||
| Net premiums earned | 80.8 | 91.6 | (10.8) | 394.3 | 355.7 | 38.6 | |||||||||||||||||||||||||||||
| Losses and loss adjustment expenses | 63.1 | (32.9) | 96.0 | (93.3) | (54.3) | (39.0) | |||||||||||||||||||||||||||||
| Policy acquisition expenses | (21.8) | (22.9) | 1.1 | (103.7) | (84.0) | (19.7) | |||||||||||||||||||||||||||||
| Underwriting income | $ | 122.1 | $ | 35.8 | $ | 86.3 | $ | 197.3 | $ | 217.4 | $ | (20.1) | |||||||||||||||||||||||
| Loss ratio | (78.1) | % | 35.9 | % | (114.0) pts | 23.7 | % | 15.3 | % | 8.4 pts | |||||||||||||||||||||||||
| Policy acquisition expense ratio | 27.0 | % | 25.0 | % | 2.0 pts | 26.3 | % | 23.6 | % | 2.7 pts | |||||||||||||||||||||||||
| Underwriting ratio | (51.1) | % | 60.9 | % | (112.0) pts | 50.0 | % | 38.9 | % | 11.1 pts | |||||||||||||||||||||||||
For the three months ended December 31, 2025, GPW decreased primarily due to a reduction in reinstatement premiums initially recognized on California wildfires and premium adjustments. NPE decreased due to premium adjustments and a reduction to reinstatement premiums initially recognized on California wildfires driven by a lower ultimate loss estimate recorded during the quarter.
For the twelve months ended December 31, 2025, our GPW increased primarily due to reinstatement premiums related to the California wildfires, as well as growth from new business. NPE increased driven by earnings from higher net premiums written in the prior year periods and from the earning of premiums on contracts where the contract limits were exceeded related to the California wildfires.
Our policy acquisition expense ratio for the three and twelve months ended December 31, 2025 increased primarily due to changes in ceded premium and commissions earned from outwards reinsurance partners.
The following table is a summary of our Reinsurance segment’s losses and loss adjustment expenses:
| Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||
| ($ in millions) | |||||||||||||||||||||||||||||||||||
| Attritional losses | $ | (0.1) | $ | (6.6) | $ | 6.5 | $ | 43.8 | $ | 45.5 | $ | (1.7) | |||||||||||||||||||||||
| Catastrophe and large losses | (53.2) | 50.5 | (103.7) | 130.1 | 68.8 | 61.3 | |||||||||||||||||||||||||||||
| Favorable prior year development | (9.8) | (11.0) | 1.2 | (80.6) | (60.0) | (20.6) | |||||||||||||||||||||||||||||
| Losses and loss adjustment expenses | $ | (63.1) | $ | 32.9 | $ | (96.0) | $ | 93.3 | $ | 54.3 | $ | 39.0 | |||||||||||||||||||||||
| Loss ratio - attritional losses | (0.2) | % | (7.2) | % | 7.0 pts | 11.1 | % | 12.9 | % | (1.8) pts | |||||||||||||||||||||||||
| Loss ratio - catastrophe and large losses | (65.8) | % | 55.1 | % | (120.9) pts | 33.0 | % | 19.3 | % | 13.7 pts | |||||||||||||||||||||||||
| Loss ratio - prior accident years | (12.1) | % | (12.0) | % | (0.1) pts | (20.4) | % | (16.9) | % | (3.5) pts | |||||||||||||||||||||||||
| Loss ratio | (78.1) | % | 35.9 | % | (114.0) pts | 23.7 | % | 15.3 | % | 8.4 pts | |||||||||||||||||||||||||
The attritional loss ratio for the three months ended December 31, 2025, increased by 7.0 points compared to the prior year period both of which were benign in terms of attritional losses. The attritional loss ratio for the twelve months ended December 31, 2025, improved by 1.8 points compared to the prior year period due to the current year having fewer attritional losses.
5
The reduction in catastrophe and large losses for the three months ended December 31, 2025, related to the sale of a portion of our subrogation rights on the California wildfire loss event. The catastrophe and large losses for the twelve months ended December 31, 2025 were attributable to the California wildfires. The catastrophe and large losses for the three and twelve months ended December 31, 2024, were primarily attributable to Hurricanes Helene and Milton and from storms in Alberta, Canada.
Other Underwriting Expenses | ||
We do not allocate The Fidelis Partnership commissions or general and administrative expenses by segment.
The Fidelis Partnership Commissions
The Fidelis Partnership manages origination, underwriting, underwriting administration, outwards reinsurance and claims handling under delegated authority agreements with the Group. The following table summarizes The Fidelis Partnership commissions earned:
| Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||
| ($ in millions) | |||||||||||||||||||||||||||||||||||
| Ceding commission expense | $ | 88.9 | $ | 85.8 | $ | 3.1 | $ | 325.0 | $ | 311.1 | $ | 13.9 | |||||||||||||||||||||||
| Profit commission expense | 3.8 | (23.7) | 27.5 | 3.8 | — | 3.8 | |||||||||||||||||||||||||||||
| Total commissions | $ | 92.7 | $ | 62.1 | $ | 30.6 | $ | 328.8 | $ | 311.1 | $ | 17.7 | |||||||||||||||||||||||
| Ceding commission expense ratio | 16.1 | % | 13.5 | % | 2.6 pts | 14.1 | % | 13.8 | % | 0.3 pts | |||||||||||||||||||||||||
| Profit commission expense ratio | 0.7 | % | (3.7) | % | 4.4 pts | 0.2 | % | — | % | 0.2 pts | |||||||||||||||||||||||||
| The Fidelis Partnership commissions ratio | 16.8 | % | 9.8 | % | 7.0 pts | 14.3 | % | 13.8 | % | 0.5 pts | |||||||||||||||||||||||||
For the three and twelve months ended December 31, 2025, the increase in The Fidelis Partnership commissions ratio was driven by a higher ceding commission ratio as a result of business mix, as well as no profit commission being earned in 2024 as the operating profit did not achieve the required hurdle rate of return, as outlined in the Framework Agreement.
General and Administrative Expenses
For the three and twelve months ended December 31, 2025, general and administrative expenses were $25.1 million and $96.6 million, respectively (2024: $23.6 million and $94.3 million, respectively). For the three months ended December 31, 2025, the increase was driven primarily by increasing variable compensation as a result of the Group's improved performance in the quarter compared to the prior year period, partially offset by the Bermuda tax credits which were enacted in the quarter. For the twelve months ended December 31, 2025, the increase related to higher employment costs in connection with growth in our headcount, partially offset by lower professional fees and by the Bermuda tax credits which were enacted in the fourth quarter of 2025.
| Investments | ||
| Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||
| ($ in millions) | |||||||||||||||||||||||||||||||||||
| Net investment income | $ | 44.0 | $ | 51.4 | $ | (7.4) | $ | 184.0 | $ | 190.5 | $ | (6.5) | |||||||||||||||||||||||
| Net realized and unrealized gains/(losses) on other investments | 2.5 | (1.3) | 3.8 | 12.9 | 0.7 | 12.2 | |||||||||||||||||||||||||||||
| Net realized and unrealized investment gains/(losses) excluding other investments | 1.5 | (10.8) | 12.3 | 9.9 | (29.3) | 39.2 | |||||||||||||||||||||||||||||
Net investment return | $ | 48.0 | $ | 39.3 | $ | 8.7 | $ | 206.8 | $ | 161.9 | $ | 44.9 | |||||||||||||||||||||||
| Net investment return - annualized | 4.3 | % | 3.3 | % | 1.0 pts | 4.4 | % | 3.5 | % | 0.9 pts | |||||||||||||||||||||||||
6
Net Investment Income
Net investment income includes interest and dividend income, net of investment expenses. The decrease in our net investment income for the three and twelve months ended December 31, 2025 resulted from lower investable assets compared to the prior year periods, primarily as the result of the payments for settlements and claims in 2025, partially offset by higher yields on our fixed income investments. During the three and twelve months ended December 31, 2025, we purchased $460.3 million and $1,754.1 million, respectively, of fixed maturity securities at an average yield of 4.1% and 4.4%, respectively. During the three and twelve months ended December 31, 2025, we sold $420.8 million and $2,012.7 million, respectively, of fixed maturity securities at an average yield of 4.4% and 4.4%, respectively.
Net Realized and Unrealized Gains/(Losses) on Other Investments
Net realized and unrealized gains/(losses) on other investments is the change in net asset value ("NAV") of our fixed income fund, hedge fund and private credit fund investments. The increase for the three months ended December 31, 2025 was primarily due to maintaining a higher value of funds invested in other investments, as well, these investments generated a higher return than in the prior year period. The increase for the twelve months ended December 31, 2025 was primarily due to maintaining a higher value of funds invested in other investments throughout the year, following the strategic deployment into other investments in the fourth quarter of 2024, as well, these investments generated a higher return in 2025.
Net Realized and Unrealized Investment Gains/(Losses) Excluding Other Investments
Net realized and unrealized investment gains/(losses) excluding other investments includes net realized gains/(losses) on sales of fixed maturity securities, available-for-sale, and movements in our provision for current expected credit losses.
Other Items | ||
Share Repurchases
In the three and twelve months ended December 31, 2025, we repurchased 6,426,797 and 15,184,976, common shares, respectively, for an aggregate of $118.7 million and $261.4 million, respectively, excluding expenses, at an average price of $18.47 and $17.22 per common share, respectively, pursuant to our share repurchase authorization. Included in common shares repurchased for the three months ended December 31, 2025 were 4,075,726 common shares from CVC Falcon Holdings Limited for an aggregate of $75.0 million through two privately negotiated transactions. This resulted in a pro-rata repurchase of 446,589 common shares from The Fidelis Partnership for an aggregate of $8.2 million. Subsequent to December 31, 2025 and through the period ended February 20, 2026, we repurchased 966,510 common shares at an aggregate cost of $18.5 million and an average price of $19.12 per common share.
On February 20, 2026, we announced that our Board of Directors approved an increase to the current common share repurchase authorization to $400 million.
Dividend Announcement
On February 20, 2026, we announced that our Board of Directors has approved and declared a dividend of $0.15 per share, payable on March 27, 2026, to common shareholders of record on March 16, 2026.
Fidelis Insurance Group to Become Pelagos Insurance Capital in 2026
On February 25, 2026, the Company announced that it intends to change its name to Pelagos Insurance Capital Limited (“Pelagos Insurance Capital”) and is expected to begin trading under the new ticker symbol (NYSE: PLGO) in May 2026, subject to all necessary regulatory and legal approvals. For more information, please see our current report on Form 6-K furnished to the SEC on February 25, 2026, available electronically at www.sec.gov.
Conference Call
Fidelis will host a teleconference to discuss its financial results on Thursday, February 26, 2026, at 9:00 a.m. Eastern time. The call can be accessed by dialing 1-646-844-6383 (U.S. callers), or 1-833-470-1428 (international callers), and entering the passcode 350245 approximately 10 minutes in advance of the call. A live, listen-only webcast of the call will also be available via the Investors section of the Group’s website at https://investors.fidelisinsurance.com. A recording
7
of the webcast will be available in the Investor Relations section of the Group’s website approximately two hours after the event concludes and will be archived on the site for one year.
About Fidelis Insurance Group
Fidelis Insurance Group, which expects to rebrand as Pelagos Capital Insurance in 2026, subject to all necessary legal and regulatory approvals, is a global specialty insurance and reinsurance company focused on creating value through strategic capital allocation, expert risk selection, and a network of long-term underwriting partnerships.
We have built a strong foundation for scale and profitable growth, underpinned by our disciplined approach to risk selection and our financial strength, which is reflected in our insurer financial strength ratings of A from AM Best, A- from S&P and A3 from Moody’s. Our network of underwriting partners and our highly diversified portfolio enable us to proactively navigate market cycles, offer innovative and tailored solutions, capitalize on favorable risk-reward opportunities, and produce superior returns for shareholders.
For additional information about Fidelis Insurance Group, our people and our products please visit our website at www.FidelisInsurance.com.
Non-GAAP Financial Measures
This Press Release includes, and the related conference call will include, certain financial measures that are not calculated in accordance with generally accepted accounting principles in the U.S. (“U.S. GAAP”) including Operating net income, Operating EPS, Operating ROE and Operating ROAE, attritional loss ratio and catastrophe and large loss ratio, and therefore are non-GAAP financial measures. Reconciliations of such measures to the most comparable U.S. GAAP figures are included in the attached financial information in accordance with Regulation G.
Safe Harbor Regarding Forward-Looking Statements
This press release contains “forward-looking statements” which include all statements that do not relate solely to historical or current facts and which may concern our strategy, plans, targets, projections or intentions and are made pursuant to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “continue,” “grow,” “opportunity,” “create,” “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “target,” “tracking,” “expect,” “evolve,” “achieve,” “remain,” “proactive,” “pursue,” “optimize,” “emerge,” “build,” “looking ahead,” “commit,” “strategy,” “predict,” “potential,” “assumption,” “future,” “likely,” “may,” “should,” “could,” “will” and the negative of these and also similar terms and phrases. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are qualified by these cautionary statements, because they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, targets, projections, anticipated events and trends, the economy and other future conditions, but are subject to significant business, economic, legal and competitive uncertainties, many of which are beyond our control or are subject to change. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements.
Forward-looking statements contained therein may include, among others, statements in relation to: targeted operating results such as return on equity, net income and earnings per share, underwriting profitability and target combined, loss and expense ratios, growth in gross premiums written and book value per share; our expectations regarding current settlement discussions, court cases and current settlement and litigation strategies; our expectations regarding our business, including the industries we operate in, and capital management strategy and the performance of our business; information regarding our estimates for catastrophes, claims and other loss events; our expectations regarding our partnerships and strategic agreements, including The Fidelis Partnership; anticipated market conditions, pricing cycles, and competitive positioning; sustainability and renewable energy initiatives; use of and exposure to emerging technologies; our management team and human capital; our share price performance and valuation; and our regulatory or listing status; our liquidity and capital resources; and expectations of the effect on our results of operations and financial condition of our loss claims, litigation, climate change impacts, contingent liabilities and governmental and regulatory investigations and proceedings.
8
Our actual results in the future could differ materially from those anticipated in any forward-looking statements as a result of changes in assumptions, risks, uncertainties and other factors impacting us, many of which are outside our control, including:
•our ability to manage risks associated with macroeconomic conditions including any escalation of the Ukraine Conflict or those in the Middle East, or related sanctions and other geopolitical events globally;
•trends related to premium rate hardening or premium rate softening leading to a cyclical downturn of pricing in the (re)insurance industry;
•the impact of inflation (including social inflation) or deflation in relevant economies in which we operate;
•our ability to evaluate and measure our business, prospects and performance metrics and respond accordingly;
•the failure of our risk management policies and procedures to be adequate to identify, monitor and manage risks, which may leave us exposed to unidentified or unanticipated risks;
•any litigation to which we are party being resolved unfavorably to our prior expectations, whether through court decisions or otherwise through effecting settlements (where such settlements are capable of being achieved), based on emerging information, the actions of other parties or any other failure to resolve such litigation favorably;
•the inherent unpredictability of litigation and any related settlement negotiations which may or may not lead to an agreed settlement of particular matters;
•the outcomes of probabilistic models which are based on historical assumptions and which can differ from actual results or other emerging information as compared to such assumptions;
•the less developed data and parameter inputs for industry catastrophe models for perils such as wildfires and flood;
•the effect of climate change on our business, including the trend towards increasingly frequent and severe catastrophic events;
•the possibility of greater frequency or severity of claims and loss activity than our underwriting, reserving or investment practices have anticipated;
•the development and pattern of earned and written premiums impacting embedded premium value;
•the reliability of pricing, accumulation and estimated loss models;
•the impact of complex causation and coverage issues associated with attribution of losses;
•the actual development of losses and expenses impacting estimates for claims which arose as a result of loss activity, particularly for events where estimates are preliminary until the development of such reserves based on emerging information over time;
•our ability to successfully implement our long-term strategy and compete successfully with more established competitors and increased competition relating to consolidation in the reinsurance and insurance industries;
•any downgrades, potential downgrades or other negative actions by rating agencies relating to us or our industry;
•changes to our strategic relationship with The Fidelis Partnership and our dependence on the Delegated Underwriting Authority Agreements for our underwriting and claims-handling operations;
•our dependence on key executives and ability to attract qualified personnel;
•our dependence on letter of credit facilities that may not be available on commercially acceptable terms;
•our potential inability to pay dividends or distributions in accordance with our current dividend policy, due to changing conditions;
•availability of outwards reinsurance on commercially acceptable terms;
•the recovery of losses and reinstatement premiums from our reinsurance providers;
•our potential need for additional capital in the future and the potential unavailability of such capital to us on favorable terms or at all;
•our dependence on clients’ evaluation of risks associated with such clients’ insurance underwriting;
•the suspension or revocation of our subsidiaries’ insurance licenses;
•our potentially being subject to certain adverse tax or regulatory consequences in the U.S., U.K. or Bermuda;
•risks associated with our investment strategy such as market risk, interest rate risk, currency risk and credit default risk;
•the impact of tax reform and changes in the regulatory environment and the potential for greater regulatory scrutiny of the Group as a result of the outsourcing arrangements;
•heightened risk of cybersecurity incidents and their potential impact on our business;
9
•risks associated with our use or anticipated use of emerging technologies, such as artificial intelligence technologies, including potential legal, regulatory and operational risks;
•operational failures, including the operational risk associated with outsourcing to The Fidelis Partnership, failure of information systems or failure to protect the confidentiality of customer information, including by service providers, or losses due to defaults, errors or omissions by third parties and affiliates;
•risks relating to our ability to identify and execute opportunities for growth or our ability to complete transactions as planned or realize the anticipated benefits of our acquisitions or other investments;
•the Group’s status as a foreign private issuer means that it will be subject to the reporting obligations under the Securities Exchange Act of 1934, as amended, that, to some extent, are more lenient and less frequent than those of a U.S. domestic public company;
•our ability to maintain the listing of our common shares on NYSE or another national securities exchange; and
•the other risks, uncertainties and other factors disclosed under the section titled ‘Risk Factors’ in our Annual Report on Form 20-F filed with the SEC on March 11, 2025, as well as subsequent current reports and other filings with the SEC available electronically at www.sec.gov.
The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements included in our filings with the SEC. All forward-looking statements included herein are expressly qualified in their entirety by the cautionary statements contained or referred to therein. The forward-looking statements contained in this press release are neither promises nor guarantees, and you should not place undue reliance on these forward-looking statements because they involve known and unknown risks, uncertainties, and other factors, many of which are beyond our control and which could cause actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements. Any forward-looking statements, expectations, beliefs and projections made by us in this press release speak only as of the date referenced on such date on which they are made and are expressed in good faith and our management believes that there is reasonable basis for them, based only on information currently available to us. There can be no assurance that management’s expectations, beliefs, and projections will be achieved and actual results may vary materially from what is expressed or indicated by the forward-looking statements. Furthermore, our past performance, and that of our management team and of The Fidelis Partnership, should not be construed as a guarantee of future performance. Except to the extent required by applicable laws and regulations, we undertake no obligation to update or revise any forward-looking statements contained in this press release, whether as a result of new information, future developments or otherwise. In light of these risks and uncertainties, you should keep in mind that any event described in a forward-looking statement might not occur.
Fidelis Insurance Group Investor Contact:
Fidelis Insurance Group
Miranda Hunter
+1 (441) 279 2561
Fidelis Insurance Group Media Contact:
Rein4ce
Sarah Hills
+44 (0)7718 882011
10
FIDELIS INSURANCE HOLDINGS LIMITED
Consolidated Balance Sheets
At December 31, 2025 (Unaudited) and December 31, 2024
(Expressed in millions of U.S. dollars, except for share and per share amounts)
| December 31, 2025 | December 31, 2024 | ||||||||||
| Assets | |||||||||||
Fixed maturity securities, available-for-sale, at fair value (amortized cost: $2,590.6, 2024: $3,403.8 (net of allowance for credit losses of $0.6, 2024: $5.9)) | $ | 2,640.4 | $ | 3,411.6 | |||||||
Short-term investments, available-for-sale, at fair value (amortized cost: $111.3, 2024: $221.9 (net of allowance for credit losses of $nil, 2024: $nil)) | 111.3 | 222.1 | |||||||||
| Other investments, at fair value | 485.7 | 201.0 | |||||||||
| Total investments | 3,237.4 | 3,834.7 | |||||||||
| Cash and cash equivalents | 873.0 | 743.0 | |||||||||
| Restricted cash and cash equivalents | 374.6 | 203.6 | |||||||||
| Accrued investment income | 28.3 | 35.3 | |||||||||
Premiums and other receivables (net of allowance for credit losses of $15.8, 2024: $11.8) | 3,322.2 | 2,729.4 | |||||||||
Amounts due from The Fidelis Partnership (net of allowance for credit losses of $nil, 2024: $nil) | 174.8 | 208.9 | |||||||||
| Deferred reinsurance premiums | 1,441.5 | 1,422.2 | |||||||||
Reinsurance balances recoverable on paid losses (net of allowance for credit losses of $0.3, 2024: $0.2) | 438.7 | 278.4 | |||||||||
Reinsurance balances recoverable on reserves for losses and loss adjustment expenses (net of allowance for credit losses of $0.9, 2024: $0.8) | 1,195.6 | 1,255.6 | |||||||||
Deferred policy acquisition costs (includes The Fidelis Partnership deferred commissions of $243.4, 2024: $200.2) | 1,085.0 | 877.9 | |||||||||
| Other assets | 272.7 | 176.9 | |||||||||
| Total assets | $ | 12,443.8 | $ | 11,765.9 | |||||||
| Liabilities and shareholders' equity | |||||||||||
| Liabilities | |||||||||||
| Reserves for losses and loss adjustment expenses | $ | 2,607.1 | $ | 3,134.3 | |||||||
| Unearned premiums | 4,384.8 | 3,651.5 | |||||||||
| Reinsurance balances payable | 1,659.6 | 1,540.6 | |||||||||
| Amounts due to The Fidelis Partnership | 457.7 | 385.8 | |||||||||
| Long term debt | 843.2 | 448.9 | |||||||||
| Preference securities | — | 58.4 | |||||||||
| Other liabilities | 91.8 | 98.0 | |||||||||
| Total liabilities | 10,044.2 | 9,317.5 | |||||||||
| Commitments and contingencies | |||||||||||
| Shareholders' equity | |||||||||||
| Common shares ($0.01 par, issued and outstanding: 96,651,534, 2024: 111,730,209) | 1.0 | 1.2 | |||||||||
Common shares held in treasury, at cost (shares held: nil, 2024: 6,570,003) | — | (105.5) | |||||||||
| Additional paid-in capital | 1,685.6 | 2,044.6 | |||||||||
| Accumulated other comprehensive income | 37.1 | 4.5 | |||||||||
| Retained earnings | 675.9 | 503.6 | |||||||||
| Total shareholders' equity | 2,399.6 | 2,448.4 | |||||||||
| Total liabilities and shareholders' equity | $ | 12,443.8 | $ | 11,765.9 | |||||||
11
FIDELIS INSURANCE HOLDINGS LIMITED
Consolidated Statements of Income and Comprehensive Income (Unaudited)
For the three and twelve months ended December 31, 2025 and December 31, 2024
(Expressed in millions of U.S. dollars, except for share and per share amounts)
| Three Months Ended | Twelve Months Ended | ||||||||||||||||||||||
| December 31, 2025 | December 31, 2024 | December 31, 2025 | December 31, 2024 | ||||||||||||||||||||
| Revenues | |||||||||||||||||||||||
| Gross premiums written | $ | 978.2 | $ | 953.7 | $ | 4,717.6 | $ | 4,403.1 | |||||||||||||||
| Reinsurance premiums ceded | (199.1) | (475.0) | (1,709.0) | (2,008.5) | |||||||||||||||||||
| Net premiums written | 779.1 | 478.7 | 3,008.6 | 2,394.6 | |||||||||||||||||||
| Change in net unearned premiums | (226.2) | 155.8 | (714.9) | (136.5) | |||||||||||||||||||
| Net premiums earned | 552.9 | 634.5 | 2,293.7 | 2,258.1 | |||||||||||||||||||
| Net investment income | 44.0 | 51.4 | 184.0 | 190.5 | |||||||||||||||||||
| Net realized and unrealized investment gains/(losses) | 4.0 | (12.1) | 22.8 | (28.6) | |||||||||||||||||||
| Total revenues | 600.9 | 673.8 | 2,500.5 | 2,420.0 | |||||||||||||||||||
| Expenses | |||||||||||||||||||||||
| Losses and loss adjustment expenses | 183.2 | 513.0 | 1,089.8 | 1,155.8 | |||||||||||||||||||
| Policy acquisition expenses (includes The Fidelis Partnership commissions of $92.7 and $328.8 (2024: $62.1 and $311.1)) | 237.8 | 275.5 | 990.1 | 999.7 | |||||||||||||||||||
| General and administrative expenses | 25.1 | 23.6 | 96.6 | 94.3 | |||||||||||||||||||
| Corporate and other expenses | — | — | 1.2 | 1.6 | |||||||||||||||||||
| Net foreign exchange gains | (2.7) | (6.5) | (0.5) | (1.6) | |||||||||||||||||||
| Financing costs | 14.6 | 7.7 | 47.7 | 33.8 | |||||||||||||||||||
| Total expenses | 458.0 | 813.3 | 2,224.9 | 2,283.6 | |||||||||||||||||||
| Income/(loss) before income taxes | 142.9 | (139.5) | 275.6 | 136.4 | |||||||||||||||||||
| Income tax (expense)/benefit | (25.1) | 17.3 | (50.1) | (23.1) | |||||||||||||||||||
| Net income/(loss) | $ | 117.8 | $ | (122.2) | $ | 225.5 | $ | 113.3 | |||||||||||||||
| Other comprehensive income/(loss) | |||||||||||||||||||||||
| Unrealized gains/(losses) on available-for-sale investments | $ | (0.7) | $ | (60.8) | $ | 46.4 | $ | 9.6 | |||||||||||||||
| Reclassification of net realized losses/(gains) recognized in net income | (1.7) | 5.2 | (4.6) | 24.7 | |||||||||||||||||||
| Income tax (expense)/benefit, all of which relates to unrealized gains/(losses) on available-for-sale investments | (0.6) | 4.0 | (9.2) | (2.8) | |||||||||||||||||||
| Total other comprehensive income/(loss) | (3.0) | (51.6) | 32.6 | 31.5 | |||||||||||||||||||
| Comprehensive income/(loss) | $ | 114.8 | $ | (173.8) | $ | 258.1 | $ | 144.8 | |||||||||||||||
| Per share data | |||||||||||||||||||||||
| Earnings/(loss) per common share | |||||||||||||||||||||||
| Earnings/(loss) per common share | $ | 1.18 | $ | (1.09) | $ | 2.12 | $ | 0.98 | |||||||||||||||
| Earnings/(loss) per diluted common share | $ | 1.17 | $ | (1.09) | $ | 2.11 | $ | 0.98 | |||||||||||||||
| Weighted average common shares outstanding | 100,231,538 | 111,727,617 | 106,158,800 | 115,218,380 | |||||||||||||||||||
| Weighted average diluted common shares outstanding | 101,065,148 | 111,727,617 | 106,741,048 | 115,627,181 | |||||||||||||||||||
12
FIDELIS INSURANCE HOLDINGS LIMITED
Consolidated Segment Data (Unaudited)
For the three and twelve months ended December 31, 2025 and December 31, 2024
(Expressed in millions of U.S. dollars)
Three Months Ended December 31, 2025 | |||||||||||||||||||||||
| Insurance | Reinsurance | Other | Total | ||||||||||||||||||||
| Gross premiums written | $ | 981.2 | $ | (3.0) | $ | — | $ | 978.2 | |||||||||||||||
| Net premiums written | 788.3 | (9.2) | — | 779.1 | |||||||||||||||||||
| Net premiums earned | 472.1 | 80.8 | — | 552.9 | |||||||||||||||||||
| Losses and loss adjustment expenses | (246.3) | 63.1 | — | (183.2) | |||||||||||||||||||
| Policy acquisition expenses | (123.3) | (21.8) | (92.7) | (237.8) | |||||||||||||||||||
| General and administrative expenses | — | — | (25.1) | (25.1) | |||||||||||||||||||
| Underwriting income | 102.5 | 122.1 | 106.8 | ||||||||||||||||||||
| Net investment income | 44.0 | ||||||||||||||||||||||
| Net realized and unrealized investment gains | 4.0 | ||||||||||||||||||||||
| Net foreign exchange gains | 2.7 | ||||||||||||||||||||||
| Financing costs | (14.6) | ||||||||||||||||||||||
| Income before income taxes | 142.9 | ||||||||||||||||||||||
| Income tax expense | (25.1) | ||||||||||||||||||||||
| Net income | $ | 117.8 | |||||||||||||||||||||
| Losses and loss adjustment expenses incurred - current year | (271.9) | 53.3 | $ | (218.6) | |||||||||||||||||||
| Losses and loss adjustment expenses incurred - prior accident years | 25.6 | 9.8 | 35.4 | ||||||||||||||||||||
| Losses and loss adjustment expenses incurred - total | $ | (246.3) | $ | 63.1 | $ | (183.2) | |||||||||||||||||
Underwriting Ratios(1) | |||||||||||||||||||||||
| Loss ratio - current year | 57.6 | % | (66.0 | %) | 39.5 | % | |||||||||||||||||
| Loss ratio - prior accident years | (5.4 | %) | (12.1 | %) | (6.4 | %) | |||||||||||||||||
| Loss ratio - total | 52.2 | % | (78.1 | %) | 33.1 | % | |||||||||||||||||
| Policy acquisition expense ratio | 26.1 | % | 27.0 | % | 26.2 | % | |||||||||||||||||
| Underwriting ratio | 78.3 | % | (51.1 | %) | 59.3 | % | |||||||||||||||||
| The Fidelis Partnership commissions ratio | 16.8 | % | |||||||||||||||||||||
| General and administrative expense ratio | 4.5 | % | |||||||||||||||||||||
| Combined ratio | 80.6 | % | |||||||||||||||||||||
________________
(1)Underwriting ratios are calculated by dividing the related expense by net premiums earned.
13
| Three Months Ended December 31, 2024 | |||||||||||||||||||||||
| Insurance | Reinsurance | Other | Total | ||||||||||||||||||||
| Gross premiums written | $ | 921.9 | $ | 31.8 | $ | — | $ | 953.7 | |||||||||||||||
| Net premiums written | 525.0 | (46.3) | — | 478.7 | |||||||||||||||||||
| Net premiums earned | 542.9 | 91.6 | — | 634.5 | |||||||||||||||||||
| Losses and loss adjustment expenses | (480.1) | (32.9) | — | (513.0) | |||||||||||||||||||
| Policy acquisition expenses | (190.5) | (22.9) | (62.1) | (275.5) | |||||||||||||||||||
| General and administrative expenses | — | — | (23.6) | (23.6) | |||||||||||||||||||
| Underwriting income/(loss) | (127.7) | 35.8 | (177.6) | ||||||||||||||||||||
| Net investment income | 51.4 | ||||||||||||||||||||||
| Net realized and unrealized investment losses | (12.1) | ||||||||||||||||||||||
| Net foreign exchange gains | 6.5 | ||||||||||||||||||||||
| Financing costs | (7.7) | ||||||||||||||||||||||
| Loss before income taxes | (139.5) | ||||||||||||||||||||||
| Income tax benefit | 17.3 | ||||||||||||||||||||||
| Net loss | $ | (122.2) | |||||||||||||||||||||
| Losses and loss adjustment expenses incurred - current year | (198.8) | (43.9) | $ | (242.7) | |||||||||||||||||||
| Losses and loss adjustment expenses incurred - prior accident years | (281.3) | 11.0 | (270.3) | ||||||||||||||||||||
| Losses and loss adjustment expenses incurred - total | $ | (480.1) | $ | (32.9) | $ | (513.0) | |||||||||||||||||
Underwriting Ratios(1) | |||||||||||||||||||||||
| Loss ratio - current year | 36.6 | % | 47.9 | % | 38.3 | % | |||||||||||||||||
| Loss ratio - prior accident years | 51.8 | % | (12.0 | %) | 42.6 | % | |||||||||||||||||
| Loss ratio - total | 88.4 | % | 35.9 | % | 80.9 | % | |||||||||||||||||
| Policy acquisition expense ratio | 35.1 | % | 25.0 | % | 33.6 | % | |||||||||||||||||
| Underwriting ratio | 123.5 | % | 60.9 | % | 114.5 | % | |||||||||||||||||
| The Fidelis Partnership commissions ratio | 9.8 | % | |||||||||||||||||||||
| General and administrative expense ratio | 3.7 | % | |||||||||||||||||||||
| Combined ratio | 128.0 | % | |||||||||||||||||||||
________________
(1)Underwriting ratios are calculated by dividing the related expense by net premiums earned.
14
| Twelve months ended December 31, 2025 | |||||||||||||||||||||||
| Insurance | Reinsurance | Other | Total | ||||||||||||||||||||
| Gross premiums written | $ | 3,756.3 | $ | 961.3 | $ | — | $ | 4,717.6 | |||||||||||||||
| Net premiums written | 2,531.9 | 476.7 | — | 3,008.6 | |||||||||||||||||||
| Net premiums earned | 1,899.4 | 394.3 | — | 2,293.7 | |||||||||||||||||||
| Losses and loss adjustment expenses | (996.5) | (93.3) | — | (1,089.8) | |||||||||||||||||||
| Policy acquisition expenses | (557.6) | (103.7) | (328.8) | (990.1) | |||||||||||||||||||
| General and administrative expenses | — | — | (96.6) | (96.6) | |||||||||||||||||||
| Underwriting income | 345.3 | 197.3 | 117.2 | ||||||||||||||||||||
| Net investment income | 184.0 | ||||||||||||||||||||||
| Net realized and unrealized investment gains | 22.8 | ||||||||||||||||||||||
| Corporate and other expenses | (1.2) | ||||||||||||||||||||||
| Net foreign exchange gains | 0.5 | ||||||||||||||||||||||
| Financing costs | (47.7) | ||||||||||||||||||||||
| Income before income taxes | 275.6 | ||||||||||||||||||||||
| Income tax expense | (50.1) | ||||||||||||||||||||||
| Net income | $ | 225.5 | |||||||||||||||||||||
| Losses and loss adjustment expenses incurred - current year | (918.9) | (173.9) | $ | (1,092.8) | |||||||||||||||||||
| Losses and loss adjustment expenses incurred - prior accident years | (77.6) | 80.6 | 3.0 | ||||||||||||||||||||
| Losses and loss adjustment expenses incurred - total | $ | (996.5) | $ | (93.3) | $ | (1,089.8) | |||||||||||||||||
Underwriting Ratios(1) | |||||||||||||||||||||||
| Loss ratio - current year | 48.4 | % | 44.1 | % | 47.6 | % | |||||||||||||||||
| Loss ratio - prior accident years | 4.1 | % | (20.4 | %) | (0.1 | %) | |||||||||||||||||
| Loss ratio - total | 52.5 | % | 23.7 | % | 47.5 | % | |||||||||||||||||
| Policy acquisition expense ratio | 29.4 | % | 26.3 | % | 28.8 | % | |||||||||||||||||
| Underwriting ratio | 81.9 | % | 50.0 | % | 76.3 | % | |||||||||||||||||
| The Fidelis Partnership commissions ratio | 14.3 | % | |||||||||||||||||||||
| General and administrative expense ratio | 4.2 | % | |||||||||||||||||||||
| Combined ratio | 94.8 | % | |||||||||||||||||||||
(1)Underwriting ratios are calculated by dividing the related expense by net premiums earned.
15
| Twelve months ended December 31, 2024 | |||||||||||||||||||||||
| Insurance | Reinsurance | Other | Total | ||||||||||||||||||||
| Gross premiums written | $ | 3,538.5 | $ | 864.6 | $ | — | $ | 4,403.1 | |||||||||||||||
| Net premiums written | 2,050.4 | 344.2 | — | 2,394.6 | |||||||||||||||||||
| Net premiums earned | 1,902.4 | 355.7 | — | 2,258.1 | |||||||||||||||||||
| Losses and loss adjustment expenses | (1,101.5) | (54.3) | — | (1,155.8) | |||||||||||||||||||
| Policy acquisition expenses | (604.6) | (84.0) | (311.1) | (999.7) | |||||||||||||||||||
| General and administrative expenses | — | — | (94.3) | (94.3) | |||||||||||||||||||
| Underwriting income | 196.3 | 217.4 | 8.3 | ||||||||||||||||||||
| Net investment income | 190.5 | ||||||||||||||||||||||
| Net realized and unrealized investment losses | (28.6) | ||||||||||||||||||||||
| Corporate and other expenses | (1.6) | ||||||||||||||||||||||
| Net foreign exchange gains | 1.6 | ||||||||||||||||||||||
| Financing costs | (33.8) | ||||||||||||||||||||||
| Income before income taxes | 136.4 | ||||||||||||||||||||||
| Income tax expense | (23.1) | ||||||||||||||||||||||
| Net income | $ | 113.3 | |||||||||||||||||||||
| Losses and loss adjustment expenses incurred - current year | (916.9) | (114.3) | $ | (1,031.2) | |||||||||||||||||||
| Losses and loss adjustment expenses incurred - prior accident years | (184.6) | 60.0 | (124.6) | ||||||||||||||||||||
| Losses and loss adjustment expenses incurred - total | $ | (1,101.5) | $ | (54.3) | $ | (1,155.8) | |||||||||||||||||
Underwriting Ratios(1) | |||||||||||||||||||||||
| Loss ratio - current year | 48.2 | % | 32.2 | % | 45.7 | % | |||||||||||||||||
| Loss ratio - prior accident years | 9.7 | % | (16.9 | %) | 5.5 | % | |||||||||||||||||
| Loss ratio - total | 57.9 | % | 15.3 | % | 51.2 | % | |||||||||||||||||
| Policy acquisition expense ratio | 31.8 | % | 23.6 | % | 30.5 | % | |||||||||||||||||
| Underwriting ratio | 89.7 | % | 38.9 | % | 81.7 | % | |||||||||||||||||
| The Fidelis Partnership commissions ratio | 13.8 | % | |||||||||||||||||||||
| General and administrative expense ratio | 4.2 | % | |||||||||||||||||||||
| Combined ratio | 99.7 | % | |||||||||||||||||||||
(1)Underwriting ratios are calculated by dividing the related expense by net premiums earned.
16
The table below sets forth gross premiums written by line of business for the years ended December 31, 2025 and 2024:
| 2025 | 2024 | ||||||||||||||||||||||
| GPW | % of total | GPW | % of total | ||||||||||||||||||||
| Insurance | |||||||||||||||||||||||
| Property | $ | 1,314.9 | 28 | % | $ | 1,279.6 | 29 | % | |||||||||||||||
| Marine | 722.6 | 15 | % | 785.7 | 18 | % | |||||||||||||||||
| Asset Backed Finance & Portfolio Credit | 531.0 | 11 | % | 399.2 | 9 | % | |||||||||||||||||
| Energy | 208.8 | 4 | % | 192.5 | 4 | % | |||||||||||||||||
| Cyber | 195.6 | 4 | % | 82.9 | 2 | % | |||||||||||||||||
| Aviation & Aerospace | 172.2 | 4 | % | 339.5 | 8 | % | |||||||||||||||||
| Political Risk, Violence & Terror | 156.6 | 4 | % | 204.2 | 4 | % | |||||||||||||||||
| Other Insurance | 454.6 | 10 | % | 254.9 | 6 | % | |||||||||||||||||
| Total Insurance | 3,756.3 | 80 | % | 3,538.5 | 80 | % | |||||||||||||||||
| Reinsurance | |||||||||||||||||||||||
| Property Reinsurance | 931.6 | 19 | % | 832.9 | 19 | % | |||||||||||||||||
| Retro & Whole Account | 29.7 | 1 | % | 31.7 | 1 | % | |||||||||||||||||
| Total Reinsurance | 961.3 | 20 | % | 864.6 | 20 | % | |||||||||||||||||
Total GPW | $ | 4,717.6 | 100 | % | $ | 4,403.1 | 100 | % | |||||||||||||||
17
FIDELIS INSURANCE HOLDINGS LIMITED
NON-GAAP FINANCIAL MEASURES RECONCILIATION (UNAUDITED)
Attritional loss ratio and catastrophe and large loss ratio: the attritional loss ratio is a non-GAAP measure of the loss ratio excluding the impact of catastrophe and large losses. Management believes that the attritional loss ratio is a performance measure that is useful to investors as it excludes losses that are not as predictable as to timing and amount. The attritional loss ratio is calculated by dividing the losses and loss adjustment expenses, excluding catastrophe and large losses and prior year development, by NPE. The catastrophe and large loss ratio is a non-GAAP measure that is calculated by dividing the current year catastrophe and large loss expense by NPE. The reconciliation of these non-GAAP measures is included in each segment’s summary of losses and loss adjustment expenses table.
Operating net income/(loss): is a non-GAAP financial measure of our performance which does not consider the impact of certain non-recurring and other items that may not properly reflect the ordinary activities of our business, its performance or its future outlook. This measure is calculated as net income/(loss) excluding net realized and unrealized investment gains/(losses), net foreign exchange gains, corporate and other expenses, and the income tax effect on these items.
Annualized return on average common equity (“ROAE”): represents annualized net income/(loss) divided by average common shareholders’ equity.
Annualized operating return on average common equity (“Annualized Operating ROAE”): is a non-GAAP financial measure that represents a meaningful comparison between periods of our financial performance expressed as a percentage and is calculated as annualized operating net income/(loss) divided by average common shareholders’ equity.
Operating earnings per share (“Operating EPS”): is a non-GAAP financial measure that represents a valuable measure of profitability and enables investors, analysts, rating agencies and other users of our financial information to more easily analyze our results in a manner similar to how management analyzes its underlying business performance. It is calculated by dividing operating net income/(loss) by the weighted average diluted common shares outstanding.
The table below sets out the calculation of our Operating net income/(loss), Annualized ROAE, Annualized Operating ROAE and Operating EPS, for the three and twelve months ended December 31, 2025, and 2024.
| Three months ended | Twelve months ended | ||||||||||||||||||||||
| ($ in millions except for share and per share amounts) | December 31, 2025 | December 31, 2024 | December 31, 2025 | December 31, 2024 | |||||||||||||||||||
| ($ in millions) | |||||||||||||||||||||||
| Net income/(loss) | $ | 117.8 | $ | (122.2) | $ | 225.5 | $ | 113.3 | |||||||||||||||
| Adjustment for net realized and unrealized investment (gains)/losses | (4.0) | 12.1 | (22.8) | 28.6 | |||||||||||||||||||
| Adjustment for net foreign exchange gains | (2.7) | (6.5) | (0.5) | (1.6) | |||||||||||||||||||
| Adjustment for corporate and other expenses | — | — | 1.2 | 1.6 | |||||||||||||||||||
| Income tax effect of the above items | (0.7) | (1.1) | 1.8 | (4.9) | |||||||||||||||||||
| Operating net income/(loss) | $ | 110.4 | $ | (117.7) | $ | 205.2 | $ | 137.0 | |||||||||||||||
| Average common shareholders' equity | $ | 2,407.9 | $ | 2,540.4 | $ | 2,424.0 | $ | 2,449.1 | |||||||||||||||
| Weighted average common shares outstanding | 100,231,538 | 111,727,617 | 106,158,800 | 115,218,380 | |||||||||||||||||||
| Share-based compensation plans | 833,610 | — | 582,248 | 408,801 | |||||||||||||||||||
| Weighted average diluted common shares outstanding | 101,065,148 | 111,727,617 | 106,741,048 | 115,627,181 | |||||||||||||||||||
| Annualized ROAE | 19.6 | % | (19.2 | %) | 9.3 | % | 4.6 | % | |||||||||||||||
| Annualized Operating ROAE | 18.3 | % | (18.4 | %) | 8.5 | % | 5.6 | % | |||||||||||||||
| Earnings/(loss) per diluted common share | $ | 1.17 | $ | (1.09) | $ | 2.11 | $ | 0.98 | |||||||||||||||
| Operating EPS | $ | 1.09 | $ | (1.05) | $ | 1.92 | $ | 1.18 | |||||||||||||||
18
Q4 2025 Earnings Presentation February 25, 2026
fidelisinsurance.com This presentation contains “forward-looking statements” which include all statements that do not relate solely to historical or current facts and which may concern our strategy, plans, targets, projections or intentions and are made pursuant to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “continue,” “grow,” “opportunity,” “create,” “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “target,” “tracking,” “expect,” “evolve,” “achieve,” “remain,” “proactive,” “pursue,” “optimize,” “emerge,” “build,” “looking ahead,” “commit,” “strategy,” “predict,” “potential,” “assumption,” “future,” “likely,” “may,” “should,” “could,” “will” and the negative of these and also similar terms and phrases. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are qualified by these cautionary statements, because they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, targets, projections, anticipated events and trends, the economy and other future conditions, but are subject to significant business, economic, legal and competitive uncertainties, many of which are beyond our control or are subject to change. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Forward-looking statements contained therein may include, among others, statements in relation to: targeted operating results such as return on equity, net income and earnings per share, underwriting profitability and target combined, loss and expense ratios, growth in gross premiums written and book value per share; our expectations regarding current settlement discussions, court cases and current settlement and litigation strategies; our expectations regarding our business, including the industries we operate in, and capital management strategy and the performance of our business; information regarding our estimates for catastrophes, claims and other loss events; our expectations regarding our partnerships and strategic agreements, including The Fidelis Partnership; anticipated market conditions, pricing cycles, and competitive positioning; sustainability and renewable energy initiatives; use of and exposure to emerging technologies; our management team and human capital; our share price performance and valuation; and our regulatory or listing status; our liquidity and capital resources; and expectations of the effect on our results of operations and financial condition of our loss claims, litigation, climate change impacts, contingent liabilities and governmental and regulatory investigations and proceedings. Our actual results in the future could differ materially from those anticipated in any forward-looking statements as a result of changes in assumptions, risks, uncertainties and other factors impacting us, many of which are outside our control, including: our ability to manage risks associated with macroeconomic conditions including any escalation of the Ukraine Conflict or those in the Middle East, or related sanctions and other geopolitical events globally; trends related to premium rate hardening or premium rate softening leading to a cyclical downturn of pricing in the (re)insurance industry; the impact of inflation (including social inflation) or deflation in relevant economies in which we operate; our ability to evaluate and measure our business, prospects and performance metrics and respond accordingly; the failure of our risk management policies and procedures to be adequate to identify, monitor and manage risks, which may leave us exposed to unidentified or unanticipated risks; any litigation to which we are party being resolved unfavorably to our prior expectations, whether through court decisions or otherwise through effecting settlements (where such settlements are capable of being achieved), based on emerging information, the actions of other parties or any other failure to resolve such litigation favorably; the inherent unpredictability of litigation and any related settlement negotiations which may or may not lead to an agreed settlement of particular matters; the outcomes of probabilistic models which are based on historical assumptions and which can differ from actual results or other emerging information as compared to such assumptions; the less developed data and parameter inputs for industry catastrophe models for perils such as wildfires and flood; the effect of climate change on our business, including the trend towards increasingly frequent and severe catastrophic events; the possibility of greater frequency or severity of claims and loss activity than our underwriting, reserving or investment practices have anticipated; the development and pattern of earned and written premiums impacting embedded premium value; the reliability of pricing, accumulation and estimated loss models; the impact of complex causation and coverage issues associated with attribution of losses; the actual development of losses and expenses impacting estimates for claims which arose as a result of loss activity, particularly for events where estimates are preliminary until the development of such reserves based on emerging information over time; our ability to successfully implement our long-term strategy and compete successfully with more established competitors and increased competition relating to consolidation in the reinsurance and insurance industries; any downgrades, potential downgrades or other negative actions by rating agencies relating to us or our industry; changes to our strategic relationship with The Fidelis Partnership and our dependence on the Delegated Underwriting Authority Agreements for our underwriting and claims-handling operations; our dependence on key executives and ability to attract qualified personnel; our dependence on letter of credit facilities that may not be available on commercially acceptable terms; our potential inability to pay dividends or distributions in accordance with our current dividend policy, due to changing conditions; availability of outwards reinsurance on commercially acceptable terms; the recovery of losses and reinstatement premiums from our reinsurance providers; our potential need for additional capital in the future and the potential unavailability of such capital to us on favorable terms or at all; our dependence on clients’ evaluation of risks associated with such clients’ insurance underwriting; the suspension or revocation of our subsidiaries’ insurance licenses; our potentially being subject to certain adverse tax or regulatory consequences in the U.S., U.K. or Bermuda; risks associated with our investment strategy such as market risk, interest rate risk, currency risk and credit default risk; the impact of tax reform and changes in the regulatory environment and the potential for greater regulatory scrutiny of the Group as a result of the outsourcing arrangements; heightened risk of cybersecurity incidents and their potential impact on our business; risks associated with our use or anticipated use of emerging technologies, such as artificial intelligence technologies, including potential legal, regulatory and operational risks; operational failures, including the operational risk associated with outsourcing to The Fidelis Partnership, failure of information systems or failure to protect the confidentiality of customer information, including by service providers, or losses due to defaults, errors or omissions by third parties and affiliates; risks relating to our ability to identify and execute opportunities for growth or our ability to complete transactions as planned or realize the anticipated benefits of our acquisitions or other investments; our status as a foreign private issuer means that it will be subject to the reporting obligations under the U.S. Securities Exchange Act of 1934, as amended, that, to some extent, are more lenient and less frequent than those of a U.S. domestic public company; our ability to maintain the listing of our common shares on NYSE or another national securities exchange; and the other risks, uncertainties and other factors disclosed under the section titled “Risk Factors” in our Annual Report on Form 20-F filed with the SEC on March 11, 2025, as well as subsequent Current Reports and other filings with the SEC available electronically at www.sec.gov. The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements included in our filings with the SEC. All forward-looking statements included herein are expressly qualified in their entirety by the cautionary statements contained or referred to therein. The forward-looking statements contained in this press release are neither promises nor guarantees, and you should not place undue reliance on these forward-looking statements because they involve known and unknown risks, uncertainties, and other factors, many of which are beyond our control and which could cause actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements. Any forward-looking statements, expectations, beliefs and projections made by us in this presentation speak only as of the date referenced on such date on which they are made and are expressed in good faith and our management believes that there is reasonable basis for them, based only on information currently available to us. There can be no assurance that management’s expectations, beliefs, and projections will be achieved and actual results may vary materially from what is expressed or indicated by the forward-looking statements. Furthermore, our past performance, and that of our management team and of The Fidelis Partnership, should not be construed as a guarantee of future performance. Except to the extent required by applicable laws and regulations, we undertake no obligation to update or revise any forward-looking statement contained in this press release, whether as a result of new information, future developments or otherwise. In light of these risks and uncertainties, you should keep in mind that any event described in a forward-looking statement might not occur. Basis of Presentation Cautionary Note Regarding Forward-Looking Statements 2
fidelisinsurance.com Fidelis Insurance Group: At a Glance Note: 1. Results as of December 31, 2025, and gross premiums written for the full year ended December 31, 2025. 2. The financial strength ratings included in this presentation are provided by third-party rating agencies and are subject to adjustment at the sole discretion of those agencies. The presentation does not constitute an endorsement of the ratings by the presenter or any other party. Highlights A strategic capital allocator and expert risk selector in specialty insurance and reinsurance, committed to long-term partnerships 3 $12.4 bn Total Assets(1) $2.4 bn Shareholders’ Equity(1) $4.5 bn Cash & Invested Assets(1) $4.7 bn Gross Premiums Written(1) Issuer Financial Strength Rating A AM Best Stable Outlook A- S&P Stable Outlook A3 Moody’s Stable Outlook 1% 19% 4% 4% 4% 4% 10% 11% 15% 28% $961m (20%) INSURANCE $3,756m (80%) $4.7 Billion REINSURANCE Retro & Whole Account Political Risk, Violence & Terror Energy Aviation & Aerospace Cyber Other Insurance 1% Property Marine Property Reinsurance Asset Backed Finance & Portfolio Credit Gross Premiums Written(1)
fidelisinsurance.com $16.24 $20.69 $21.79 $24.61$0.40 $0.90 2022 2023 2024 2025 2025 Fourth Quarter Key Takeaways 4 • We delivered outstanding results and we are driving consistently higher diluted book value per share. This performance demonstrates the strength of our portfolio and the success of our underwriting strategy. Our Combined Ratio for the quarter was 80.6%, an improvement of 47 points over the prior year period. Our annualized Operating ROAE was 18.3%, an improvement of 37 points over the prior year period. We continued to grow our book value per diluted common share to $24.61. • Our strong balance sheet gives us significant flexibility to shape our future. We are focused on striking the optimal balance between underwriting growth and other strategic uses of capital, to ensure every dollar we deploy drives attractive returns for our shareholders. In the fourth quarter, we repurchased 6.4 million common shares for an aggregate of $119 million, at an average price of $18.47 per common share. This includes $83 million through privately negotiated transactions. • Our ongoing focus to dedicated capital allocation and expert risk selection. We strategically determine the best risk-reward opportunities, balancing profitable growth with returning capital to shareholders through share repurchases and dividends. It also means working with our growing network of underwriting partners to select the optimal risks in line with our strategy. $3.0 $3.6 $4.4 $4.7 2022 2023 2024 2025 Gross Premiums Written CAGR: +16% Book Value Cumulative Common Dividends Book Value Per Diluted Common Share +57% (1) (1) As of the Separation Transactions on January 3, 2023. $ in billions
fidelisinsurance.com Key Quarterly Highlights Fourth Quarter Highlights Note: 1. See Appendix for definitions and reconciliations of non-GAAP financial measures. 2024 QTD 2025 QTD Gross Premiums Written $954M $978M Net Premiums Earned $635M $553M Combined Ratio 128.0% 80.6% Annualized Operating ROAE(1) (18.4)% 18.3% Operating Net Income(1) $(118)M $110M Net Investment Income $51M $44M Operating EPS(1) $(1.05) $1.09 • Gross premiums written growth of $25 million or 3% from the fourth quarter of 2024, driven by new business opportunities across the portfolio. • Combined ratio of 80.6%, an improvement of 47 points over the prior year period reflecting fewer catastrophe and large losses in the quarter. • Annualized Operating ROAE of 18.3% for the quarter, an improvement of 37 points over the prior year period, reflecting strong underwriting performance. • Net investment income decrease of $7 million from the prior year period, resulted from lower investable assets compared to the prior year period, primarily as the result of the payments for settlements and claims in 2025, partially offset by higher yields on our fixed income investments. Net realized and unrealized investment gains for the three months ended December 31, 2025 included $3 million of net realized and unrealized gains on other investments, as result of our strategic deployment of assets into alternative investments, including a hedge fund portfolio, which began in the fourth quarter of 2024. 5
fidelisinsurance.com Key Year-to-Date Highlights 2025 Full Year Highlights Note: 1. See Appendix for definitions and reconciliations of non-GAAP financial measures. 2024 2025 Gross Premiums Written $4,403M $4,718M Net Premiums Earned $2,258M $2,294M Combined Ratio 99.7% 94.8% Operating ROAE(1) 5.6% 8.5% Operating Net Income(1) $137M $205M Net Investment Income $191M $184M Operating EPS(1) $1.18 $1.92 December 31, 2024 December 31, 2025 Book Value Per Diluted Share $21.79 $24.61 Total Assets $11.8B $12.4B Total Shareholders' Equity $2.4B $2.4B • Gross premiums written growth of $315 million or 7% from 2024 driven by strong retention levels and new business opportunities across the portfolio, including business from new underwriting partners. • Combined ratio of 94.8% reflecting net adverse prior year development in our Aviation & Aerospace line of business related to the Ukraine Conflict, including the judgment handed down by the English High Court, as well as the impact of the California wildfires. • Operating ROAE of 8.5% was also impacted by the English High Court judgment in June 2025. • Net investment income resulted from lower investable assets compared to 2024, primarily as the result of the payments for settlements and claims in 2025, partially offset by higher yields on our fixed income investments. Net realized and unrealized investment gains for the year ended December 31, 2025 included $13 million of net realized and unrealized gains on other investments, as result of our strategic deployment of assets into alternative investments, which began in the fourth quarter of 2024. • Book value per diluted common share was $24.61 at December 31, 2025, an increase of 13% from December 31, 2024, of $21.79. • Returned $314 million of capital to common shareholders in the year ended December 31, 2025, including common share repurchases of $261 million and dividends of $52 million. 6
fidelisinsurance.com 77.3% 70.0% 89.7% 81.9% 51.0% 42.8% 57.9% 52.5% 26.3% 27.2% 31.8% 29.4% 2022 2023 2024 2025 $2,413 $2,960 $3,539 $3,756 2022 2023 2024 2025 7 Insurance Note: 1. The Fidelis Partnership commissions are not allocated to the segment level and policy acquisition costs as presented in the underwriting ratio are third party acquisition costs. 2. Underwriting Ratio is calculated by dividing losses and loss adjustment expenses and policy acquisition expenses (excluding TFP commissions) by net premiums earned. Gross Premiums Written Segment Highlights Underwriting Ratio(2) • Gross premiums written increased by 6% primarily driven by growth from new business opportunities, including newly onboarded partnerships, in several lines of business. These increases were partially offset by the Aviation & Aerospace line of business, where certain deals did not meet our underwriting criteria and rating hurdles, and by premium estimate revisions in multiple lines of business. • Loss ratio improved by 5.4 points driven by net adverse prior year development being significantly higher in the prior year period, as well lower catastrophe and large losses in 2025 compared to 2024. • Policy acquisition expense ratio is consistent with the prior year period and was within our expectations for annual policy acquisition expense ratio in the low-30% range. $ in millions
fidelisinsurance.com 97.4% 36.5% 38.9% 50.0% 75.0% 9.3% 15.3% 23.7% 22.4% 27.2% 23.6% 26.3% 2022 2023 2024 2025 $605 $619 $865 $961 2022 2023 2024 2025 8 Reinsurance Note: 1. The Fidelis Partnership commissions are not allocated to the segment level and policy acquisition costs as presented in the underwriting ratio are third party acquisition costs. 2. Underwriting Ratio is calculated by dividing losses and loss adjustment expenses and policy acquisition expenses (excluding TFP commissions) by net premiums earned. 3. The catastrophe and large losses for the year ended December 31, 2022, related to Hurricane Ian, Australian floods and European storms. • Gross premiums written increased by 11% primarily due to reinstatement premiums related to the California wildfires, as well as growth from new business. • Loss ratio increased by 8.4 points driven by catastrophe and large losses attributable to the California wildfires, compared to Hurricanes Helene and Milton in the prior year period. • Policy acquisition expense ratio increased 2.7 points primarily due to changes in ceded premium and commissions earned from outwards reinsurance partners. $ in millions Gross Premiums Written Segment Highlights Underwriting Ratio(2) (3)
fidelisinsurance.com • Q4 2025 net investment income of $44 million, bringing 2025 net investment income to $184 million. • Net unrealized gains on other investments of $3 million in Q4 2025 primarily relates to our strategic deployment of assets into alternative investments, including a hedge fund portfolio. • Overall book yield of 4.9% reflects steps taken to optimize portfolio. High Quality and Diversified Investment Portfolio 9 Note: 1. Realized and Unrealized Gains on Other Investments primarily relates to our strategic deployment of assets into alternative investments, including a hedge fund portfolio, which began in the fourth quarter of 2024. Asset Allocation As of December 31, 2025 $2.8 bn Fixed Income Portfolio 2.7 yrs Duration A+ Weighted-Average Credit Quality ~85% Rated A or Better 38% Corporates 5% Hedge Funds 6% Agency MBS 4% Other ABS 13% U.S. Treasuries 28% Cash $4.5 bn Investment Portfolio Highlights Net Investment Income & Unrealized Gains on Other Investments $50.6 $49.1 $50.6 $46.5 $191.2 $196.9 Net Investment Income Realized and Unrealized Gains on Other Investments Q1 2025 Q2 2025 Q3 2025 Q4 2025 2024 2025 (1) 5% Fixed Income Funds<1% Private Credit Funds
fidelisinsurance.com 10 • Committed to a strategic and disciplined approach to capital allocation to maintain financial strength and drive profitable underwriting • Ample liquidity to pursue growth and return capital to shareholders • Long-term debt comprised of: ◦ $400 million 7.750% Subordinated Notes, due 2055 ◦ $330 million 4.875% Senior Notes, due 2030 ◦ $125 million 6.625% Junior Subordinated Notes, due 2041 • Since the inception of our share repurchase program in 2024, our strategic approach to share repurchases has contributed $1.24 to our book value per share Capital Management HighlightsCapital Strength and Balance Sheet Scale Strong Capital Position and Disciplined Approach to Capital Allocation $465.4 $172.7 $194.2 $98.5 Common share dividends Privately negotiated share repurchases Open market share repurchases $3,242.8 $2,399.6 $843.2 Long-term debt Common equity Note: 1. As of December 31, 2025 2. Includes pro rata shares repurchased from The Fidelis Partnership. 3. As of February 20, 2026. 4. Dividend yield is the annualized Q4 2025 dividend divided by $20.04, the closing share price as of February 20, 2026. As of December 31, 2025 ($ in millions) Capital Management Inception to Date As of December 31, 2025 ($ in millions) (2) 26.0% Debt-to-Capital Ratio(1) $0.15 Quarterly dividend $400.0 million Share repurchase authorization remaining(3) 3.0% Dividend Yield(4)
fidelisinsurance.com Leader in verticalized specialty insurance and reinsurance market, driving differentiated positioning and preferential rates, terms and conditions Strategic partnerships with experienced underwriters provide reliable access to attractive risks and support ongoing platform expansion Demonstrated track record of growth and value creation through the cycle with 57%(1) increase in book value per share since 2022 Strong capital position offers the flexibility to enhance shareholder returns while continuing to pursue compelling growth opportunities High quality book of specialty insurance business that creates long-term value by delivering returns to shareholders 11 Highly experienced leadership team that is well connected and has decades of deep relationships in the market Note: 1. Book value diluted common share growth as of January 3, 2023, the date on which a number of separation and reorganization transactions occurred to create two distinct holding companies and businesses: Fidelis Insurance Group and The Fidelis Partnership (the “Separation Transactions”) through December 31, 2025, and includes accumulated dividends to common shareholders of $0.90. See slide 4 for further details Why Invest in Fidelis Insurance Group
fidelisinsurance.com 12 Appendix
fidelisinsurance.com Non-GAAP Financial Measures Reconciliation Three months ended Twelve months ended ($ in millions except for share and per share amounts) December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024 Net income/(loss) $ 117.8 $ (122.2) $ 225.5 $ 113.3 Adjustment for net realized and unrealized investment (gains)/losses (4.0) 12.1 (22.8) 28.6 Adjustment for net foreign exchange gains (2.7) (6.5) (0.5) (1.6) Adjustment for corporate and other expenses — — 1.2 1.6 Income tax effect of the above items (0.7) (1.1) 1.8 (4.9) Operating net income/(loss) $ 110.4 $ (117.7) $ 205.2 $ 137.0 Average common shareholders' equity $ 2,407.9 $ 2,540.4 $ 2,424.0 $ 2,449.1 Weighted average common shares outstanding 100,231,538 111,727,617 106,158,800 115,218,380 Share-based compensation plans 833,610 — 582,248 408,801 Weighted average diluted common shares outstanding 101,065,148 111,727,617 106,741,048 115,627,181 Annualized ROAE 19.6 % (19.2) % 9.3 % 4.6 % Annualized Operating ROAE 18.3 % (18.4) % 8.5 % 5.6 % Earnings/(loss) per diluted common share $ 1.17 $ (1.09) $ 2.11 $ 0.98 Operating EPS $ 1.09 $ (1.05) $ 1.92 $ 1.18 13 This Presentation includes certain financial measures that are not calculated in accordance with generally accepted accounting principles in the U.S. (“U.S. GAAP”) including operating net income, operating EPS, operating return on average common equity, and therefore are non-GAAP financial measures. Reconciliations of such measures to the most comparable GAAP figures are included in the attached financial information in accordance with Regulation G. Operating net income/(loss) is a non-GAAP financial measure of our performance which does not consider the impact of certain non-recurring and other items that may not properly reflect the ordinary activities of our business, its performance or its future outlook. This measure is calculated as net income/(loss) excluding net realized and unrealized investment gains/(losses), net foreign exchange gains, corporate and other expenses, and the income tax effect on these items. Annualized operating return on average common equity (“Annualized Operating ROAE”) is a non-GAAP financial measure that represents a meaningful comparison between periods of our financial performance expressed as a percentage and is calculated as operating net income divided by average common shareholders’ equity. Operating earnings per share (“Operating EPS”) is a non-GAAP financial measure that represents a valuable measure of profitability and enables investors, analysts, rating agencies and other users of our financial information to more easily analyze our results in a manner similar to how management analyzes its underlying business performance. It is calculated by dividing operating net income/(loss) by the weighted average diluted common shares outstanding.
Fidelis Insurance Group to Become Pelagos Insurance Capital in 2026
PEMBROKE, Bermuda – Wednesday February 25, 2026 - Fidelis Insurance Holdings Limited (NYSE:FIHL) (“Fidelis Insurance Group” or the “Company”), a strategic capital allocator and risk selector in specialty insurance and reinsurance, today announced that it intends to change its name to Pelagos Insurance Capital Limited (“Pelagos Insurance Capital”) and is expected to begin trading under the new ticker symbol (NYSE: PLGO) in May 2026, subject to all necessary regulatory and legal approvals.
Dan Burrows, Group Chief Executive Officer, Fidelis Insurance Group, said: “Our new name, Pelagos Insurance Capital, expected to launch in May 2026, captures our brand identity and future direction. It reflects our role as strategic capital allocators, highlights our unique market position, and reinforces our commitment to building lasting partnerships and meaningful connections with an expanded network of underwriting partners.
“Pelagos comes from the root of the word ‘archipelago,’ a community of islands, each unique yet connected and working together. It reflects how we’re built: a global community of teams, locations and trading partners, each bringing distinct expertise and made stronger by the connections between us.”
Following this brand refresh, our regulatory permissions, our operations and the way we conduct business will remain unchanged. The arrangements we have with underwriters, brokers, clients, investors and suppliers or the coverage, including policy terms and conditions, we provide to our clients, will remain unchanged throughout and after the rebranding process.
Throughout 2026, our various businesses and legal entities will also adopt the Pelagos Insurance Capital name, subject to obtaining all necessary regulatory and legal approvals, including shareholder approval.
The new logo and landing page, together with information on the proposed name change, are available for preview today at www.pelagosinsurancecapital.com.
About Fidelis Insurance Group
Fidelis Insurance Group, which expects to rebrand as Pelagos Capital Insurance in 2026, subject to all necessary legal and regulatory approvals, is a global specialty insurance and reinsurance company focused on creating value through strategic capital allocation, expert risk selection, and a network of long-term underwriting partnerships.
We have built a strong foundation for scale and profitable growth, underpinned by our disciplined approach to risk selection and our financial strength, which is reflected in our insurer financial strength ratings of A from AM Best, A- from S&P and A3 from Moody’s. Our network of underwriting partners and our highly diversified portfolio enable us to proactively navigate market cycles, offer innovative and tailored solutions, capitalize on favorable risk-reward opportunities, and produce superior returns for shareholders.
For additional information about Fidelis Insurance Group, our people and our products please visit our website at www.FidelisInsurance.com.
Cautionary Statement Concerning Forward-Looking Statements
This press release contains "forward-looking statements" that are made pursuant to the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, as amended. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation, statements regarding the Company's timing and ability to obtain all necessary legal and regulatory approvals, including but not limited to shareholder approval, finalize its rebranding, its ticker and legal name change, as well as changes to the legal names of its subsidiaries, and the Company’s business strategies and plans. Forward-looking statements are neither promises nor guarantees, but involve known and unknown risks and certainties that could cause the Company’s actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements, including, without limitation, the important factors described in the section titled “Risk Factors” in the Company’s Annual Report on Form 20-F for the year ended December 31, 2024 and our subsequent filings with the SEC, as such factors may be updated from time to time, in the Company’s future filings with the SEC. The Company disclaims any obligation to update any forward-looking statements contained in this press release, other than to the extent required by applicable law.
Fidelis Insurance Group Investor Contact:
Fidelis Insurance Group
Miranda Hunter
+1 (441) 279 2561
Fidelis Insurance Group Media Contact:
Rein4ce
Sarah Hills
+44 (0)7718 882011