Tiptree Announces Third Quarter 2025 Results and Sale of Reliance First Capital

Tiptree Announces Third Quarter 2025 Results and Sale of Reliance First Capital October 31, 2025 Tiptree Inc. (NASDAQ:TIPT) (“Tiptree” or the “Company”), today announced its financial results for the three and nine months ended September 30, 2025. Third Quarter 2025 Highlights On September 26, 2025, the Company agreed to sell Fortegra for $1.65 billion, with $1.12 billion estimated gross proceeds to Tiptree pending regulatory approvals. Anticipated closing of the Fortegra transaction in mid-2026.On October 31, 2025, the Company agreed to sell its mortgage business, Reliance First Capital, for 93.5% of tangible book value at closing, or $51 million of estimated gross proceeds as of September 30, 2025. Anticipated closing in first quarter of 2026.Tiptree's pro-forma book value as of September 30, 2025 is estimated to be $930 million, net of estimated taxes and transaction expenses for the closing of both transactions.Declared a dividend of $0.06 per share to stockholders of record on November 17, 2025 with a payment date of November 24, 2025.Tiptree will continue to think and act like owners—focused on long-term value creation through strategic investments, opportunistic share buybacks, and thoughtful consideration of dividends. With a disciplined financial approach, the Company continues to streamline operations and manage costs to support sustainable growth. ($ in thousands, except per share information) Three Months Ended September 30, Nine Months Ended September 30, GAAP: 2025 2024 2025 2024 Total revenues $ 540,302 $ 494,362 $ 1,566,478 $ 1,539,256 Net income (loss) attributable to common stockholders $ 6,421 $ 11,915 $ 31,016 $ 33,816 Diluted earnings per share $ 0.13 $ 0.29 $ 0.68 $ 0.83 Cash dividends paid per common share $ 0.06 $ 0.06 $ 0.18 $ 0.18 Return on average equity 5.1 % 10.6 % 8.6 % 10.3 % Non-GAAP:(1) Adjusted net income $ 28,764 $ 27,872 $ 79,223 $ 72,827 Adjusted return on average equity 22.9 % 24.8 % 21.9 % 22.1 % (1) See “—Non-GAAP Reconciliations” for a discussion of non-GAAP financial measures. Adjusted net income is presented after the impacts of non-controlling interests. Third Quarter 2025 Financial Highlights Revenues of $540.3 million for the quarter and $1.6 billion for the year, an increase of 9.3% and 1.8% from the respective prior year periods. The increases for both periods were driven by growth in earned premiums, net, and net realized and unrealized gains at Fortegra.Net income of $6.4 million compared to $11.9 million in Q3'24, and year-to-date net income of $31.0 million compared to $33.8 million in the prior year, with the decreases driven by deal-related expenses and an increase in the Fortegra Additional Warrant liability, partially offset by growth in Fortegra’s underwriting and fee income, and investments gains on equities.Adjusted net income of $28.8 million for the quarter and $79.2 million for the year, an increase of 3.2% and 8.8% from the respective prior year periods, driven by growth in Fortegra. Annualized adjusted return on average equity was 22.9% for the quarter, as compared to 24.8% in Q3'24. Non-GAAP Management uses Adjusted net income and Adjusted return on average equity as measurements of operating performance. Management believes these measures provide supplemental information useful to investors as they are frequently used by the financial community to analyze financial performance and comparison among companies. Management uses Adjusted net income and Adjusted return on average equity as part of its capital allocation process and to assess comparative returns on invested capital. Adjusted net income represents income before taxes, less provision (benefit) for income taxes, and excluding the after-tax impact of various expenses that we consider to be unique and non-recurring in nature, stock-based compensation, net realized and unrealized gains (losses), and intangibles amortization associated with purchase accounting, all of which is reduced for non-controlling interests. Adjusted net income and Adjusted return on average equity are presented before the impacts of non-controlling interests. Adjusted net income and Adjusted return on average equity are not measurements of financial performance or liquidity under GAAP and should not be considered as an alternative or substitute for GAAP net income. See “Non-GAAP Reconciliations” for a reconciliation of these measures to their GAAP equivalents. About Tiptree Tiptree Inc. (NASDAQ: TIPT) allocates capital to select small and middle market companies with the mission of building long-term value. Established in 2007, Tiptree has a significant track record investing across a variety of industries and asset types, including the insurance, asset management, specialty finance, real estate and shipping sectors. With proprietary access and a flexible capital base, Tiptree seeks to uncover compelling investment opportunities and support management teams in unlocking the full value potential of their businesses. For more information, please visit tiptreeinc.com and follow us on LinkedIn. Forward-Looking Statements This release contains “forward-looking statements” which involve risks, uncertainties and contingencies, many of which are beyond the Company’s control, which may cause actual results, performance, or achievements to differ materially from anticipated results, performance, or achievements. All statements contained in this release that are not clearly historical in nature are forward-looking, and the words “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “project,” “should,” “target,” “will,” or similar expressions are intended to identify forward-looking statements. Such forward-looking statements include, but are not limited to, statements about the Company’s plans, objectives, expectations for our businesses and intentions. In addition, we make certain forward-looking statements regarding the Company’s plans to take Fortegra public. Any initial public offering by Fortegra would be subject to a variety of factors, including market conditions, and may not be consummated. The forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors, many of which are beyond our control, are difficult to predict and could cause actual results to differ materially from those expressed or forecast in the forward-looking statements. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including, but not limited to those described in the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K, and as described in the Company’s other filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as to the date of this release. The factors described therein are not necessarily all of the important factors that could cause actual results or developments to differ materially from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors also could affect our forward-looking statements. Consequently, our actual performance could be materially different from the results described or anticipated by our forward-looking statements. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Except as required by the federal securities laws, we undertake no obligation to update any forward-looking statements. Tiptree Inc. Condensed Consolidated Balance Sheets (Unaudited) ($ in thousands, except share data) As of September 30, 2025 December 31, 2024 Assets: Investments: Available for sale securities, at fair value, net of allowance for credit losses $ 1,305,403 $ 1,107,929 Loans, at fair value 90,422 81,330 Equity securities 171,673 108,620 Other investments 53,501 53,084 Total investments 1,620,999 1,350,963 Cash and cash equivalents 366,087 320,067 Restricted cash 113,473 96,197 Notes and accounts receivable, net 813,622 799,131 Reinsurance recoverable 1,345,662 992,883 Prepaid reinsurance premiums 1,100,965 1,046,253 Deferred acquisition costs 572,790 565,872 Goodwill 207,802 206,706 Intangible assets, net 93,672 102,859 Other assets 181,197 213,858 Total assets $ 6,416,269 $ 5,694,789 Liabilities and Stockholders’ Equity Liabilities: Debt, net $ 507,560 $ 427,089 Unearned premiums 1,920,104 1,766,068 Policy liabilities and unpaid claims 1,615,702 1,298,081 Deferred revenue 654,504 695,772 Reinsurance payable 470,505 443,083 Other liabilities and accrued expenses 506,476 407,925 Total liabilities $ 5,674,851 $ 5,038,018 Stockholders’ Equity: Preferred stock: $0.001 par value, 100,000,000 shares authorized, none issued or outstanding $ — $ — Common stock: $0.001 par value, 200,000,000 shares authorized, 37,820,120 and 37,255,838 shares issued and outstanding, respectively" 38 37 Additional paid-in capital 392,947 389,693 Accumulated other comprehensive income (loss), net of tax (7,756 ) (27,750 ) Retained earnings 119,945 95,718 Total Tiptree Inc. stockholders’ equity 505,174 457,698 Non-controlling interests: Fortegra preferred interests 77,679 77,679 Common interests 158,565 121,394 Total non-controlling interests 236,244 199,073 Total stockholders’ equity 741,418 656,771 Total liabilities and stockholders’ equity $ 6,416,269 $ 5,694,789 Tiptree Inc. Condensed Consolidated Statements of Operations (Unaudited) ($ in thousands, except share data) Three Months Ended September 30, Nine Months Ended September 30, 2025 2024 2025 2024 Revenues: Earned premiums, net $ 383,881 $ 359,496 $ 1,129,259 $ 1,105,273 Service and administrative fees 95,821 95,362 289,966 311,696 Ceding commissions 3,483 3,716 10,658 11,525 Net investment income 7,397 9,111 29,631 22,250 Net realized and unrealized gains (losses) 34,879 8,316 62,354 36,518 Other revenue 14,841 18,361 44,610 51,994 Total revenues 540,302 494,362 1,566,478 1,539,256 Expenses: Policy and contract benefits 217,330 203,442 653,115 645,081 Commission expense 144,919 154,005 437,005 484,232 Employee compensation and benefits 62,094 52,335 171,701 151,438 Interest expense 10,690 7,614 31,912 23,919 Depreciation and amortization 5,259 5,395 15,064 16,254 Other expenses 61,734 34,790 141,343 111,206 Total expenses 502,026 457,581 1,450,140 1,432,130 Income (loss) before taxes 38,276 36,781 116,338 107,126 Less: provision (benefit) for income taxes 22,666 16,308 56,656 48,799 Net income (loss) 15,610 20,473 59,682 58,327 Less: net income (loss) attributable to non-controlling interests 9,189 8,558 28,666 24,511 Net income (loss) attributable to common stockholders $ 6,421 $ 11,915 $ 31,016 $ 33,816 Net income (loss) per common share: Basic earnings per share $ 0.17 $ 0.32 $ 0.82 $ 0.91 Diluted earnings per share $ 0.13 $ 0.29 $ 0.68 $ 0.83 Weighted average number of common shares: Basic 37,565,019 36,789,571 37,470,832 36,781,408 Diluted 38,583,747 37,818,491 38,550,969 37,784,637 Dividends declared per common share $ 0.06 $ 0.06 $ 0.18 $ 0.18 Tiptree Inc. Non-GAAP Financial Measures — Adjusted net income and Adjusted return on average equity (Unaudited) Adjusted net income is defined as income before taxes, less provision (benefit) for income taxes, and excluding the after-tax impact of various expenses that we consider to be unique and non-recurring in nature, including merger and acquisition related expenses, stock-based compensation, net realized and unrealized gains (losses) and intangibles amortization associated with purchase accounting, all of which is reduced for non-controlling interests. The calculation of adjusted net income excludes net realized and unrealized gains (losses) that relate to investments or assets rather than business operations. Adjusted net income is presented before the impacts of non-controlling interests. Adjusted return on average equity represents adjusted net income expressed on an annualized basis as a percentage of average beginning and ending stockholders’ equity during the period. Management uses Adjusted net income and adjusted return on average equity as part of its capital allocation process and to assess comparative returns on invested capital. We believe adjusted net income provides additional clarity on the results of the Company’s underlying business operations as a whole for the periods presented by excluding distortions created by the unpredictability and volatility of realized and unrealized gains (losses). We also believe adjusted net income provides useful supplemental information to investors as it is frequently used by the financial community to analyze financial performance between periods and for comparison among companies. Three Months Ended September 30, 2025 ($ in thousands) Tiptree Capital Insurance Mortgage Other Corporate Total Income (loss) before taxes $ 55,223 $ 202 $ 1,366 $ (18,515 ) $ 38,276 Less: Income tax (benefit) expense (18,378 ) (314 ) (313 ) (3,661 ) (22,666 ) Less: Net realized and unrealized gains (losses)(1) (24,761 ) 530 (275 ) — (24,506 ) Plus: Intangibles amortization(2) 3,362 — — — 3,362 Plus: Stock-based compensation expense 4,133 — — 1,494 5,627 Plus: Non-recurring expenses(3) 9,417 — — 3,084 12,501 Plus: Non-cash fair value adjustments(4) 16,967 — — — 16,967 Plus: Impact of tax deconsolidation of Fortegra(5) — — — 5,943 5,943 Less: Tax on adjustments(6) 3,580 138 70 (52 ) 3,736 Adjusted net income (before NCI) $ 49,543 $ 556 $ 848 $ (11,707 ) $ 39,240 Less: Impact of non-controlling interests (10,476 ) — — — (10,476 ) Adjusted net income $ 39,067 $ 556 $ 848 $ (11,707 ) $ 28,764 Adjusted net income (before NCI) $ 49,543 $ 556 $ 848 $ (11,707 ) $ 39,240 Average stockholders’ equity $ 753,591 $ 55,931 $ 75,031 $ (152,159 ) $ 732,394 Adjusted return on average equity(7) 26.3 % 4.0 % 4.5 % NM% 21.4 % Three Months Ended September 30, 2024 ($ in thousands) Tiptree Capital Insurance Mortgage Other Corporate Total Income (loss) before taxes $ 47,209 $ (89 ) $ (2,603 ) $ (7,736 ) $ 36,781 Less: Income tax (benefit) expense (12,114 ) 32 104 (4,330 ) (16,308 ) Less: Net realized and unrealized gains (losses)(1) (2,218 ) 1,877 2,764 — 2,423 Plus: Intangibles amortization(2) 3,859 — — — 3,859 Plus: Stock-based compensation expense 4,195 — — 1,762 5,957 Plus: Non-recurring expenses(3) 119 — — — 119 Plus: Non-cash fair value adjustments(4) 946 — — — 946 Plus: Impact of tax deconsolidation of Fortegra(5) — — — 5,907 5,907 Less: Tax on adjustments(6) (1,954 ) (461 ) (223 ) (860 ) (3,498 ) Adjusted net income (before NCI) $ 40,042 $ 1,359 $ 42 $ (5,257 ) $ 36,186 Less: Impact of non-controlling interests (8,314 ) — — — (8,314 ) Adjusted net income $ 31,728 $ 1,359 $ 42 $ (5,257 ) $ 27,872 Adjusted net income (before NCI) $ 40,042 $ 1,359 $ 42 $ (5,257 ) $ 36,186 Average stockholders’ equity $ 577,776 $ 53,272 $ 59,943 $ (53,856 ) $ 637,135 Adjusted return on average equity(7) 27.7 % 10.2 % 0.3 % NM% 22.7 % Nine Months Ended September 30, 2025 ($ in thousands) Tiptree Capital Insurance Mortgage Other Corporate Total Income (loss) before taxes $ 160,421 $ 230 $ (1,755 ) $ (42,558 ) $ 116,338 Less: Income tax (benefit) expense (43,862 ) (283 ) (642 ) (11,869 ) (56,656 ) Less: Net realized and unrealized gains (losses)(1) (33,310 ) 1,327 441 — (31,542 ) Plus: Intangibles amortization(2) 10,047 — — — 10,047 Plus: Stock-based compensation expense 7,231 — — 5,253 12,484 Plus: Non-recurring expenses(3) 13,623 — 1,350 3,084 18,057 Plus: Non-cash fair value adjustments(4) 17,560 — — — 17,560 Plus: Impact of tax deconsolidation of Fortegra(5) — — — 18,603 18,603 Less: Tax on adjustments(6) 3,480 (91 ) 598 (1,259 ) 2,728 Adjusted net income (before NCI) $ 135,190 $ 1,183 $ (8 ) $ (28,746 ) $ 107,619 Less: Impact of non-controlling interests (28,396 ) — — — (28,396 ) Adjusted net income $ 106,794 $ 1,183 $ (8 ) $ (28,746 ) $ 79,223 Adjusted net income (before NCI) $ 135,190 $ 1,183 $ (8 ) $ (28,746 ) $ 107,619 Average stockholders’ equity $ 700,867 $ 55,901 $ 52,401 $ (110,074 ) $ 699,095 Adjusted return on average equity(7) 25.7 % 2.8 % (0.0 )% NM% 20.5 % Nine Months Ended September 30, 2024 ($ in thousands) Tiptree Capital Insurance Mortgage Other Corporate Total Income (loss) before taxes $ 135,270 $ 1,192 $ 602 $ (29,938 ) $ 107,126 Less: Income tax (benefit) expense (35,604 ) (244 ) (704 ) (12,247 ) (48,799 ) Less: Net realized and unrealized gains (losses)(1) (7,582 ) 428 726 — (6,428 ) Plus: Intangibles amortization(2) 11,557 — — — 11,557 Plus: Stock-based compensation expense 5,999 — — 7,190 13,189 Plus: Non-recurring expenses(3) 3,455 — — — 3,455 Plus: Non-cash fair value adjustments(4) 6,018 — — — 6,018 Plus: Impact of tax deconsolidation of Fortegra(5) — — — 16,729 16,729 Less: Tax on adjustments(6) (4,622 ) (145 ) 246 (1,752 ) (6,273 ) Adjusted net income (before NCI) $ 114,491 $ 1,231 $ 870 $ (20,018 ) $ 96,574 Less: Impact of non-controlling interests (23,747 ) — — — (23,747 ) Adjusted net income $ 90,744 $ 1,231 $ 870 $ (20,018 ) $ 72,827 Adjusted net income (before NCI) $ 114,491 $ 1,231 $ 870 $ (20,018 ) $ 96,574 Average stockholders’ equity $ 529,486 $ 52,771 $ 91,263 $ (57,137 ) $ 616,383 Adjusted return on average equity(7) 28.8 % 3.1 % 1.3 % NM% 20.9 % Notes (1) Net realized and unrealized gains (losses) added back in Adjusted net income excludes net realized and unrealized gains (losses) from the mortgage segment and unrealized gains (losses) on mortgage servicing rights. (2) Specifically associated with acquisition purchase accounting. See Note (7) Goodwill and Intangible Assets, net, of the Company’s Form 10-Q for the period ended September 30, 2025. (3) For the three and nine months ended September 30, 2025 and 2024 , included in other expenses were expenses related to legal, banker, and other expenses including expenses associated with preparation of the registration statement for the withdrawn Fortegra initial public offering in 2024, and $5.7 million of the incentive fee related to realized and unrealized gains on equities and alternatives securities in 2025 periods. (4) For the three and nine months ended September 30, 2025 and 2024, non-cash fair-value adjustments represent a change in fair value of the Fortegra Additional Warrant liability. (5) For the three and nine months ended September 30, 2025 and 2024, included in the adjustment is an add-back of $5.9 million and $18.6 million, respectively, and $5.9 million and $16.7 million, related to deferred tax expense from the WP Transaction. (6) Tax on adjustments represents the tax applied to the total non-GAAP adjustments and includes adjustments for non-recurring or discrete tax impacts. (7) Total Adjusted return on average equity after non-controlling interests was 22.9% and 24.8% for the three months ended September 30, 2025 and 2024, respectively, based on $28.8 million and $27.9 million of Adjusted net income over $502.6 million and $449.2 million of average Tiptree Inc. stockholders’ equity. Total Adjusted return on average equity after non-controlling interests was 21.9% and 22.1% for the nine months ended September 30, 2025 and 2024, respectively, based on $79.2 million and $72.8 million of Adjusted net income over $481.5 million and $439.4 million of average Tiptree Inc. stockholders’ equity. Source: Tiptree Inc.