DRS/A

As confidentially submitted to the Securities and Exchange Commission on September 4, 2024 as Amendment No. 2 to the draft registration statement submitted on June 18, 2024. This Amendment No. 2 to the draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information herein remains strictly confidential.

Registration No. 333-   

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-1

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

SLIDE INSURANCE HOLDINGS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	7372	871554861
(State or Other Jurisdiction of Incorporation or Organization)	(Primary Standard Industrial Classification Code Number)	(I.R.S. Employer Identification Number)

4221 W. Boy Scout Blvd.

Suite 200

Tampa, Florida 33607

(813) 748-2030

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)

Bruce Lucas

Chief Executive Officer

Slide Insurance Holdings, Inc.

4221 W. Boy Scout Blvd.

Suite 200

Tampa, Florida 33607

(713) 927-4538

(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent For Service)

Copies to:

Richard D. Truesdell, Jr. Stephen A. Byeff Joseph S. Payne
Davis Polk & Wardwell LLP
450 Lexington Avenue
New York, New York 10017
(212) 450-4000 Fred E. Karlinsky Greenberg Traurig, LLP 401 E. Las Olas Boulevard, Suite 2000 Fort Lauderdale, Florida 33301 (954) 765-1477 Gregory A. Fernicola Todd E. Freed Dwight S. Yoo Skadden, Arps, Slate, Meagher & Flom LLP
One Manhattan West
New York, New York 10001
(212) 735-3000

Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ☐

If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

The Registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Commission, acting pursuant to said Section 8(a), may determine.

The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and we are not soliciting offers to buy these securities in any state where the offer or sale is not permitted.

SUBJECT TO COMPLETION, DATED      , 2024

PRELIMINARY PROSPECTUS

      Shares

Slide Insurance Holdings, Inc.

Common Stock

$    per share

This is the initial public offering of common stock of Slide Insurance Holdings, Inc. (“Slide”). We are offering    shares of our common stock. The selling stockholders identified in this prospectus, including certain of our directors and officers, are offering an additional    shares of our common stock. Slide will not receive any proceeds from the sale of shares of our common stock by the selling stockholders.

Prior to this offering, there has been no public market for our common stock. We anticipate that the initial public offering price of our common stock will be between $    and $    per share.

We have applied to list our common stock on the    under the symbol “SLDE.”

Investing in our common stock involves risks. See “Risk Factors” beginning on page 15.

We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act and will therefore be subject to reduced reporting requirements. See “Prospectus Summary—Implications of Being an Emerging Growth Company.”

Neither the Securities and Exchange Commission nor any state securities commission or regulatory authority has approved or disapproved of these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

	Per Share		Total
Initial public offering price	$		$
Underwriting discounts and commissions	$		$
Proceeds to Slide before expenses(1)	$		$
Proceeds to the selling stockholders before expenses	$		$

(1) We have agreed to reimburse the underwriters for certain FINRA-related expenses. See “Underwriting.”

The selling stockholders have granted the underwriters the right to purchase an additional    shares of common stock to cover over-allotments.

At our request, the underwriters have reserved up to  % of the shares of common stock offered by this prospectus for sale, at the initial public offering price, to certain individuals associated with us and our shareholders. See “Underwriting—Directed Share Program.”

The underwriters expect to deliver the shares to purchasers on or about      , 2024 through the book-entry facilities of The Depository Trust Company.

Barclays Morgan Stanley

     , 2024

TABLE OF CONTENTS

	Page
Prospectus Summary		1
Risk Factors		15
Special Note Regarding Forward-Looking Statements		65
Use of Proceeds		66
Dividend Policy		67
Capitalization		68
Dilution		70
Management’s Discussion and Analysis of Financial Condition and Results of Operations		72
Business		96
Management		110
Executive Compensation		114

	Page
Certain Relationships and Related Party Transactions		123
Principal and Selling Stockholders		127
Description of Capital Stock		128
Material U.S. Federal Income and Estate Tax Consequences for Non-U.S. Holders of Common Stock		138
Shares Eligible for Future Sale		141
Underwriting		143
Legal Matters		153
Experts		153
Change in Independent Registered Public Accounting Firm		153
Where You Can Find More Information		154
Index to Consolidated Financial Statements		F-1

We, the selling stockholders and the underwriters have not authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus or in any free writing prospectuses we have prepared. We, the selling stockholders and the underwriters take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may provide you. We and the selling stockholders are offering to sell, and seeking offers to buy, shares of the common stock only in jurisdictions where offers and sales are permitted. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or of any sale of the common stock.

Persons who come into possession of this prospectus and any other free writing prospectus in jurisdictions outside the United States are required to inform themselves about and to observe any restrictions as to this offering and the distribution of this prospectus and any such free writing prospectus applicable to that jurisdiction.

Basis of Presentation and Other Information

In this prospectus, “Slide,” “Slide Insurance Holdings, Inc.,” the “Company,” “we,” “us” and “our” refer to Slide Insurance Holdings, Inc. and its consolidated subsidiaries.

No action is being taken by us, the selling stockholders or the underwriters in any jurisdiction outside the United States to permit a public offering of shares of common stock or possession or distribution of this prospectus in that jurisdiction. Persons who come into possession of this prospectus in jurisdictions outside the United States must inform themselves about and observe any restrictions relating to this offering and the distribution of this prospectus applicable to that jurisdiction.

Certain monetary amounts, percentages and other figures included in this prospectus have been subject to rounding adjustments. Percentage amounts included in this prospectus have not in all cases been calculated on the basis of such rounded figures, but on the basis of such amounts prior to rounding. For this reason, percentage amounts in this prospectus may vary from those obtained by performing the same calculations using the figures in our consolidated financial statements or the figures included elsewhere in this prospectus. Certain other amounts that appear in this prospectus may not sum due to rounding.

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Market and Industry Data

This prospectus includes industry and market data that we obtained from periodic industry publications, third-party studies and surveys, filings of public companies in our industry and internal company surveys. These sources include government and industry sources. Industry publications and surveys generally state that the information contained therein has been obtained from sources believed to be reliable. Although we believe the industry and market data to be reliable as of the date of this prospectus, this information could prove to be inaccurate. Industry and market data could be wrong because of the method by which sources obtained their data and because information cannot always be verified with complete certainty due to the limits on the availability and reliability of raw data, the voluntary nature of the data gathering process and other limitations and uncertainties. In addition, we do not know all of the assumptions regarding general economic conditions or growth that were used in preparing the forecasts from the sources relied upon or cited herein. Such data and assumptions, including those relating to a specified market’s projected growth or future performance, are necessarily subject to a high degree of uncertainty and risk due to a variety of factors, including those described in “Risk Factors.” These and other factors could cause future performance to differ materially from such data and estimates. See “Special Note Regarding Forward-Looking Statements.”

Non-GAAP Financial Measures

We present our results of operations in a way that we believe will be the most meaningful and useful to investors, analysts, rating agencies and others who use our financial information to evaluate our performance. Some of the measurements are not required by, or presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”) under SEC rules and regulations. We refer to these measures as “non-GAAP financial measures.” For example, in this prospectus, we present combined ratio, excluding catastrophic losses & prior year claims development, tangible shareholders’ equity and return on tangible equity, which are non-GAAP financial measures as defined in Item 10(e) of SEC Regulation S-K. We believe that non-GAAP financial measures, which may be defined and calculated differently by other companies, help explain and enhance the understanding of our results of operations. However, these measures should not be viewed as a substitute for those determined in accordance with GAAP. Reconciliations of our non-GAAP financial measures to the most comparable GAAP figures are included in this prospectus. For further discussion, see “Prospectus Summary—Summary Consolidated Financial and Other Data.”

Trademarks and Service Marks

This prospectus contains references to a number of trademarks and service marks which are our registered trademarks or service marks, or trademarks or service marks for which we have pending applications or common law rights. Trade names, trademarks and service marks of other companies appearing in this prospectus are the property of their respective holders. Solely for convenience, the trademarks, service marks and trade names are referred to in this prospectus without the ^®, ^TM or ^SM symbols, but such references are not intended to indicate, in any way, that we or other owner thereof will not assert, to the fullest extent under applicable law, our or such owner’s rights to these trademarks, service marks and trade names. We do not intend our use or display of other companies’ trademarks, service marks or trade names to imply a relationship with, or endorsement or sponsorship of us by, such other companies.

Until      , 2024, all dealers that buy, sell or trade these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealers’ obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions.

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PROSPECTUS SUMMARY

This summary highlights information contained elsewhere in this prospectus. This summary may not contain all of the information that you should consider before deciding to invest in our common stock. You should read this entire prospectus carefully, including the “Risk Factors” section and the consolidated financial statements and the notes to those statements.

Who We Are

Launched in 2021, we are a technology enabled, fast-growing, coastal specialty insurer. We focus on profitable underwriting of single family and condominium policies in the property and casualty (“P&C”) industry in coastal states along the Atlantic seaboard through our insurance subsidiary, Slide Insurance Company (“SIC”). We utilize our differentiated technology and data-driven approach to focus on market opportunities that are underserved by other insurance companies. We acquire policies both from inorganic block acquisitions and subsequent renewals, as well as new business sales through a combination of independent agents and our direct-to-consumer (“DTC”) channel, through which we sell our insurance products directly to end consumers, without the use of retailers, brokers, agents or other intermediaries. We do not depend on any one key product or product line within the coastal specialty homeowners insurance market. We control all aspects of our value chain, including technology, underwriting, actuarial, distribution, claims and risk management which allows us to maximize profitability while maintaining disciplined underwriting standards.

Our goal is to deliver long-term value for stockholders by focusing on underserved, coastal specialty markets where market capacity is limited and demand for insurance products is high. Coastal specialty market demand for insurance products has increased over the last few years as the larger, national insurance carriers have reduced their underwriting capacity in such markets which has created a unique market opportunity for us to capitalize on the imbalance of supply and demand. A prime example of this market shift is Florida, where large national carriers have reduced their market share of premium from 62% in 1999 to 28% in 2022, creating an opportunity for accretive expansion. We have built a highly entrepreneurial company that we believe can identify and execute on such opportunities faster and more profitably than our competitors.

We believe we have a significant technological advantage that allows us to assess, manage and price risk for individual and bulk policy acquisitions. Our technology is built to estimate future costs of policies and compare it back to our base rates to better understand profitability in real time on an individual risk basis and to assess large and/or bulk transactions. This technology permits us to only select policies that we believe to be profitable based on future reinsurance and Annual Operating Plan (“AOP”) costs. Our underwriting technology has been an important component of our success and is backed by our proprietary $6 trillion total insured value (“TIV”) underwriting and claims dataset, which provides us with real-time intelligence to drive superior decision making. We believe that traditional markets inefficiently and inaccurately underwrite coastal specialty risks without properly understanding prospective loss ratios and reinsurance costs. We believe other insurance companies do not have the same ability to assess these metrics in real time and their technology limits their ability to consistently select profitable policies. We believe our underwriting technology allows us to more accurately assess the future cost of each policy, which enables us to focus on profitable growth opportunities often overlooked or mispriced by our competitors. We believe our proprietary technology combined with our highly experienced and entrepreneurial leadership team allow us to make better underwriting decisions that generate higher margins for our business.

We market and write insurance policies through two channels: our independent agents and DTC. As we continue to scale our operations, we anticipate that our DTC distribution will grow as well through our focus on accretive market opportunities.

We have significantly grown our business and scaled it profitably in our targeted coastal specialty markets by leveraging our seasoned management team, technology and strong balance sheet. We have grown our

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shareholders’ equity from $102 million at the end of 2021 to $238 million at the end of 2023, a compound annual growth rate (“CAGR”) of 52%. In this same time period, we have grown from $0 of in force premium to $875 million at the end of 2023, while running an average consolidated combined ratio of 82.7%. Our return on equity and combined ratio were 18.8% and 89.6% for 2022, and 46.9% and 78.9% for 2023, respectively.

For the six months ended June 30, 2023 and June 30, 2024, we had gross premiums written of $370.1 million and $593.0 million, policy fees of $1.6 million and $2.9 million, consolidated combined ratio of 77.8% and 68.5% and net income of $40.1 million and $108.5 million, respectively, highlighting our rapid and profitable growth. As of June 30, 2024, we had total assets of $1,590.0 million, shareholders’ equity of approximately $343.7 million and tangible shareholders’ equity of approximately $329.5 million. For the six months ended June 30, 2024, we had a return on equity of 35.5% and a return on tangible equity of 37.5%. For the years ended December 31, 2022 and December 31, 2023, we had gross premiums written of $480 million and $875 million, policy fees of $2 million and $3 million, consolidated combined ratio of 89.6% and 78.9% and net income of $22 million and $87 million respectively, highlighting our rapid and profitable growth. As of December 31, 2023, we had total assets of $1.1 billion, shareholders’ equity of approximately $238 million and tangible shareholders’ equity of approximately $219 million. For the year ended December 31, 2023, we had a return on equity of 46.9% and a return on tangible equity of 53.2%.

Our Products

We write several homeowners’ and condominium owners’ products in coastal specialty markets in Florida and South Carolina. As of June 30, 2024, 99.3% of our policies are concentrated in Florida, while 0.7% of our policies are concentrated in South Carolina. Additionally, 76% of our policies are concentrated on the coasts of Florida and South Carolina, determined by the number of policies located in counties that border the Atlantic Ocean. We target coastal zones with high population density and low underwriting capacity that are often ignored or mispriced by our competitors. Our experienced management team and proprietary technology allows us to profitably underwrite these markets in scale. Within our target markets, we focus on policies with a higher level of premiums when compared to other insurers that write business in similar coastal specialty markets. This ensures that we maintain our profitability and remain disciplined as we continue to grow our business.

Our Competitive Strengths

We believe that our competitive strengths include:

Expertise in coastal specialty markets

We believe coastal markets are more challenging to underwrite because of the complex underlying risk exposure, reinsurance costs and building codes, thereby, leading many carriers to often misprice or avoid coastal risks altogether. Consequently, coastal specialty markets commonly have low underwriting capacity despite high population density. We believe the combination of these characteristics creates a highly scalable, niche market where premium per policy and underwriting margins are attractive as long as the risk is appropriately priced. Our proprietary data set, underwriting technology and experienced management team help us to better underwrite coastal specialty properties.

Superior underwriting technology

We believe that traditional insurers use an ineffective, retrospective approach to underwriting that often results in poor underwriting performance. These insurers typically do not have a good understanding of prospective reinsurance costs, which are typically the highest expense component of coastal specialty policies. Our proprietary underwriting technology allows us to more accurately determine prospective reinsurance costs to ensure that our pricing model is appropriately pricing risk at profitable levels. Our technology has been developed using our proprietary $6 trillion TIV dataset and actual claims experience and is a key component of

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our underwriting model for large scale transactions. Our actual claims experience has outperformed our underwriting models, demonstrating the effectiveness of the underwriting platform. Our technology is fully embedded in our underwriting process and has the ability to analyze large data sets quickly and accurately, including the review of our current portfolio, policies acquired from Citizens Property Insurance Company (“Citizens”) and privately assumed portfolios. Since our technology is embedded in our underwriting process, it allows us to dynamically price risk in real time. Our user-friendly interface allows agents to quickly determine policy terms and can bind policies within minutes.

Entrepreneurial management team with a track record of success

We are led by a highly experienced and entrepreneurial executive management team, including our founder and CEO, Bruce Lucas, who has over 15 years of experience in the financial services industry including twelve years of leadership experience as a CEO in coastal specialty markets within Florida and the northeastern states along the Atlantic coast, California and Hawaii. Mr. Lucas previously founded and led Heritage Insurance Holdings (NYSE: HRTG) as its Chairman and CEO from 2012 to 2020. Under his leadership, Heritage saw a 21% CAGR in its book value per share and a 49% CAGR in gross premiums written volume while also averaging an 86% combined ratio across each full year of operation. Over the past twelve years at the helm of Heritage and Slide, Mr. Lucas has generated positive net earnings every full year of operation and has averaged an 85% combined ratio over the course of his insurance career. Additionally, our senior management team has an average of 25 years of experience in the insurance industry and have deep insurance expertise and longstanding relationships with reinsurers, capital providers, state regulators and distribution partners, which have been critical in driving our success to date. We place great emphasis on developing a winning and entrepreneurial culture, empowering employees to make decisions that meet our high standards of excellence and financial targets, which allows us to attract, retain and develop top talent.

Fully integrated claims management

We believe that properly managing claims is an important component of our success. With the exception of hurricane claims, we manage all aspects of the claims process in-house including field inspections, desk adjusting and legal. We promptly and thoroughly investigate all claims, and leverage both our systems and underwriters to gather the relevant facts. When we believe claims are without merit, we vigorously contest payment. When we believe claims are valid, we aim to expedite payments quickly to provide a superior experience to our customers. We believe that managing claims cycle times is an often overlooked metric that reduces loss ratios if claims are administered and closed quickly. We believe we have a track record of superior claims handling compared to our competitors including claims from catastrophic events.

Robust and conservative reinsurance framework built on strong relationships with highly rated counterparties

We manage our exposure to catastrophic events through strong underwriting discipline and the purchase of reinsurance. Our relationships with highly rated reinsurers have been developed as a result of our management team’s industry experience and reputation for selective underwriting and generating strong underwriting profits. We seek a diversified portfolio of reinsurance with the use of traditional reinsurance capacity, utilization of the Florida Hurricane Catastrophe Fund (“FHCF”), and the use of multi-year catastrophe bonds. While reinsurance does not relieve us from our obligations, we strategically purchase reinsurance from third parties to protect our capital base from severity events related to severe convective storms and hurricanes. At peak hurricane season, estimated as of September 30, 2024, we purchased catastrophe excess of loss reinsurance to the 175-year return period, well in excess of the 130-year return period primarily used in Florida and required by our rating agency and regulators. As of June 1, 2024, 100% of our private reinsurance recoverables were either fully collateralized or derived from reinsurers rated “A-” (Excellent) by A.M. Best, or better. All reinsurance we purchase is on an excess of loss basis and covers all perils, except for FHCF and our multi-year catastrophe bond program, which is limited to covering named storms. We treat our reinsurers as long-term partners. As such, we target underwriting profitability on a gross

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basis, before utilization of reinsurance, to ensure consistent support from our reinsurance partners and to protect ourselves from changes in the reinsurance market. Based upon catastrophe modeling, at the peak of the 2024 hurricane season, we estimate it would take an event beyond our 1-in-175-year probable maximum loss (“PML”) to exhaust our catastrophe coverage. We currently seek to retain no more than 25% of our annual pre-tax earnings from a first-event catastrophic loss that is below the top of our reinsurance program. We believe that our reinsurance program provides more robust coverage for catastrophic events compared to our competitors.

Our sophisticated modeling and large insurance data set allows us to consider prospective reinsurance costs in our underwriting decisions, ensuring that we target profitable policies aligned with our reinsurance program. We include assumptions on individual policies and the prospective impact of each additional risk on our PML and expected reinsurance costs, which combined with multi-year reinsurance capacity limits uncertainty and unexpected increases in future reinsurance costs. We also have a robust per risk and facultative reinsurance program that protects against shock losses above $700,000. This enhanced protection allows us to write higher value homes with higher premiums and profit margins.

Fully integrated and disciplined underwriting approach focused on delivering strong and consistent returns

We are focused on delivering strong and consistent underwriting results, with a proven track record of profitability. We believe our proprietary AI-driven data analytics and underwriting process allows us to better select insurance policies, including those we assume from Citizens and other private insurers, leading to strong risk-adjusted returns. We focus on profitability of each individual policy and focus on writing profitable business in our markets. In addition, we have a full stack, vertically integrated platform with key functions managed in-house including underwriting, actuarial analysis, risk management, claims, product development and litigation. This allows us to manage risk, limit losses and provide consistent and quality customer service to our policyholders. Our integrated claims services model allows us to quickly assess claims and limit additional damage by remediating any potential issues, further allowing us to control loss costs following an event. As a result of our integrated and technology-enabled approach, for twelve months ended December 31, 2022 and 2023, SIC generated a consolidated net-attritional loss ratio, which we define as direct and assumed loss and loss adjustment expense, excluding catastrophe losses, less any reinsurance recoveries, divided by net premiums earned, of 36.8% and 34.4%, respectively.

Strong balance sheet with limited legacy reserve exposures

We believe that our strong balance sheet is a key advantage within coastal specialty markets. It has allowed us to rapidly grow, participate in the Citizens depopulation program and acquire renewal rights agreements from other carriers. Because we launched our operations in 2021, we have limited exposure to the legacy Florida legislative environment. We have no exposure to policies written prior to March 1, 2022, which experienced significant loss cost inflation and adverse development in the Florida market. We have significant balance sheet flexibility with relatively low financial leverage of 15%. We have an ‘A’ “Exceptional” Financial Stability Rating from Demotech.

Our Strategy

We believe that our approach to our business will allow us to achieve our goals of both growing our business and generating attractive risk-adjusted returns. Our approach involves:

Maintaining an opportunistic, contrarian underwriting approach

We believe we are well-positioned to take advantage of the ongoing changes in regulatory regime as well as competitive landscape across the coastal specialty markets. Our deep understanding of such markets combined with extensive industry relationships allow us to successfully focus on opportunities often overlooked by our competitors. Our ability to understand and price the underlying risks in such markets more thoroughly and faster than our competitors is a key driver of our success to date.

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Delivering attractive returns on capital to our stockholders

We aim to deliver attractive growth, underwriting results, profitability and returns to our stockholders through our underwriting expertise, proprietary underwriting technology, deep knowledge of coastal markets, disciplined risk management and prudent approach to capital management. Our strategy is to concentrate on coastal specialty risks with attractive pricing levels that will enable us to generate strong profits across market cycles. We underwrite all of our own risks and do not delegate underwriting decisions to third parties. As the demand for insurance capacity in our markets continue to grow, we expect to continue to capitalize on our core strengths and profitably expand our market share.

Pursuing large scale, strategic policy acquisitions

Coastal specialty markets present advantageous opportunities for us to continue scaling our business as the underwriting capacity in these markets has significantly declined in the past five years. As of December 31, 2023, Citizens Insurance had 1,228,718 policies-in-force, near its all-time high of 1.5 million policies which we believe will provide continuous growth opportunities for years to come. In addition, we have also successfully executed transactions with private insurers that are looking to exit or reduce their exposure. For example, we executed transactions with Truck Insurance Exchange, United Property & Casualty Insurance Company and St. Johns Insurance Company.

Our scaled platform combined with our ability to use technology to bulk underwrite complex transactions provide us with an advantage over our competitors in underwriting such policies. This has allowed us to grow quickly and profitably, with no exposure to legacy claims or liabilities and should continue to be a meaningful contributor of our ongoing growth.

Continuing to invest in proprietary technology that deepens our competitive advantage

Our AI powered insurance model leverages our proprietary large data set and predictive underwriting analytics to manage risk, optimize operations and improve profit margins. Our custom-built technology is at the core of our growth and underwriting strategy and enhances our ability to find profitable policies in our markets. We include prospective reinsurance costs and loss ratios in our underwriting decisions to limit unexpected changes in rates and maintain profitability for each policy we write. We can analyze large data sets efficiently and quickly assess potential acquisition opportunities, making us a leading counterparty for potential organic sales, takeouts and renewal transactions. We have demonstrated a unique ability to utilize our data and our advanced technology within niche coastal markets, giving us the ability to quickly respond to market changes, while our core operating platforms allows us to move into new markets efficiently and without the complexity of burdensome systems. We believe our technological advantage positions us for profitable growth and expansion into additional coastal specialty markets where we can establish a strong market position while focusing on growing profitably.

Expanding our presence in both admitted and excess & surplus (E&S) coastal specialty markets

Coastal specialty markets with high population density and few insurance options are the main target for our business. Coastal specialty zones, which we define as counties in the U.S. that border the Atlantic Ocean with significant hurricane risk, are often avoided or mispriced by our competitors. We believe that we have a superior underwriting model that allows us to scale and grow profitability faster than our competition. We will continue to focus on writing personal residential policies within coastal specialty markets while adding complementary product lines where we believe we can effectively and profitably grow. We plan to expand our geographical footprint and enter other coastal specialty markets where we believe the market opportunity is similar to Florida, while also expanding our product offerings and introducing new lines such as commercial, residential and E&S products. In the E&S insurance market, insurance carriers are licensed on a “non-admitted” basis. The excess and surplus lines market often offers insurance carriers more flexibility in terms, conditions and rates than does the

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admitted market. We believe this will allow us to leverage our deep underwriting and claims expertise while growing our profitable business and increasingly diversify risks within our portfolio.

Maintaining a conservative investment portfolio

We complement our strong reserve position with a conservative investment portfolio overseen by BlackRock Investment Management, LLC (“BlackRock”). Our portfolio is mainly comprised of cash and cash equivalents and investment-grade fixed maturity securities. Our fixed maturity securities together comprised 96% of our total investment portfolio as of December 31, 2023, had a weighted average effective duration of 2.661 years as of December 31, 2023, and an average fixed income credit rating of AA- (Standard & Poor’s) as of December 31, 2023.

Industry Overview

Coastal specialty markets

According to the U.S. Census Bureau, as of 2017, approximately 14% of the total U.S. population (today, approximately 44 million people) lived within 129 coastline counties along the Atlantic seaboard. While the property catastrophe risk along the seaboard is not as high as Florida, it makes up a significant portion of the remaining U.S. property catastrophe limit. As we enter new coastal territories, we believe we can take advantage of this opportunity to significantly expand the size of our business and explore the expansion of our business into other complementary business lines and organic distribution channels.

As of the end of 2023, Florida was the 3^rd largest U.S. state with a population of approximately 22 million. The state has seen strong population growth over the last decade amounting to over 17% since 2012. According to the Weldon Cooper Center for Public Service at the University of Virginia, the state population is projected to further expand by 32% to approximately 29 million by 2040. As a result of this growth, there has been a sharp increase in the number of residential properties in the state. Combined with the recent inflationary trends, this has driven an increase in the TIV of residential properties. This, along with inflationary trends and pullback of insurance capacity, has provided additional tailwinds to the homeowners insurance market in Florida. As a result, the total homeowners’ premiums in Florida have grown from $8.4 billion in 2012 to $14.4 billion in 2022. We believe this trend will continue and accelerate top line growth for the foreseeable future.

Due to its location, Florida is exposed to an increased risk of hurricanes during the Atlantic hurricane season, which usually spans from June 1 through November 30. Over the past 20 years, several significant hurricanes have made landfall in Florida—including Charley, Frances, Ivan and Jeanne (2004); Katrina, Rita and Wilma (2005); Irma (2017); Michael (2018) and Ian (2022). Consequentially, personal residential insurance and claims servicing are vitally important to Florida residents.

The Florida personal residential insurance market is highly fragmented and dominated by in-state specialists, including Citizens, Florida’s “insurer of last resort.” Citizens was created in 1992 through a combination of the Florida Residential P&C Joint Underwriting Association and Florida Windstorm Underwriting Association in the aftermath of Hurricane Andrew, a category five hurricane that caused significant insured losses. The landfall of Hurricane Andrew led to significant dislocation in the Florida property insurance market, which continued to accelerate following the 2004 and 2005 hurricane seasons.

As a result of this catastrophe risk and the associated losses, large national carriers have reduced their share of the market in Florida from 62% in 1999 to 28% in 2022, creating a meaningful opportunity for the regional carriers. While the regional carriers are willing to increase their risk exposure, most of them are unable to take advantage of the supply / demand imbalance due to their weak capitalization, prior accident year losses and

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reserve development concerns, and catastrophe retention costs. In addition, besides Slide, no significant new capital has entered the market recently to take advantage of this market dislocation.

When private carriers reduce their exposure in Florida, Citizens steps in to provide personal homeowners insurance to Florida residents. As a result, following the events of 2004 and 2005, Citizens’ policy count grew from roughly 810,000 in 2005 to a peak level of approximately 1.5 million in late 2011. In 2012, Citizens reformed its takeout process to increase private market participation. Citizens reforms combined with a multi-year decline in reinsurance rates and no hurricane losses in Florida increased the demand for Citizens takeouts, allowing its policy count to drop to a low of 427,000 in 2018. Market conditions began to decline following Hurricanes Irma and Michael, resulting in rising reinsurance costs. These increasing costs, combined with a significant increase in Assignment of Benefits (“AOB”) and the perception of litigation abuse by Florida’s trial bar resulted in Citizens’ policy count beginning to rise; by 2023 it had reached 1.4 million policies. For the year ended December 31, 2023, Citizens was the largest homeowner insurance provider in Florida by direct premiums written, with a market share of approximately 25%. For the same period, we ranked 6^th in Florida, with a market share of approximately 4% after just two years in operation. Recent legislative changes combined with our position as a leading and well-capitalized carrier within the Florida market positions us well to continue our growth through the acquisition of additional Citizens policies.

Recent Florida legislative developments

In recent years, the Florida homeowners’ landscape experienced unprecedented social inflation resulting from outsized attorney fees and AOB abuse whereby insurers were generally unprotected from frivolous claims and litigation abuses. The two main drivers of the abuse were AOBs, a process that assigns the homeowner’s insurance claim to contractors who can then inflate the claim, and Florida’s unique one-way attorney fee statute that required insurance companies to pay the plaintiff’s attorney fees, which were regularly inflated, if the plaintiff recovered any amount from the insurance company. The combination of these two factors, together with hurricane losses from Irma and Michael, resulted in a dramatic increase in claim frequency, severity, litigation and litigation expenses that negatively impacted the Florida market, caused widespread underwriting losses, significant increases to reinsurance pricing, a decline in underwriting capacity and numerous Florida insurer insolvencies. As a result of the deteriorating market conditions, Florida passed comprehensive reforms to improve the Florida insurance market.

Through a special session held in May 2022, the legislature passed Senate Bill 2D and Senate Bill 4D to specifically address a number of these issues. Key items in this legislation included (i) new $2 billion reinsurance program which allowed insurers to obtain reimbursement for hurricane losses below the FHCF retention limits (ii) introduced stricter standards for the award of higher attorney fees in property insurance litigation (iii) created more stringent requirements for AOB and made it possible for a carrier to recover attorney fees when they had a suit dismissed and (iv) created a statutory exception to the Florida building code, making it possible to repair certain roofs instead of replacing them.

Subsequently, in December 2022, the Florida Legislature passed Senate Bill 2-A which had the effect of (i) eliminating one-way attorney fees for property claims, (ii) prohibiting AOB, (iii) shortening the time to file/reopen claims from two years to one year, (iv) eliminating attorney fee multipliers and (v) making it more difficult to allege bad faith in insurance suits. These historic tort reforms have significantly improved market conditions in Florida.

Removing policies from Citizens has been difficult historically because the policyholder could refuse to leave Citizens if their policy was selected for assumption by the private market. The Florida Legislature also revised the Citizens takeout process to make it easier for private insurers to assume policies from Citizens by eliminating the policyholder’s ability to reject a takeout out offer if the renewal premium in the private market is within 20% of Citizens’ renewal premium. This legislative change has simplified the takeout process and makes

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it much easier for private insurers to assume policies from Citizens. Given that our business today is primarily concentrated in the Florida homeowners’ market, we believe these legislative developments are constructive to the efficiency and competitive dynamics of the market in which we operate.

Summary Risk Factors

Our business is subject to numerous risks and uncertainties, including those highlighted in the section titled “Risk Factors” immediately following this prospectus summary. These risks include the following:

• Our limited operating history, which make our business and future prospects difficult to evaluate;

• Whether our “Slide” brand becomes as widely known as incumbents’ brands or becomes tarnished;

• Failure to establish accurate reserves, failure to adjust claims accurately, the denial of claims or our failure to accurately and timely pay claims;

• Our ability to expand within the United States and additional costs and risks we will be subject to as a result;

• Intense competition in the segments of the insurance industry in which we operate;

• If reinsurance is unavailable at current levels and prices, and the counterparty risk we are subject to as a result;

• Examinations we are periodically subject to by our state insurance regulators, which could result in adverse examination findings and necessitate remedial actions;

• The historically cyclical nature of the insurance business, including the market for homeowners insurance, which may result in us experiencing periods with excess underwriting capacity and unfavorable premium rates;

• The highly regulated environment we operate in and the variety of complex federal and state laws and regulations we are subject to; and

• Significantly increased costs we will incur and substantial management time we will devote as a result of operating as a public company.

Before you invest in our common stock, you should carefully consider all the information in this prospectus, including matters set forth under the heading “Risk Factors.”

Implications of Being an Emerging Growth Company

As a company with less than $1.235 billion (as adjusted for inflation pursuant to SEC rules from time to time) in revenue during our last fiscal year, we qualify as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). An emerging growth company may take advantage of reduced reporting requirements and is relieved of certain other significant requirements that are otherwise generally applicable to public companies. As an emerging growth company:

• we may present as few as two years of audited financial statements and two years of related management’s discussion and analysis of financial condition and results of operations in this prospectus;

• we are exempt from the requirement to obtain an attestation report from our auditors on management’s assessment of our internal control over financial reporting under the Sarbanes-Oxley Act of 2002 for up to five years or until we no longer qualify as an emerging growth company;

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• we are permitted to provide reduced disclosure regarding our executive compensation arrangements pursuant to the rules applicable to smaller reporting companies, which means we do not have to include a compensation discussion and analysis and certain other disclosures regarding our executive compensation; and

• we are not required to hold non-binding advisory votes on executive compensation.

In addition to the relief described above, the JOBS Act permits us an extended transition period for complying with new or revised accounting standards affecting public companies. We have elected to use this extended transition period, which means that our consolidated financial statements may not be comparable to the financial statements of public companies that comply with such new or revised accounting standards on a non-delayed basis.

In this prospectus we have elected to take advantage of the reduced disclosure requirements relating to executive compensation, and in the future, we may take advantage of any or all of these exemptions for so long as we remain an emerging growth company. We will remain an emerging growth company until the earliest of (i) the end of the fiscal year during which we have total annual gross revenue of $1.235 billion (as adjusted for inflation pursuant to SEC rules from time to time) or more, (ii) the end of the fiscal year following the fifth anniversary of the completion of this offering, (iii) the date on which we have, during the previous three-year period, issued more than $1.0 billion in non-convertible debt or (iv) the date on which we are deemed to be a “large accelerated filer” under the Securities Exchange Act of 1934, as amended.

Our Organizational Structure

The following diagram depicts our organizational structure immediately following our initial public offering.

Corporate Information

We were founded in March 2021 and incorporated in the State of Delaware on March 2, 2021. Our principal executive offices are located at 4221 W. Boy Scout Blvd., Suite 200, Tampa, Florida 33607 and our telephone number is (813) 748-2030. Our Internet site is www.slideinsurance.com. Our website and the information contained therein or connected thereto is not incorporated into this prospectus or the registration statement of which it forms a part.

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THE OFFERING

Common stock offered by us      shares

Common stock offered by the selling stockholders      shares

Common stock to be outstanding immediately after this offering      shares

Over-allotment option      shares

     stock symbol “SLDE”

Use of proceeds We estimate that the net proceeds to us from this offering will be approximately $   million, assuming an initial public offering price of $   per share (the midpoint of the range set forth on the cover page of this prospectus), after deducting estimated underwriting discounts and commissions and estimated offering expenses. Each $1.00 increase (decrease) in the public offering price per share would increase (decrease) our net proceeds, after deducting estimated underwriting discounts and commissions, by $   million. We intend to use the net proceeds of this offering to enable us to underwrite additional policies, to fund the growth of our business and for general corporate purposes.

We will not receive any proceeds from the sale of common stock by the selling stockholders. See “Use of Proceeds.”

Dividend policy We currently intend to retain any future earnings for use in the operation of our business and do not intend to declare or pay any cash dividends in the foreseeable future. Our board of directors may take into account a variety of factors when determining whether to declare any dividends, including (i) our financial condition, results of operations, liquidity and capital requirements, (ii) general business conditions, (iii) legal, tax and regulatory limitations, (iv) contractual prohibitions and other restrictions, (v) the effect of any dividends on our financial strength or other ratings and (vi) any other factors that our board of directors considers relevant.

As a holding company without significant operations of our own, the principal sources of our funds are dividends and other payments from our subsidiaries. The ability of our insurance subsidiaries to pay dividends to us is subject to limits under insurance laws of the state or jurisdiction in which our insurance subsidiary is domiciled. In addition, the consent orders we entered into with the Florida Office of Insurance Regulation (the “FLOIR”) may directly or indirectly affect our ability to declare and pay or the amount of dividends. See “Dividend Policy.”

Voting rights Shares of common stock are entitled to one vote per share. See “Description of Capital Stock.”

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Directed share program At our request, the underwriters have reserved up to  % of the shares of common stock offered by this prospectus for sale, at the initial public offering price, to certain individuals associated with us and our shareholders. Any participants in this program shall be prohibited from selling, pledging or assigning any shares sold to them pursuant to this program for a period of 180 days after the date of this prospectus. The sales will be administered by an affiliate of     , an underwriter in this offering. The number of shares of common stock available for sale to the general public will be reduced to the extent these persons purchase such reserved shares of common stock. Any reserved shares of common stock that are not so purchased will be offered by the underwriters to the general public on the same basis as the other shares of common stock offered by this prospectus. See “Underwriting—Directed Share Program.”

Risk factors You should read the “Risk Factors” section of this prospectus for a discussion of factors to carefully consider before deciding to invest in shares of our common stock.

The number of shares of our common stock to be outstanding after this offering excludes:

• 2,750,000 shares of common stock issuable upon the exercise of options outstanding as of June 30, 2024 at a weighted average exercise price of $4.67 per share;

•    shares of common stock reserved for future issuance under our 2024 Omnibus Incentive Plan (the “2024 Plan”); and

•    shares of common stock reserved for future issuance under our 2021 Equity Compensation Plan (the “Prior Plan”).

Unless we specifically state otherwise, all information in this prospectus assumes:

• the automatic conversion of all outstanding shares of our Series A preferred stock, $0.01 par value per share (the “Series A preferred stock”) into    shares of our common stock, which will occur immediately prior to the closing of this offering;

• no exercise of any of the outstanding warrants to purchase our Series A preferred stock (the “Series A preferred warrants”);

• no exercise of the option to purchase additional shares of common stock by the underwriters; and

• the filing of our amended and restated certificate of incorporation and the adoption of our amended and restated bylaws immediately prior to the closing of this offering.

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SUMMARY CONSOLIDATED FINANCIAL AND OTHER DATA

The following tables present summary historical consolidated financial and other data of Slide Insurance Holdings, Inc., along with their wholly owned subsidiaries.

The summary historical consolidated financial and other data presented below do not purport to be indicative of the results that can be expected for any future period and should be read together with “Capitalization,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and the related notes included elsewhere in this prospectus.

	Six Months Ended June 30,						Year Ended December 31,
	2024			2023			2023			2022
	(in thousands, except per share data)
Statement of Operations Data:
Revenues:
Gross premiums written	$	592,964		$	370,076		$	874,726		$	479,737
Change in unearned premiums		(95,036	)		(113,636	)		(279,641	)		(180,105	)
Gross premiums earned	$	497,928		$	256,440		$	595,085		$	299,632
Ceded premiums earned		(114,854	)		(55,216	)		(153,673	)		(63,046	)
Net premiums earned		383,074			201,224			441,412			236,586
Net investment income		21,714			7,658			20,932			2,380
Policy fees		2,920			1,624			3,468			2,203
Other income		549			829			2,718			1,263
Total revenue	$	408,257		$	211,335		$	468,530		$	242,432
Expenses:
Losses and loss adjustment expenses incurred, net	$	168,541		$	86,949		$	193,266		$	133,488
Policy acquisition and other underwriting expenses		34,862			27,287			58,564			33,487
General and administrative expenses		53,833			37,305			87,789			39,024
Interest expense		1,587			687			2,401			489
Depreciation expense		680			0			424			0
Amortization expense		3,946			5,120			8,193			5,930
Other operating expense		0			10			252			0
Total expense	$	263,449		$	157,358		$	350,889		$	212,418
Net income before income tax expense	$	144,808		$	53,977		$	117,641		$	30,014
Income tax expense		36,353			13,899			30,270			7,715
Net income	$	108,455		$	40,078		$	87,371		$	22,299
	As at June 30						As at December 31
	2024			2023			2023			2022
Share and Per Share Data
Total shares outstanding		10,222,576			10,220,076			10,222,576			11,220,076
Weighted average shares outstanding		10,222,576			10,573,667			10,396,220			11,141,693
Basic income earnings per share	$	10.61		$	3.79		$	8.40		$	2.00
Diluted income earnings per share	$	4.99		$	1.90		$	3.98		$	1.09
Book value per share	$	33.62		$	18.12		$	23.24		$	12.06

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	As of June 30, 2024
	(in thousands)
Selected Balance Sheet Data:
Cash and cash equivalents	$	382,281
Total invested assets		415,197
Total reinsurance recoverable on losses		80,833
Intangibles, net		11,614
Goodwill		2,603
Total assets		1,589,952
Loss and loss adjustment expense reserves		293,687
Unearned premiums		567,509
Long-term debt, net		42,318
Total liabilities		1,246,265
Total shareholders’ equity		343,687
Total liabilities and shareholders’ equity		1,589,952

	Six Months Ended June 30,						Year Ended December 31,
	2024			2023			2023			2022
Underwriting and Other Ratios
Loss ratio(1)		44.0	%		43.2	%		43.8	%		56.4	%
Expense ratio(2)		24.4	%		34.6	%		35.2	%		33.2	%
Combined ratio(3)		68.5	%		77.8	%		78.9	%		89.6	%
Combined ratio, excluding catastrophic losses & prior year claims development(4)		55.5	%		69.3	%		69.6	%		70.0	%
Policy acquisition expense ratio(5)		9.1	%		13.6	%		13.3	%		14.2	%
Debt to capitalization ratio(6)		11.0	%		16.5	%		12.9	%		15.1	%
Return on equity(7)		37.3	%		25.0	%		46.9	%		18.8	%
Return on tangible equity(8)		39.4	%		29.5	%		53.2	%		21.5	%

(1) The loss ratio is the ratio, expressed as a percentage, of losses and loss adjustment expenses to net premiums earned.

(2) The expense ratio is the ratio, expressed as a percentage, of general and administrative expenses, policy acquisition expenses and other underwriting expenses to net premiums earned.

(3) The combined ratio is the sum of the loss ratio and the expense ratio. A combined ratio under 100% generally indicates an underwriting profit. A combined ratio over 100% generally indicates an underwriting loss.

(4) The combined ratio, excluding catastrophic losses & prior year claims development is a non-GAAP financial measure. We define the combined ratio, excluding catastrophic losses & prior year claims development as the sum of the loss ratio, excluding losses associated with catastrophic losses and prior year claims development, and the expense ratio. We use the combined ratio, excluding catastrophic losses & prior year claims development as an internal performance measure in the management of our operations because trends in our business may be obscured by current year catastrophe losses and prior year claims development. Current year catastrophe losses cause our loss trends to vary significantly between periods as a result of their frequency of occurrence and magnitude, and can have a significant impact on the combined ratio. Prior year claims development is caused by unexpected loss development on historical reserves. The combined ratio, excluding catastrophic losses & prior year claims development should not be viewed as a substitute for the combined ratio calculated in accordance with GAAP and other companies may define the combined ratio, excluding catastrophic losses & prior year claims development differently. A reconciliation

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of the combined ratio, excluding catastrophic losses & prior year claims development to the combined ratio, which is the most comparable financial metric prepared in accordance with GAAP, for the periods presented follows:

	Six Months Ended June 30,						Year Ended December 31,
	2024			2023			2023			2022
Combined ratio		68.5	%		77.8	%		78.9	%		89.6	%
Effect of catastrophic losses on combined ratio		(13.1	%)		(10.4	%)		(10.3	%)		(19.6	%)
Effect of prior year claims development on combined ratio		0.1	%		1.9	%		0.9	%		0.0	%
Combined ratio, excluding catastrophic losses & prior year claims development		55.5	%		69.3	%		69.6	%		70.0	%

(5) Policy acquisition expense ratio is the ratio, expressed as a percentage, of policy acquisition expenses and other underwriting expenses to net premiums earned.

(6) Debt to capitalization is the ratio, expressed as a percentage, of total outstanding debt to total capitalization.

(7) Return on equity represents net income expressed on an annualized basis as a percentage of average beginning and ending shareholders’ equity during the period. Return on equity figures for the six months ended June 30, 2023 and 2024 are not annualized.

(8) Return on tangible equity is a non-GAAP financial measure. We define tangible shareholders’ equity as shareholders equity less goodwill and other intangible assets. We define return on tangible equity as net income expressed on an annualized basis as a percentage of average beginning and ending tangible shareholders’ equity during the period. We regularly evaluate acquisition opportunities and have historically made acquisitions that affect shareholders’ equity. We use return on tangible equity as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Return on tangible equity should not be viewed as a substitute for return on equity calculated in accordance with GAAP and other companies may define return on tangible equity differently. A reconciliation of return on tangible equity to return on equity, which is the most comparable financial metric prepared in accordance with GAAP, for the periods presented follows:

	Six Months Ended June 30,						Year Ended December 31,
	2024			2023			2023			2022
	(in thousands, except percentages)
Numerator: Net Income	$	108,455		$	40,078		$	87,371		$	22,299
Denominator:
Average shareholders’ equity		305,643			160,293			186,471			118,785
Less: Average goodwill and other intangible assets		16,190			24,541			22,250			14,834
Average tangible shareholders’ equity		289,453			135,752			164,221			103,951
Return on tangible equity		39.5	%		29.5	%		53.2	%		21.5	%
Return on equity		35.5	%		25.0	%		46.9	%		18.8	%

	Six Months Ended June 30,				Year Ended December 31,
	2024		2023		2023		2022
Key Performance Indicators and Other Data
Policies-in-Force		275,178		150,134		211,504		99,402
Average Premium per Policy	$	3,991	$	3,830	$	4,116	$	3,466

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RISK FACTORS

An investment in our common stock involves a high degree of risk and many uncertainties. You should carefully consider the specific factors listed below together with the other information included in this prospectus before purchasing our common stock in this offering. If any of the possibilities described as risks below actually occurs, our business, results of operations and financial condition would likely suffer and the trading price of our common stock could fall, causing you to lose some or all of your investment. The following is a description of what we consider the key challenges and material risks to our business and an investment in our common stock. Unless the context otherwise requires, all references in this subsection to the “Company,” “we,” “us” or “our” refer to the business of Slide Insurance Holdings, Inc., its subsidiaries, including Slide Insurance Company (the “Carrier”).

Risks Relating to Our Business

We have a limited operating history, and our business and future prospects are difficult to evaluate.

We began operations in March 2021 and wrote our first policy on March 1, 2022. We expect to make significant investments to further develop and expand our business. In particular, we expect to continue to expend financial and other resources on marketing and advertising as part of our strategy to increase our customer base, which can result in expenses that exceed the related revenue generated in any given year. In addition, we expect to continue to increase our headcount significantly in the coming years. We may generate a net loss in the near term as we continue to make such investments to grow our business. Despite these investments, we may not succeed in increasing our revenue on the timeline that we expect or in an amount sufficient to lower a net loss or maintain profitable operations. Moreover, if our revenue declines, we may not be able to reduce costs in a timely manner because many of our costs are fixed at least in the short term. In addition, if we reduce variable costs to respond to losses, this may limit our ability to sign up new customers and grow our revenues. Accordingly, we may not achieve or maintain profitability, and we may incur significant losses in the future.

In addition, a substantial portion of our historical revenue has been generated from policies assumed from Citizens Property Insurance Corporation (“Citizens”), created by the Florida legislature in 2002 as not-for-profit, tax-exempt, government entity to provide property insurance to eligible Florida property owners unable to find insurance coverage in the private market, as well as our acquisition of policies from several Florida insurance companies and subsequent renewals of these policies. As of December 31, 2023 approximately 39% of our 211,504 policies-in-force were assumed from Citizens. Our ability to participate in this program is subject to a variety of factors, including continuation of the program. There can be no assurance that Citizens will decide to continue the depopulation program for a significant period of time, or at all. Our ability to grow our premium base may depend upon the availability of future policy assumptions and acquisitions upon acceptable terms. Opportunities to acquire large numbers of policies from Citizens meeting our strict underwriting criteria have diminished in recent months. We cannot provide assurance that such opportunities will increase in the future.

Our success and ability to grow our business depends on retaining and expanding our customer base. If we fail to add new customers or retain current customers, our business, results of operations and financial condition could be harmed.

We believe that the growth of our business and revenue depends upon our ability to retain our existing customers and add new customers in our current geographic markets and in the markets in which we expand. While we have experienced significant customer growth since we commenced operations, we may not be able to maintain this growth and our customer base could shrink over time.

Our ability to attract new customers and retain existing customers depends on our ability to continue providing positive insurance-buying and claims-filing customer experiences, competitive pricing and adequate

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insurance coverage. In order to maintain this reputation, we may be required to incur significantly higher marketing expenses, costs related to improving our service, and lower margins in order to attract new customers and retain existing customers. If we fail to remain competitive on customer experience, pricing and insurance coverage options, our ability to grow our business and generate revenue by attracting and retaining customers may be adversely affected.

There are many factors that could negatively affect our ability to grow our customer base, including if:

• we fail to effectively use search engines, social media platforms, content-based online advertising and other online sources for generating traffic to our website;

• potential customers in a particular marketplace or generally do not meet our underwriting guidelines;

• our competitors mimic our digital platform or develop other innovative services, causing current and potential customers to purchase their insurance products instead of our products;

• we lose customers to new market entrants and/or existing competitors;

• we do not obtain regulatory approvals necessary for expansion into new markets or in relation to our products (such as line, form, underwriting and rating approvals) or such approvals contain conditions that impose restrictions on our operations (such as limitations on growth);

• our digital platform experiences disruptions;

• we suffer reputational harm to our brand resulting from negative publicity, whether accurate or inaccurate;

• we fail to expand geographically;

• we fail to offer new and competitive products;

• customers have difficulty installing, updating or otherwise accessing our website on mobile devices or web browsers as a result of actions by us or third parties;

• technical or other problems frustrate the customer experience, particularly if those problems prevent us from generating quotes or paying claims in a fast and reliable manner; or

• we are unable to address customer concerns regarding the content, data privacy and security of our digital platform.

Our inability to overcome these challenges could impair our ability to attract new customers and retain existing customers, and could have a material adverse effect on our business, results of operations and financial condition.

The “Slide” brand may not become as widely known as incumbents’ brands or the brand may become tarnished.

Many of our competitors have brands that are well recognized. As a relatively new entrant into the insurance market, we have spent considerable money and other resources to create brand awareness and build our reputation.

We may not be able to build brand awareness, and our efforts at building, maintaining and enhancing our reputation could fail. There are many factors that, whether valid or not, could diminish confidence in our brand, which could adversely affect our reputation, business, results of operations and financial condition, including:

• complaints or negative publicity about our business practices;

• our marketing and advertising campaigns;

• our compliance with applicable laws and regulations;

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• the integrity of the data that we provide to customers or business partners;

• data privacy and security issues;

• business practices or adverse financial developments;

• perceptions of our corporate governance or social responsibility;

• the conduct of our officers or employees;

• the actions of a significant customer or other business with which we do business; or

• other aspects of our business.

As we expand our product offerings and enter new markets, we must continue to establish our reputation in an expanded marketplace, and to the extent we are not successful in this endeavor, our business, results of operations and financial condition could be adversely affected. There can be no assurance that we will be able to maintain or enhance our reputation, and failure to do so could materially adversely affect our business, results of operations and financial condition. If we are unable to maintain or enhance consumer awareness of our brand cost-effectively, our business, results of operations and financial condition could be materially adversely affected.

The negative impacts of these or other events may be aggravated as consumers and other stakeholders increase their expectations regarding corporate conduct and responsibility. These impacts may be further complicated by the fact that their perceptions are formed through rapid and broad interactions using modern communication and social media tools over which we have no control. Any such event could decrease demand for our products, reduce our ability to recruit and retain employees and lead to greater regulatory scrutiny of our businesses.

A failure to establish accurate reserves, a failure to adjust claims accurately, the denial of claims or our failure to accurately and timely pay claims could materially and adversely affect our business, results of operations and financial condition.

We must accurately and timely evaluate and pay claims that are made under our policies, including establishing accurate reserves. Many factors affect our ability to pay claims accurately and timely and establish accurate reserves, including the efficacy of our claims processing software, the training and experience of our claims adjusters and third-party claims administrators and our ability to develop or select and implement appropriate procedures and systems to support our claims functions.

The speed by which we process and pay claims is a differentiating factor for our business and an increase in the average time to process claims could undermine our reputation and position in the insurance marketplace. Any failure to pay claims accurately or timely could also lead to regulatory and administrative actions or material litigation, or result in damage to our reputation, any one of which could materially and adversely affect our business, results of operations and financial condition.

If our claims adjusters or third-party claims administrators are unable to effectively process our volume of our customers’ claims, our ability to grow our business while maintaining high levels of customer satisfaction could be compromised, which in turn, could adversely affect our business, results of operations and financial condition.

Our actual incurred losses may be greater than our loss and loss adjustment expense reserves, which could have a material adverse effect on our business, results of operations and financial condition.

Our financial condition and results of operations depend on our ability to accurately assess potential losses and loss adjustment expenses under the terms of the policies we underwrite. Reserves do not represent an exact

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calculation of liability. Rather, reserves represent an estimate of what the expected ultimate settlement and administration of claims will cost, and the ultimate liability may be greater or less than the current estimate. In our industry, there is always the risk that reserves may prove inadequate as it is possible for us to underestimate the cost of claims and claims administration.

We base our estimates on our assessment of known facts and circumstances, as well as estimates of future trends in claim severity, claim frequency, judicial theories of liability and other factors. These variables are affected by both internal and external events that could increase our exposure to losses, including changes in actuarial projections, claims handling procedures, inflation, severe weather, climate change, economic and judicial trends and legislative changes. We regularly monitor reserves using new information on reported claims and a variety of statistical techniques to update our current estimate. Our estimates could prove to be inadequate, and this underestimation could have a material adverse effect on our financial condition.

Recorded claim reserves, including case reserves and incurred but not reported (“IBNR”) claims reserves, are based on our estimates of losses after considering known facts and interpretations of the circumstances, including settlement agreements. Additionally, models that rely on the assumption that past loss development patterns will persist into the future are used. Internal factors are considered including our experience with similar cases, actual claims paid, historical trends involving claim payment patterns, pending levels of unpaid claims, loss management programs, product mix, contractual terms and changes in claim reporting and settlement practices. External factors are also considered, such as court decisions, changes in law and litigation imposing unintended coverage. We also consider benefits, such as disallowing the use of benefit payment schedules, requiring coverage designed to cover losses that occur in a single policy period to losses that develop continuously over multiple policy periods or requiring the availability of multiple limits. Regulatory requirements and economic conditions are also considered.

Since reserves are estimates of the unpaid portion of losses that have occurred, including IBNR losses, the establishment of appropriate reserves, including reserves for catastrophes, is an inherently uncertain and complex process that is regularly refined to reflect current estimation processes and practices. The ultimate cost of losses may vary materially from recorded reserves and such variance may adversely affect our results of operations and financial condition as the reserves and reinsurance recoverables are re-estimated.

If any of our insurance reserves should prove to be inadequate for the reasons discussed above, or for any other reason, we will be required to increase reserves, resulting in a reduction in our net income and shareholders’ equity in the period in which the deficiency is identified. Future loss experience substantially in excess of established reserves could also have a material adverse effect on future earnings and liquidity and financial rating, which would affect our ability to attract new business or to retain existing customers.

Our success depends on our ability to accurately price the risks we underwrite.

Our results of operations and financial condition depend on our ability to underwrite and set premium rates accurately for a wide variety of risks. Rate adequacy is necessary to generate sufficient premiums to pay losses, loss adjustment expenses, reinsurance costs and underwriting expenses and to earn a profit. In order to price our products accurately, we must collect and properly analyze a substantial amount of data; develop, test and apply appropriate rating formulas; closely monitor and timely recognize changes in trends; and project both severity and frequency of losses with reasonable accuracy. Our ability to successfully perform these tasks, and as a result price our products accurately, is subject to a number of risks and uncertainties, some of which are outside our control, including:

• the availability of sufficient reliable data and our ability to properly analyze available data;

• regulatory delays in approving filed rate changes;

• the uncertainties that inherently characterize estimates and assumptions;

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• our selection and application of appropriate rating and pricing techniques;

• changes in legal standards, claim resolution practices and restoration costs; and

• legislatively imposed consumer initiatives.

In addition, we could underprice risks, which would negatively affect our profit margins. We could also overprice risks, which could reduce the number of policies we write and our competitiveness. In either event, our profitability could be materially and adversely affected.

Serving as the Managing General Agency (“MGA”) for the Carrier results in the Carrier being our primary customer. As MGA for the Carrier, we have an interest in the growth of the Carrier as our earnings are largely generated from management fees based on the affiliated assumed and direct premiums earned by the Carrier. If the Carrier’s ability to grow or renew policies were adversely affected, the premium revenue of the Carrier would be adversely affected, which would reduce our management fee revenue.

Our direct, wholly-owned subsidiary, Slide MGA, LLC serves as MGA for the Carrier, performing various business functions, such as underwriting, binding, policy administration, claims and distribution on behalf of the Carrier, and, as such, we earn a management fee, calculated as a percentage of the assumed and direct premiums earned by the Carrier. For further discussion, see “—If the management fee rate paid by the Carrier is reduced or if there is a significant decrease in the amount of affiliated assumed and direct premiums earned by the Carrier, revenues and profitability could be materially adversely affected.” below.

Unfavorable changes in macroeconomic conditions, including declining consumer confidence, inflation, high unemployment and the threat of recession, among others, may lead the Carrier’s customers to modify coverage, not renew policies or even cancel policies, which could adversely affect the premium revenue of the Carrier, and consequently our management fee.

If the management fee rate paid by the Carrier is reduced or if there is a significant decrease in the amount of affiliated assumed and direct premiums earned by the Carrier, revenues and profitability could be materially adversely affected.

Because of our MGA structure, we are dependent upon management fees paid by the Carrier, which, along with agency commissions from the Carrier and third-party carriers, represent one of our primary sources of revenue. Accordingly, any reduction in premiums for policies earned by the Carrier on the management fee rate would have a negative effect on our revenues and net income.

The management fee rate and the claims fee rate may be adjusted as agreed to by the MGA and the Carrier. Any such adjustments to the fee rates are subject to the written approval by the FLOIR.

Our ability to compete in the property and casualty insurance industry and our ability to expand our business is partially dependent on us maintaining our Demotech, Inc. rating, and may be negatively affected by the fact that we do not have a rating from AM Best Company.

The Carrier currently has a Financial Stability Rating (“FSR”) of A, Exceptional from Demotech, Inc. (“Demotech”), a financial analysis firm that provides FSRs and consulting services for property and casualty insurance companies and title underwriters. Demotech provides financial stability ratings to insurance companies of all sizes. When providing a rating, Demotech evaluates total assets, liabilities, revenues and expenses, working capital, administrative expenses, net income, surplus, receivables, amount of business written, industry focus and business model, among others. Below is Demotech’s rating scale:

• A” (A Double Prime), Unsurpassed: 100% of insurers with this rating are expected to have a positive surplus at least 18 months from the initial date of rating assignment;

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• A’ (A Prime), Unsurpassed: 99% of insurers with this rating are expected to have a positive surplus at least 18 months from the initial date of rating assignment;

• A, Exceptional: 97% of insurers with this rating are expected to have a positive surplus at least 18 months from the initial date of rating assignment;

• S, Substantial: 95% of insurers with this rating are expected to have a positive surplus at least 18 months from the initial date of rating assignment;

• M, Moderate: 90% of insurers with this rating are expected to have a positive surplus at least 18 months from the initial date of rating assignment; and

• L, Licensed: These companies have been assessed but have not been given one of the financial strength ratings listed above.

While our Demotech rating has proved satisfactory to date, we cannot assure that this rating will remain at its current level. Furthermore, we do not currently have a rating from AM Best Company, a U.S.-based credit rating agency (“AM Best”). We do not currently intend to seek a rating from AM Best because, in order to receive a satisfactory rating from AM Best, we would be required to forgo certain revenues and efficiency of size. It is possible that some prospective customers may be reluctant to do business with a company that is not rated by AM Best and not having an AM Best rating may prevent us from expanding our business or limit our access to credit from certain financial institutions, which may in turn limit our ability to compete with large, national insurance companies and certain regional insurance companies.

Our limited operating history makes it difficult to evaluate our current business performance, implementation of our business model and our future prospects.

We launched our business to sell homeowners insurance in 2021 and have a limited operating history. Due to our limited operating history and rapid growth we have experienced since we began operations, our operating results are difficult to predict and our historical results may not be indicative of, or comparable to, our future results. In addition, we have limited data to validate key aspects of our business model. We cannot provide any assurance that the data that we collect will provide useful measures for evaluating our business model. Our inability to adequately assess our performance and growth could have a material adverse effect on our brand, business, results of operations and financial condition.

Our expansion within the United States will subject us to additional costs and risks and our plans may not be successful.

Our success depends in significant part on our ability to expand into additional markets in the United States. As of December 31, 2023, the Carrier is legally permitted to write insurance in two states of the United States, Florida and South Carolina, which are home to approximately 10% of the U.S. population. We have targeted expansion to more states, but we cannot guarantee that we will be able to provide coverage in other states in the near term or at all. Moreover, one or more states could revoke our ability to operate, or implement additional regulatory hurdles that could inhibit our ability to obtain or maintain our ability to operate in such states. In addition to requiring additional management attention to operations over a broad geographic area, operating in additional states may place strain on our finance, analytics, compliance, legal, engineering and operations teams. We may incur significant operating expenses and may not be successful in our expansion for a variety of reasons, including:

• obtaining any required government approvals, licenses or other authorizations;

• complying with varying laws and regulatory standards, including with respect to the insurance business and insurance distribution, capital and outsourcing requirements, data privacy, tax and local regulatory restrictions;

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• competition from local incumbents that better understand the local market, may market and operate more effectively and may enjoy greater local affinity or awareness; and

• differing demand dynamics, which may make our product offerings less successful.

If we invest substantial time and resources to expand our operations and are unable to manage these risks effectively, our business, results of operations and financial condition could be adversely affected.

Expansion into new markets will require additional investments by us in both regulatory approvals and marketing. These incremental costs may include hiring additional personnel, as well as engaging third-party service providers and other research and development costs. If we fail to grow our geographic footprint or if geographic growth occurs at a slower rate than expected, our business, results of operations and financial condition could be materially and adversely affected.

If we are unable to expand our product offerings, our prospects for future growth may be adversely affected.

Our ability to attract and retain customers and therefore increase our revenue depends in part on our ability to successfully expand our product offerings. We have historically concentrated our efforts exclusively on the homeowners insurance market in order to achieve our long-term goals. Our success in the homeowners insurance market depends on our deep understanding of this industry. To penetrate new vertical markets, we will need to develop a similar understanding of those new markets and products and the associated business challenges faced by participants in them. Developing this level of understanding may require substantial investments of time and resources, and we may not be successful. In addition to the need for substantial resources, insurance regulation could limit our ability to introduce new product offerings. Additionally, any new insurance products could take months to be approved by regulatory authorities, or may not be approved at all. If we fail to penetrate new vertical markets successfully, our revenue may grow at a slower rate than we anticipate and our business, results of operations and financial condition could be materially and adversely affected. In addition, our decision to expand our insurance product offerings beyond the homeowners insurance market would subject us to additional regulatory requirements specific to such insurance products, which, in turn, could require us to incur additional costs or devote additional resources to compliance.

Intense competition in the segments of the insurance industry in which we operate could negatively affect our ability to attain or increase profitability.

The homeowners insurance market is highly competitive with carriers competing through product coverage, reputation, financial strength, advertising, price, customer service and distribution.

We face significant competition from traditional insurance companies for homeowners. We currently compete with other homeowners insurance carriers doing business in Florida and South Carolina as admitted carriers and in the future we will compete with homeowners insurance carriers doing business in other states into which we may seek to expand including on a non-admitted basis. Competitors include companies such as Universal Property and Casualty, Progressive and People’s Trust in the State of Florida and companies such as Allstate, Farmers, Progressive, Liberty Mutual, State Farm and Travelers in states we may seek to expand into. Most of these companies are materially larger than us and have significant competitive advantages over us, including increased name recognition, higher financial ratings, greater resources, additional access to capital and more types of available insurance coverage. Our future growth will depend in large part on our ability to grow our homeowners insurance business, a marketplace where traditional insurance companies retain certain significant advantages. In particular, unlike us, many of these competitors offer consumers the ability to purchase renters or homeowners insurance with multiple other types of insurance coverage and “bundle” them together into one policy and, in certain circumstances, include an umbrella liability policy for additional coverage at competitive prices. Moreover, as we expand into new lines of business beyond homeowners insurance, we expect to face intense competition from insurance companies that are already established in such markets. Additionally, any new insurance products could take months to be approved by regulatory authorities or may not be approved at all.

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We currently face competition by technology companies in the markets in which we operate. There are various technology companies that have recently started operating in adjacent insurance categories that may in the future offer homeowners insurance products. Technology companies may in the future begin offering products at better and more competitive pricing than us, which could cause our business, results of operations and financial condition to be materially and adversely affected. In addition, traditional insurance companies may seek to adapt their businesses to sell insurance and process claims using technology similar to ours. Given their size, resources and other competitive advantages, they may be able to erode any market advantage we may currently have.

We may not be able to continue to compete successfully in homeowners insurance markets in the jurisdictions in which we currently operate, or will expand to in the future. Increased competition in these markets could result in a change in the supply and demand for insurance, affect our ability to price our products at risk-adequate rates and retain existing business, or underwrite new business on favorable terms. Further, our ability to compete successfully in the homeowners insurance markets is dependent on our ability to create and maintain relationships with customers, suppliers and other third-party businesses, for example, although no such relationship of the Company is individually material. If this increased competition so limits our ability to transact business, our business, results of operations and financial condition could be materially and adversely affected.

Reinsurance may be unavailable at current levels and prices, which may limit our ability to write new business. Furthermore, reinsurance subjects us to counterparty risk and may not be adequate to protect us against losses, which could have a material effect on our results of operations and financial condition.

Reinsurance is a contract by which an insurer, which may be referred to as the ceding insurer, agrees with a second insurer, called a reinsurer, that, in exchange for a premium payment, the reinsurer will cover a portion of the losses incurred by the ceding insurer in the event a claim is made under a policy issued by the ceding insurer. The ceding insurer obtains reinsurance to help manage its exposure to insurance risks incurred pursuant to its issued policy. Although our reinsurance counterparties are liable to us according to the terms of the reinsurance treaty, we remain primarily liable to our policyholders as the direct insurers on all risks reinsured. As a result, reinsurance does not eliminate the obligation of the ceding insurer to pay all claims. We are subject to the risk that one or more of our reinsurers will be unable or unwilling to honor its obligations, that the reinsurers will not pay in a timely fashion, or that our losses are so large that they exceed the contractual limits of liability set forth in a reinsurance treaty. Reinsurers may become financially unsound by the time that they are obligated to pay claims due under the treaty, in which case we may have no practical ability to recover amounts due under the reinsurance treaty. Any coverage disputes with reinsurers under reinsurance treaties could be time-consuming, costly and of uncertain success.

Our reinsurance treaties generally have a fixed term and caps on liability. Each reinsurer’s share in the interest and liabilities related to the reinsurance treaty varies and the reinsurers are severally, but not jointly, liable under the applicable reinsurance treaty. Further, these reinsurance agreements may not cover renewals of policies that the insurance carrier is required by law to renew or write, and we may not be able to lawfully cancel or non-renew insurance policies in a manner that assures ongoing reinsurance protection under our reinsurance treaties.

As of June 1, 2024, we had:

• approximately $1.14 billion in first-event private catastrophe excess of loss reinsurance, which provides protection for a 1-in-175-year first-event loss as of projected September 30, 2024; of this approximately $1.14 billion limit, $505 million reinstates one time;

• FHCF reinsurance, which provides the Carrier coverage for a catastrophe occurrence where losses exceed $399 million. The coverage provided is 90% of losses, up to a $708 million limit, in excess of the $399 million triggering threshold. This reinsurance coverage does not reinstate after a triggering event;

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• “excess per risk” reinsurance coverage provides four layers of excess coverage. The first excess layer provides $300,000 limit of loss coverage in excess of the Carrier’s “per risk” retention limit of $700,000 for any loss occurrence excluding a Named Wind occurrence. The second excess layer provides $1,000,000 limit of loss coverage in excess of $1,000,000 “per risk” retention. The third excess layer provides $1,000,000 limit of loss coverage in excess of $2,000,000 “per risk” retention. The fourth excess layer provides $2,000,000 limit of loss coverage in excess of $3,000,000 “per risk” retention. This agreement provides for unlimited reinstatements for the first excess layer, four reinstatements for the second excess layer, two reinstatements for the third excess layer, and one reinstatement for the fourth excess layer during the treaty period; and

• “facultative” reinsurance coverage provides coverage above the “excess per risk” agreement of $5 million limit of loss coverage in excess of $7 million “per risk” for any loss occurrence excluding a Named Wind occurrence.

The reinstatement premiums are fully covered under our prepaid reinsurance coverage or reinstatement premium protection coverage. Our current non-catastrophe reinsurance agreements (excluding catastrophe bonds) expire on May 31, 2025, and our catastrophe bonds mature between April 24, 2026 and June 7, 2027. All of our rated reinsurers have an AM Best rating of A- or better. If any of our rated reinsurers’ AM Best rating falls below A-, we have the contractual right to replace such reinsurer. However, if we were to replace a reinsurer whose AM Best rating declined below A-, we would incur additional costs to replace such reinsurer, which could have a material adverse effect on our business, results of operations and financial condition.

We formed Slide Reinsurance Holdings, LLC, a Florida limited liability company, as a direct subsidiary of Slide on or about March 24, 2022. Slide Reinsurance Holdings, LLC, is a holding company that owns the preferred shares of White Rock Insurance (SAC) Ltd. T104 (collectively with Slide Reinsurance Holdings, LLC, the “Captive Reinsurer”). Separate accounts are legally segregated from other segregated accounts, often referred to as “segregated cells.” The Captive Reinsurer, from time-to-time, enters into a fully collateralized quota share treaty with the Carrier, and/or enter into excess of loss reinsurance contracts with the Carrier. We have funded the collateral for the Captive Reinsurer.

We may change the structure of our reinsurance arrangement in the future which may impact our overall risk profile and financial and capital condition.

We may be unable to negotiate a new reinsurance contract to provide continuous coverage or negotiate reinsurance on the same terms and rates as are currently available, as such availability depends in part on factors outside of our control. New reinsurance treaties may not provide sufficiently protective insurance. Market forces and external factors, such as significant losses from hurricanes or terrorist attacks or an increase in capital requirements, impact the availability and cost of the reinsurance we purchase. Were we unable to maintain our current level of reinsurance, extend our reinsurance treaties or purchase new reinsurance protection in sufficient amounts at acceptable prices, we would have to accept an increase in our exposure, reduce our insurance writings or develop other alternatives.

The unavailability of acceptable reinsurance protection would have an adverse effect on our business model, which depends on reinsurance companies to absorb any unfavorable variance from the level of losses anticipated at underwriting. If we are unable to obtain adequate reinsurance at reasonable rates, we would have to increase our risk exposure or reduce the level of our underwriting commitments, each of which could have a material adverse effect upon our business volume and profitability. Alternatively, we could elect to pay higher-than-anticipated rates for reinsurance coverage, which could have a material adverse effect upon our profitability until policy premium rates could be raised, in most cases subject to approval by state regulators, to offset this additional cost. The inability to procure sufficient reinsurance at reasonable rates could result in a ratings downgrade by Demotech, Inc., which would adversely affect our Carrier and its ability to continue as a going concern.

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Failure to maintain our risk-based capital at the required levels could adversely affect the ability of the Carrier to maintain regulatory authority to conduct our business.

We must have sufficient capital to comply with insurance regulatory requirements and maintain authority to conduct our business. The National Association of Insurance Commissioners (“NAIC”) has developed a system to test the adequacy of statutory capital of U.S.-based insurers, known as risk-based capital, that all states have adopted. This system establishes the minimum amount of capital necessary for an insurance company to support its overall business operations. It identifies insurers, including property-casualty insurers, that may be inadequately capitalized by looking at certain inherent risks of each insurer’s assets and liabilities and its mix of net written premiums. Insurers falling below a calculated threshold may be subject to varying degrees of regulatory action, including supervision, rehabilitation or liquidation. Moreover, as a new entrant to the insurance industry, we may face additional capital requirements as compared to those of our larger and more established competitors. Failure to maintain adequate risk-based capital at the required levels could adversely affect the ability of the Carrier to maintain regulatory authority to conduct its business. For additional information regarding the capital requirements applicable to us as an insurance holding company, see “—Risks Relating to the Insurance Industry—State insurance regulators impose additional reporting requirements regarding enterprise risk on insurance holding company systems, with which we must comply as an insurance holding company” below.

Failure to maintain our financial strength ratings could adversely affect the Carrier’s competitive position in the insurance industry and its ability to conduct our business as currently conducted.

Financial strength ratings are an important factor in evaluating and establishing the competitive position of insurance companies. These ratings represent the independent opinion of an insurer’s financial strength, operating performance and ability to meet policyholder obligations. Higher ratings generally indicate greater financial stability and a stronger ability to meet ongoing obligations to policyholders. Rating agencies could downgrade or change the outlook on ratings due to:

• changes in the financial profile of one of our insurance companies;

• changes in a rating agency’s determination of the amount of capital required to maintain a particular rating; or

• increases in the perceived risk of our investment portfolio, a reduced confidence in management or our business strategy, or other considerations that may or may not be under our control.

A downgrade in our financial strength ratings could have a material effect on our sales, competitiveness, customer retention, the marketability of our product offerings, liquidity, access to and cost of borrowing, results of operations and financial condition, and could result in the Carrier being placed into liquidation or supervision by regulators.

If we are unable to underwrite risks accurately and charge competitive yet profitable rates to our customers, our business, results of operations and financial condition will be adversely affected.

In general, the premiums for our insurance policies are established at the time a policy is issued and, therefore, before all of our underlying costs are known. The accuracy of our pricing is subject to our ability to adequately assess risks, estimate losses and comply with state insurance regulations. Like other insurance companies, we rely on estimates and assumptions in setting our premium rates. We also utilize the data that we gather through our interactions with our customers, as evaluated and curated by our proprietary technology.

Establishing adequate premium rates is necessary, together with investment income, if any, to generate sufficient revenue to offset losses, loss adjustment expenses, acquisition expenses and other costs. If we do not accurately assess the risks that we underwrite, we may not charge adequate premiums to cover our losses and expenses, which would adversely affect our business, results of operations and financial condition. Moreover, if

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we determine that our prices are too low, insurance regulations may preclude us from being able to non-renew insurance contracts, non-renew customers or raise prices. Alternatively, we could set our premiums too high, which could reduce our competitiveness and lead to lower revenues, which could have a material adverse effect on our business, results of operations and financial condition.

Pricing involves the acquisition and analysis of historical loss data and the projection of future trends, loss costs and expenses and inflation trends, among other factors, for each of our products in multiple risk tiers and many different markets. In order to accurately price our policies, we must, among other factors:

• collect and properly and accurately analyze a substantial volume of data from our customers;

• develop, test and apply appropriate actuarial projections and rating formulas;

• review and evaluate competitive product offerings and pricing dynamics;

• closely monitor and timely recognize changes in trends; and

• project both frequency and severity of our customers’ losses with reasonable accuracy.

There are no assurances that we will have success in implementing our pricing methodology accurately in accordance with our assumptions. Our ability to accurately price our policies is subject to a number of risks and uncertainties, including, but not limited to:

• insufficient, inaccurate or unreliable data;

• incorrect or incomplete analysis of available data;

• uncertainties generally inherent in estimates and assumptions;

• our failure to implement appropriate actuarial projections and rating formulas or other pricing methodologies;

• incorrect or incomplete analysis of the competitive environment;

• regulatory constraints on rate increases or coverage limitations;

• our failure to accurately estimate investment yields and the duration of our liability for loss and loss adjustment expenses; and

• unanticipated litigation, court decisions and legislative or regulatory actions or changes to the existing regulatory landscape.

To address the potential errors or desired or required changes in our current premium rates, we may be compelled to increase the amount allocated to cover policy claims or increased expenses, or to address other economic factors resulting in an increase in future premium rates or to additionally or alternatively adopt different underwriting standards. Any of these changes may result in a decline in new business and renewals and, as a result, have a material adverse effect on our business, results of operations and financial condition.

Retention of business written by our subsidiary could expose us to potential losses.

We retain risk for our own account on business underwritten by our insurance company subsidiary. The determination to reduce the amount of reinsurance we purchase, or not to purchase reinsurance for a particular risk, customer segment or niche is based on a variety of factors, including market conditions, pricing, availability of reinsurance, our capital levels and loss experience. Retention increases our financial exposure to losses and significant losses could have a material adverse effect on our business, results of operations and financial condition.

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Our future success depends on our ability to continue to develop and implement our technology, and to maintain the confidentiality of this technology.

Our business is characterized by rapidly changing technologies and evolving industry standards. Our future success depends in part on our ability to develop and offer new products with improved capabilities and to continue to enhance our existing products, which will require the investment of significant financial resources. We may not be able to successfully identify new opportunities and may not have the necessary financial resources to develop new products and services and technologies in a timely or cost-effective manner. Furthermore, the need to make these expenditures could divert our attention and resources from other projects, and we cannot be sure that these expenditures ultimately will lead to the timely development of new products and services or technologies.

Changes to existing regulations, their interpretation or implementation, or new regulations could impede our use of this technology, or require that we disclose our proprietary technology to our competitors, which could impair our competitive position and result in a material adverse effect on our business, results of operations and financial condition.

We rely on our digital platform to collect data points that we evaluate in pricing and underwriting our insurance policies, managing claims and customer support and improving business processes, and any legal or regulatory requirements that restrict our ability to collect this data could thus materially and adversely affect our business, results of operations and financial condition.

We use our digital platform to collect data that we evaluate in pricing and underwriting our insurance policies, managing claims and customer support and improving business processes. If federal, state or international regulators were to determine that the type of data we collect, the process we use for collecting this data or how we use it unfairly discriminates against some groups of people, laws and regulations could be interpreted or implemented to prohibit or restrict our collection or use of this data.

State regulators may issue regulations or pass legislation imposing requirements on the collection, use and disclosure of data, external data sources, algorithms and/or predictive models in insurance underwriting or rating, including to address concerns about the potential for unfair discrimination and lack of consumer transparency associated with the use of consumer data. If such laws or regulations were enacted federally or in a large number of states in which we operate, it could impact our business, including the integrity of our pricing and underwriting processes. A determination by federal or state regulators that the data points we collect and the process we use for collecting this data unfairly discriminates against some groups of people could also subject us to fines and other sanctions, including, but not limited to, disciplinary action, revocation and suspension of licenses and withdrawal of product forms. Any such event could, in turn, materially and adversely affect our business, results of operations and financial condition, and make it harder for us to be profitable over time. Although we have implemented policies and procedures into our business operations that we feel are appropriately calibrated to our artificial intelligence and automation-driven operations, these policies and procedures may prove inadequate to manage our use of this nascent technology, resulting in a greater likelihood of inadvertent legal or compliance failures.

Additionally, existing laws, such as the California Consumer Privacy Act of 2018, as amended by the California Privacy Rights Act (“CPRA,” and collectively, “CCPA”), future laws and evolving attitudes about privacy protection may impair our ability to collect, use and maintain data points of sufficient type or quantity to adequately price and underwrite our insurance policies. For more information regarding the evolution of such data privacy laws and the risks regarding our compliance with such laws, see “—Risks Relating to Our Intellectual Property and Data Privacy—We collect, process, store, share, disclose and use information, including confidential information and personal data. Our actual or perceived failure to protect such data, respect customers’ privacy or comply with data privacy and security laws and regulations could damage our reputation and brand and harm our business and operating results.”

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We undertake advertising campaigns and other efforts to improve brand recognition, generate new business and increase the retention of our current customers. If these campaigns or efforts are unsuccessful or are less effective than those of competitors, our business could be materially adversely affected.

We have developed, continue to develop and regularly undertake innovative approaches to advertising campaigns and other efforts that generate new business, improve brand recognition, build customer trust in our brand and maintain or increase the retention of our customers. We believe the effectiveness of our methodologies is particularly important given our direct-to-consumer distribution model and our customer-focused approach. If our marketing and retention approach became unsuccessful or our brand reputation was compromised, our business, results of operations and financial condition could be materially adversely affected.

We use search engines, social media platforms, content-based online advertising and other online sources to attract consumers to our website, which may be affected by third-party interference beyond our control and, as we grow, our customer acquisition costs may continue to rise.

We depend on search engines, social media platforms, content-based online advertising and other online sources for traffic to our website. With respect to search engines, we are included in search results as a result of both paid search listings, where we purchase specific search terms that result in the inclusion of our advertisement, and free search listings, which depend on algorithms used by search engines. For paid search listings, if one or more of the search engines or other online sources on which we rely for purchased listings modifies or terminates its relationship with us, our expenses could rise, we could lose consumers and traffic to our website could decrease, any of which could have a material adverse effect on our business, results of operations and financial condition. For free search listings, if search engines on which we rely for algorithmic listings modify their algorithms, our websites may appear less prominently or not at all in search results, which could result in reduced traffic to our websites.

Our ability to maintain and increase the number of consumers directed to our products from digital platforms is not within our control. Search engines, social media platforms and other online sources often revise their algorithms and introduce new advertising products. If one or more of the search engines or other online sources on which we rely for traffic to our website were to modify its general methodology for how it displays our advertisements or keyword search results, resulting in fewer consumers clicking through to our website, our business and operating results are likely to suffer. In addition, if our online display advertisements are no longer effective or are not able to reach certain consumers due to consumers’ use of ad-blocking software, our business and operating results could suffer.

Additionally, changes in regulations could limit the ability of search engines and social media platforms, including, but not limited to, Google and Facebook, to collect data from users and engage in targeted advertising, making them less effective in disseminating our advertisements to our target customers. For example, the proposed Designing Accounting Safeguards to Help Broaden Oversight and Regulations on Data (“DASHBOARD”) Act would mandate annual disclosure to the SEC of the type and “aggregate value” of user data used by harvesting companies, such as, but not limited to, Facebook, Google and Amazon, including how revenue is generated by user data and what measures are taken to protect the data. If the costs of advertising on search engines and social media platforms increase, we may incur additional marketing expenses or be required to allocate a larger portion of our marketing spend to other channels and our business, results of operations and financial condition could be adversely affected. Similarly, insurance brokerage and distribution regulation may limit our ability to rely on key distribution platforms if the third-party distribution platforms are unable to continue to distribute our insurance products pursuant to insurance law and regulations.

We also attract customers through our relationships with certain business development partners. If our business development partners were to charge higher rates or decide to terminate their relationships with us, our ability to attract customers could be materially impaired. In addition, we have expanded our direct-to-customer acquisition channels, including direct mail and video advertisements. We use our underwriting technology to identify areas of profitable business that are targeted by our direct-to-consumer (“DTC”) operations. Our efforts

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to acquire customers through direct marketing may subject us to increased regulatory scrutiny by state insurance regulators pursuant to unfair methods of competition or unfair or deceptive acts or practices laws.

We may require additional capital to grow our business, which may not be available on terms acceptable to us or at all.

To the extent that our present capital (including the funds received through the sale of our common stock) is insufficient to meet future operating requirements (including regulatory capital requirements) or to cover losses, we may need to raise additional funds through financings or curtail our projected growth. Many factors will affect our capital needs as well as their amount and timing, including our growth and profitability, the availability of reinsurance, as well as market disruptions and other developments.

Historically, we have funded our operations, marketing expenditures and capital expenditures primarily through equity issuances and debt issuances. We evaluate financing opportunities from time to time, and our ability to obtain financing will depend, among other things, on our development efforts, business plans and operating performance and the condition of the capital markets at the time we seek financing. In addition, certain regulatory bodies may not permit additional equity issuances or other forms of financing that we may wish to pursue. We cannot be certain that additional financing will be available to us on favorable terms, or at all.

If we raise additional funds through the issuance of equity, equity-linked or debt securities, those securities may have rights, preferences or privileges senior to those of our common stock, and our existing stockholders may experience dilution. Any debt financing secured by us in the future could require that a substantial portion of our operating cash flow be devoted to the payment of interest and principal on such indebtedness, which may decrease available funds for other business activities, and could involve restrictive covenants relating to our capital-raising activities and other financial and operational matters, which may make it more difficult for us to obtain additional capital and to pursue business opportunities.

If we are unable to obtain adequate financing or financing on terms satisfactory to us, when we require it, our ability to continue to support our business growth, maintain minimum amounts of risk-based capital and to respond to business challenges could be significantly limited, and our business, results of operations and financial condition could be adversely affected.

We are periodically subject to examinations by our state insurance regulators, which could result in adverse examination findings and necessitate remedial actions.

As our Carrier is a Florida-domiciled insurer, our primary insurance regulator responsible for our supervision and examination is the FLOIR. Periodically, the FLOIR performs examinations of insurance companies under its jurisdiction to assess compliance with applicable laws and regulations, financial condition and the conduct of regulated activities. These examinations provide the FLOIR a significant opportunity to review and scrutinize our business. If, as a result of an examination, the FLOIR determines that our financial condition, capital resources or other aspects of any of our operations are less than satisfactory, or that we are in violation of applicable laws or regulations, the FLOIR may require us to take one or more remedial actions or otherwise subject us to regulatory scrutiny, such as pursuant to an enforcement action. We cannot predict with precision the likelihood, nature or extent of any necessary remedial actions, if any, resulting from such an examination, or the associated costs of such remedial actions or regulatory scrutiny. In addition, insurance regulators of other states in which we are licensed to operate may also conduct periodic financial examinations or other targeted investigations. Any regulatory or enforcement action or any regulatory order imposing remedial, injunctive or other corrective action against us resulting from these examinations could have a material adverse effect on our business, results of operations and financial condition.

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We rely on the experience and expertise of our Co-Founders, senior management team, highly specialized insurance experts, key technical employees and other highly skilled personnel.

Our success to date has depended heavily upon the service of Bruce Lucas, our co-founder and Chief Executive Officer, and Shannon Lucas, our Chief Risk Officer and Chief Operating Officer (collectively with Mr. Lucas, our “Co-Founders”) our senior management team, highly specialized insurance experts and key technical employees. Our future success depends on our continuing ability to identify, hire, develop, motivate, retain and integrate highly skilled personnel for all areas of our organization. If we are unable to attract the requisite personnel, our business and prospects may be adversely affected. Each of our Co-Founders, executive officers, specialized insurance experts, key technical personnel and other employees could terminate his or her relationship with us at any time. The loss of either of our Co-Founders or any other member of our senior management team, specialized insurance experts or key personnel might significantly delay or prevent the achievement of our strategic business objectives and could harm our business. We rely on approximately eleven highly specialized insurance experts, the loss of any one of whom could have a disproportionate impact on our business. Competition in our industry for qualified employees is intense. Our compensation arrangements, such as our equity award programs, may not always be successful in attracting new employees and retaining and motivating our existing employees. Moreover, if and when the stock options or other equity awards are substantially vested, employees under such equity arrangements may be more likely to leave, particularly when the underlying shares have seen a value appreciation.

We face significant competition for personnel. To attract top talent, we have to offer, and believe we will need to continue to offer, competitive compensation and benefits packages. We may also need to increase our employee compensation levels in response to competitor actions. If we are unable to hire new employees quickly enough to meet our needs, or otherwise fail to effectively manage our hiring needs or successfully integrate new hires, including our recently hired management team members, our efficiency, ability to meet forecasts and our employee morale, productivity and retention could suffer, which in turn could have an adverse effect on our business, results of operations and financial condition.

In addition, we must forecast sales and claims volume and other factors in changing business environments (for multiple products and business units and in multiple geographic markets) with reasonable accuracy and adjust our hiring and training programs and employment levels accordingly. Our failure to recognize the need for such adjustments, or our failure or inability to react appropriately on a timely basis, could lead either to over-staffing or under-staffing in one or more business units. In either such event, our financial results, customer relationships, employee morale and brand could be materially adversely affected.

Our success also depends, in large part, on our ability to maintain and improve staffing effectiveness and the culture that we have developed over the years. Our ability to do so may be impaired as a result of litigation against us, other judicial decisions, legislation or regulations or other factors in the employment marketplace, as well as our failure to recognize and respond to changing trends and other circumstances that affect our employees. In such events, the productivity of our workers and the efficiency of our operations could be adversely affected, which could lead to an erosion of our operating performance and margins.

Bruce Lucas and Shannon Lucas are married to each other. The separation or divorce of the couple in the future could adversely affect our business.

Bruce Lucas and Shannon Lucas are each members of the board of directors and Chief Executive Officer and Chief Operating Officer and Chief Risk Officer, respectively, and they are married to each other. They are two of our executive officers and are a vital part of our operations. If they were to become separated or divorced or could otherwise not amicably work with each other, one or both of them may decide to cease his or her employment with Slide or it could negatively impact our working environment. Alternatively, their work performance may not be satisfactory if they become preoccupied with issues relating to their personal situation. In these cases, our business could be materially harmed.

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We are in the process of winding down operations in India, which may take time and/or create financial risks.

We are in the process of winding down our Indian subsidiary, SIH Technologies LLP (“Slide India”). Slide India was formed for the purpose of employing an executive based in India who is no longer with the Company. We have employed Indian counsel, who is assisting us with the tasks needed to wind down Slide India in as expeditiously a manner as possible. However, if the winddown process is prolonged, this could result in higher expenses and litigation or regulatory risk for us on behalf of Slide India.

If our customers were to claim that the policies they purchased failed to provide adequate or appropriate coverage, we could face claims that could harm our business, results of operations and financial condition.

Although we aim to provide adequate and appropriate coverage under each of our policies, customers could purchase policies that prove to be inadequate or inappropriate. If such customers were to bring a claim or claims alleging that we failed in our responsibilities to provide them with the type or amount of coverage that they sought to purchase, referred to as error and omission claims (“E&O claims”), we could be found liable, resulting in an adverse effect on our business, results of operations and financial condition. Errors and omissions could include failure, whether negligently or intentionally, to place coverage on behalf of clients, to provide complete and accurate information relating to the risks being insured against or to appropriately apply funds that we hold on a fiduciary basis. It is not always possible to prevent or detect errors and omissions, and the precautions we take may not be effective in all cases. E&O claims often involve substantial amounts of money and, accordingly, can involve significant defense costs. While we maintain insurance coverage to protect us against liability from E&O claims, such coverage may be insufficient or inadequate. Additionally, prices for this insurance and the scope and limits of the coverage terms available are dependent on our claims history as well as market conditions that are outside of our control. While we endeavor to purchase coverage that is appropriate to our assessment of our risk, we are unable to predict with certainty the frequency, nature or magnitude of claims for direct or consequential damages or whether our errors and omissions insurance will cover such claims. In establishing liabilities for E&O claims, we utilize case level reviews by inside and outside counsel and an internal analysis to estimate potential losses. Liability for E&O claims is reviewed and adjusted as new developments warrant. Given the unpredictability of E&O claims and of litigation that could flow from them, it is possible that an adverse outcome in a particular matter could have a material adverse effect on our business, results of operations and financial condition or cash flow in a given quarterly or annual period.

Our company culture has contributed to our success and if we cannot maintain this culture as we grow, our business could be harmed.

We believe that our company culture has been critical to our success. We not only seek to engender a trusting relationship between our brand and our customers, but also among our employees. Our ability to continue to cultivate and maintain this culture is essential to our growth and continued success. We face a number of challenges that may affect our ability to sustain our corporate culture, including:

• failure to identify, attract, reward and retain people in leadership positions in our organization who share and further our culture, values and mission;

• the increasing size and geographic diversity of our workforce, and our ability to promote a uniform and consistent culture across all our offices and employees;

• the market perception about our charitable contributions and social and political stances;

• competitive pressures to move in directions that may divert us from our mission, vision and values;

• the continued challenges of a rapidly evolving industry; and

• the increasing need to develop expertise in new areas of business that affect us.

Our unique culture is one of our core characteristics that helps us to attract and retain key personnel. If we are not able to maintain our culture, we might have to incur additional costs and find alternative methods to

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recruit key employees, which in turn could cause our business, results of operations and financial condition to be adversely affected.

Misconduct or fraudulent acts by employees, agents or third parties may expose us to financial loss, disruption of business, regulatory assessments and reputational harm.

Our Company and the insurance industry are inherently susceptible to past and future misconduct or fraudulent activities by employees, representative agents, vendors, customers or other third parties. These activities could include fraud against the Company, its employees and its customers through illegal or prohibited activities, or unauthorized acts or representations, unauthorized use or disclosure of personal or proprietary information.

We may be unable to prevent, monitor or detect fraudulent activity, including policy acquisitions or payments of claims that are fraudulent in nature.

If we fail to maintain adequate systems and processes to prevent, monitor and detect fraud, including employee fraud, fraudulent policy acquisitions, vendor fraud or fraudulent claims activity, or if inadvertent errors occur with such prevention, monitoring and detection systems due to human or computer error, business, results of operations and financial condition could be materially adversely affected. While we believe past incidents of fraudulent activity have been minor and isolated, we cannot be certain that our systems and processes will always be adequate in the face of increasingly sophisticated and ever-changing fraud schemes. We use a variety of tools to protect against fraud, but these tools may not always be successful at preventing such fraud.

Our exposure to loss activity and regulation may be greater in states where we currently have most of our customers, including Florida.

For the year ended December 31, 2023, nearly all of the gross premiums written for the Carrier originated from customers in Florida. As a result of this concentration, if a significant catastrophe event or series of catastrophe events occur and causes material losses in Florida, our business, results of operations and financial condition could be materially adversely affected. Further, as compared to our competitors who operate on a wider geographic scale, any adverse changes in the regulatory environment affecting property and casualty insurance in Florida may expose us to more significant risks.

In addition, the geographic concentration of our policies in counties that border the Atlantic Ocean in Florida and South Carolina may increase the risk that our business is impacted by one or more catastrophes specific to these regions, such as hurricanes, winter storms, windstorms and hailstorms. In the event of such catastrophes, the laws and regulations of Florida and South Carolina, as well as of other states we may enter in the future, may restrict or prevent us from taking actions to reduce our exposure to losses related to such catastrophes. For example, we may be prevented from using non-renewals or cancellations to limit our exposure following a catastrophe, may be required to provide additional advance notice of non-renewals and cancellations, may be subject to rate change delays or limits or may be prevented from exiting a market that has become unprofitable. See also “Severe weather events and other catastrophes, including the effects of climate change and global pandemics, are inherently unpredictable and may have a material adverse effect on our financial results and financial condition” and “Business—Government Regulation”.

Litigation and legal proceedings filed by or against us could have a material adverse effect on our business, results of operations and financial condition.

Litigation and other proceedings may include, but are not limited to, complaints from or litigation by customers or reinsurers, related to alleged breaches of contract or otherwise. As our market share increases, competitors may pursue litigation to require us to change our business practices or offerings and limit our ability to compete effectively. As is typical in the insurance industry, we continually face risks associated with litigation of various types arising in the normal course of our business operations, including disputes relating to insurance

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claims under our policies as well as other general commercial and corporate litigation. Although we are not currently involved in any material litigation with our customers, members of the insurance industry are often the target of class action lawsuits and other types of litigation, some of which involve claims for substantial amounts, and the outcomes of which are unpredictable. This litigation is based on a variety of issues, including insurance and claim settlement practices. In addition, because we use sophisticated data collection and analysis technologies, it is possible that customers or consumer groups could bring individual or class action claims alleging that our methods of collecting data and pricing risk are impermissibly discriminatory. We cannot predict with any certainty whether we will be involved in such litigation in the future or what impact such litigation would have on our business. If we were to be involved in litigation and it was determined adversely, it could require us to pay significant damages or to change aspects of our operations, either of which could have a material adverse effect on our financial results. Even claims without merit can be time-consuming and costly to defend and may divert management’s attention and resources away from our business and adversely affect our business, results of operations and financial condition. Additionally, routine lawsuits over claims that are not individually material could in the future become material if aggregated with a substantial number of similar lawsuits. In addition to increasing costs, a significant volume of customer complaints or litigation could adversely affect our brand and reputation, regardless of whether such allegations are valid or whether we are liable. We cannot predict with certainty the costs of defense, the costs of prosecution, insurance coverage or the ultimate outcome of litigation or other proceedings filed by or against us, including remedies or damage awards, and adverse results in such litigation, and other proceedings, may harm our business and financial condition.

We are subject to risks related to online payment processing, including third-party payment processing-related risks.

We currently rely on a limited number of providers to provide payment processing services, including the processing of payments from credit cards and debit cards, and our business would be disrupted if such vendors become unwilling or unable to provide these services to us and we are unable to find suitable replacements on a timely basis. If we or our processing vendors fail to maintain adequate systems for the authorization and processing of credit card transactions, it could cause one or more of the major credit card companies to disallow our continued use of their payment products. In addition, if these systems fail to work properly and, as a result, we do not charge our customers’ credit cards on a timely basis or at all, our business, revenue, results of operations and financial condition could be harmed.

The payment methods that we offer also subject us to potential fraud and theft by criminals, who are becoming increasingly more sophisticated, seeking to obtain unauthorized access to or exploit weaknesses that may exist in the payment systems. In addition, we are subject to the Payment Card Industry Data Security Standard (“PCI DSS”). PCI DSS is a specific set of comprehensive security standards imposed by payment card networks on companies that process credit card information, related to enhancing payment account information security, including, but not limited to, requirements for security management, policies, procedures and standards related to network architecture, software design and certification requirements. PCI DSS compliance is required in order to maintain credit card processing services and to provide our payment facilitation services. Additionally, we are also required to comply with payment card network operating rules, which are set and interpreted by the payment card networks. Payment card networks could adopt new operating rules or interpret or reinterpret existing rules in ways that might prohibit us from providing certain services to some consumers, be costly to implement or be difficult to follow. Moreover, compliance with PCI DSS does not guarantee a completely secure environment and, notwithstanding the results of a compliance assessment, there can be no assurance that payment card networks will not request further compliance assessments or set forth additional requirements binding on us to maintain access to credit card processing services. Compliance is an ongoing effort and the requirements evolve as new threats are identified. In the event that we were to lose PCI DSS compliance status (or fail to renew compliance under a future version of the PCI DSS), or if we fail to comply with applicable rules or requirements for the payment methods we accept, or if payment-related data are compromised due to a breach of data, we may be liable for significant costs incurred by payment card issuing banks and other third parties or subject to fines and higher transaction fees, or our ability to accept or facilitate certain types of

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payments may be impaired. In addition, our customers could lose confidence in certain payment types, which may result in a shift to other payment types or potential changes to our payment systems that may result in higher costs. If we fail to adequately control fraudulent credit card transactions, we may face civil liability, diminished public perception of our security measures and significantly higher credit card-related costs, each of which could harm our business, results of operations and financial condition.

Performance of our investment portfolio is subject to a variety of investment risks that may adversely affect our financial results.

Our results of operations depend, in part, on the performance of our investment portfolio. We seek to hold a diversified portfolio of investments in accordance with our investment policy, and it is routinely reviewed by our Slide Insurance Company investment committee comprised of Bruce Lucas, Shannon Lucas and Stephen Rohde (the “Investment Committee”). However, our investments are subject to general economic and market risks as well as risks inherent to particular securities.

Our primary market risk exposures are to changes in interest rates and equity prices. In prior years, interest rates have been at or near historic lows. A protracted low interest rate environment would continue to place pressure on our net investment income, particularly as it relates to fixed income securities and short-term investments, which, in turn, may adversely affect our operating results. Future increases in interest rates could cause the values of our fixed income securities portfolios to decline, with the magnitude of the decline depending on the duration of securities included in our portfolio and the amount by which interest rates increase. Some fixed income securities have call or prepayment options, which create possible reinvestment risk in declining rate environments. Other fixed income securities, such as mortgage-backed and asset-backed securities, carry prepayment risk or, in a rising interest rate environment, may not prepay as quickly as expected.

Further in recent years, the U.S. Federal Reserve has raised certain benchmark interest rates in an effort to combat inflation. Changing interest rates may have unpredictable effects on markets, may result in heightened market volatility and may detract from our performance, and the performance of our investment portfolio, to the extent we are exposed to such interest rates and/or volatility. A rising interest rate environment could have an adverse effect on the value of our fixed income investment portfolio by decreasing the fair values of the fixed income securities. Longer-term assets may also be sold and reinvested in shorter-term assets that may have lower yields in anticipation of or in response to rising interest rates. In periods of rising interest rates, such as the current interest rate environment, to the extent we borrow money subject to a floating interest rate, including under our Credit Facility, our operating costs would increase, which could reduce our net income.

The value of our investment portfolio is subject to the risk that certain investments may default or become impaired due to deterioration in the financial condition of one or more issuers of the securities we hold, or due to deterioration in the financial condition of an insurer that guarantees an issuer’s payments on such investments. Downgrades in the credit ratings of fixed maturities also have a significant negative effect on the market valuation of such securities.

Such factors could reduce our net investment income and result in realized investment losses. Our investment portfolio is subject to increased valuation uncertainties when investment markets are illiquid. The valuation of investments is more subjective when markets are illiquid, thereby increasing the risk that the estimated fair value (i.e., the carrying amount) of the securities we hold in our portfolio does not reflect prices at which actual transactions would occur.

We may invest in marketable equity securities. These securities would be carried on the balance sheet at fair market value and are subject to potential losses and declines in market value.

In addition, our investment portfolio, managed by a third-party investment management firm, BlackRock, may be subject to increasing scrutiny on environmental, social and governance (“ESG”) matters. Anti-ESG initiatives may impose additional costs on us, limit BlackRock’s views or limit the success of our investment strategy.

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Risks for all types of securities are managed through the application of our investment policy, which establishes investment parameters that include, but are not limited to, maximum percentages of investment in certain types of securities and minimum levels of credit quality, which we believe are within applicable guidelines established by the FLOIR.

Although we seek to preserve our capital, we cannot be certain that our investment objectives will be achieved, and results may vary substantially over time. In addition, although we seek to employ investment strategies that are not correlated with our insurance and reinsurance exposures, losses in our investment portfolio may occur at the same time as underwriting losses and, therefore, exacerbate the adverse effect of the losses on us.

We expect our results of operations to fluctuate on a quarterly and annual basis. In addition, our operating results and operating metrics are subject to seasonality and volatility, which could result in fluctuations in our quarterly revenues and operating results or in perceptions of our business prospects.

Our revenue and results of operations could vary significantly from period to period and may fail to match expectations as a result of a variety of factors, some of which are outside of our control. Our results may vary as a result of fluctuations in the number of customers purchasing our insurance products and fluctuations in the timing and amount of our expenses. In addition, the insurance industry, and particularly homeowners insurance, are subject to their own cyclical trends and uncertainties, including extreme weather which is often seasonal and may result in volatility in claims reporting and payment patterns. Fluctuations and variability across the industry may affect our revenue. As a result of the potential variations in our revenue and results of operations, period-to-period comparisons may not be meaningful and the results of any one period should not be relied on as an indication of future performance. In addition, our results of operations may not meet the expectations of investors or public market analysts who follow us, which may adversely affect our stock price.

We may experience seasonal fluctuations in our revenues and resulting fluctuations in our rate of growth as a result of insurance spending patterns. Volatility in our key operating metrics or their rates of growth could have a negative impact on our financial results and investor perceptions of our business prospects and a failure to achieve our quarterly forecasts or to meet or exceed the expectations of research analysts or investors will cause our stock price to decline.

Our goal is to maximize the long-term value of the business; we do not manage to short-term earnings expectations, which at times may adversely affect short-term results.

We believe that stockholder value will be increased in the long run if we meet or exceed the financial goals and policies that we establish each year. We do not manage our business to maximize short-term stock performance. Due to our focus on the long-term value of the enterprise, we may undertake business strategies and establish related financial goals for a specific year that are designed to enhance our longer-term performance, while understanding that such strategies may not always similarly benefit short-term results. Consequently, these strategies may adversely affect short-term performance.

If actual renewals of our existing contracts do not meet expectations, our premiums written in future years and our future results of operations could be materially adversely affected.

Our insurance policies are written for a one-year term. We make assumptions about the renewal of our prior year’s contracts, including for purposes of determining the amount of reinsurance we purchase. If actual renewals do not meet expectations or if we choose not to write on a renewal basis because of pricing conditions, our premiums written in future years and our future operations would be materially adversely affected, and we may purchase reinsurance beyond what we believe is the most appropriate level.

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Damage to our reputation could have a material adverse effect on our business.

Our reputation is one of our key assets. Our ability to attract and retain clients is highly dependent upon the external perceptions of our level of service, trustworthiness, business practices, financial condition and other subjective qualities. Negative perceptions or publicity regarding these or other matters, including our association with clients or business partners who themselves have a damaged reputation, or from actual or alleged conduct by us or our employees or based on the coverage of our policies and their exclusions, could damage our reputation. Any resulting erosion of trust and confidence among existing and potential clients, regulators and other parties important to the success of our business could make it difficult for us to attract new clients and maintain existing ones, which could have a material adverse effect on our business, results of operations and financial condition.

We could be forced to sell investments to meet our liquidity requirements.

We invest the premiums we receive from our insureds until they are needed to pay policyholder claims. Consequently, we seek to manage the duration of our investment portfolio based on the duration of our losses and loss adjustment expenses reserves to ensure sufficient liquidity and avoid having to liquidate investments to fund claims. Risks such as inadequate losses and loss adjustment expenses reserves or unfavorable trends in litigation could potentially result in the need to sell investments to fund these liabilities. We may not be able to sell our investments at favorable prices or at all. Sales could result in significant realized losses depending on the conditions of the general market, interest rates and credit issues with individual securities.

We have debt outstanding that could adversely affect our financial flexibility and subjects us to restrictions and limitations that could significantly impact our ability to operate our business.

As of December 31, 2023, we had total consolidated debt outstanding of approximately $35 million. In the year ending December 31, 2022 and December 31, 2023, we had debt servicing costs of $0.5 million and $2 million, respectively, most of which was attributable to interest. The level of debt we have outstanding during any period could adversely affect our financial flexibility. We also bear risk at the time debt matures. Our ability to make interest and principal payments, to refinance our debt obligations and to fund our planned capital expenditures will depend on our ability to generate cash from operations. Our ability to generate cash from operations is, to a certain extent, subject to general economic, financial, competitive, legislative, regulatory and other factors that are beyond our control, such as an environment of rising interest rates. The need to service our indebtedness will also reduce our ability to use cash for other purposes, including working capital, dividends to stockholders, acquisitions, capital expenditures, share repurchases and general corporate purposes. If we cannot service our indebtedness, we may have to take actions such as selling assets, seeking additional equity or reducing or delaying capital expenditures, strategic acquisitions and investments, any of which could impede the implementation of our business strategy or prevent us from entering into transactions that would otherwise benefit our business. Additionally, we may not be able to affect such actions, if necessary, on favorable terms or at all. We may not be able to refinance any of our indebtedness on favorable terms, or at all.

On June 25, 2024, we entered into an amended and restated credit agreement with Regions Bank, which includes $10.0 million revolving credit facility, a term loan in an aggregate principal amount of $40.0 million and a delayed draw term loan facility up to $125.0 million (together, the “Credit Facility”). The Credit Facility contains covenants that, among other things, restrict our ability to make certain restricted payments, incur additional debt, engage in certain asset sales, mergers, acquisitions or similar transactions, create liens on assets, engage in certain transactions with affiliates, change our business or make investments and require us to comply with certain financial covenants. The restrictions in the Credit Facility may prevent us from taking actions that we believe would be in the best interest of our business and our stockholders and may make it difficult for us to execute our business strategy successfully or effectively compete with companies that are not similarly restricted. We may also incur future debt obligations that might subject us to additional or more restrictive covenants that could affect our financial and operational flexibility, including our ability to pay dividends. We cannot make any

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assurances that we will be able to refinance our debt or obtain additional financing on terms acceptable to us, or at all. A failure to comply with the restrictions under the Credit Facility could result in a default under the financing obligations or could require us to obtain waivers from our lenders for failure to comply with these restrictions. The occurrence of a default that remains uncured or the inability to secure a necessary consent or waiver could cause our obligations with respect to our debt to be accelerated and have a material adverse effect on our business, results of operations and financial condition.

The failure of the risk mitigation strategies we utilize could have a material adverse effect on our business, results of operations or financial condition.

We utilize a number of strategies to mitigate our risk exposure including:

• employing proper underwriting procedures;

• carefully evaluating the terms and conditions of our policies;

• geographic diversification; and

• ceding insurance risk to reinsurance companies.

However, there are inherent limitations in all of these tactics. No assurance can be given that an event or series of unanticipated events will not result in loss levels which could have a material adverse effect on our business, results of operations or financial condition.

We may make future acquisitions which may be difficult to integrate, divert management resources, result in unanticipated costs or dilute our stockholders.

Part of our continuing business strategy is to make acquisitions of, or investments in, companies, products or technologies that complement our current products, enhance our market coverage, technical capabilities or production capacity or offer growth opportunities. Future acquisitions could pose numerous risks to our operations, including:

• we may have difficulty integrating the acquired operations, products, technologies or personnel;

• we may incur substantial unanticipated integration costs;

• assimilating the acquired businesses may divert significant management attention and financial resources from our other operations and could disrupt our ongoing business;

• acquisitions could result in the loss of key employees, particularly those of the acquired operations;

• we may have difficulty retaining or developing the acquired businesses’ customers;

• acquisitions could adversely affect our existing business relationships with suppliers and other third parties;

• we may fail to realize the potential cost savings or other financial benefits and/or the strategic benefits of the acquisitions; and

• we may incur liabilities from the acquired businesses for infringement, misappropriation or other violation of intellectual property rights or other claims, and we may not be successful in seeking indemnification for such liabilities or claims.

In connection with these acquisitions or investments, we could incur debt, amortization expenses related to intangible assets, large and immediate write-offs, assume liabilities or issue stock that would dilute our current stockholders’ percentage of ownership. We may not be able to complete acquisitions or integrate the operations, products, technologies or personnel gained through any such acquisition without a material adverse effect on our business, results of operations and financial condition.

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Changes in accounting practices and future pronouncements may materially affect our reported financial results.

Developments in accounting practices may require us to incur considerable additional expenses to comply, particularly if we are required to prepare information relating to prior periods for comparative purposes or to apply the new requirements retroactively. The impact of changes in current accounting practices and future pronouncements cannot be predicted but may affect the calculation of net income, shareholders’ equity and other relevant financial statement line items.

Our insurance subsidiary is required to comply with statutory accounting principles (“SAP”). SAP and various components of SAP are subject to constant review by the NAIC and its task forces and committees, as well as state insurance departments, in an effort to address emerging issues and otherwise improve financial reporting. Various proposals are pending before committees and task forces of the NAIC, some of which, if enacted, could have negative effects on insurance industry participants. The NAIC continuously examines existing laws and regulations. We cannot predict whether or in what form such reforms will be enacted and, if so, whether the enacted reforms will positively or negatively affect us.

We rely on independent agents to write voluntary insurance policies for us, and if we are not able to attract and retain independent agents, our revenues would be negatively affected.

We write voluntary insurance policies (i.e., policies not acquired through the Citizens program) through a network of independent agents. Of our network of over 5,100 independent agents, approximately 30% are affiliated with a large agency network with which we have entered into a master agency agreement. As of December 31, 2023, policies written through independent agents constituted approximately 99% of our total in force premiums and represented approximately $885 million in annualized premiums. In addition, as of December 31, 2023 approximately 1,800 independent agents in our network produced 90% of this business. We expect to increase the number of voluntary policies we write as our business expands, which will further increase our reliance on our network of independent agents. In fact, in the future, we may rely on independent agents to be the primary source for our property insurance policies. If any of our independent agents cease writing policies for us, or if any of our master agency agreements are terminated, we may suffer a reduction in the amount of products we are able to sell, which would negatively impact our results.

Many of our competitors also rely on independent agents. As a result, we must compete with other insurers for independent agents’ business. Our competitors may offer a greater variety of insurance products, lower premiums for insurance coverage or higher commissions to their agents. If our products, pricing and commissions do not remain competitive, we may find it more difficult to attract business from independent agents to sell our products.

We may be subject to greater than anticipated liabilities for taxes, and any successful action by federal or state authorities to collect additional taxes could adversely harm our business.

Although we believe our tax estimates are reasonable, federal or state taxing authorities may challenge our tax positions upon audit or other proceeding with any governmental entity with respect to any taxes or tax returns. The final determination of any tax audit and any related litigation, proceeding, examination or investigation could be materially different from our historical tax provisions and accruals, and any successful action by federal or state authorities to impose or collect additional taxes, either retroactively, prospectively or both, could harm our business, results of operations and financial condition.

We may be adversely impacted by inflation.

Our operations, like those of other insurers, are susceptible to the effects of both economic and social inflation because premiums are established before the ultimate amounts of losses and loss adjustment expenses are known. Although we consider the potential effects of inflation when setting premium rates, our premiums

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may not fully offset the effects of inflation and may essentially result in our underpricing the risks we insure and reinsure. Our reserve for losses and loss adjustment expenses includes assumptions about future payments for settlement of claims and claims-handling expenses, such as the value of replacing property and associated labor costs for the property business we write and litigation costs. To the extent inflation causes costs to increase above reserves established for claims, we will be required to increase our loss reserves with a corresponding reduction in our net income in the period in which the deficiency is identified, which may have a material adverse effect on our business, results of operations or financial condition. Unanticipated higher inflation could also lead to higher interest rates, which would negatively impact the value of our fixed income securities and potentially other investments.

In recent years, we have experienced an increase in loss costs as a result of relatively high inflation in several locations in which we have exposure. We have seen high inflation in many components of our claims payments, across all lines. The underlying drivers of increased claims costs include, but are not limited to consumer prices, retail prices, wages, property rebuild costs and energy prices. In response to the rising costs driven by inflation, we conducted a thorough assessment of loss cost inflation, which we used to update our pricing models and reserving and planning assumptions. This analysis suggests that the positive rate movement we have achieved has matched or exceeded loss cost trends when we account for current rates of inflation and forecasted rates of future inflation. However, there is a risk that our inflation assumptions and forecasts prove to be insufficient, or that the impact of those inflation drivers upon our future claim payments is inconsistent with our assumptions, and this risk could negatively impact our business, results of operations and financial condition.

Risks Relating to Our Intellectual Property and Data Privacy

We are subject to cybersecurity risks, including cyber-attacks, security incidents or real or perceived errors, failures or bugs in our systems or website or our service providers’ systems, which could impair our operations, result in loss of personal customer information, damage our reputation and brand and harm our business, results of operations and financial condition.

Our continued success is dependent on our systems, applications and software continuing to operate and to meet the changing needs of our customers and users. We rely on our technology and engineering staff and vendors to successfully implement changes to and maintain our systems and services in an efficient and secure manner. Like all information systems and technology, our website may contain material errors, failures, vulnerabilities or bugs, particularly when new features or capabilities are released, and may be subject to cybersecurity threats as well as unintentional incidents causing data leakage, any of which could lead to interruptions, delays or website shutdowns, or could cause loss of critical data, or the unauthorized disclosure, access, acquisition, alteration or use of personal or other confidential information.

We and our service providers and partners have experienced, and may in the future experience, failures of, or disruptions to, our systems and data, and may be subject to attempted and successful security breaches. The breadth and scope of security breaches has grown over time, and the techniques and sophistication used to conduct such breaches, as well as the sources and targets of the attacks, change frequently. Security breaches are also becoming increasingly difficult to detect, and may come from a variety of sources, including organized criminal groups, “hacktivists,” terrorists, nation states and nation state-supported actors. These threats include, among other things, computer viruses, malicious code, worms, malware, ransomware, attempts to overload our servers with denial-of-service or other attacks, defective software, credential stuffing, social engineering, break-ins, phishing impersonation attacks, human error, fraud, theft, malfeasance or unauthorized parties gaining access to our systems and other similar incidents. For example, unauthorized parties could steal or access names, email addresses, physical addresses, phone numbers and other information regarding our customers which we collect when providing insurance quotes, and credit card or other payment information if a customer agrees to purchase insurance coverage from us. Further, outside parties may attempt to fraudulently induce employees or customers to disclose sensitive information in order to gain access to our information or customers’ information. Because the techniques used to obtain unauthorized access, disable or degrade service or sabotage systems

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change frequently, often they are not recognized until launched against a target, and may originate from less regulated and remote areas around the world, we may be unable to proactively address these techniques or to implement adequate preventative measures. Given the unpredictability of the timing, nature and scope of security breaches, we cannot guarantee that the technologies we use will adequately secure the data we maintain, including confidential information and personal data, against attacks or such breaches, and we cannot entirely eliminate the risk of improper or unauthorized access to or disclosure of such information, or other data privacy or security incidents that impact the confidentiality, integrity and/or availability of such information, or our systems and operations. While we use encryption and authentication technology licensed from third parties designed to effect secure transmission of such information, we cannot guarantee the security of the transfer and storage of information. Despite our efforts to continually refine our procedures, educate our employees and implement security measures to protect against such cybersecurity risks, there can be no assurance that these measures will prevent unauthorized access or detect every type of attempt or attack and our infrastructure may still be vulnerable to physical break-ins, computer viruses, programming errors, attacks by third parties or similar disruptive problems. If we experience compromises to our security that result in technology performance, integrity or availability problems, the complete shutdown of our website or the loss or unauthorized disclosure, access, acquisition, alteration or use of confidential information, customers may lose trust and confidence in us, and customers may decrease the use of our website or stop using our website entirely. Security breaches, cyber-attacks and other similar incidents, including with respect to third-party systems that have access to or process our, our clients’ or our employees’ personal, proprietary and confidential information, could disrupt the security of our internal systems and business applications, impair our ability to provide services to our clients and protect the privacy of their data, compromise confidential business information, result in intellectual property or other confidential information or personal data being lost or stolen, including client, employee or company data, which could harm our competitive position, expose us to litigation and enforcement actions, potential regulatory investigations, fines, penalties, compliance orders and remediation costs, as well as reputational harm, or otherwise adversely affect our business. Additionally, even if we take steps that we believe are adequate to protect us from cyber threats, attempted or successful hackings against our competitors or other companies could create the perception among our customers or potential customers that our digital platform is not safe to use.

Our business is highly dependent upon our ability to perform, in an efficient and uninterrupted manner, necessary business functions. The shut-down or unavailability of our systems or facilities for any reason could significantly impair our ability to perform critical business functions on a timely basis. In addition to our systems and those of our service providers being vulnerable to security incidents, additional damage or interruption to our or our service providers’ systems may arise from telecommunications or network failures or interruptions, system malfunction, epidemics and war. Furthermore, many of our critical business systems interface with and depend on third-party systems; an interruption of service from a third party for any reason could significantly impair our ability to perform critical business functions. If sustained or repeated, and if an alternate system, process or vendor is not immediately available to us, such events could result in a deterioration of our ability to write and process policies, provide customer service, resolve claims in a timely manner, make payments when required or perform other necessary business functions, and could also trigger claims by affected third parties. Any such event could have a material adverse effect on our business, results of operations and financial condition, as well as damage to our brand and customer goodwill.

Any or all of the issues described above, including cyber-attacks, security breaches, disruption by malware, system failure or other damage may have a significant impact on the performance, reliability, security and availability of our systems, software or services that may harm our reputation, and could adversely affect our ability to attract new customers or retain existing customers, impair our ability to operate or subject us to governmental or third-party lawsuits, investigations, regulatory fines or other actions or liability, resulting in a material adverse impact on our business, results of operations and financial condition.

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We collect, process, store, share, disclose and use information, including confidential information and personal data. Our actual or perceived failure to protect such data, respect customers’ privacy or comply with data privacy and security laws and regulations could damage our reputation and brand and harm our business and operating results.

We collect, process, store, share, disclose and use information, including confidential information and personal data. We use technology to offer insurance products involving the storage and transmission of such information, including personal data, in relation to our staff, contractors, business partners and current, past or potential customers. Also, we depend on a number of external third parties in relation to the operation of our business, a number of which process personal data on our behalf, provide us with data, such as our lead generation service providers, or partner with us. With each such third party, we attempt to mitigate the associated risks by performing security and data transfer assessments and detailed due diligence, entering into contractual arrangements to ensure that such third parties only process personal data according to agreed-upon instructions, and that they have sufficient and appropriate technical and organizational security measures in place. There is no assurance that these measures and our own data privacy and security-related safeguards will protect data, including personal information from the risks associated with the third-party access, processing, storage and transmission of such information. Any violation of data or security laws by such suppliers could have a material adverse effect on our business and result in fines and penalties including those outlined below.

In the United States, various laws and regulations apply to the collection, processing, disclosure and security of certain types of data, including the Federal Trade Commission Act, and state equivalents, the Gramm-Leach-Bliley Act (“GLBA”), the Telephone Consumer Protection Act and various state laws relating to privacy and data security, including the CCPA. The U.S. Federal Trade Commission (the “FTC”), many state attorneys general and many courts interpret the various existing federal and state data privacy and consumer protection laws, and enforce various standards for the collection, disclosure, process, use, storage and security of data, including personal data. State laws are changing rapidly and there is discussion in Congress of a new comprehensive federal data protection law to which we would become subject if it is enacted, which may add additional complexity, variation in requirements, restrictions and potential legal risks, require additional investment of resources in compliance programs, impact strategies and the availability of previously useful data, and could result in increased compliance costs or changes in business practices and policies.

The CCPA increases privacy rights for California residents and imposes obligations on companies that process personal information about such residents, including an obligation to provide certain new disclosures and provide new consumer rights to such residents. As a result, the CCPA imposes corresponding obligations on covered businesses, relating to the access to, deletion of and sharing of personal information collected by covered businesses, including California residents’ right to access and delete personal information about them, opt out of certain sharing and sales of such personal information and receive detailed information about how such personal information is used. The law exempts from certain requirements of the CCPA certain personal information that is collected, processed, sold or disclosed pursuant to the California Financial Information Privacy Act (“CFIPA”), the GLBA or the federal Driver’s Privacy Protection Act (“DPPA”). Also, the definition of “personal information” in the CCPA is broad and may encompass other information that we maintain beyond that excluded under the GLBA, the DPPA or the CFIPA exemption. Further, the CCPA provides for civil penalties for violations, as well as a private right of action for certain data breaches that result in the loss of personal information. This private right of action is expected to increase the likelihood of, and risks associated with, data breach litigation.

On November 3, 2020, California enacted the CPRA expanding on existing rights under the CCPA and creating new consumer privacy rights for California residents, including rights to correct personal information. Further, the CPRA imposes additional obligations on businesses to implement data retention and minimization practices, perform cybersecurity audits and risk assessments, and implement reasonable security protections. The CPRA also permits consumers to opt out of the sharing of personal information for use in behavioral advertising, which may impact our ability to market our products and services. The CPRA also establishes the California Privacy Protection Agency, which is the first data privacy regulator in the United States to enforce the CPRA. The CPRA strengthens some of the enforcement authority established under the CCPA and could result in increased

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enforcement actions and fines. The enactment of the CCPA and other state privacy, data protection and cybersecurity laws, rules and regulations is prompting a wave of similar legislative developments in other states in the United States, which creates the potential for a patchwork of overlapping but different state laws. For example, Virginia has adopted a new state data protection act referred to as the Virginia Consumer Data Protection Act (“VCDPA”), which became effective on January 1, 2023, Colorado has adopted a new state data protection act titled the Colorado Privacy Act (“CPA”), which became effective on July 1, 2023, and Connecticut has adopted a new state data protection act titled the Connecticut Data Privacy Act (“CTDPA”), which became effective on July 1, 2023. The VCDPA, the CPA and the CTDPA have some similarities to the CCPA and introduced new data privacy rights for residents of such states and new operational requirements for covered companies, including consent requirements for the collection of sensitive personal information. At least nine additional states (Utah, Iowa, Indiana, Tennessee, Montana, Delaware, Oregon, Texas and Florida) have passed similar laws, with some scheduled to take effect in subsequent years, and other states are considering enacting similar laws. In addition, laws in all 50 states in the United States require businesses to provide notice to consumers whose personal information has been accessed or acquired as a result of a data breach (and, in some cases, also to regulators). Some observers have noted that these new laws could mark the beginning of a trend toward more stringent privacy legislation in the United States. There is also discussion in Congress of a new comprehensive federal data protection and privacy law to which we likely would be subject if it is enacted. The effects of these state laws and other similar state or federal laws are potentially significant and may require us to modify our data processing practices and policies and to incur substantial costs and potential liability in an effort to comply with such legislation. Further, any such laws may also have potentially conflicting requirements that would make compliance challenging, as well as potentially resulting in further uncertainty and requiring us to incur additional costs and expenses in an effort to comply. Any failure or perceived failure by us or third parties with which we do business with (e.g., service providers or partners) to comply with laws, regulations or regulatory guidance relating to data privacy or security may also result in governmental investigations and enforcement actions, litigation, fines and penalties or adverse publicity, and could cause our partners and customers to lose trust in us, which could have an adverse effect on our business, results of operations and financial condition.

In the event of a data breach, we are also subject to breach notification laws in the jurisdictions in which we operate, including U.S. state laws, and the risk of litigation and regulatory enforcement actions. In addition, a number of federal and state laws and regulations relating to privacy affect and apply to the insurance industry specifically, including those regulated by the FLOIR.

Additionally, we are subject to the terms of our privacy policies and privacy-related obligations to third parties. Any failure or perceived failure by us to comply with our privacy policies, our privacy-related obligations to customers or other third parties, or our privacy-related legal obligations, or any compromise of security that results in the unauthorized release or transfer of information, which could include personally identifiable information or other user data, may result in governmental or regulatory investigations, enforcement actions, regulatory fines, compliance orders, litigation or public statements against us by consumer advocacy groups or others, and could cause customers to lose trust in us, all of which could be costly and have an adverse effect on our business, results of operations and financial condition. In addition, new and changed rules and regulations regarding privacy, data protection and cross-border transfers of customer information could cause us to delay planned uses and disclosures of data to comply with applicable privacy and data protection requirements. Moreover, if third parties that we work with violate applicable laws or our policies, such violations also may put personal data at risk, which may result in increased regulatory scrutiny and have a material adverse effect to our reputation, business, results of operations and financial condition.

Compliance with these privacy and data security requirements is rigorous and time-intensive and may increase our cost of doing business and, despite these efforts, there is a risk that we fail to comply and may become subject to government enforcement actions, fines and penalties, litigation and reputational harm, which could materially and adversely affect our business, results of operations and financial condition. All of these evolving compliance and operational requirements impose significant costs on us, such as costs related to organizational changes and implementing additional protection technologies, which are likely to increase over

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time. Any failure or perceived failure by us to comply with any applicable federal or state laws, rules, regulations and guidelines relating to data privacy and security could result in damage to our reputation and our relationship with our employees and consumers, as well as proceedings or litigation by governmental agencies or consumers, including class action privacy litigation in certain jurisdictions, which could subject us to significant fines, sanctions, awards, penalties, corrective measures or judgments, any of which could result in costly investigations and litigation, civil or criminal penalties (including against officers), operational changes and negative publicity that could adversely affect our reputation, as well as our results of operations and financial condition.

We employ third-party licensed software for use in our business, and the inability to maintain these licenses, errors in the software we license or the terms of open-source licenses could result in increased costs or reduced service levels, which would adversely affect our business.

Our business relies on certain third-party software obtained under licenses from other companies. We anticipate that we will continue to rely on such third-party software in the future. Although we believe that there are commercially reasonable alternatives to the third-party software we currently license, this may not always be the case, or it may be difficult or costly to replace. In addition, integration of new third-party software may require significant work and require substantial investment of our time and resources. Our use of additional or alternative third-party software would require us to enter into license agreements with third parties, which may not be available on commercially reasonable terms or at all. Many of the risks associated with the use of third-party software cannot be eliminated, and these risks could negatively affect our business.

Additionally, the software powering our technology systems incorporates software covered by open-source licenses. The terms of many open-source licenses have not been interpreted by U.S. courts, and there is a risk that the licenses could be construed in a manner that imposes unanticipated conditions or restrictions on our ability to operate our systems. In the event that portions of our proprietary software are determined to be subject to an open-source license, we could be required to publicly release the affected portions of our source code or be required to grant licenses to our proprietary software for free. To avoid the application of such open-source licenses to our proprietary software, we may be required to re-engineer all or a portion of our technology systems, which could be time-consuming and expensive. Such risk could be difficult or impossible to eliminate and could adversely affect our business, results of operations and financial condition.

We rely on data from our customers and third parties for pricing and underwriting our insurance policies, handling claims and maximizing automation, the unavailability or inaccuracy of which could limit the functionality of our products and disrupt our business.

We use data, technology and intellectual property licensed from unaffiliated third parties in certain of our products, including, for example, proprietary information that we license from LexisNexis Risk Solutions, Inc. (“LexisNexis”) and Verisk Analytics, Inc. (“Verisk”), and we may license additional third-party technology and intellectual property in the future. Any errors or defects in this third-party technology and intellectual property could result in errors that could harm our brand and business. In addition, licensed technology and intellectual property may not continue to be available on commercially reasonable terms, or at all. Also, should LexisNexis or Verisk refuse to license their proprietary information to us on the same terms that it offers to our competitors, we could be placed at a significant competitive disadvantage.

Further, although we believe that there are currently adequate replacements for the third-party technology and intellectual property we presently use other than proprietary information provided by LexisNexis or Verisk, the loss of our right to use any of this technology and intellectual property could result in delays in producing or delivering affected products until equivalent technology or intellectual property is identified, licensed or otherwise procured, and integrated. Our business would be disrupted if any technology and intellectual property we license from others or functional equivalents of this software were either no longer available to us or no longer offered to us on commercially reasonable terms. In either case, we would be required either to attempt to redesign our products to function with technology and intellectual property

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available from other parties or to develop these components ourselves, which would result in increased costs and could result in delays in product sales and the release of new product offerings. Alternatively, we might be forced to limit the features available in affected products. Any of these results could harm our business, results of operations and financial condition.

If we are unable to apply technology effectively in driving value for our clients through technology-based solutions or gain internal efficiencies and effective internal controls through the application of technology and related tools, our operating results, client relationships, growth and compliance programs could be adversely affected.

Our future success depends, in part, on our ability to anticipate and respond effectively to the threat of digital disruption and other technology change. We must also develop and implement technology solutions and technical expertise among our employees that anticipate and keep pace with rapid and continuing changes in technology, industry standards, client preferences and internal control standards. We may not be successful in anticipating or responding to these developments on a timely and cost-effective basis, and our ideas may not be accepted in the marketplace. Additionally, the effort to gain technological expertise and develop new technologies in our business requires us to incur significant expenses. If we cannot offer new technologies as quickly as our competitors, or if our competitors develop more cost-effective technologies or product offerings, we could experience a material adverse effect on our operating results, client relationships, growth and compliance programs.

In some cases, we depend on key vendors and partners to provide technology and other support for our strategic initiatives. If these third parties fail to perform their obligations or cease to work with us, our ability to execute on our strategic initiatives could be adversely affected.

Our use of artificial intelligence, machine learning, data analytics and other similar tools may adversely impact our business and subject us to additional regulatory and other risks and possible litigation, including claims alleging unfair insuring practices arising from the use of such tools.

We utilize artificial intelligence, machine learning, data analytics and similar tools that collect, aggregate and analyze data, in connection with our business. The introduction of artificial intelligence tools into new or existing products may enhance or create legal, operational, regulatory and technological and related contractual risks, as the technologies underlying such tools and their use cases are subject to a variety of laws, regulations, orders and industry standards, including intellectual property, privacy, data protection and cybersecurity, consumer protection, competition, equal protection and equal opportunity laws. Regulation of artificial intelligence and machine learning is complex and rapidly evolving worldwide as legislators, regulators, including the Securities and Exchange Commission (“SEC”) and the FTC and consumer advocacy groups are increasingly focusing on these powerful emerging technologies. The laws and regulations applicable to our business and artificial intelligence are complex and subject to varying interpretations, with limited regulatory guidance at this time. It is not possible to predict all of the risks related to the use of artificial intelligence, and changes in laws, rules, directives and regulations governing artificial intelligence may adversely affect our ability to develop and use artificial intelligence or subject us to legal liability. Moreover, any changes in laws, regulations, orders and industry standards governing the use of artificial intelligence may be costly or impossible to comply with, and may result in claims, disputes, litigation or costs associated with any compliance failure or redesign of our platform or services to comply with such regulations.

There are significant risks involved in utilizing such tools, such as an increase in intellectual property infringement or misappropriation, data privacy, cybersecurity, operational and technological risks, harmful content, accuracy, bias, toxicity and discrimination, any of which could affect our further development, adoption and use of artificial intelligence, and may cause us to incur additional research and development costs to resolve such issues. No assurance can be provided that the usage of such tools will enhance our business or assist our business in being more efficient, or better at assessing insuring risk or profitability. Artificial intelligence tools

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may also have errors or inadequacies that are not easily detectable. For example, certain artificial intelligence tools may utilize historical performance, historical market or sector data in their analytics. To the extent that such historical data is not indicative of current or future conditions in the applicable market or sector, or such artificial intelligence fails to filter biases in the underlying data or collection methods, the usage of such tools may lead us to make determinations on behalf of our business that have an adverse effect. If artificial intelligence tools are incorrectly designed, or the data used to train them is incomplete, inadequate or biased in some way, our use of such tools may inadvertently reduce our efficiency or cause unintentional or unexpected outputs that are incorrect, do not match our business goals, do not comply with our policies or interfere with the performance of our services or platform, our business and our reputation. Additionally, our reliance on artificial intelligence and similar tools could pose ethical concerns, which could have negative implications for our organization. Any of the foregoing could adversely affect our ability to utilize artificial intelligence as part of our business, which in turn may adversely affect our operational capacity and ability to attract and maintain consumers.

We may be unable to prevent or address the misappropriation of our data.

From time to time, third parties may misappropriate our data through website scraping, bots or other means and aggregate this data on their websites with data from other companies. In addition, copycat websites or online apps may misappropriate our data and attempt to imitate our brand or the functionality of our website. If we become aware of such websites or online apps, we intend to employ technological or legal measures in an attempt to halt their operations. However, we may be unable to detect all such websites or online apps in a timely manner or at all and, even if we could, technological and legal measures may be insufficient to halt their operations. In some cases, our available remedies may not be adequate to protect us against the effect of the operation of such websites or online apps. Regardless of whether we can successfully enforce our rights against the operators of these websites or online apps, any measures that we may take could require us to expend significant financial or other resources, which could harm our business, results of operations or financial condition. In addition, to the extent that such activity creates confusion among consumers or advertisers, our brand and business could be harmed.

Failure to maintain, protect or enforce our intellectual property rights could harm our business, results of operations and financial condition.

Our success is dependent in part on protecting our intellectual property rights and technology (such as source code, information, data, processes and other forms of information, know-how and technology). We rely on a combination of copyrights, trademarks, service marks, trade secret laws and contractual restrictions to establish, maintain, protect and enforce our intellectual property. Additionally, the steps that we have already taken to maintain, protect or enforce our intellectual property may not be sufficient or effective.

While we take precautions designed to protect our intellectual property, competitors and other unauthorized third parties may still seek to copy, infringe, misappropriate or otherwise violate or exploit our technology, or use our proprietary brand, content and information to create or enhance competing solutions and services, which could adversely affect our competitive position in our rapidly evolving and highly competitive industry. We may be required to spend significant resources in order to monitor and protect our intellectual property rights, and some violations may be difficult or impossible to detect. We may also be forced to bring claims against third parties to determine the ownership of what we regard as our intellectual property or to enforce our intellectual property. Even if we do detect violations, we may need to engage in litigation to enforce our rights, and we cannot assure you that we will have sufficient resources to do so. Litigation to protect and enforce our intellectual property rights could be costly, time-consuming and distracting to management, and the measures we take to protect our intellectual property from unauthorized use by others may not be effective, and there can be no assurance that our intellectual property rights will be sufficient to protect against others offering products that are substantially similar or superior to ours and that compete with our business. Our efforts to enforce our intellectual property rights may be met with defenses, counterclaims and countersuits attacking the validity and enforceability of our intellectual property rights and, if such defenses are successful, we could lose valuable

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intellectual property rights. The outcomes of such intellectual property-related proceedings are often unpredictable. In addition, even if we are successful in enforcing our intellectual property against third parties, the damages or other remedies awarded, if any, may not be commercially meaningful.

Additionally, while we include in our agreements with business partners provisions that protect against unauthorized use, copying, transfer and disclosure of our technology, some of these provisions may be unenforceable under the laws of certain jurisdictions. Furthermore, while we enter into confidentiality and invention assignment agreements with our employees and consultants and enter into confidentiality agreements with our third-party providers and strategic partners, we cannot assure you that we have entered into confidentiality agreements with each party that may have or has access to our trade secrets and proprietary technology or that we have executed adequate invention assignment agreements with all employees or third parties involved in the development of our intellectual property, including the proprietary technology used in certain parts of our business. We also cannot guarantee that these agreements will be effective in controlling access to, and use and distribution of, our platform and proprietary information. Further, regardless of what measures we take to maintain, protect or enforce our intellectual property and proprietary technologies, our competitors may still independently develop technologies that are substantially equivalent or superior to our offerings.

We may in the future file applications to protect certain of our innovations and intellectual property. If we were to seek patent protection, we cannot assure you that any of our patent applications would result in the issuance of a patent. Further, even if issued, we cannot assure you that the scope of the patent would provide any meaningful protection. Similarly, we cannot guarantee that all of our applications for trademark registrations will be successful. In addition, even if we are successful in obtaining intellectual property protection, our intellectual property rights may be contested, circumvented or invalidated, and we may not be able to prevent third parties from infringing, misappropriating or otherwise violating our intellectual property rights. Therefore, the exact effect of the protection of this intellectual property cannot be predicted with certainty.

We currently hold various domain names relating to our brand, including, among others, slideinsurance.com. Failure to maintain, protect or enforce our domain names could adversely affect our reputation and brand and make it more difficult for users to find our website. We may be unable, without significant cost or at all, to prevent third parties from acquiring domain names that are similar to, infringe upon, misappropriate or otherwise violate or decrease the value of our trademarks and other proprietary rights.

Although we take measures to protect our intellectual property, if we are unable to prevent the infringement, misappropriation or other violation of our intellectual property, the value of our brand, content and other intangible assets may be diminished, competitors may be able to more effectively mimic our service and methods of operations, the perception of our business and service to customers and potential customers may become confused, and our ability to attract customers may be adversely affected. Any inability or failure to maintain, protect and enforce our intellectual property could adversely impact our business, results of operations and financial condition.

Claims by others that we infringed, misappropriated or otherwise violated their proprietary technology or other intellectual property rights could harm our business.

Companies in the internet and technology industries are frequently subject to litigation based on allegations of infringement, misappropriation or other violations of intellectual property rights. In addition, certain companies and rights holders seek to enforce and monetize patents or other intellectual property rights they own, have purchased or otherwise obtained. As we gain an increasingly high public profile, the possibility of intellectual property rights claims against us grows. From time to time, third parties may assert claims of intellectual property infringement against us. There can be no assurance that we will be successful in defending against these allegations, or that we will be able to settle any such claims in a manner that is satisfactory to us. Any claims of infringement, misappropriation or other violation of intellectual property rights, even those

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without merit, could be costly to defend, could distract our management from our business and could require us to cease use of such intellectual property. We may be required to pay substantial damages, royalties or other fees in connection with a claimant securing a judgment against us, we may be subject to an injunction or other restrictions that prevent us from using or distributing our intellectual property, or from operating under our brand, or we may agree to a settlement that prevents us from distributing our offerings or a portion thereof, which could adversely affect our business, results of operations and financial condition.

With respect to any intellectual property infringement claim, we may have to seek out a license to continue operations found to violate such rights, which may not be available on favorable or commercially reasonable terms and may significantly increase our operating expenses. If a third party does not offer us a license to its intellectual property on reasonable terms, or at all, we may be required to develop alternative, non-infringing technology, which could require significant time (during which we would be unable to continue to offer our affected offerings), effort and expense and may ultimately not be successful. Any of these events could adversely affect our business, results of operations and financial condition.

Risks Relating to the Insurance Industry

The insurance business, including the market for homeowners insurance, is historically cyclical in nature, currently experiencing high demand and low supply, and we may experience periods with excess underwriting capacity and unfavorable premium rates, which could adversely affect our business.

Historically, insurers have experienced significant fluctuations in operating results due to competition, frequency and severity of catastrophic events, levels of capacity, adverse litigation trends, regulatory constraints, volatility in investment results, general economic conditions and other factors. The supply of insurance is related to prevailing prices, the level of insured losses and the level of capital available to the industry that, in turn, may fluctuate in response to changes in rates of return on investments being earned in the insurance industry. As a result, the insurance business historically has been a cyclical industry characterized by periods of intense price competition due to excessive underwriting capacity as well as periods when shortages of capacity increased premium levels. Currently, we believe the market for homeowners insurance is experiencing high demand and low supply, partially as a result of recent regulatory developments in the Florida homeowners insurance market, which has resulted in restricted capital and restricted capacity in the market. See “Prospectus Summary—Recent Florida legislative developments” for more information. Demand for insurance depends on numerous factors, including the frequency and severity of catastrophic events, levels of capacity, the introduction of new capital providers and general economic conditions. All of these factors fluctuate and may contribute to price declines generally in the insurance industry.

We cannot predict with certainty whether market conditions will improve, remain constant or deteriorate. Negative market conditions may impair our ability to underwrite insurance at rates we consider appropriate and commensurate relative to the risk assumed. Additionally, negative market conditions could result in a decline in policies sold, an increase in the frequency of claims and premium defaults and an uptick in the frequency of falsification of claims. If we cannot underwrite insurance at appropriate rates, our ability to transact business will be materially and adversely affected. Any of these factors could lead to an adverse effect on our business, results of operations and financial condition.

We undertake strategic initiatives to innovate within the competitive, regulatory and legal environments of the insurance industry and our innovations may entail a degree of risk, may not ultimately achieve anticipated business goals, or may be subject to challenge by regulators or private litigants.

Our insurance business operates in highly regulated environments. Our insurance subsidiaries are subject to regulation and supervision by multiple state insurance departments and multiple jurisdictions, each of which has a unique and complex set of laws and regulations. In addition, certain federal laws impose additional requirements on businesses, including insurers, in a wide range of areas, such as the use of credit information,

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privacy and the reimbursement of certain medical costs incurred by the government. Our ability to implement business plans and remain competitive while complying with these laws and regulations, and to obtain necessary regulatory action in a timely manner, is and will continue to be critical to our success.

Most jurisdictions impose restrictions on, or require prior regulatory approval of, various actions by regulated insurers, which may adversely affect our insurance subsidiaries’ ability to operate, innovate and obtain necessary rate adjustments in a timely manner. Our compliance efforts are further complicated by changes in laws or regulations applicable to insurance companies, or by judicial interpretations of those laws or regulations. Insurance laws and regulations may limit, among other things, our ability to underwrite and price risks accurately, prevent us from obtaining timely rate changes to respond to increased or decreased costs, restrict our ability to discontinue unprofitable businesses or exit unprofitable markets, prevent us from terminating policies under certain circumstances and dictate or limit the types of investments that we may hold. Moreover, inconsistencies between requirements at the state and federal level may further complicate our compliance efforts, potentially resulting in additional costs being imposed on us. In addition, laws in certain jurisdictions mandate that insurance companies pay assessments in a number of circumstances, including assessments to pay claims upon the insolvency of other insurance companies or to cover losses in government-provided insurance programs for high-risk coverages. Compliance with laws and regulations often results in increased costs, which can be substantial. These costs, in turn, may adversely affect our profitability or our ability or desire to grow or operate our business in the applicable jurisdictions.

The actual or alleged failure to comply with this complex variety of laws and regulations by us or other companies in the insurance, financial services or related industries, also could result in actions or investigations by regulators, state attorneys general, federal officials or other law enforcement officials. Such actions and investigations, and any determination that we have not complied with an applicable law or regulation, could potentially lead to significant monetary payments, fines and penalties, adverse publicity and damage to our reputation in the marketplace, and in certain cases, revocation of a subsidiary’s authority to do business in one or more jurisdictions. In addition, we could face individual and class action lawsuits by insureds and other parties for alleged violations of certain of these laws or regulations.

New federal or state legislation or regulations may be adopted in the future that could materially adversely affect our operations or ability to write business profitably in one or more jurisdictions.

We operate in a highly regulated environment and are subject to a variety of complex federal and state laws and regulations.

In the United States, each state regulator retains the authority to license insurers within its state, and an insurer generally may not operate in a state in which it is not licensed. Accordingly, we are not permitted to sell insurance to residents of the states and territories of the United States in which we do not currently possess a license, which is likely to put us at a disadvantage among many of our competitors that have been in business much longer than us and are licensed to sell their insurance products in most, if not all, U.S. jurisdictions.

Our insurance company subsidiary, Slide Insurance Company, is subject to extensive regulation and supervision in Florida, its state of domicle, and in the states in which it transacts business, principally by the individual state insurance departments. Such regulation and supervision are generally designed to protect the interests of policyholders, and not necessarily the interests of insurers or agents, their shareholders or other investors. Numerous aspects of our insurance business are subject to regulation, including, but not limited to, premium rates, mandatory covered risks, limitations on the ability to renew or elect not to renew business, prohibited exclusions, licensing and appointment of agents, restrictions on the size of risks that may be insured under a single policy, reserves and provisions for unearned premiums, losses and other obligations, deposits of securities for the benefit of customers, investments, capital and surplus requirements, dividend limits, affiliate transactions, policy forms and coverages, advertising and other conduct, including restrictions on the use of credit information and other factors in underwriting, as well as other underwriting and claims practices. To the

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extent we decide to expand our current product offerings to include other insurance products, such as auto or life insurance, this would subject us to additional regulatory requirements and scrutiny in each state in which we elect to offer such products. States have also adopted legislation defining and prohibiting unfair methods of competition and unfair or deceptive acts and practices in the business of insurance. Prohibited practices include, but are not limited to, misrepresentations, false advertising, coercion, disparaging other insurers, unfair claims settlement procedures and discrimination in the business of insurance. Noncompliance with any of such state statute may subject us to regulatory action by the relevant state insurance regulator, and, in certain states, private litigation. States also regulate various aspects of the contractual relationships between insurers and independent agents.

Such laws, rules and regulations are usually overseen and enforced by the various state insurance departments, as well as through private rights of action and by state attorneys general. Such regulations or enforcement actions are often responsive to current consumer and political sensitivities, such as homeowners insurance rates and coverage forms, or which may arise after a major event. Such rules and regulations may result in rate suppression, limit our ability to manage our exposure to unprofitable or volatile risks, or lead to fines, premium refunds or other adverse consequences.

For example, insurers licensed in Florida, including Slide Insurance Company, are subject to Section 624.4073, Florida Statutes, which prohibits any person who served as an officer or director of an insolvent insurer within the two-year period before insolvency from serving as an officer or director of another insurer (or having direct or indirect control over the selection or appointment of such an officer or director), unless the person demonstrates that his or her personal actions or omissions were not a significant contributing cause to the insolvency. While none of the officers and directors of Slide Insurance Company served as an officer or director of such an insolvent insurer, our President and Chief Financial Officer and two senior employees at our managing general agent subsidiary were previously officers of St. Johns Insurance Company which became insolvent. Recently, the FLOIR has issued letters to many insurance carriers in Florida, including Slide Insurance Company, asking for additional information on compliance with the statute. Although the statutory prohibition does not, on its face, extend to officers or directors of parent holding companies or other non-insurer affiliates of Florida insurers (so long as such officers or directors have defined separation of duties that allow them to perform specific duties at the non-insurer entity that remove any direct or indirect control over the insurer’s selection of officers or directors), the FLOIR could determine that our President and Chief Financial Officer and the senior employees of our managing general agent subsidiary are subject to this statutory prohibition. Under such circumstances, Slide Insurance Company would be afforded an opportunity to clear any aggrieved individual under the statute, and it currently expects that it will avail itself of such opportunity, although the outcome of that process is inherently uncertain. We have responded to all inquiries issued to us by the FLOIR to date; however timing of resolution of this matter remains uncertain as the timing is controlled by the FLOIR and there is no required timing specified in the statute. Any such final determination by the FLOIR may result in damage to our reputation, including negative publicity about our business practices, which could have a material adverse effect on our business, results of operations and financial condition. Further, following any adverse resolution of this matter by the FLOIR, whether or not required by the FLOIR, Slide could terminate our President and Chief Financial Officer, as well as certain other senior employees previously employed by insolvent insurers. The termination of one or more of these employees would result in additional time and expense for us to find qualified individuals to serve in these capacities. Competition for such individuals is intense, and our search for qualified personnel may not be successful.

In addition, the federal government also may regulate aspects of our businesses, such as the protection of consumer confidential information or the use of consumer insurance (credit) scores to underwrite and assess the risk of customers under the Fair Credit Reporting Act (“FCRA”). Among other things, the FCRA requires insurance companies to have a permissible purpose before obtaining and using a consumer report for underwriting purposes, as well as comply with related notice and recordkeeping requirements. Failure to comply with federal requirements under the FCRA or any other applicable federal laws would subject us to regulatory fines and other sanctions. In addition, given our short operating history to date and rapid speed of growth, we are particularly vulnerable to state insurance regulators identifying errors in the policy forms we use, the rates we charge and our customer

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communications. As a result of such noncompliance, regulators could impose fines, rebates or other penalties, including cease-and-desist orders for an individual state, or all states, until the identified noncompliance is rectified.

The FLOIR, the insurance regulatory authority for insurance carriers in the State of Florida, conducts examinations on a periodic basis and may conduct special or targeted examinations to address particular concerns or issues at any time. Insurance regulators of other states in which we are licensed to sell insurance as an agent may also conduct examinations. The results of these examinations can give rise to regulatory orders requiring remedial, injunctive or other corrective action. For a discussion of the FLOIR insurance regulatory authority, see “—Risks Relating to Our Business—We are periodically subject to examinations by our state insurance regulators, which could result in adverse examination findings and necessitate remedial actions” above.

Our ability to retain state licenses depends on our ability to meet licensing requirements adopted by each state, subject to variations across states. If we are unable to satisfy the applicable licensing requirements of any particular state, we could lose our license to do business in such state, which would result in the temporary or permanent cessation of our operations in that state. Alternatively, if we are unable to satisfy applicable state licensing requirements, we may be subject to additional regulatory oversight, have our license suspended or be subject to seizure of assets. Any such events could adversely affect our business, results of operations or financial condition.

In addition, as a condition to writing business in certain states, insurers are required to participate in various pools or risk sharing mechanisms or to accept certain classes of risk, regardless of whether such risks meet their underwriting requirements for voluntary business. Some states limit or impose significant restrictions on an insurer’s ability to materially reduce its exposures or to withdraw from certain lines of business. The state insurance departments can impose significant charges on an insurer in connection with a market withdrawal or refuse to approve withdrawal plans on the grounds that they could lead to market disruption. Laws and regulations that limit cancellation and non-renewal of policies or that subject withdrawal plans to prior approval requirements may significantly restrict our ability to exit unprofitable markets. Such actions and related regulatory restrictions may limit our ability to reduce our potential exposure to hurricane-related losses. For further discussion, see “—The Carrier is subject to assessments and other surcharges from state guaranty funds, and mandatory state insurance facilities, which may reduce our profitability” below.

State insurance regulators impose additional reporting requirements regarding enterprise risk on insurance holding company systems, with which we must comply as an insurance holding company.

In the past decade, various state insurance regulators have increased their focus on risks within an insurer’s holding company system that may pose enterprise risk to the insurer. In 2012, the NAIC adopted significant changes to the insurance holding company act and regulations (the “NAIC Amendments”). The NAIC Amendments are designed to respond to perceived gaps in the regulation of insurance holding company systems in the United States. One of the major changes is a requirement that an insurance holding company system’s ultimate controlling person submit annually to its lead state insurance regulator an “enterprise risk report” that identifies activities, circumstances or events involving one or more affiliates of an insurer that, if not remedied properly, are likely to have a material adverse effect upon the financial condition or liquidity of the insurer or its insurance holding company system as a whole. Other changes include requiring a controlling person to submit prior notice to its domiciliary insurance regulator of a divestiture of control, having detailed minimum requirements for cost sharing and management agreements between an insurer and its affiliates and expanding of the agreements between an insurer and its affiliates to be filed with its domiciliary insurance regulator. The NAIC Amendments must be adopted by the individual state legislatures and insurance regulators in order to be effective. Florida, our main domiciliary state for the Carrier, includes a form of the enterprise risk report requirement pursuant to Section 628.801 of the Florida Insurance Code.

In 2012, the NAIC also adopted the Risk Management and Own Risk and Solvency Assessment Model Act (the “ORSA Model Act”). The ORSA Model Act, when adopted by the various states, will require an insurance holding company system’s Chief Risk Officer to submit annually to its lead state insurance regulator an Own

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Risk and Solvency Assessment Summary Report (“ORSA”). The ORSA is a confidential internal assessment appropriate to the nature, scale and complexity of an insurer, conducted by that insurer of the material and relevant risks identified by the insurer associated with an insurer’s current business plan and the sufficiency of capital resources to support those risks. The ORSA Model Act must be adopted by the individual state legislature and insurance regulators in order to be effective. We cannot predict the impact, if any, that the NAIC Amendments, compliance with the ORSA Model Act, or any other regulatory requirements may have on our business, results of operations and financial condition.

There is also risk that insurance holding company systems may become subject to group capital requirements at the holding company level. The NAIC is currently working to develop a group capital calculation framework that regulators may use for informational purposes. As envisioned, the framework is intended to complement the current holding company analytics framework by providing additional information to the lead state regulator for use in assessing group risks and capital adequacy.

The increasing adoption by states and the SEC of cybersecurity regulations could impose additional compliance burdens on us and expose us to additional liability.

In response to the growing threat of cyber-attacks in the insurance industry, certain jurisdictions have begun to consider new cybersecurity measures, including the adoption of cybersecurity regulations. On October 24, 2017, the NAIC adopted its Insurance Data Security Model Law, intended to serve as model legislation for states to enact in order to govern cybersecurity and data protection practices of insurers, insurance agents and other licensed entities registered under state insurance laws. Alabama, Connecticut, Delaware, Indiana, Louisiana, Maryland, Michigan, Mississippi, New Hampshire, Ohio, South Carolina and Virginia have adopted versions of the NAIC Insurance Data Security Model Law, each with a different effective date, and other states may adopt versions of the NAIC Insurance Data Security Model Law in the future. Further, on July 26, 2023, the SEC adopted rules requiring registrants to disclose material cybersecurity incidents they experience and to disclose on an annual basis material information regarding their cybersecurity risk management, strategy and governance. Although we take steps to comply with financial industry cybersecurity regulations and believe we are materially compliant with their requirements, our failure to comply with new or existing cybersecurity regulations could result in regulatory actions and other penalties. In addition, efforts to comply with new or existing cybersecurity regulations could impose significant costs on our business, which could materially and adversely affect our business, results of operations or financial condition.

Severe weather events and other catastrophes, including the effects of climate change and global pandemics, are inherently unpredictable and may have a material adverse effect on our financial results and financial condition.

Our homeowners insurance business is exposed to the risk of severe weather conditions and other catastrophes. Severe weather events include, but are not limited to, winter storms, rain, hail and high winds. The incidence and severity of weather conditions are largely unpredictable. Catastrophes can be caused by various events, such as wildfires, tornadoes, tsunamis, hurricanes, tropical storms, earthquakes, windstorms, hailstorms, severe thunderstorms, fires and other non-natural events such as explosions, riots, terrorism or war.

The incidence and severity of severe weather conditions and catastrophes are inherently unpredictable and the occurrence of one catastrophe does not render the possibility of another catastrophe greater or lower. The extent of losses from a catastrophe is a function of both the total amount of insured exposure in the area affected by the event and the severity of the event. In particular, severe weather and other catastrophes could significantly increase our costs due to a surge in claims following such events and/or legal and regulatory changes in response to catastrophes that may impair our ability to limit our liability under our policies. Severe weather conditions and catastrophes can cause greater losses for us, which can cause our liquidity and financial condition to deteriorate. Resulting reductions in our capital could materially adversely affect our ability to underwrite new insurance policies.

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In addition, we may not be able to obtain reinsurance coverage at reasonable rates and in amounts adequate to mitigate the risks associated with severe weather conditions and other catastrophes, and we may not purchase enough reinsurance to cover catastrophic events such as hurricanes. While we only work with reinsurers whom we believe have acceptable credit, if our reinsurers are unable to pay for the claims for which they are responsible, we could be exposed to additional liability, which could have a material adverse effect on our business, results of operations and financial condition. In addition, we have accessed multi-year catastrophe reinsurance coverage from the capital markets through the issuance of catastrophe bonds. We may not be successful in accessing such coverage through catastrophe bonds in the future, on acceptable terms or at all.

Climate change may affect the occurrence of certain natural events, such as an increase in the frequency or severity of wind and thunderstorm events, eruptions of volcanoes and tornado or hailstorm events due to increased convection in the atmosphere; more frequent wildfires in certain geographies; higher incidence of deluge flooding and the potential for an increase in severity of the hurricane events due to higher sea surface temperatures. Additionally, climate change may cause an impact on the demand, price and availability of homeowners insurance and reinsurance coverages, as well as the value of our investment portfolio. Due to significant variability associated with future changing climate conditions, we are unable to predict the impact climate change will have on our business.

An overall decline in economic activity could have a material adverse effect on our business, results of operations and financial condition.

The demand for property and casualty insurance generally rises as the overall level of household income increases and generally falls as household income decreases, affecting premiums, commissions and fees generated by our business. Some new accounts are sourced by referral sources tied to home closing transactions, and major slowdowns in the various housing markets we serve could impact our ability to generate new business. The economic activity that impacts property and casualty insurance is most closely correlated with employment levels, corporate revenue and asset values.

Our results of operations and financial condition may be adversely affected due to limitations in the analytical models used to assess and predict our exposure to catastrophe losses.

Along with others in the insurance industry, models developed internally and by third-party vendors that employ various modeling techniques, including Stochastic, Bayesian statistics, classification, regression, clustering and other advanced machine learning techniques, are used along with our own historical data in assessing property insurance exposure to catastrophe losses. These models assume various conditions and probability scenarios; however, they do not necessarily accurately predict future losses or measure losses currently incurred. As with many technological innovations, artificial intelligence and machine learning present risks and challenges that could affect their adoption, and therefore our business. Further, the accuracy of such models may be negatively impacted by changing climate conditions. Catastrophe models use historical information and scientific research about natural events, such as hurricanes and earthquakes, as well as detailed information about our in-force business. This information is used in connection with pricing and risk management activities. However, since actual catastrophic events vary considerably, there are limitations with respect to its usefulness in predicting losses in any reporting period. Other limitations are evident in significant variations in estimates between models, material increases and decreases in results due to model changes and refinements of the underlying data elements and actual conditions that are not yet well understood or may not be properly incorporated into the models. Additionally, there are significant risks involved in developing and deploying artificial intelligence, such as an increase in intellectual property infringement or misappropriation, data privacy, cybersecurity, operational and technological risks, harmful content, accuracy, bias, toxicity and discrimination, any of which could affect our further development, adoption and use of artificial intelligence, and may cause us to incur additional research and development costs to resolve such issues. It is not possible to predict all of the risks related to the use of artificial intelligence, and changes in laws, rules, directives and regulations governing artificial intelligence may adversely affect our ability to develop and use artificial intelligence or subject us to legal liability. For more information on the risks related to our use of

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artificial intelligence, see “—Risks Relating to Our Intellectual Property and Data Privacy—Our use of artificial intelligence, machine learning, data analytics and other similar tools may adversely impact our business and subject us to additional regulatory and other risks and possible litigation, including claims alleging unfair insuring practices arising from the use of such tools.”

The Carrier is subject to minimum capital and surplus requirements, and failure to meet these requirements could subject us to regulatory action.

The Carrier is subject to risk-based capital standards and other minimum capital and surplus requirements. The risk-based capital standards, based upon the Risk Based Capital Model Act developed by the NAIC and adopted in all states, including the Carrier’s state of domicile, require the Carrier to report results of risk-based capital calculations to its domestic regulator. These risk-based capital standards provide for different levels of regulatory attention depending upon the ratio of an insurance company’s total adjusted capital, as calculated in accordance with the NAIC’s RBC formula, to its authorized control level risk-based capital. Authorized control level risk-based capital is determined using the NAIC’s risk-based capital formula, which measures the minimum amount of capital that an insurance company needs to support its overall business operations.

An insurance company with total adjusted capital that is less than 200% of its authorized control level risk-based capital is at a company action level, which would require the insurance company to file a risk-based capital plan that, among other things, contains proposals of corrective actions the Company intends to take that are reasonably expected to result in the elimination of the Company action level event. Additional action level events occur when the insurer’s total adjusted capital falls below 150%, 100% and 70% of its authorized control level risk-based capital. The lower the percentage, the more severe the regulatory response, including, in the event of a mandatory control level event (total adjusted capital falls below 70% of the insurer’s authorized control level risk-based capital), placing the insurance company into receivership. As of December 31, 2023, the Carrier’s risk-based capital ratio was well in excess of minimum statutory requirements.

In addition, the Carrier is required to maintain certain minimum capital and surplus and generally must keep its net written premiums within specified multiples of its surplus that regulators customarily view as prudent. The Carrier could exceed these ratios if its volume increases faster than anticipated or if its surplus declines due to catastrophe or non-catastrophe losses or excessive underwriting and operational expenses.

Any failure by the Carrier to meet the applicable risk based capital or minimum statutory capital requirements or the writings ratio limitations regulators customarily use where we currently or may in the future conduct business could subject us to further examination or corrective action imposed by state regulators, including limitations on our writing of additional business, state supervision or liquidation.

Any changes in existing risk-based capital requirements, minimum statutory capital requirements or customary writings ratios may require us to increase our statutory capital levels, which we may be unable to do.

The Carrier is subject to assessments and other surcharges from state guaranty funds, and mandatory state insurance facilities, which may reduce our profitability.

The insurance laws of many states subject property and casualty insurers doing business in those states to statutory property and casualty guaranty fund assessments. The purpose of a guaranty fund is to protect customers by requiring that solvent property and casualty insurers pay the insurance claims of insolvent insurers. These guaranty associations, including the Florida Insurance Guaranty Association, generally pay these claims by assessing solvent insurers proportionately based on each insurer’s share of voluntary premiums written in the state. While most guaranty associations provide for recovery of assessments through subsequent rate increases, surcharges or premium tax credits, there is no assurance that insurers will ultimately recover these assessments, which could be material, particularly following a large catastrophe or in markets which become disrupted.

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Maximum contributions required by law in any one year vary by state. We cannot predict with certainty the amount of future assessments because they depend on factors outside our control, such as insolvencies of other insurance companies. Significant assessments could have a material adverse effect on our business, results of operations and financial condition.

Unexpected changes in the interpretation of our coverage or provisions in our policies, including loss limitations and exclusions, could have a material adverse effect on our financial condition and results of operations.

There can be no assurances that specifically negotiated loss limitations or exclusions in our policies will be enforceable in the manner we intend. As industry practices and legal, judicial, social and other conditions change, unexpected and unintended issues related to claims and coverage may emerge. For example, many of our policies limit the period during which a customer may bring a claim, which may be shorter than the statutory period under which such claims can be brought against our customers. While these limitations and exclusions help us assess and mitigate our loss exposure, it is possible that a court or regulatory authority could nullify or void a limitation or exclusion or legislation could be enacted modifying or barring the use of such limitations or exclusions. These types of governmental actions could result in higher-than-anticipated loss and loss adjustment expense, which could have a material adverse effect on our financial condition or results of operations. In addition, court decisions, such as the 1995 Montrose decision in California could read policy exclusions narrowly so as to expand coverage, thereby requiring insurers to create and write new exclusions. These issues may adversely affect our business by either broadening coverage beyond our underwriting intent or by increasing the frequency or severity of claims. In some instances, these changes may not become apparent until sometime after we have issued insurance contracts that are affected by the changes. As a result, the full extent of liability under our insurance contracts may not be known for many years after a contract is issued.

We face vigorous competition from large, well-capitalized national companies and smaller regional insurers. Other large national and international insurance or financial services companies also may enter these markets in the future. Many of these companies may have greater financial, marketing and management resources than we have.

We write coastal specialty personal lines insurance, including homeowners and condominium unit owners, and other products. The coastal specialty insurance market is highly competitive. We face vigorous competition from large, well-capitalized national and international companies, as well as smaller regional insurers. Other large insurance or financial services companies also may enter these markets in the future. Many of these companies have substantial resources, experienced management and strong marketing, underwriting and pricing capabilities. The property and casualty insurance industry is a relatively mature industry, in which brand recognition, marketing skills, operational effectiveness, pricing, scale and cost control are major competitive factors. If our competitors offer similar insurance products at lower prices, offer such insurance products bundled with other products or services that we do not offer, or engage in other successful competitive initiatives, our ability to generate new business or to retain a sufficient number of our existing customers could be compromised.

Property insurance markets historically have been known as cyclical, with periods of relatively strong profitability being followed by increased pricing competition among insurers. This price competition, which is sometimes referred to as a “soft market,” can adversely affect revenue and profitability levels. As insurers recognize this situation (which can occur at different times for different companies), the historical reaction has been for insurers to raise their rates (sometimes referred to as a “hard market”) in an attempt to restore profitability to acceptable levels. As more insurers react in this way, profit levels in the industry may increase to a point where some insurers begin to lower their rates, starting the cycle over again. In the past, this cycle has generally played out over a number of years. We cannot be certain whether and to what extent such cyclicality is currently impacting the property insurance markets, nor can we predict whether it will do so in the future.

The highly competitive nature of the insurance marketplace could result in consolidation within the industry, or in the failure of one or more competitors. The concentration of premium volume in a reduced number

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of major competitors could significantly increase the level of competition in a manner that is not favorable to us. In addition, in the event of a failure of a major insurer or a state-sponsored catastrophe fund, our company and other insurance companies may be required by law to absorb the losses of the failed insurer or fund, resulting in a potentially significant increase in our costs. We might also be faced with an unexpected surge in new business from a failed insurer’s former policyholders. Such events could materially adversely affect our business, results of operations and financial condition.

Industry trends, such as increased litigation against the insurance industry and individual insurers, the willingness of courts to expand covered causes of loss, rising jury awards and the escalation of loss severity may contribute to increased costs and to the deterioration of the reserves of our insurance subsidiary.

Loss severity in the property and casualty insurance industry has continued to increase in recent years, principally driven by larger court judgments. In addition, many legal actions and proceedings have been brought on behalf of classes of complainants, which can increase the size of judgments. The propensity of policyholders and third-party claimants to litigate and the willingness of courts to expand causes of loss and the size of awards may render the loss reserves of our insurance subsidiary inadequate for current and future losses.

Risks Relating to Regulatory and Legal Matters

Our business is subject to risks related to legal proceedings and governmental inquiries.

We are subject to litigation, regulatory investigations and claims arising in the normal course of our business operations. The risks associated with these matters often may be difficult to assess or quantify and the existence and magnitude of potential claims often remain unknown for substantial periods of time. While we have insurance coverage for some of these potential claims, others may not be covered by insurance, insurers may dispute coverage or any ultimate liabilities may exceed our coverage.

We may be subject to actions and claims relating to the sale of insurance, including the suitability of such products and services. Actions and claims may result in the rescission of such sales. The outcome of such actions cannot be predicted and such claims or actions could have a material adverse effect on our business, results of operations and financial condition.

We are subject to laws and regulations, as well as regulatory investigations. The insurance industry has been subject to a significant level of scrutiny by various regulatory bodies, including state attorneys general and insurance departments, concerning certain practices within the insurance industry. There have also been a number of revisions to existing, or proposals to modify or enact new, laws and regulations regarding insurance agents and brokers. These actions have imposed or could impose additional obligations on us with respect to our products sold.

We cannot predict the impact that any new laws, rules or regulations may have on our business and financial results. Given the current regulatory environment and local markets in which we operate, it is possible that we will become subject to further governmental inquiries and subpoenas and have lawsuits filed against us. Regulators may raise issues during investigations, examinations or audits that could, if determined adversely, have a material impact on us. The interpretations of regulations by regulators may change and statutes may be enacted with retroactive impact. We could also be materially adversely affected by any new industry-wide regulations or practices that may result from these proceedings.

Our involvement in any investigations and lawsuits would cause us to incur additional legal and other costs and, if we were found to have violated any laws, we could be required to pay fines, damages and other costs, perhaps in material amounts. Regardless of final costs, these matters could have a material adverse effect on us by exposing us to negative publicity, reputational damage, harm to client relationships, or diversion of personnel and management resources.

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We are subject to additional regulation imposed by consent orders entered into with the FLOIR in connection with our formation.

In addition to compliance with statutes and regulations, Florida routinely places additional restrictions on new insurers as a condition of receiving their certificate of authority. These restrictions are typically memorialized in a consent order entered into between FLOIR and the insurer applying for a certificate of authority. We are subject to such a consent order. We have, in certain cases, agreed to higher or more stringent restrictions than are otherwise required under Florida law. The material restrictions we have agreed to include:

• Florida law requires a residential property writer to maintain surplus of the greater of $15.0 million or 10% of its liabilities. Pursuant to the consent order, we agreed to establish a minimum capital and surplus of 300% of our authorized control level risk-based capital.

• Florida law restricts the ratio of premiums written to policyholder surplus to 10 to 1 on a gross basis and 4 to 1 on a net of reinsurance basis. Pursuant to the consent order, we agreed to not exceed the projected premiums in the plan of operation submitted with our original application for licensure without the prior written approval of FLOIR. As part of the FLOIR approval process for the various Citizens assumption transactions in which we have participated, we have received approval to exceed these projected premiums.

• Florida law places no restrictions on the parent of an insurer, or other upstream entities, with regard to the payment of dividends. Pursuant to the consent order, we agreed to not make any distributions to stockholders prior to January 7, 2025.

• Florida law allows an insurer to pay certain dividends to stockholders without approval of FLOIR. Pursuant to the consent order, we agreed that, until January 7, 2025, we would pay only those dividends that have been approved in advance and in writing by FLOIR.

In addition, we are subject to several consent orders setting conditions upon FLOIR’s approval of the various Citizens assumption transactions in which we have participated. For example, beginning with our August 2023 assumption transaction, we are required to offer to renew each assumed policy for a minimum of three years provided the policies satisfy our underwriting guidelines. If we violate a consent order, FLOIR may take administrative action as it deems appropriate, including suspending or revoking our insurance license.

Changes in regulation may reduce our profitability and limit our growth.

We are subject to extensive regulation in Florida and South Carolina, the only states in which we currently conduct business. The NAIC and state insurance regulators are constantly reexamining existing laws and regulations, generally focusing on modifications to holding company regulations, interpretations of existing laws and the development of new laws. From time to time, states consider and/or enact laws that may alter or increase state authority to regulate insurance companies and insurance holding companies. States also consider and/or enact laws that impact the competitive environment and marketplace for property and casualty insurance. Our insurance company subsidiary currently transacts insurance only in Florida and South Carolina, where the recent political environment has led to aggressive regulation of property and casualty insurance companies. We expect this to continue for the foreseeable future.

During the past several years, various regulatory and legislative bodies have adopted or proposed new laws or regulations to address the cyclical nature of the insurance industry, catastrophic events and insurance capacity and pricing. These regulations include (i) the creation of “market assistance plans” under which insurers are induced to provide certain coverages, (ii) restrictions on the ability of insurers to rescind or otherwise cancel certain policies in mid-term or to non-renew policies at their scheduled expirations, (iii) advance notice requirements or limitations imposed for certain policy non-renewals, (iv) limitations upon or decreases in rates permitted to be charged, (v) expansion of governmental involvement in the insurance market and (vi) increased regulation of insurers’ policy administration and claims handling practices.

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Currently, the federal government does not directly regulate the insurance business. However, in recent years the state insurance regulatory framework has come under increased federal scrutiny. Congress and some federal agencies from time to time investigate the current condition of insurance regulation in the United States to determine whether to impose federal regulation or to allow an optional federal charter, similar to banks. In addition, changes in federal legislation and administrative policies in several areas, including changes in the Gramm-Leach-Bliley Act, financial services regulation and federal taxation, can significantly impact the insurance industry and us.

We cannot predict with certainty the effect any enacted, proposed or future state or federal legislation or NAIC initiatives may have on the conduct of our business. Furthermore, there can be no assurance that the regulatory requirements applicable to our business will not become more stringent in the future or result in materially higher costs than current requirements, or that creation of a federal insurance regulatory system will not adversely affect our business or disproportionately benefit our competitors. Changes in the regulation of our business may reduce our profitability, limit our growth or otherwise adversely affect our business, results of operations and financial condition.

Applicable insurance laws may make it difficult to effect a change of control of our company.

State insurance holding company laws require prior approval by the state insurance department of any change of control of an insurer that is domiciled in that respective state. “Control” is generally defined as the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a company, whether through the ownership of voting securities, by contract or otherwise. Control is generally presumed to exist through the direct or indirect ownership of 10% or more of the voting securities of a domestic insurance company or any entity that controls a domestic insurance company. Because we are domiciled in Florida, we are subject to Florida law, which prohibits any person from acquiring 5% or more of our outstanding voting securities without the prior approval of FLOIR. However, a party acquiring more than 5% but less than 10% of our voting securities that does not otherwise exercise control may make such acquisition without prior approval by filing a disclaimer of affiliation and control with FLOIR. These laws may discourage potential acquisition proposals and may delay, deter or prevent a change of control of us, including through transactions, and in particular unsolicited transactions, that some or all of our stockholders might consider to be desirable.

Recent and future changes to tax laws or applicable tax rates in the jurisdictions where we operate could materially and adversely affect our company.

The taxation of our business is subject to the enactment of, or changes in, tax laws, regulations and treaties, or the interpretation thereof, tax policy initiatives and reforms under consideration and the practices of tax authorities in various jurisdictions. Existing, new or future changes in tax laws, regulations and treaties, or the interpretation thereof, could have an adverse effect on our tax liabilities, business, results of operations and financial condition. We are unable to predict changes in tax laws or applicable tax rates enacted in the future in jurisdictions where we have operations or what effect such changes would have on our business, but such changes could affect our future financial position and overall tax rates in the future or increase the complexity, burden and cost of tax compliance.

Applicable tax rates may be subject to significant change in the jurisdictions or future jurisdictions in which we operate. If our effective tax rate increases, our operating results and cash flow could be adversely affected. Our effective income tax rate can vary significantly between periods due to a number of complex factors including, but not limited to, projected levels of taxable income in each jurisdiction, tax audits conducted and settled by various tax authorities, and adjustments to income taxes upon finalization of income tax returns.

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Risks Relating to Our Initial Public Offering and Ownership of Our Common Stock

There is no existing market for our common stock, and we do not know if one will develop to provide you with adequate liquidity to sell our common stock at prices equal to or greater than the price you paid in this offering.

Prior to this offering, there has not been a public market for our common stock. We cannot predict the extent to which investor interest in our company will lead to the development of an active trading market on   or otherwise or how liquid that market might become. If an active trading market does not develop, you may have difficulty selling any of our common stock that you buy. The initial public offering price for the common stock will be determined by negotiations between us and the representatives of the underwriters and may not be indicative of prices that will prevail in the open market following this offering. Consequently, you may not be able to sell our common stock at prices equal to or greater than the price you paid in this offering, or at all.

The price of our common stock may fluctuate significantly, and you could lose all or part of your investment.

Volatility in the market price of our common stock may prevent you from being able to sell your shares at or above the price you paid for them. The market price for our common stock could fluctuate significantly for various reasons, including:

• our operating and financial performance and prospects;

• our quarterly or annual earnings or those of other companies in our industry;

• the public’s reaction to our press releases, our other public announcements and our filings with the SEC;

• changes in, or failure to meet, earnings estimates or recommendations by research analysts who track our common stock or the stock of other companies in our industry;

• the failure of research analysts to cover our common stock;

• general economic, industry and market conditions;

• strategic actions by us, our customers or our competitors, such as acquisitions or restructurings;

• new laws or regulations or new interpretations of existing laws or regulations applicable to our business;

• changes in accounting standards, policies, guidance, interpretations or principles;

• material litigation or government investigations;

• changes in general conditions in the U.S. and global economies or financial markets, including those resulting from war, incidents of terrorism or responses to such events;

• changes in key personnel;

• sales of common stock by us, our principal stockholders or members of our management team;

• termination of lock-up agreements with our management team and principal stockholders;

• the granting or exercise of employee stock options;

• volume of trading in our common stock; and

• impact of the facts described elsewhere in these “Risk Factors.”

In addition, in recent years, the stock market has regularly experienced significant price and volume fluctuations. This volatility has had a significant impact on the market price of securities issued by many

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companies, including companies in our industry. The changes frequently appear to occur without regard to the operating performance of the affected companies. Hence, the price of our common stock could fluctuate based upon factors that have little or nothing to do with us and these fluctuations could materially reduce our share price.

If you purchase shares of our common stock in our initial public offering, you will experience substantial and immediate dilution.

If you purchase shares of our common stock in our initial public offering, you will experience substantial and immediate dilution in the pro forma net tangible book value per share because the price that you pay will be substantially greater than the pro forma net tangible book value per share of the common stock that you acquire. This dilution is due in large part to the fact that our earlier investors paid substantially less than the initial public offering price when they purchased their shares of our capital stock. You will experience additional dilution upon exercise of outstanding warrants to purchase our common stock or if we issue restricted stock to our employees under our equity incentive plan.

Our Pre-IPO Significant Stockholders may exert significant influence over us, their interests in our business may be different than yours, and certain statutory provisions afforded to stockholders are not applicable to us.

Bruce Lucas, Shannon Lucas and Robert Gries (the “Pre-IPO Significant Stockholders”) will control approximately   % of the combined voting power of our common stock (or   % if the underwriters exercise their option to purchase additional shares of common stock in full) after the completion of this offering and the application of the net proceeds from this offering. Further, at the closing of this offering, we will enter into a stockholders agreement (the “Stockholders Agreement”) with the Pre-IPO Significant Stockholders. Under the Stockholders Agreement, the Pre-IPO Significant Stockholders may approve or disapprove substantially all transactions and other matters requiring approval by our stockholders, such as a merger, consolidation, dissolution or sale of all or substantially all of our assets, the issuance or redemption of certain additional equity interests in an amount exceeding $   million, any change in the size of the board of directors and amendments to our certificate of incorporation or bylaws. Approval by the Pre-IPO Significant Stockholders is also required for any changes to the strategic direction or scope of the Company’s business, any acquisition or disposition of any asset or business having consideration in excess of   % of our total assets and the hiring and termination of our Chief Executive Officer, Chief Financial Officer or Chief Operating Officer (including terms of compensation). Furthermore, until the Pre-IPO Significant Stockholders no longer beneficially hold at least 10% of the aggregate number of outstanding shares of our common stock (the “Substantial Ownership Requirement”), the Pre-IPO Significant Stockholders may designate a majority of the nominees for election to our board of directors, including the nominee for election to serve as Chairman of our board of directors.

These rights may also delay, defer or even prevent an acquisition by a third party or other change of control of our company which could deprive you of an opportunity to receive a premium for your shares of common stock and may make some transactions more difficult or impossible without the support of the Pre-IPO Significant Stockholders, even if such events are in the best interests of minority stockholders. Furthermore, this concentration of voting power with the Pre-IPO Significant Stockholders may have a negative impact on the price of our common stock. In addition, the Pre-IPO Significant Stockholders will have the ability to designate a majority of the nominees for election to our board of directors, including the nominee for election to serve as Chairman of our board of directors until the Substantial Ownership Requirement is no longer met. As a result, the Pre-IPO Significant Stockholders may not be inclined to permit us to issue additional shares of common stock, including for the facilitation of acquisitions, if it would dilute their holdings below the    % threshold.

The Pre-IPO Significant Stockholders’ interests may not be fully aligned with yours, which could lead to actions that are not in your best interests. In addition, the Pre-IPO Significant Stockholders’ significant influence over us may discourage someone from making a significant equity investment in us, or could discourage

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transactions involving a change in control, including transactions in which you as a holder of shares of our common stock might otherwise receive a premium for your shares over the then-current market price.

Our amended and restated certificate of incorporation will provide that, to the fullest extent permitted by law, the doctrine of “corporate opportunity” under Delaware law will only apply against our directors and officers and their respective affiliates for competing activities related to insurance brokerage activities. This doctrine will not apply to any business activity other than insurance underwriting activities. Furthermore, the Pre-IPO Significant Stockholders may have business relationships outside of our business.

Our management will have broad discretion over the use of the proceeds we receive in this offering, and may not apply the proceeds in ways that increase the value of your investment.

We estimate that gross proceeds, prior to the deduction of transaction expenses, of the offering that we will receive will be approximately $   million, of which there is no assurance that all such shares will be sold. We intend to use the net proceeds of this offering to enable us to underwrite additional policies, to fund the growth of our business and for general corporate purposes. We will have broad discretion in the application of the proceeds, and investors will be relying on our judgment regarding the application of the proceeds of this offering. The actual amounts and timing of our actual expenditures depend on numerous factors, including the success of our efforts to market our products, the timing, our ability to reduce operating costs, and other unforeseen costs. Such costs and timing are highly uncertain, and they are subject to substantial risks and can often change. Depending on the outcome of these activities and other unforeseen events, our plans and priorities may change, and we may apply the proceeds of this offering in different proportions than we currently anticipate. Moreover, you will not have the opportunity to influence our decision on how to use the proceeds from this offering. We may use the proceeds for corporate purposes that do not immediately enhance our prospects for the future or increase the value of your investment.

We will incur significantly increased costs and devote substantial management time as a result of operating as a public company.

As a public company, we will incur significant legal, accounting and other expenses that we did not incur as a private company. For example, we will be subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and will be required to comply with the applicable requirements of the Sarbanes-Oxley Act and the Dodd-Frank Wall Street Reform and Consumer Protection Act, as well as rules and regulations subsequently implemented by the SEC and   , including the establishment and maintenance of effective disclosure and financial controls and changes in corporate governance practices, including the establishment and maintenance of a majority independent board of directors and required committees. We expect that compliance with these requirements will increase our legal and financial compliance costs and will make some activities more time-consuming and costly. In addition, our management team and board of directors have limited experience implementing public company compliance requirements, and therefore we expect that our management and other personnel will need to divert attention from operational and other business matters to devote substantial time to such efforts. In particular, we expect to incur significant expenses and devote substantial management effort toward ensuring compliance with the requirements of Section 404 of the Sarbanes-Oxley Act, which will increase when we are no longer an emerging growth company, as defined in The Jumpstart Our Business Act of 2012 (the “JOBS Act”). We will need to hire additional accounting and financial staff with appropriate public company experience and technical accounting knowledge and may need to establish an internal audit function. We cannot predict or estimate the amount of additional costs we may incur as a result of becoming a public company or the timing of such costs. We also expect that operating as a public company will make it more difficult and significantly more expensive for us to obtain director and officer liability insurance.

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We are an “emerging growth company” and we cannot be certain if the reduced disclosure and other requirements applicable to emerging growth companies will make our common stock less attractive to investors.

We are an “emerging growth company,” as defined in the JOBS Act, and we intend to take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act with respect to our internal control over financial reporting, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. We may take advantage of these provisions for up to five years or such earlier time that we are no longer an “emerging growth company.” We would cease to be an “emerging growth company” upon the earliest to occur of: (i) the last day of the fiscal year in which we have more than $1.235 billion (as adjusted for inflation pursuant to SEC rules from time to time) in annual revenues; (ii) the date we qualify as a “large accelerated filer,” with at least $700 million of equity securities; (iii) the issuance, in any three-year period, by our company of more than $1.0 billion in non-convertible debt securities held by non-affiliates; and (iv) the last day of the fiscal year ending after the fifth anniversary of this offering. We may choose to take advantage of some but not all of these reduced reporting and other burdens. To the extent we take advantage of any of the reduced reporting burdens in this prospectus or in future filings, the information that we provide our security holders may be different than you might get from other public companies in which you hold equity interests. We cannot predict if investors will find our common stock less attractive because we may rely on these exemptions. If some investors find our common stock less attractive as a result, there may be a less active trading market for our common stock and our stock price may be more volatile.

Because we have elected to use the extended transition period for complying with new or revised accounting standards for an “emerging growth company,” our combined financial statements may not be comparable to companies that currently comply with these accounting standards.

We have elected to use the extended transition period for complying with new or revised accounting standards under Section 7(a)(2)(B) of the Securities Act. This election allows us to delay the adoption of new or revised accounting standards that have different effective dates for public and private companies until those standards apply to private companies. As a result of this election, our combined financial statements may not be comparable to companies that comply with these accounting standards as of the public company effective dates. Consequently, our combined financial statements may not be comparable to companies that comply with public company effective dates. Because our combined financial statements may not be comparable to companies that comply with public company effective dates, investors may have difficulty evaluating or comparing our business, performance or prospects in comparison to other public companies, which may have a negative impact on the value and liquidity of our common stock. We cannot predict if investors will find our common stock less attractive because we plan to rely on this exemption. If some investors find our common stock less attractive as a result, there may be a less active trading market for our common stock and our stock price may be more volatile.

If we are unable to implement and maintain effective internal controls over financial reporting in the future, investors may lose confidence in the accuracy and completeness of our financial reports and the market price of our common stock may be negatively affected.

As a public company, we will be required to maintain internal controls over financial reporting and to report any material weaknesses in such internal controls. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of a company’s annual or interim financial statements will not be prevented or detected on a timely basis. Section 404 of the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”) requires that we evaluate and determine the effectiveness of our internal controls over financial reporting and, beginning with our annual report

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for the fiscal year ending December 31, 2025, provide a management report on the internal controls over financial reporting. If we have a material weakness in our internal controls over financial reporting, we may not detect errors on a timely basis and our financial statements may be materially misstated. We are in the process of designing and implementing the internal controls over financial reporting required to comply with this obligation, which process will be time-consuming, costly and complicated.

The occurrence of any of the following may cause investors to lose confidence in the accuracy and completeness of our financial reports and could negatively impact the price of our common stock:

• identification of material weaknesses in our internal controls over financial reporting;

• our inability to comply with the requirements of Section 404 of the Sarbanes-Oxley Act in a timely manner;

• our inability to assert that our internal controls over financial reporting are effective; or

• our independent registered public accounting firm’s inability to express an opinion as to the effectiveness of our internal controls over financial reporting.

If any of the foregoing occur, we may also become subject to investigations by the stock exchange on which our common stock is listed, the SEC or other regulatory authorities, as well as lawsuits by private plaintiffs.

We are a holding company, and we are accordingly dependent upon distributions from our subsidiaries to pay dividends, if any, taxes and other expenses. Additionally, we do not currently intend to pay dividends on our common stock following the offering.

We do not currently anticipate paying any cash or other dividends on our common stock. Instead, we intend to retain future earnings to fund our growth. In addition, as a holding company, our ability to pay dividends, taxes and other expenses will depend on amounts that our subsidiaries are able to pay us. For a three-year period beginning on January 7, 2022, Slide, as a newly licensed insurer in Florida, is precluded from paying dividends unless approved by FLOIR. There is no guarantee that we will elect to pay dividends when permitted to do so. Finally, business and regulatory considerations may impact the amount of dividends actually paid, and prior approval of dividend payments may be required. Therefore, you may not receive a return on your investment in our common stock by receiving a payment of dividends. See “Dividend Policy.”

The issuer of common stock in this offering does not conduct any substantive operations and, as a result, its ability to pay dividends, taxes and other expenses will be dependent upon the financial results and cash flows of its operating subsidiaries and the distribution or other payment of cash to it in the form of dividends or otherwise. The direct and indirect subsidiaries of the issuer are separate and distinct legal entities and have no obligation to make any funds available to the issuer.

In addition, the declaration and payment of dividends will be at the discretion of our board of directors and will be dependent upon the profits and financial requirements of our company and other factors, including legal and regulatory restrictions on the payment of dividends, general business conditions and such other factors as our board of directors deems relevant.

We may change our underwriting guidelines or our strategy without stockholder approval.

Our management has the authority to change our underwriting guidelines or our strategy without notice to our stockholders and without stockholder approval. As a result, we may make significant changes to our operations which could result in our pursuing a strategy or implementing underwriting guidelines that may be materially different from the strategy or underwriting guidelines described in this prospectus.

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Future sales of our common stock, or the perception in the public markets that these sales may occur, may depress our stock price.

Sales of substantial amounts of our common stock in the public market after this offering, or the perception that these sales could occur, could adversely affect the price of our common stock or warrants to purchase our common stock and could impair our ability to raise capital through the sale of additional shares. Upon completion of this offering, there will be    shares of our common stock outstanding, including       shares issuable upon conversion of the Series A preferred stock in connection with this offering. Of these shares, all the    shares of common stock sold in this offering will be freely tradable immediately after this offering (except for any shares purchased by our affiliates, if any, and shares purchased through the directed share program). The remaining outstanding    shares, plus any shares purchased through the directed share program, may be sold upon expiration of lock-up agreements 180 days after the date of this prospectus (subject in some cases to volume limitations).

We also intend to register all common stock that we may issue under our equity compensation plans. Effective upon the completion of this offering, an aggregate of     shares of our common stock will be reserved for future issuance under the 2024 Plan and the Prior Plan. Once we register these shares, which we plan to do shortly after the completion of this offering, they can be freely sold in the public market upon issuance, subject to the lock-up agreements referred to above. If a large number of these shares are sold in the public market, the sales could reduce the trading price of our common stock.

Certain provisions of our amended and restated certificate of incorporation and our amended and restated bylaws may make it difficult for stockholders to change the composition of our board of directors and may discourage hostile takeover attempts that some of our stockholders may consider to be beneficial.

Certain provisions of our amended and restated certificate of incorporation and amended and restated bylaws may have the effect of delaying or preventing changes in control if our board of directors determines that such changes in control are not in the best interests of us and our stockholders. The provisions in such amended and restated certificate of incorporation and amended and restated bylaws will include, among other things, the following:

• until the Substantial Ownership Requirement is no longer met, the Pre-IPO Significant Stockholders may designate a majority of the nominees for election to our board of directors, including the nominee for election to serve as Chairman of our board of directors;

• the ability of our board of directors to issue shares of preferred stock and to determine the price and other terms, including preferences and voting rights, of those shares without stockholder approval;

• stockholder action can only be taken at a special or regular meeting and not by written consent;

• advance notice procedures for nominating candidates to our board of directors or presenting matters at stockholder meetings;

• removal of directors only for cause; and

• allowing only our board of directors to fill vacancies on our board of directors.

We will elect in our amended and restated certificate of incorporation not to be subject to Section 203 of the Delaware General Corporation Law (the “DGCL”), an anti-takeover law. In general, Section 203 prohibits a publicly held Delaware corporation from engaging in a business combination, such as a merger, with a person or group owning 15% or more of the corporation’s voting stock for a period of three years following the date the person became an interested stockholder, unless (with certain exceptions) the business combination or the transaction in which the person became an interested stockholder is approved in a prescribed manner. Accordingly, we will not be subject to any anti-takeover effects of Section 203.

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While these provisions have the effect of encouraging persons seeking to acquire control of our company to negotiate with our board of directors, they could enable the board of directors to hinder or frustrate a transaction that some, or a majority, of the stockholders might believe to be in their best interests, including an acquisition that would result in a price per share at a premium over the market price, and, in that case, may prevent or discourage attempts to remove and replace incumbent directors.

These provisions may frustrate or prevent any attempts by our stockholders to replace or remove our current management by making it more difficult for stockholders to replace members of our board of directors, which is responsible for appointing the members of our management. For more information, see “Description of Capital Stock.”

Any issuance of preferred stock could make it difficult for another company to acquire us or could otherwise adversely affect holders of our common stock, which could depress the price of our common stock.

Upon completion of this offering, our board of directors will have the authority to issue preferred stock and to determine the preferences, limitations and relative rights of shares of preferred stock and to fix the number of shares constituting any series and the designation of such series, without any further vote or action by our stockholders. Our preferred stock could be issued with voting, liquidation, dividend and other rights superior to the rights of our common stock. The potential issuance of preferred stock may delay or prevent a change in control of us, discouraging bids for our common stock at a premium over the market price, and adversely affect the market price and the voting and other rights of the holders of our common stock.

Our business and stock price may suffer as a result of our lack of public company operating experience. In addition, if securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, our stock price and trading volume could decline.

We are a privately held company. Our lack of public company operating experience may make it difficult to forecast and evaluate our future prospects. If we are unable to execute our business strategy, either as a result of our inability to effectively manage our business in a public company environment or for any other reason, our business, prospects, financial condition and results of operations may be harmed. In addition, as a new public company we do not currently have and may never obtain research coverage by securities and industry analysts. If no securities or industry analysts commence coverage of our company, the trading price for our stock would be negatively impacted. If we obtain securities or industry analyst coverage and if one or more of the analysts who covers us downgrades our stock or publishes inaccurate or unfavorable research about our business, our stock price would likely decline. If one or more of these analysts ceases coverage of us or fails to publish reports on us regularly, demand for our stock could decrease, which could cause our stock price and trading volume to decline.

Our amended and restated certificate of incorporation provides that the Court of Chancery of the State of Delaware is the exclusive forum for certain disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.

Our amended and restated certificate of incorporation provides that, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware shall be the exclusive forum for (i) any derivative action or proceeding brought on our behalf, (ii) any action asserting a claim of breach of fiduciary duty owed by any of our directors, officers or other employees to us or to our stockholders, (iii) any action asserting a claim arising pursuant to any provision of the DGCL or (iv) any action asserting a claim governed by the internal affairs doctrine. Unless we consent in writing to the selection of an alternative forum, the exclusive forum for any action under the Securities Act or the Exchange Act shall be either the Court of Chancery of the State of Delaware or the federal district court for the District of Delaware. This exclusive forum provision will not apply to claims which are vested in the exclusive jurisdiction of a court or forum other than the

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Court of Chancery of the State of Delaware, for which the Court of Chancery of the State of Delaware does not have subject matter jurisdiction or, in the case of an action under the Securities Act or the Exchange Act, for which neither the Court of Chancery of the State of Delaware nor the federal district court for the District of Delaware has subject matter jurisdiction. This choice of forum provision may limit a stockholder’s ability to bring a claim in a judicial forum that the stockholder finds favorable for disputes with us or our directors, officers or other employees and may discourage these types of lawsuits. In addition, stockholders who do bring a claim in the Court of Chancery of the State of Delaware could face additional litigation costs in pursuing any such claim, particularly if they do not reside in or near Delaware. Furthermore, if a court were to find the choice of forum provision contained in our amended and restated certificate of incorporation to be inapplicable or unenforceable with respect to one or more of the specified types of actions or proceedings, we may incur additional costs associated with resolving such action in other jurisdictions, which could harm our business, results of operations and financial condition.

Our internal controls over financial reporting may not be effective and our independent registered public accounting firm may not be able to certify as to their effectiveness, which could have a significant and adverse effect on our business and reputation.

We are not currently required to comply with SEC rules that implement Section 404 of the Sarbanes-Oxley Act and are therefore not required to make a formal assessment of the effectiveness of our internal controls over financial reporting for that purpose. We will be required to comply with these rules upon ceasing to be an “emerging growth company” as defined in the JOBS Act.

When evaluating our internal controls over financial reporting, we may identify material weaknesses that we may not be able to remediate in time to meet the applicable deadline imposed upon us for compliance with the requirements of Section 404 of the Sarbanes-Oxley Act. In addition, if we fail to achieve and maintain the adequacy of our internal controls, as such standards are modified, supplemented or amended from time to time, we may not be able to ensure that we can conclude on an ongoing basis that we have effective internal controls over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act. We cannot be certain as to the timing of completion of our evaluation, testing and any remediation actions or the impact of the same on our operations. If we are not able to implement the requirements of Section 404 of the Sarbanes-Oxley Act in a timely manner or with adequate compliance, our independent registered public accounting firm may issue an adverse opinion due to ineffective internal controls over financial reporting, and we may be subject to sanctions or investigation by regulatory authorities, such as the SEC. As a result, there could be a negative reaction in the financial markets due to a loss of confidence in the reliability of our financial statements. In addition, we may be required to incur costs in improving our internal control system and the hiring of additional personnel. Any such action could negatively affect our business, results of operations and financial condition.

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

We have made statements under the captions “Prospectus Summary,” “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Business” and in other sections of this prospectus that are forward-looking statements. In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “aim,” “estimates,” “predicts,” “potential” or “continue,” the negative of these terms and other comparable terminology. These forward-looking statements, which are subject to risks, uncertainties and assumptions about us, may include projections of our future financial performance, our anticipated growth strategies and anticipated trends in our business. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements, including those factors discussed under the caption entitled “Risk Factors.” You should specifically consider the numerous risks outlined under “Risk Factors.”

Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. We are under no duty to update any of these forward-looking statements after the date of this prospectus to conform our prior statements to actual results or revised expectations.

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USE OF PROCEEDS

We estimate that the net proceeds to us from this offering will be approximately $   million, assuming an initial public offering price of $   per share (the midpoint of the range set forth on the cover page of this prospectus), after deducting estimated underwriting discounts and commissions and estimated offering expenses. Each $1.00 increase (decrease) in the public offering price per share would increase (decrease) our net proceeds, after deducting estimated underwriting discounts and commissions, by $   million. We intend to use the net proceeds of this offering to enable us to underwrite additional policies, to fund the growth of our business and for general corporate purposes.

We will not receive any proceeds from the sale of shares of our common stock by the selling stockholders in this offering.

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DIVIDEND POLICY

We currently intend to retain any future earnings for use in the operation of our business and do not intend to declare or pay any cash dividends in the foreseeable future. Any determination to declare and pay dividends on our common stock in the future will be at the discretion of our board of directors. Our board of directors may take into account a variety of factors when determining whether to declare any dividends, including (i) our financial condition, results of operations, liquidity and capital requirements, (ii) general business conditions, (iii) legal, tax and regulatory limitations, (iv) contractual prohibitions and other restrictions, (v) the effect of any dividends on our financial strength or other ratings and (vi) any other factors that our board of directors considers relevant.

As a holding company without significant operations of our own, the principal sources of our funds are dividends and other payments from our subsidiaries. The ability of our insurance subsidiaries to pay dividends to us is subject to limits under insurance laws of the state or jurisdiction in which our insurance subsidiary is domiciled. In addition, the consent orders we entered into with the FLOIR may directly or indirectly affect our ability to declare and pay or the amount of dividends.

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CAPITALIZATION

The following table sets forth our cash, cash equivalents and capitalization as of June 30, 2024:

• on an actual basis;

• on a pro forma basis, giving effect to the (i) the filing and effectiveness of our amended and restated certificate of incorporation, which will occur immediately prior to the completion of this offering and (ii) the automatic conversion of all outstanding shares of our Series A preferred stock into shares of our common stock, which will occur immediately prior to the closing of this offering; and

• on a pro forma as adjusted basis, giving effect to the pro forma adjustments discussed above, and giving further effect to the sale by us of    shares of common stock in this offering, at an assumed initial public offering price of $    per share, the midpoint of the range set forth on the cover page of this prospectus.

The as adjusted information set forth in the table below is illustrative only and will adjust based on the actual initial public offering price and other terms of this offering determined when the initial public offering price is determined. You should read this table with the sections of this prospectus entitled “Use of Proceeds,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and notes thereto appearing elsewhere in this prospectus.

	As of June 30, 2024
	Actual			Pro Forma		Pro Forma As Adjusted (2)
Cash and cash equivalents	$	382,281				$
Long-term debt	$	42,318				$
Shareholders’ equity(1):
Series A preferred stock, $0.01 par value per share, 20,000,000 shares authorized, 9,252,416 shares issued and outstanding as of June 30, 2024, actual; 20,000,000 shares authorized, no shares issued or outstanding, pro forma, no shares issued or outstanding, pro forma, as adjusted		92
Common stock, $0.01 par value per share, 40,000,000 shares authorized, 10,222,576 shares outstanding as of June 30, 2024 actual; 100,000,000 shares authorized, 10,222,576 shares outstanding, pro forma 100,000,000 shares authorized,     shares outstanding pro forma, as adjusted		102
Additional paid-in capital		127,289
Accumulated other comprehensive loss, net of taxes		(317	)
Retained earnings		216,521
Total shareholders’ equity	$	343,687				$
Total capitalization	$	386,005				$

(1) As of June 30, 2024, we had     preferred stock warrants outstanding, each of which was exercisable to purchase one share of Series A preferred stock at an exercise price of $0.01 per share. See “Description of Capital Stock” for a discussion of our outstanding warrants.

(2) Each $1.00 increase or decrease in the assumed initial public offering price per share of $    (which is the midpoint of the price range set forth on the cover page of this prospectus) would increase or decrease, as applicable, the pro forma as adjusted amount of each of cash and cash equivalents, additional paid-in capital and total shareholders’ deficit by approximately $    million, assuming that the number of shares of common stock offered by us, as set forth on the cover page of this prospectus, remains the same and after

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deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us. Similarly, each 1,000,000 share increase or decrease in the number of shares of common stock offered in this offering would increase or decrease, as applicable, the pro forma as adjusted amount of each of cash and cash equivalents, additional paid-in capital and total shareholders’ deficit by $    million, assuming that the initial public offering price per share remains at $    (which is the midpoint of the price range set forth on the cover page of this prospectus), and after deducting estimated underwriting discounts and commissions and estimated offering expenses payable by us.

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DILUTION

If you invest in our common stock, your interest will be immediately diluted to the extent of the difference between the initial public offering price per share of our common stock and the pro forma net tangible book value per share of our common stock after this offering.

Our historical net tangible book value as of June 30, 2024 was $329.5 million, or $32.23 per share of common stock. Our historical net tangible book value per share represents tangible assets, less liabilities, divided by the aggregate number of shares of common stock outstanding as of June 30, 2024.

Our pro forma net tangible book value as of June 30, 2024 was $   , or $   per share of common stock. Our pro forma net tangible book value per share represents tangible assets, less liabilities, divided by the aggregate number of shares of common stock outstanding as of June 30, 2024, after giving effect to (i) the filing and effectiveness of our amended and restated certificate of incorporation, which will occur immediately prior to the completion of this offering and (ii) the automatic conversion of all outstanding shares of our Series A preferred stock into    shares of our common stock.

After giving further effect to the sale by us of the   shares of common stock in this offering, at an assumed initial public offering price of $   per share, the midpoint of the range set forth on the cover page of this prospectus, and the receipt and application of the net proceeds, our pro forma as adjusted net tangible book value as of June 30, 2024 would have been $   or $   per share. This represents an immediate increase in pro forma as adjusted net tangible book value to existing stockholders of $   per share and an immediate dilution to new investors of $   per share. Dilution per share represents the difference between the price per share to be paid by new investors for the shares of common stock sold in this offering and the pro forma net tangible book value per share immediately after this offering. The following table illustrates this per share dilution:

Assumed initial public offering price			$
Historical net tangible book value per share as of June 30, 2024	$
Increase per share attributable to the pro forma adjustments described above
Pro forma net tangible book value per share as of June 30, 2024
Increase in pro forma net tangible book value per share attributable to new investors
Pro forma as adjusted net tangible book value per share after offering
Dilution per share to new investors			$

A $1.00 increase or decrease in the assumed initial public offering price of $   per share, the midpoint of the price range set forth on the cover of this prospectus, would increase or decrease pro forma net tangible book value by $   million, or $   per share, and would increase or decrease the dilution per share to investors in this offering by $   , based on the assumptions set forth above.

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The following table sets forth, on a pro forma basis, as of June 30, 2024, the number of shares of common stock purchased from Slide, the total consideration paid, or to be paid, and the average price per share paid, or to be paid, by existing stockholders and by the new investors, at an assumed initial public offering price of $   per share, the midpoint of the range set forth on the cover page of this prospectus, before deducting estimated underwriting discounts and commissions and offering expenses payable by Slide:

	Shares Purchased					Total Consideration					Average Price Per Share
	Number		Percent			Amount		Percent
Existing stockholders					%	$				%
New investors
Total				100	%	$			100	%

The foregoing tables assume no exercise of the underwriters’ over-allotment option or of outstanding stock options after June 30, 2024. At June 30, 2024, 2,750,000 shares of common stock were subject to outstanding options, at a weighted average exercise price of $4.67. To the extent these options are exercised there will be further dilution to new investors.

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MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations is intended to help prospective investors understand our business, results of operations, liquidity and capital resources and should be read in conjunction with our consolidated financial statements and related notes appearing elsewhere in this prospectus. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions, described under the section titled “Risk Factors” and elsewhere in this prospectus. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, including, but not limited to, those which are not within our control. See “Special Note Regarding Forward-Looking Statements.”

Overview

Launched in 2021, we are a technology-enabled, fast-growing, coastal specialty insurer. We focus on profitable underwriting of single family and condominium policies in the P&C industry in coastal states along the Atlantic seaboard through our insurance subsidiary, Slide Insurance Company (“SIC”). We utilize our differentiated technology and data-driven approach to focus on market opportunities that are underserved by other insurance companies. We acquire policies both from inorganic block acquisitions and subsequent renewals, as well as new business sales through a combination of independent agents and our direct-to-consumer (“DTC”) channel, through which we sell our insurance products directly to end consumers, without the use of retailers, brokers, agents or other intermediaries. We do not depend on any one key product or product line within the coastal specialty homeowners insurance market. We control all aspects of our value chain, including technology, underwriting, actuarial, distribution, claims and risk management which allows us to maximize profitability while maintaining disciplined underwriting standards.

Our goal is to deliver long-term value for stockholders by focusing on underserved, coastal specialty markets where market capacity is limited and demand for insurance products is high. Coastal specialty market demand for insurance products has increased over the last few years as the larger, national insurance carriers have reduced their underwriting capacity in such markets which has created a unique market opportunity for us to capitalize on the imbalance of supply and demand.

We have one reportable segment. For the six months ended June 30, 2023 and June 30, 2024, we had gross premiums written of $370.1 million and $593.0 million, policy fees of $1.6 million and $2.9 million, consolidated combined ratio of 77.8% and 68.5% and net income of $40.1 million and $108.5 million, respectively, highlighting our rapid and profitable growth. As of June 30, 2024, we had total assets of $1,590.0 million, shareholders’ equity of approximately $343.7 million and tangible shareholders’ equity of approximately $329.5 million. For the six months ended June 30, 2024, we had a return on equity of 35.5% and a return on tangible equity of 39.5%. For the years ended December 31, 2022 and December 31, 2023, we had gross premiums written of $480 million and $875 million, policy fees of $2 million and $3 million, consolidated combined ratio of 89.6% and 78.9% and net income of $22 million and $87 million respectively, highlighting our rapid and profitable growth. As of December 31, 2023, we had total assets of $1.1 billion, shareholders’ equity of approximately $238 million and tangible shareholders’ equity of approximately $219 million. For the year ended December 31, 2023, we had a return on equity of 46.9% and a return on tangible equity of 53.2%.

Key Components of Our Results of Operations

Revenue

Gross premiums written. Gross premiums written represent, with respect to a fiscal period, the sum of assumed premiums written from Citizens Property Insurance Corporation (“Citizens”) policy assumptions (net of opt-outs) plus direct premiums written (premiums from subsequent renewals of such Citizens policies and new and renewal policies written through independent agents and our DTC channel, net of any midterm

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cancellations), in each case prior to amounts ceded to reinsurers. Gross premiums written in any given fiscal period are affected by:

• Amount of premiums assumed from Citizens acquisitions;

• Block acquisitions from other third-party insurers;

• Renewals of existing policies;

• New business submissions and binding of new submissions into effective policies;

• Average premium of new and renewal policies; and

• Premium rates on new and renewal policies.

Gross premiums earned. Gross premiums earned represent the portion of our gross premiums written earned during a fiscal period from assumed (including those assumed from Citizens), direct policies written and subsequent renewals of such policies. Gross premiums written associated with assumed policies from Citizens are earned ratably over the remaining term of the policy and gross premiums written associated with voluntary and renewal policies are earned ratably over the term of the policy, all such new and renewal policies currently have a term of twelve months from date of issuance.

Ceded premiums earned. Ceded premiums earned represent the earned portion of our gross premiums written ceded to reinsurers and other costs of our reinsurance during a fiscal period. We recognize the cost of our reinsurance program ratably over the term of the arrangement, which is typically twelve months. Our ceded premiums earned represent costs of reinsurance to cover losses from catastrophes that exceed the retention levels defined by our catastrophe excess of loss reinsurance contracts. The rates we pay for reinsurance are based primarily on policy exposures reflected in gross premiums earned.

Net premiums earned. Net premiums earned reflect gross premiums earned less ceded premiums earned during the fiscal period.

Net investment income. Net investment income represents interest earned from cash, cash equivalents, restricted cash, fixed-maturity securities, money market accounts and other investments, and the realized gains or losses from the sale of investments. Factors affecting net investment income include the size of our investment portfolio and the yield generated by the underlying investments in our investment portfolio.

Policy fees. Florida law allows insurers to charge policyholders a $25 policy fee on each policy written. Policy fees represent such upfront policy fees. These fees are not subject to refund, and accordingly we recognize policy fees as income immediately when collected in accordance with ASC 606, which coincides with the completion of our service obligation when the policy is issued.

Other income. Other income represents all pay-plan fees and commission income earned by our retail agency subsidiary that sells on behalf of non-affiliated carriers. We charge pay-plan fees to policyholders that pay their premium in more than one installment and record the fees as income when collected.

Expenses

Losses and loss adjustment expenses incurred, net. Losses and loss adjustment expenses incurred, net reflect losses paid, expenses paid to resolve claims, such as fees paid to adjusters, attorneys and investigators, and changes in our reserves for unpaid losses and loss adjustment expenses incurred, net during the fiscal period, in each case net of losses ceded to reinsurers. Our reserves for unpaid losses and loss adjustment expenses incurred, net represent the estimated ultimate cost of resolving all reported claims plus all losses we incurred related to insured events that we assume have occurred as of the reporting date, but that policyholders have not yet reported to us (which are commonly referred to as “incurred but not reported,” or “IBNR”). We estimate our reserves for

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unpaid losses using individual case-based estimates for reported claims and actuarial estimates for IBNR losses. We continually review and adjust our estimated losses as necessary based on industry development trends, our evolving claims experience and new information obtained. If our unpaid losses and loss adjustment expenses incurred, net are considered deficient or redundant, we increase or decrease the liability in the period in which we identify the difference and reflect the change in our current period results of operations.

In general, our losses and loss adjustment expense reserves (“LAE”) are affected by:

• the occurrence, frequency and severity of claims associated with the particular types of insurance contracts that we write;

• the reinsurance agreements we have in place at the time of a loss;

• the mix of business written by us;

• changes in the legal or regulatory environment related to the business we write;

• trends in legal defense costs; and

• inflation in the cost of claims including inflation related to wages, medical costs and building materials.

Losses and LAE are based on actual paid losses and expenses, as well as an actuarial analysis of the estimated losses, including losses incurred during the period and changes in estimates from prior periods. Losses and LAE may be paid out over a period of years.

Policy acquisition and other underwriting expenses. Policy acquisition and other underwriting expenses consist of the following items: (i) commissions paid to outside agents at the time of policy issuance, (ii) premium taxes and (iii) inspection fees. We recognize policy acquisition and other underwriting expenses ratably over the term of the underlying policy. Until renewed, policies assumed from Citizens have no associated policy acquisition and other underwriting expenses.

General and administrative expenses. General and administrative expenses include compensation and related benefits, professional fees, office lease and related expenses, information system expenses, corporate insurance, and other general and administrative costs.

Interest expense. Interest expense consists of interest paid on our commercial loans and Credit Facility (as defined below), amortization of debt issuance costs, net settlements of interest rate swaps, and changes in market value of interest rate swaps.

Depreciation expense. Depreciation expense includes depreciation of property and equipment, including software developed for internal use.

Amortization expense. Amortization expense includes amortization of renewal rights and other intangible assets.

Other operating expense. Other operating expense includes other miscellaneous expenses.

Income tax expense. Income tax expense generally consists of income taxes payable by our subsidiaries that are taxed as corporations. We were incorporated as a corporation in the state of Delaware on March 2, 2021. As a corporation, we are subject to typical corporate U.S. federal and state income tax rates which we expect to result in a statutory tax rate of approximately 26% under current tax law.

Key Metrics & Ratios

We discuss certain key financial and operating metrics, described below, which provide useful information about our business and the operational factors underlying our financial performance.

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Loss ratio, expressed as a percentage, is the ratio of losses and loss adjustment expenses incurred, net to net premiums earned.

Policy acquisition expense ratio is the ratio, expressed as a percentage, of policy acquisition expenses and other underwriting expenses to net premiums earned.

Expense ratio, expressed as a percentage, is the ratio of policy acquisition and other underwriting expenses, general and administrative expenses, and other operating expense to net premiums earned.

Combined ratio is the sum of the loss ratio and the expense ratio. A combined ratio under 100% indicates an underwriting profit. A combined ratio over 100% indicates an underwriting loss.

Combined ratio, excluding catastrophic losses & prior year claims development is a non-GAAP financial measure. We define the combined ratio, excluding catastrophic losses & prior year claims development as the sum of the loss ratio, excluding losses associated with catastrophic losses and prior year claims development, and the expense ratio. We use the combined ratio, excluding catastrophic losses & prior year claims development as an internal performance measure in the management of our operations because trends in our business may be obscured by current year catastrophe losses and prior year claims development. Current year catastrophe losses cause our loss trends to vary significantly between periods as a result of their frequency of occurrence and magnitude, and can have a significant impact on the combined ratio. Prior year claims development is caused by unexpected loss development on historical reserves. See “Prospectus Summary—Summary Consolidated Financial and Other Data” for a reconciliation of the combined ratio, excluding catastrophic losses & prior year claims development to the combined ratio, the most directly comparable GAAP measure.

Debt to capitalization ratio is the ratio, expressed as a percentage, of total outstanding debt to total capitalization.

Return on equity represents net income expressed on an annualized basis as a percentage of average beginning and ending shareholders’ equity during the period.

Return on tangible equity is a non-GAAP financial measure. We define tangible shareholders’ equity as shareholders equity less goodwill and other intangible assets. We define return on tangible equity as net income expressed on an annualized basis as a percentage of average beginning and ending tangible shareholders’ equity during the period. We regularly evaluate acquisition opportunities and have historically made acquisitions that affect shareholders’ equity. We use return on tangible equity as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. See “Prospectus Summary—Summary Consolidated Financial and Other Data” for a reconciliation of return on tangible equity to return on equity, the most directly comparable GAAP measure.

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Results of Operations

Six Months Ended June 30, 2024 Compared to Six Months Ended June 30, 2023

The following table summarizes our results of operations for the six months ended June 30, 2023 and 2024.

	Six Months Ended June 30, (in thousands)
	2024			2023			Change			% Change
Gross premiums written	$	592,964		$	370,076		$	222,888			60	%
Change in unearned premiums		(95,036	)		(113,636	)		18,600			16	%
Gross premiums earned		497,928			256,440			241,488			94	%
Ceded premiums earned		(114,854	)		(55,216	)		(59,638	)		(108	%)
Net premiums earned		383,074			201,224			181,850			90	%
Net investment income		21,714			7,658			14,056			(184	%)
Policy fees		2,920			1,624			1,296			80	%
Other income		549			829			(280	)		(34	%)
Total revenue		408,257			211,335			196,922			93	%
Losses and loss adjustment expenses incurred, net		168,541			86,949			81,592			94	%
Policy acquisition and other underwriting expenses		34,862			27,287			7,575			28	%
General and administrative expenses		53,833			37,305			16,528			44	%
Interest expense		1,587			687			900			131	%
Depreciation expense		680			0			680			N/A
Amortization expense		3,946			5,120			(1,174	)		(23	%)
Other operating expense		0			10			(10	)		(100	%)
Total expense		263,449			157,358			106,091			67	%
Net income before income tax expense		144,808			53,977			90,831			168	%
Income tax expense		36,353			13,899			22,454			162	%
Net income	$	108,455		$	40,078		$	68,377			171	%
Loss ratio		44.0	%		43.2	%		0.8	%		1.9	%
Expense ratio		24.4	%		34.6	%		(10.2	%)		(29.5	%)
Combined ratio		68.5	%		77.8	%		(9.4	%)		(12.1	%)
Combined ratio, excluding catastrophic losses & prior year claims development(1)		55.5	%		69.3	%		(14.1	%)		(20.4	%)
Policy acquisition expense ratio		9.1	%		16.5	%		(4.5	%)		(33.1	%)
Debt to capitalization ratio		11.0	%		16.5	%		(5.5	%)		(33.3	%)
Return on equity		35.5	%		25.0	%		12.3	%		49.2	%
Return on tangible equity(2)		37.5	%		29.5	%		9.9	%		33.6	%

(1) Non-GAAP financial measure. See “Prospectus Summary—Summary Consolidated Financial and Other Data” for a reconciliation of the combined ratio, excluding catastrophic losses & prior year claims development to the combined ratio, the most directly comparable GAAP measure.

(2) Non-GAAP financial measure. See “Prospectus Summary—Summary Consolidated Financial and Other Data” for a reconciliation of return on tangible equity to return on equity, the most directly comparable GAAP measure.

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Revenue

Gross premiums written. Gross premiums written increased from $370.0 million for the six months ended June 30, 2023 to $593.0 million for the six months ended June 30, 2024. The increase in net premium written was primarily a result of policies assumed from Citizens, the acquisition and subsequent renewals of Truck Insurance Exchange, a subsidiary of Farmers Insurance Company, Inc. (“Farmers”) Florida homeowners’ policies with effective dates of February 2024 and later and increased renewals of existing policies. The following table summarizes the sources of our written policies in force as at June 30, 2023 and June 30, 2024:

	St. Johns Insurance Company Policies		Citizens Policies		UPC Policies		Organic Policies(1)		Farmers Policies		Total
Policies in force as of December 31, 2022		99,402		—		—		—		—		99,402
Policies acquired		—				83,216		N/A		—		83,216
New policies written		—		—		—		5,101		—		5,101
Policies lapsed or cancelled(2)		52,616				44,625		209		—		97,450
Policies renewed		41,043				18,822		N/A		—		59,865
Policies in force as of June 30, 2023		87,829				57,413		4,892		—		150,134
Policies in force as of December 31, 2023		78,090		81,487		41,229		10,698		—		211,504
Policies acquired		—		64,585		—		N/A				64,585
New policies written		N/A		N/A		N/A		13,212		10,396		23,608
Policies lapsed or cancelled(2)		40,515		51,954		18,559		5,171		367		116,566
Policies renewed		33,723		41,258		12,875		4,191		0		92,047
Policies in force as of June 30, 2024		71,298		135,376		35,545		22,930		10,029		275,178

(1) Refers to policies originated by Slide through its independent agents, as well as through its direct-to-consumer channel. For the periods presented, new policies written directly to customers represent less than 1% of policies written in the organic channel.

(2) Includes all policies that expired during the period presented, including policies that were eventually renewed by customers during the period presented.

Our policies acquired during the six months ended June 30, 2024 decreased by 18,631 policies, or 22%, compared to the same period in 2023 as a result of a decrease in policies acquired from UPC (acquired in February 2023), offset by an increase in Citizens policies acquired during the period. In addition, for the six months ended June 30, 2024, our policy renewals increased by 32,182, or 54%, as a result of of the renewal of policies acquired from Citizens and UPC as compared to the same period in 2023. Our average premium per policy increased from $3,830 at June 30, 2023 to $3,991 at June 30, 2024, as a result of renewing acquired policies in accordance with Slide’s approved rates, including any approved rate increases effective prior to the renewal of the policy.

Gross premiums earned. Gross premiums earned increased from $256.4 million for the six months ended June 30, 2023 to $497.9 million for the six months ended June 30, 2024. Our policies-in-force as of June 30, 2023 and June 30, 2024 were approximately 150,134, and 275,178, respectively, and this increase had a impact on our gross premiums earned.

Ceded premiums earned. Ceded premiums for the six months ended June 30, 2023 and 2024 were approximately $55.2 million and $114.9 million, respectively, representing 21.5% and 23.1%, respectively, of gross premiums earned. The $59.7 million increase was primarily attributable to increased catastrophe reinsurance purchased due to increased policies in force.

Net premiums earned. Net premiums earned increased from $201.2 million for the six months ended June 30, 2023 to $383.1 million for the six months ended June 30, 2024. The increase in net premiums earned in the comparable periods was primarily attributable to policies assumed from Citizens and increased renewals of existing policies.

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Net investment income. Net investment income, inclusive of realized investment losses, increased from $7.7 million for the six months ended June 30, 2023 to $21.7 million for the six months ended June 30, 2024. Our average investable assets increased from $398.3 million for the six months ended June 30, 2023 to $855.8 million for the six months ended June 30, 2024. The increase in net investment income was due to increased equity from retained earnings and increased policies in force.

Policy fees. Policy fees increased from $1.6 million for the six months ended June 30, 2023 to $2.9 million for the six months ended June 30, 2024. The increase in policy fees in the comparable periods was primarily attributable to the increased renewals of existing policies.

Other income. Other income increased from $0.8 million for the six months ended June 30, 2023 to $0.5 million for the six months ended June 30, 2024. The increase in other income between the comparable periods was primarily attributable to the sale of a small segment of commissionable premium produced for other insurance companies.

Total revenue. Total revenue increased from $211.3 million for the six months ended June 30, 2023 to $408.3 million for the six months ended June 30, 2024. The increase in total revenue was due primarily to policies assumed from Citizens and increased renewals of existing policies.

Expenses

Losses and loss adjustment expenses incurred, net. Losses and loss adjustment expenses incurred, net increased from $86.9 million for the six months ended June 30, 2023 to $168.5 million for the six months ended June 30, 2024. The increase in losses and loss adjustment expenses incurred, net resulted primarily from the increase in policies in force. Losses and loss adjustment expenses incurred, net for the six months ended June 30, 2024 included losses paid of $97.7 million and a $70.9 million increase in unpaid losses and loss adjustment expenses incurred, net, including the addition of $47.8 million of IBNR reserves. As of June 30, 2024, we reported $215.3 million in unpaid losses and loss adjustment expenses incurred, net, which included $168.4 million attributable to IBNR, or 78.2% of total reserves for unpaid losses and loss adjustment expenses incurred, net.

Policy acquisition and other underwriting expenses. Policy acquisition and other underwriting expenses for the six months ended June 30, 2023 and 2024 were approximately $27.3 million and $34.9 million, respectively, representing 13.6% and 9.1%, respectively, of net premiums earned. The increase was primarily attributable to increased policies in force offset by reduced acquisition costs of Citizens policies assumed.

General and administrative expenses. General and administrative expenses for the six months ended June 30, 2023 and 2024 were approximately $37.3 million and $53.8 million, respectively, representing 18.5% and 14.1%, respectively, of net premiums earned. The increase was due primarily to increased policies in force offset by efficiencies gained from increased scale. Payroll and related expenses increased from $16.1 million to $24.7 million for the six months ended June 30, 2023 and 2024, respectively. This increase is attributed to increased personnel needed to grow and service in force policies. Personnel count increased from 84 at January 1, 2023 to 139 at June 30, 2023 and from 171 at January 1, 2024 to 259 at June 30, 2024. Software and IT infrastructure expenses increased from $2.7 million to $9.3 million for the six months ended June 30, 2023 and 2024, respectively. This increase is attributed to increased software costs related to increased policies in force. Professional services expenses decreased from $8.8 million to $8.4 million for the six months ended June 30, 2023 and 2024, respectively. This decrease is attributed to reduced costs from third parties in servicing policies in force.

Interest expense. Interest expense increased from $0.7 million for the six months ended June 30, 2023 to $1.6 million for the six months ended December 31, 2023. The increase was due primarily to the increase in outstanding debt.

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Depreciation expense. Depreciation expense for the six months ended June 30, 2023 and 2024 were $0.0 million and $0.7 million, respectively. The increase was due primarily to increased capitalized software in use.

Amortization expense. Amortization expense for the six months ended June 30, 2023 and 2024 were $5.1 million and $3.9 million, respectively, representing 2.5% and 1.0%, respectively, of net premiums earned. The increase was due primarily to the accelerated amortization of an intangible asset in 2023.

Other operating expense. Other operating expense for the six months ended June 30, 2023 and 2024 were approximately $0.0 million and $0.0 million, respectively. There was no change in other operating expenses.

Income tax expense. Income tax expense was $13.9 million and $36.4 million for the six months ended June 30, 2023 and 2024, respectively. Our effective tax rate for the six months ended June 30, 2023 and 2024 was 25.7% and 25.1%, respectively. The decrease in effective tax rate was due to an increase in tax-exempt investment income.

Ratios

Loss ratio. Our loss ratio increased from 43.2% for the six months ended June 30, 2023 to 44.0% for the six months ended June 30, 2024, primarily as a result of an increase in Citizens policies assumed at lower average premiums.

Expense ratio. Our expense ratio decreased from 34.6% for the six months ended June 30, 2023 to 24.4% for the six months ended June 30, 2024, primarily as a result of an increase in Citizens policies assumed without acquisition costs.

Combined ratio. Our combined ratio decreased from 77.8% for the six months ended June 30, 2023 to 68.5% for the six months ended June 30, 2024, primarily as a result of an increase in Citizens policies assumed without acquisition costs.

Combined ratio, excluding catastrophic losses & prior year claims development. Our combined ratio, excluding catastrophic losses and prior year claims development, ratio decreased from 69.3% for the six months ended June 30, 2023 to 55.5% for the six months ended June 30, 2024, primarily as a result of an increase in Citizens policies assumed without acquisition costs.

Policy acquisition expense ratio. Our policy acquisition expense ratio decreased from 13.6% for the six months ended June 30, 2023 to 9.1% for the six months ended June 30, 2024, primarily as a result of increased assumptions of Citizens policies.

Debt to capitalization ratio. Our debt to capitalization ratio decreased from 16.5% for the six months ended June 30, 2023 to 11.0% for the six months ended June 30, 2024, primarily as a result of increased equity from retained earnings.

Return on equity. Our return on equity increased from 25.0% for the six months ended June 30, 2023 to 37.3% for the six months ended June 30, 2024 as a result of increased policies in force and decreased policy acquisition costs.

Return on tangible equity. Our return on tangible equity increased from 29.5% for the six months ended June 30, 2023 to 39.5% for the six months ended June 30, 2024 as a result of increased policies in force and decreased policy acquisition costs.

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Year Ended December 31, 2023 Compared to Year Ended December 31, 2022

The following table summarizes our results of operations for the years ended December 31, 2022 and 2023:

	Year Ended December 31, (in thousands)
	2023			2022			Change			% Change
Gross premiums written	$	874,726		$	479,737		$	394,989			82.3	%
Change in unearned premiums		(279,641	)		(180,105	)		(99,536	)		55.3	%
Gross premiums earned		595,085			299,632			295,453			98.6	%
Ceded premiums earned		(153,673	)		(63,046	)		(90,627	)		143.7	%
Net premiums earned		441,412			236,586			204,826			86.6	%
Net investment income		20,932			2,380			18,552			779.5	%
Policy fees		3,468			2,203			1,265			57.4	%
Other income		2,718			1,263			1,455			115.2	%
Total revenue	$	468,530		$	242,432		$	226,098			93.3	%
Losses and loss adjustment expenses incurred, net	$	193,266		$	133,488		$	59,778			44.8	%
Policy acquisition and other underwriting expenses		58,564			33,487			25,077			74.9	%
General and administrative expenses		87,789			39,024			48,765			125.0	%
Interest expense		2,401			489			1,913			392.0	%
Depreciation expense		424			0			424			N/A
Amortization expense		8,193			5,930			2,263			38.2	%
Other operating expense		252			0			252			N/A
Total expense	$	350,889		$	212,418		$	138,471			65.2	%
Net income before income tax expense	$	117,641		$	30,014		$	87,627			292.0	%
Income tax expense		30,270			7,715			22,555			292.4	%
Net income	$	87,371		$	22,299		$	65,073			291.8	%
Loss ratio		43.8	%		56.4	%		(12.6	%)		(22.3	%)
Expense ratio		35.2	%		33.2	%		2.0	%		6.0	%
Combined ratio		78.9	%		89.6	%		(10.7	%)		(11.9	%)
Combined ratio, excluding catastrophic losses & prior year claims development(1)		69.6	%		70.0	%		(0.5	%)		(0.7	%)
Policy acquisition expense ratio		13.3	%		14.2	%		(0.9	%)		(6.3	%)
Debt to capitalization ratio		12.9	%		15.1	%		(2.2	%)		(14.6	%)
Return on equity		46.9	%		18.8	%		28.1	%		149.5	%
Return on tangible equity(2)		53.2	%		21.5	%		31.7	%		147.4	%

(1) Non-GAAP financial measure. See “Prospectus Summary—Summary Consolidated Financial and Other Data” for a reconciliation of the combined ratio, excluding catastrophic losses & prior year claims development to the combined ratio, the most directly comparable GAAP measure.

(2) Non-GAAP financial measure. See “Prospectus Summary—Summary Consolidated Financial and Other Data” for a reconciliation of return on tangible equity to return on equity, the most directly comparable GAAP measure.

Revenue

Gross premiums written. Gross premiums written increased from $479.7 million for the year ended December 31, 2022 to $874.7 million for the year ended December 31, 2023. The increase in net premium written was primarily a result of assumptions of policies from Citizens, the acquisition and subsequent renewals

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of United Property & Casualty Insurance Company (“UPC”) policies, and new policies written. The following table summarizes the sources of our written policies in force as at December 31, 2022 and 2023:

	St. Johns Insurance Company Policies		Citizens Policies		UPC Policies		Organic Policies(1)		Total
Policies in force as of January 1, 2022		—		—		—		—		—
Policies acquired		143,598		—		—		N/A		143,598
New policies written		N/A		N/A		N/A		—		11,563
Policies lapsed or cancelled(2)		121,128		—		—		—		121,128
Policies renewed		76,932		—		—		—		76,932
Policies in force as of December 31, 2022		99,402		—		—		—		99,402
Policies acquired		—		82,781		83,216		N/A		165,997
New policies written		N/A		N/A		N/A		11,563		11,563
Policies lapsed or cancelled(2)		101,694		2,050		85,575		865		190,184
Policies renewed		80,382		756		43,588		N/A		124,726
Policies in force as of December 31, 2023		78,090		81,487		41,229		10,698		211,504

(1) Refers to policies originated by Slide through its independent agents, as well as through its direct-to-consumer channel. For the periods presented, new policies written directly to customers represent less than 1% of policies written in the organic channel.

(2) Includes all policies that expired during the period presented, including policies that were eventually renewed by customers during the period presented.

All of our policies acquired during the year ended December 31, 2022, and in force as at December 31, 2022 were a result of our acquisition of certain policies originally written by St. Johns Insurance Company, which was declared insolvent in March, 2022. Our policies acquired during the year ended December 31, 2023 increased by 22,399 policies, or 16%, compared to the prior year as a result of our inaugural participation in the Citizens take-out program and our acquisition of certain policies from UPC, further bolstered by the roll-out of our organic channel during the course of the year. In addition, for the year ended December 31, 2023, our policy renewals increased by 47,794, or 62%, as a result of the acquisition of policies from Citizens and UPC as compared to the same period in 2022. Our average premium per policy increased from $3,466 at December 31, 2022 to $4,116 at December 31, 2023, as a result of renewing acquired policies in accordance with Slide’s approved rates, including any approved rate increases effective prior to the renewal of the policy.

Gross premiums earned. Gross premiums earned increased from $299.6 million for the year ended December 31, 2022 to $595.1 million for the year ended December 31, 2023. Our policies-in-force as of December 31, 2022 and December 31, 2023 were approximately 99,402, and 211,504 respectively, and this increase had a favorable impact on our gross premiums earned.

Ceded premiums earned. Ceded premiums for the years ended December 31, 2022 and 2023 were approximately $63.0 million and $153.7 million, respectively, representing 21.0% and 25.8%, respectively, of gross premiums earned. The $90.7 million increase was primarily attributable to increased policies-in-force for the 2023-2024 contract year and an increased overall reinsurance coverage amount for Florida.

Net premiums earned. Net premiums earned increased from $236.6 million for the year ended December 31, 2022 to $441.4 million for the year ended December 31, 2023. The increase in net premiums earned in the comparable periods was primarily attributable to growth in policies-in-force attributed to the UPC transaction, assumptions of policies from Citizens and organic new business production.

Net investment income. Net investment income, inclusive of realized investment losses, increased from $2.5 million for the year ended December 31, 2022 to $20.1 million for the year ended December 31, 2023. Our

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average investable assets increased from $179.4 million for the year ended December 31, 2022 to $487.7 million for the year ended December 31, 2023. The increase in net investment income was due to growth in invested assets and higher market interest rates.

Policy fees. Policy fees increased from $2.2 million for the year ended December 31, 2022 to $3.5 million for the year ended December 31, 2023. The increase in policy fees in the comparable periods was primarily attributable to the increased number of policies renewed or new policies underwritten by the Company.

Other income. Other income increased from $1.2 million for the year ended December 31, 2022 to $2.7 million for the year ended December 31, 2023. The increase in other income between the comparable periods was primarily attributable to increased commission income earned by our retail agency subsidiary that sells on behalf of non-affiliated insurance companies.

Total revenue. Total revenue increased from $242.4 million for the year ended December 31, 2022 to $468.5 million for the year ended December 31, 2023. The increase in total revenue was due primarily to growth in policies-in-force and investment income.

Expenses

Losses and loss adjustment expenses incurred, net. Losses and loss adjustment expenses incurred, net increased from $133.5 million (inclusive of catastrophe losses from Hurricane Ian, Hurricane Nicole and other non-hurricane weather events of $46.1 million) for the year ended December 31, 2022 to $193.3 million (inclusive of catastrophe losses from non-hurricane weather events of $45.6 million) for the year ended December 31, 2023. The increase in losses and loss adjustment expenses incurred, net resulted primarily from the growth in policies-in-force. Losses and loss adjustment expenses incurred, net for the year ended December 31, 2023 included losses paid of $109.9 million and a $83.4 million increase in unpaid losses and loss adjustment expenses incurred, net, including the addition of $77.2 million of IBNR reserves. As of December 31, 2023, we reported $144.5 million in unpaid losses and loss adjustment expenses incurred, net, which included $120.6 million attributable to IBNR, or 83.5% of total reserves for unpaid losses and loss adjustment expenses incurred, net.

Policy acquisition and other underwriting expenses. Policy acquisition and other underwriting expenses for the years ended December 31, 2022 and 2023 were approximately $33.5 million and $58.6 million, respectively, representing 14.2% and 13.3%, respectively, of net premiums earned. The increase was primarily attributable to an increase in policies written and the related amortization of deferred acquisition costs such as commissions payable to agents for production and renewal of policies and premium taxes.

General and administrative expenses. General and administrative expenses for the years ended December 31, 2022 and 2023 were approximately $39.0 million and $87.8 million, respectively, representing 16.5% and 19.9%, respectively, of net premiums earned. The increase was due primarily to the growth in staffing to support the Company’s increased policies-in-force. Payroll and related expenses increased from $15.8 million to $38.6 million for the years ended December 31, 2022 and 2023, respectively. This increase is attributed to increased personnel needed to grow and service in force policies. Personnel count increased from 11 at January 1, 2022 to 84 at December 31, 2022 and 171 at December 31, 2023. Software and IT infrastructure expenses increased from $5.0 million to $12.9 million for the years ended December 31, respectively. This increase is attributed to increased software costs related to increased policies in force. Professional services expenses increased from $9.3 million to $19.3 million for the years ended December 31, respectively. This increase is attributed to increased costs from third parties in servicing increased policies in force.

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Interest expense. Interest expense increased from $0.4 million for the year ended December 31, 2022 to $2.4 million for the year ended December 31, 2023. The increase was due primarily to the issuance of a new $35 million credit facility in May 2023 and increased market interest rates.

Depreciation expense. Depreciation expense for the years ended December 31, 2022 and 2023 were $0.0 and $0.4 million, respectively. The increase was due primarily to depreciation of capitalized costs of internal-use software projects that were put into production in September 2023.

Amortization expense. Amortization expense for the years ended December 31, 2022 and 2023 were $5.9 million and $8.2 million, respectively, representing 2.5% and 1.9%, respectively, of net premiums earned. The increase was due primarily to the full year amortization of renewal rights contracts.

Other operating expense. Other operating expense for the years ended December 31, 2022 and 2023 were approximately $0.0 and $0.2 million, respectively. The increase was due primarily to estimated tax penalties and interest.

Income tax expense. Income tax expense was $7.7 million and $30.3 million for the years ended December 31, 2022 and 2023, respectively. Our effective tax rate for the year ended December 31, 2022 and 2023 was 25.7% and 25.7%, respectively.

Ratios

Loss ratio. Our loss ratio decreased from 56.4% for the year ended December 31, 2022 to 43.8% for the year ended December 31, 2023, primarily as a result of reduced claims frequency, the absence of a major landfalling hurricane, and earned premiums from rate increases.

Expense ratio. Our expense ratio increased from 33.2% for the year ended December 31, 2022 to 35.2% for the year ended December 31, 2023, primarily due to growth in staffing to support the higher number of our policies-in-force.

Combined ratio. Our combined ratio decreased from 89.6% for the year ended December 31, 2022 to 78.9% for the year ended December 31, 2023, primarily as a result of reduced claims frequency, the absence of a major landfalling hurricane, and earned premiums from rate increases in 2023.

Combined ratio, excluding catastrophic losses & prior year claims development. Our combined ratio, excluding catastrophic losses & prior year claims development was unchanged at 70.0% and 69.6% for the years ended December 31, 2022 and December 31, 2023, respectively.

Policy acquisition expense ratio. Our policy acquisition expense ratio decreased from 14.2% for the year ended December 31, 2022 to 13.3% for the year ended December 31, 2023, primarily as a result of reduced acquisition costs attributed to assumption of Citizens policies.

Debt to capitalization ratio. Our debt to capitalization ratio decreased from 15.1% for the year ended December 31, 2022 to 12.9% for the year ended December 31, 2023, primarily as a result of growth in capitalization from sale of preferred shares and net income for the year ended December 31, 2023.

Return on equity. Our return on equity increased from 18.8% for the year ended December 31, 2022 to 46.9% for the year ended December 31, 2023 as a result of reduced loss frequency, increased earned premiums from rate increases and increased investment yield.

Return on tangible equity. Our return on tangible equity increased from 21.5% for the year ended December 31, 2022 to 53.2% for the year ended December 31, 2023 as a result of reduced loss frequency, earned premiums from rate increases and increased investment yield.

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Liquidity and Capital Resources

We are organized as a Delaware holding company with our operations primarily conducted by our wholly owned insurance company subsidiaries, SIC (domiciled in the State of Florida), Slide Reinsurance Holdings, LLC (a holding company which owns 100% of shares of segregated cell T104 of White Rock Insurance (SAC) LTD.) and our services companies Slide MGA, LLC, Clegg Insurance Advisors, LLC D/B/A Homefront, STAT Claims Co., and Trusted Mitigation Contractors.

The holding company may receive cash through (i) capital contributions or issuance of equity and debt securities, (ii) dividends from our insurance company subsidiaries and (iii) distributions from our services companies. We may use these proceeds to contribute funds to our insurance company subsidiaries to support growth, pay dividends, pay taxes, or for other corporate purposes.

SIC can only pay dividends to the holding company out of its available and accumulated surplus funds, which are derived from realized net operating profits on its business and net unrealized capital gains. Dividend payments without prior written approval of the FLOIR shall not exceed the larger of:

• The lesser of 10% of surplus or net income, not including realized capital gains, plus a two-year carryforward;

• Ten percent of surplus, with dividends payable constrained to unassigned funds, minus 25% of unrealized capital gains;

• The lesser of 10% of surplus or net investment income plus a three-year carryforward with dividends payable constrained to unassigned funds minus 25% of unrealized capital gains; and

• In lieu of the above computations, the maximum dividend allowed by SIC may be up to the greater of 10% of surplus derived from realized net operating profits and realized capital gains or net operating profits and net realized capital gains from the immediately preceding calendar year, limited to 115% of minimum required surplus after dividends. The maximum dividend allowable by SIC is $12,737,000.

No dividends were paid by SIC in 2023 and 2022. Florida Statute Section 624.408 requires SIC to maintain a minimum level of surplus of not less than the greater of 10% of its total liabilities, or $15 million. Based on this requirement, SIC was required to maintain capital and surplus of $51.1 million and $20.8 million as of December 31, 2023 and 2022, respectively. As of December 31, 2023 and 2022, SIC’s statutory-basis surplus totaled $127.4 million and $51.1 million, meeting the minimum surplus requirements.

As of June 30, 2024 and December 31, 2023, we had $578.6 million and $442.4 million, respectively, in cash, cash equivalents and restricted cash, which primarily consisted of cash, money market accounts and US Treasury bills. We intend to maintain substantial cash or cash-equivalent balances during hurricane season to meet seasonal liquidity needs relating to potential catastrophic losses.

Our insurance subsidiaries generate cash through premium collections, investment income and the sale or maturity of invested assets. During our start-up phase, we funded our working capital requirements primarily through private sales of equity. We received net proceeds of approximately $126 million primarily from equity issuances through December 31, 2023. See “—Equity Issuances.” We use our cash to pay reinsurance premiums, losses and loss adjustment expenses incurred, net, policy acquisition and other underwriting expenses, salaries and employee benefits and other expenses, as well as to purchase investments.

Although we can provide no assurances, we believe that the net proceeds from this offering, together with our available cash, cash equivalents, and restricted cash balance and cash generated from operations, should be sufficient to meet our working capital requirements and other capital expenditures for the next twelve months.

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Cash Flows

Our most significant source of cash is from premiums received from insureds, net of the related commission amount for the policies. Our most significant cash outflows are for claims that arise when a policyholder incurs an insured loss and for catastrophe excess of loss reinsurance. Because the payment of claims occurs after the receipt of the premium, often years later, we invest the cash in various investment securities that generally earn interest and dividends. The table below summarizes our net cash flow.

	Six Months Ended June 30,												Year Ended December 31
	2024			2023			Change			Percent Change			2023			2022			Change			Percent Change
	(in thousands except percentages)
Cash flows provided by (used in):
Operating activities		275,697			262,101			13,596			5	%	$	433,791		$	157,115		$	276,676			176	%
Investing activities		(146,717	)		(52,147	)		94,570			181	%		(242,325	)		(52,102	)		(190,223	)		365	%
Financing activities		7,227			22,109			(14,882	)		(67	%)		24,494			23,100			1,394			6	%
Net increase in cash		136,207			232,063			(95,856	)		(41	%)	$	215,960		$	128,113		$	87,847			69	%

For the six months ended June 30, 2024, cash flows provided by operating activities was $275.7 million, an increase of $13.6 million from the six months ended June 30, 2023, driven by increased renewals of policies in force. For the six months ended June 30, 2024, cash flows used in investing activities was $146.7 million, an increase of $94.6 million from the six months ended June 30, 2023, driven by increased investments in fixed income securities. For the six months ended June 30, 2024, cash flows provided by financing activities was $7.2 million, a decrease of $14.9 million from the six months ended June 30, 2023, primarily driven by preferred stock issued in January 2023.

For the year ended December 31, 2023, cash flows provided by operating activities was $433.8 million, an increase of $276.7 million from the year ended December 31, 2022, driven by increased operating earnings, collection of reinsurance recoveries from Hurricane Ian, increased unearned premium reserves resulting from Citizens takeouts and other policy growth among other factors. For the year ended December 31, 2023, cash flows used in investing activities was $242.3 million, an increase of $190.2 million from the year ended December 31, 2022, driven by growth in the investment portfolio. For the year ended December 31, 2023, cash flows provided by financing activities was $24.5 million, an increase of $1.4 million from the year ended December 31, 2022, primarily driven by the new credit facility.

Seasonality of Our Business

Our insurance business is seasonal as hurricanes typically occur during the period from June 1 through November 30 each year. With our catastrophe reinsurance program effective on June 1 each year, any variation in the cost of our reinsurance, whether due to changes to reinsurance rates or changes in the total insured value of our policy base, will occur and be reflected in our financial results beginning June 1 of each year, subject to certain adjustments.

Equity Issuances

Historically, we have funded our working capital requirements primarily through private issuances of our equity. The equity issuances described below resulted in an aggregate of 10,222,576 shares of common stock and 9,242,416 shares of Series A preferred stock outstanding as of December 31, 2023, reflecting total paid in capital of $126 million as of such date, exclusive of the effects of issuing redeemable shares.

From November 2021 to January 2022, we issued and sold 7,333,313 shares of our Series A preferred stock at a price of $13.64 per share to a group of accredited investors for an aggregate purchase price of $100 million. Of the 7,333,313 shares sold, an aggregate of 2,039,594 shares were purchased by our directors, executive

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officers, and their respective affiliates. The price per share was established to achieve the desired capital in the formation of our Company.

From December 2022 to February 2023, we issued and sold an aggregate of 1,909,103 shares of our Series A preferred stock at a price of $13.64 per share to a group of accredited investors for an aggregate purchase price of $26 million. Of the 1,909,103 shares sold, an aggregate of 22,000 shares were purchased by our directors, executive officers, and their respective affiliates.

In March 2021, we issued and sold 1,000 shares of common stock to certain of our founders at a price of $1.00 per share for an aggregate purchase price of $1,000. Of the 1,000 shares sold, an aggregate of 870 shares were purchased by our directors, executive officers, and their respective affiliates. In September 2021, we approved and effected a 1 for 10,000 stock split of the Company’s issued and outstanding common stock.

Credit Facility

On June 25, 2024, we entered into an amended and restated credit agreement with Regions Bank for a $10.0 million revolving credit facility, a term loan in an aggregate principal amount of $40.0 million and one or more delayed draw term loans in an aggregate principal amount not to exceed $125.0 million (together, the “Credit Facility”). The Credit Facility contains covenants that, among other things, restrict our ability to make certain restricted payments, incur additional debt, engage in certain asset sales, mergers, acquisitions or similar transactions, create liens on assets, engage in certain transactions with affiliates, change our business or make investments and require us to comply with certain financial covenants. Pursuant to the terms of the Credit Facility, we may from time to time establish one or more additional term loans subject to certain conditions precedent contained therein. The Credit Facility is guaranteed by certain of our subsidiaries and is secured by certain of our cash and deposit account balances. The Credit Facility matures on June 25, 2029. At June 30, 2024, the Company had no borrowings outstanding under the revolving credit facility and an outstanding balance of $40 million on the term loan. At June 30, 2024, the Company was in compliance with all required covenants and had available borrowing capacity of $135 million.

The Credit Facility accrues interest at (i) for base rate loans, the highest of (a) the prime rate, (b) the federal funds rate, as in effect from time to time, plus 0.50% per annum, (c) the term secured overnight financing rate (“SOFR”) in effect on such day for a forward-looking interest period of one month commencing on such day, plus 1.00% per annum, and (d) the floor of 0.00% per annum, in each case plus an applicable margin of (x) if the consolidated total leverage ratio, as defined in the Credit Facility, is less than 1.00:1.00, 2.25%, (y) if the consolidated total leverage ratio is greater than or equal to 1.00:1.00 but less than 1.50:1.00, 2.50% or (z) if the consolidated total leverage ratio is greater than or equal to 1.50:1.00, 2.75%, and (ii) for SOFR based loans, the rate per annum equal to the SOFR reference rate for a forward-looking tenor comparable to the then applicable or selected (as applicable) interest period, determined as of a periodic term SOFR determination date, or the floor of 0.00% per annum, if applicable, plus an applicable margin of (x) if the consolidated total leverage ratio is less than 1.00:1.00, 3.25%, (y) if the consolidated total leverage ratio is greater than or equal to 1.00:1.00 but less than 1.50:1.00, 3.50% or (z) if the consolidated total leverage ratio is greater than or equal to 1.50:1.00, 3.75%.

Taxation

Deferred Tax Asset and Current Tax Liability

We report a deferred tax asset arising from the portion 20% of unearned premiums that are recognized as taxable income in advance of being earned and recognized as income for financial reporting purposes. Accordingly, our income taxes currently paid and payable also reflect this temporary difference between taxable income and earned income reported in our financial statements. Our increase in loss reserves and the associated discount represent approximately $20 million. The offset of deferred tax liability for deferred acquisition costs is approximately $10 million. The increases in our deferred tax asset from December 31, 2022 through December 31, 2023 reflect the significant unearned premiums arising from our assumption transactions and the

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additional resulting temporary differences due to certain amounts being taxable in advance of being recognized as earned for financial reporting purposes.

Corporate Taxes

As a corporation, we are subject to typical corporate U.S. federal and state income tax rates which we expect to result in a statutory tax rate of approximately 25.7% under current tax law.

Off-Balance Sheet Arrangements

At December 31, 2023 we had an undrawn Line of Credit in the amount of $0.2 million. The line of credit was closed in March 2024. Please see Note 18, Commitments and Contingencies, in the notes to our financial statements included elsewhere in this prospectus for more information. We do not maintain any other off-balance sheet arrangements.

Contractual Obligations and Commitments

The following table illustrates our contractual obligations and commercial commitments by due date as of December 31, 2023:

	Payments Due by Period
	Total		Less Than One Year		One Year to Less Than Three Years		Three Years to Less Than Five Years		More than Five Years
	(in thousands)
Loss and loss adjustment expense reserves	$	249,567	$	162,185	$	64,235	$	16,679	$	6,468
Debt securities and credit agreements		35,750		5,750		29,500		500		0
Interest payable(1)		6,001		2,615		3,386		0		0
Operating lease obligations		8,149		1,196		2,491		2,630		1,832.2
Total	$	299,497	$	171,746	$	99,612	$	19,809	$	8,300

(1) Interest on the Credit Facility is calculated using 9.55% in effect at December 31, 2023 with the assumption that interest rates remain flat over the remainder of the period that the Credit Facility is outstanding. At our option, we may prepay the Credit Facility, in whole or in part, without premium or penalty.

Reserves for losses and LAE represent our best estimate of the ultimate cost of settling reported and unreported claims and related expenses. Estimating reserves for losses and LAE is based on various complex and subjective judgments. Actual losses and settlement expenses paid may deviate, perhaps substantially, from the reserve estimates reflected in our financial statements. Similarly, the timing for payment of our estimated losses is not fixed and is not determinable on an individual or aggregate basis. The assumptions used in estimating the payments due by period are based on our own, industry and peer group claims payment experience. Due to the uncertainty inherent in the process of estimating the timing of such payments, there is a risk that the amounts paid in any period will be significantly different than the amounts disclosed above. Amounts disclosed above are gross of anticipated amounts recoverable from reinsurers. Reinsurance balances recoverable on reserves for losses and LAE are reported separately as assets, instead of being netted with the related liabilities, since reinsurance does not discharge us of our liability to policyholders. Reinsurance balances recoverable on reserves for paid and unpaid losses and LAE totaled $329.5 million and $115.0 million at December 31, 2022 and December 31, 2023, respectively.

Financial Condition

Stockholders’ Equity

As of June 30, 2024, stockholders’ equity was $343.7 million. As of December 31, 2023, and 2022, total stockholders’ equity was $237.6 million and $135.3 million, respectively. The increase was primarily due to increased retained earnings.

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Investment Portfolio

Our primary investment objectives are to maintain liquidity, preserve capital and generate a stable level of investment income. We purchase securities that we believe are attractive on a relative value basis and seek to generate returns in excess of predetermined benchmarks. Our Board of Directors determines our investment guidelines in compliance with applicable regulatory restrictions on asset type, quality and concentration.

Our cash and invested assets consist of cash and cash equivalents, fixed maturity securities and equity securities. As of June 30, 2024, the majority of our investments, or $410.3 million, was comprised of highly rated fixed income securities. Also included in our investments were $4.9 million of other investments. In addition, we maintained a non-restricted cash and cash equivalent balance of $382.3 million and a restricted cash balance of $196.3 million as of June 30, 2024.

As of December 31, 2023, the majority of our investments, or $270.2 million, was comprised of highly rated fixed income securities. Also included in our investments were $5.2 million of other investments. In addition, we maintained a non-restricted cash and cash equivalent balance of $334.5 million and a restricted cash balance of $107.8 million as of December 31, 2023.

As of June 30, 2024 and December 31, 2023, and 2022 the amortized cost and fair value on available for sale securities were as follows.

	As of June 30, 2024
Fixed Maturity Securities:	Amortized Cost		Fair Value		% of Total Fair Value
	($ in thousands)
Obligations of the U.S. Treasury and U.S. Government agencies	$	155,479	$	154,833		37.7	%
Obligations of state and political subdivisions		11,215		11,238		2.7	%
Corporate securities		143,044		143,378		35.0	%
Asset-backed securities		83,808		83,625		20.4	%
Certificate of deposits		15,427		15,485		3.8	%
Obligations of foreign governments		1,765		1,765		0.4	%
Total available for sale investments	$	410,738	$	410,313		100.0	%

	As of December 31, 2023							As of December 31, 2022
Fixed Maturity Securities:	Amortized Cost		Fair Value		% of Total Fair Value			Amortized Cost		Fair Value		% of Total Fair Value
	($ in thousands)
Obligations of the U.S. Treasury and U.S. Government agencies	$	104,978	$	106,116		39.3	%	$	7,886	$	7,704		28.5	%
Obligations of state and political subdivisions		7,153		7,209		2.6	%		8,394		8,253		30.6	%
Corporate securities		99,463		100,991		37.4	%		11,339		11,046		40.9	%
Asset-backed securities		48,000		48,657		18.0	%		—		—		—
Certificate of deposits		6,126		6,229		2.3	%		—		—		—
Obligations of foreign governments		1,019		1,009		0.4	%		—		—		—
Total available for sale investments	$	266,739	$	270,211		100.0	%	$	27,619	$	27,003		100.0	%

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The following tables provide the credit quality of available for sale investments as of June 30, 2024, and December 31, 2023, and 2022:

	As of June 30, 2024
Rating:	Amortized Cost		Fair Value		% of Total Fair Value
	($ in thousands)
AAA	$	179,915	$	179,305		43.7	%
AA+		23,720		23,659		5.8	%
AA		19,270		19,192		4.7	%
AA-		26,274		26,281		6.4	%
A+		41,989		42,001		10.2	%
A		22,280		22,372		5.5	%
A-		33,174		33,176		8.1	%
BBB+		25,200		25,321		6.2	%
BBB		28,004		28,021		6.8	%
BBB-		10,748		10,824		2.6	%
Not Rated		164		161		0.0	%
Total available for sale investments	$	410,738	$	410,313		100.0	%

	As of December 31, 2023							As of December 31, 2022
Rating:	Amortized Cost		Fair Value		% of Total Fair Value			Amortized Cost		Fair Value		% of Total Fair Value
	($ in thousands)
AAA	$	107,907	$	109,284		40.4	%	$	10,091	$	9,853		36.5	%
AA+		21,206		21,366		7.9	%		1,905		1,872		6.9	%
AA		18,235		18,340		6.8	%		3,749		3,677		13.6	%
AA-		11,845		12,026		4.5	%		2,761		2,705		10.0	%
A+		24,418		24,675		9.1	%		2,264		2,230		8.3	%
A		17,011		17,272		6.4	%		2,748		2,680		9.9	%
A-		24,779		25,036		9.3	%		1,252		1,223		4.5	%
BBB+		18,551		18,919		7.0	%		1,225		1,187		4.4	%
BBB		17,310		17,616		6.5	%		970		943		3.5	%
BBB-		5,310		5,516		2.0	%		492		477		1.8	%
Not Rated		163		160		0.1	%		162		156		0.6	%
Total available for sale investments	$	266,735	$	270,210		100.0	%	$	27,619	$	27,003		100.0	%

The amortized cost and fair value of our available for sale investments in fixed maturity securities summarized by contractual maturity as of June 30, 2024, and December 31, 2023, and 2022 are displayed in the tables below. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations.

	As of June 30, 2024
	Amortized Cost		Fair Value		% of Total Fair Value
	($ in thousands)
Due in one year or less	$	46,356	$	46,201		11.2	%
Due after one year through five years		246,972		246,616		60.1	%
Due after five years through ten years		109,341		109,432		26.7	%
Due after ten years		8,069		8,064		2.0	%
Total available for sale investments		410,738		410,313		100.0	%

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	As of December 31, 2023							As of December 31, 2022
	Amortized Cost		Fair Value		% of Total Fair Value			Amortized Cost		Fair Value		% of Total Fair Value
	($ in thousands)
Due in one year or less	$	26,105	$	26,038		9.6	%	$	4.7	$	4.7		17.4
Due after one year through five years		186,218		188,174		69.6	%		22.9		22.3		82.6
Due after five years through ten years		50,581		52,024		19.3	%		—		—		—	%
Due after ten years		3,835		3,975		1.5	%		—		—		—	%
Total available for sale investments	$	266,739	$	270,211		100.0	%	$	27.6	$	27.0		100.0	%

Quantitative and Qualitative Disclosures about Market Risk

Our investment portfolios at December 31, 2023 included fixed-maturity securities, the purposes of which are not for trading or speculation. Our main objective is to maximize after-tax investment income and maintain sufficient liquidity to meet policyholder obligations while minimizing market risk which is the potential economic loss from adverse fluctuations in securities’ prices. We consider many factors including credit ratings, investment concentrations, regulatory requirements, anticipated fluctuation of interest rates, durations and market conditions in developing investment strategies. Investment securities are managed by BlackRock and are overseen by the investment committee appointed by the board of directors of SIC. Our investment portfolios are primarily exposed to interest rate risk and credit risk. We classify our fixed-maturity securities as available-for-sale and report any unrealized gains or losses, net of deferred income taxes, as a component of other comprehensive income within our shareholders’ equity. As such, any material temporary changes in their fair value can adversely impact the carrying value of our shareholders’ equity.

Interest Rate Risk

Our fixed-maturity securities are sensitive to potential losses resulting from unfavorable changes in interest rates. We manage the risk by analyzing anticipated movement in interest rates and considering our future capital needs.

The following table illustrates the impact of hypothetical changes in interest rates to the fair value of our fixed-maturity securities at December 31, 2023 ($ in thousands):

Hypothetical Change in Interest Rates	Estimated Fair Value After Change		Change in Estimated Fair Value			Percentage Increase (Decrease) in Estimated Fair Value
300 basis point increase	$	247,061	$	(23,147	)		(8.6	%)
200 basis point increase		254,773		(15,435	)		(5.7	%)
100 basis point increase		262,489		(7,719	)		(2.9	%)
100 basis point decrease		277,931		7,723			2.9	%
200 basis point decrease		285,658		15,450			5.7	%
300 basis point decrease		293,355		23,147			8.6	%

Credit Risk

Credit risk can expose us to potential losses arising principally from adverse changes in the financial condition of the issuers of our fixed-maturity securities. We mitigate the risk by primarily investing in fixed-maturity securities that are rated “BBB” or higher and diversifying our investment portfolio to avoid concentrations in any single issuer or business sector. Pursuant to our investment policy, only $1.0 million may be invested in below investment grade bonds. For more information regarding the composition of our fixed-maturity securities portfolio, see “—Financial Condition—Investment Portfolio” above.

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Foreign Currency Exchange Risk

At December 31, 2023, we did not have any material exposure to foreign currency related risk.

Critical Accounting Policies and Estimates

Preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenues and expenses. We believe that the accounting estimates discussed below represent the accounting estimates requiring the exercise of judgment where a different set of judgments could result in the greatest changes to reported results. Our current critical accounting policies and estimates are as follows:

Premiums. We record direct and assumed written premiums as revenue, net of ceded amounts, on a daily pro rata basis over the contract period of the related policies that are in force. For any portion of premiums not earned at the end of the reporting period, we record an unearned premium liability.

Premiums receivable represents amounts due from our policyholders for billed premiums and related policy fees. We perform a policy level evaluation to determine the extent to which the balance of the premium receivable exceeds the balance of the unearned premium. We then age any resulting exposure based on the last date the policy was billed to the policyholder, and we establish an allowance account for credit losses for any amounts outstanding for more than 90 days. When we receive payments on amounts previously charged off, we credit bad debt expense in the period we receive the payment. Balances in premiums receivable and the associated allowance account are removed upon cancellation of the policy due to non-payment. We did not record an allowance for uncollectible premiums at December 31, 2022 or December 31, 2023.

When we receive premium payments from policyholders prior to the effective date of the related policy, we record an advance premium liability. On the policy effective date, we reduce the advance premium liability and record the premiums as described above.

Reserves for unpaid losses and loss adjustment expenses incurred, net. Reserves for unpaid losses and loss adjustment expenses incurred, net, also referred to as loss reserves, represent the most significant accounting estimate inherent in the preparation of our financial statements. These reserves represent management’s best estimate of the amount we will ultimately pay for losses and loss adjustment expenses incurred, net and we base the amount upon the application of various actuarial reserve estimation techniques as well as considering other material facts and circumstances known at the balance sheet date.

We establish two categories of loss reserves as follows:

• Case reserves—When a claim is reported, we establish an initial estimate of the losses that will ultimately be paid on the reported claim. Our initial estimate for each claim is based upon the judgment of our claims professionals who are familiar with property and liability losses associated with the coverage offered by our policies. Then, our claims personnel perform an evaluation of the type of claim involved, the circumstances surrounding each claim and the policy provisions relating to the loss and adjust the reserve as necessary. As claims mature, we increase or decrease the reserve estimates as deemed necessary by our claims department based upon additional information we receive regarding the loss, the results of on-site reviews and any other information we gather while reviewing the claims.

• IBNR reserves—Our IBNR reserves include true IBNR reserves plus “bulk” reserves. True IBNR reserves represent amounts related to claims for which a loss occurred on or before the date of the financial statements but which have not yet been reported to us. Bulk reserves represent additional amounts that cannot be allocated to particular claims, but which are necessary to estimate ultimate losses on known claims. We estimate our IBNR reserves by projecting our ultimate losses using industry accepted actuarial methods and then deducting actual loss payments and case reserves from

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the projected ultimate losses. We review and adjust our IBNR reserves on a quarterly basis based on information available to us at the balance sheet date.

When we establish our reserves, we analyze various factors such as the evolving historical loss experience of the insurance industry as well as our experience, claims frequency and severity, our business mix, our claims processing procedures, legislative enactments, judicial decisions and legal developments in imposition of damages, and general economic conditions, including inflation. A change in any of these factors from the assumptions implicit in our estimates will cause our ultimate loss experience to be better or worse than indicated by our reserves, and the difference could be material. Due to the interaction of the foregoing factors, there is no precise method for evaluating the impact of any one specific factor in isolation, and an element of judgment is ultimately required. Due to the uncertain nature of any projection of the future, the ultimate amount we will pay for losses will be different from the reserves we record.

We determine our ultimate loss reserves by selecting a point estimate within a relevant range of indications that we calculate using generally accepted actuarial techniques. Our selection of the point estimate is influenced by the analysis of our paid losses and incurred losses since inception, as well as industry information relevant to the population of exposures drawn from Citizens. At our current level of experience, industry information strongly influences the basis for estimates of claims related factors. We expect that our loss experience will be of growing significance in future periods.

Our reserves as of December 31, 2023 were in excess of the reserves estimated and evaluated by our independent actuary to be necessary to meet the requirements of the insurance laws of Florida, be consistent with reserves computed in accordance with accepted loss reserving standards and principles, and make a reasonable provision for all unpaid loss and loss adjustment expense obligations under the terms of our contracts and agreements. In addition to $68.4 million of recorded case reserves, we recorded $181.2 million of IBNR reserves as of December 31, 2023 to achieve overall reserves of $249.6 million.

The process of establishing our reserves is complex and necessarily imprecise, as it involves using judgment that is affected by many variables. We believe a reasonably likely change in almost any of the factors we evaluate as part of our loss reserve analysis could have an impact on our reported results, financial position and liquidity.

The following table quantifies the impact of changes in our loss reserves on our net income, stockholders’ equity and liquidity as of and for the year ended December 31, 2023.

(dollars in thousands)	Actual		Low Estimate		% Change from Actual			High Estimate		% Change from Actual
Loss Reserves	$	249,564	$	178,884		28.3	%	$	303,442		(21.6	%)
Impact on:
Net income	$	87,371	$	139,851		60.1	%	$	47,367		(45.8	%)
Shareholders’ equity	$	237,598	$	290,078		22.1	%	$	197,594		(16.8	%)
Adjusted cash, cash equivalents and investments(1)	$	573,318	$	625,798		9.2	%	$	533,314		(7.0	%)

(1) Adjusted cash, cash equivalents and investments is intended to present a measure of future liquidity and consists of cash, cash equivalents and investments, less loss reserves, net of taxes, assuming a 25.75% tax rate.

Policy acquisition and other underwriting expenses. We incur policy acquisition and other underwriting expenses that vary with, and are directly related to, the production of new business. Policy acquisition and other underwriting expenses consist of the following three items: (i) commissions paid to outside agents at the time of policy issuance, (ii) premium taxes and (iii) inspection fees. We capitalize policy acquisition and other underwriting expenses to the extent recoverable, then we amortize those costs over the contract period of the related policy.

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At each reporting date, we determine whether we have a premium deficiency. A premium deficiency would result if the sum of our expected losses, deferred policy acquisition and other underwriting expenses and policy maintenance costs (such as costs to store records and costs incurred to collect premiums and pay commissions) exceeded our related unearned premiums plus investment income. Should we determine that a premium deficiency exists, we would write off the unrecoverable portion of deferred policy acquisition and other underwriting expenses.

Reinsurance. We follow industry practice of reinsuring a portion of our risks. Reinsurance involves transferring, or “ceding,” all or a portion of the risk exposure on policies we write to another insurer, known as a reinsurer. To the extent that our reinsurers are unable to meet the obligations they assume under our reinsurance agreements, we remain liable for the entire insured loss.

Our reinsurance agreements are short-term, prospective contracts. We record an asset, prepaid reinsurance premiums, and a liability, reinsurance payable, for the entire contract amount upon commencement of our new reinsurance agreements. We amortize our prepaid reinsurance premiums over the applicable contract period.

In the event that we incur losses recoverable under our reinsurance program, we record amounts recoverable from our reinsurers on paid losses plus an estimate of amounts recoverable on unpaid losses. The estimate of amounts recoverable on unpaid losses is a function of our liability for unpaid losses associated with the reinsured policies; therefore, the amount changes in conjunction with any changes to our estimate of unpaid losses. Though an estimate of amounts recoverable from reinsurers on unpaid losses may change at any point in the future because of its relation to our reserves for unpaid losses, a reasonable probability exists that an estimated recovery may change significantly in the near term from the amounts included in our consolidated financial statements.

We estimate uncollectible amounts receivable from reinsurers based on an assessment of factors including the creditworthiness of the reinsurers and the adequacy of collateral obtained, where applicable. We recorded no amounts uncollectible under our reinsurance program or bad debt expense related to reinsurance during the year ended December 31, 2022 or the year ended December 31, 2023.

Investments. We currently classify all of our investments in fixed-maturity securities as available-for-sale and report them at fair value. Subsequent to our acquisition of available-for-sale securities, we record changes in value through the date of disposition as unrealized holding gains and losses, net of tax effects, and include them as a component of other comprehensive income. We include realized gains and losses, which we calculate using the specific-identification method for determining the cost of securities sold, in net income. We amortize any premium or discount on investments over the remaining maturity period of the related investments using the effective interest method, and we report the amortization in net investment income. We recognize dividends and interest income when earned.

A large portion of our investment portfolio consists of fixed-maturity securities, which may be adversely affected by changes in interest rates as a result of governmental monetary policies, domestic and international economic and political conditions and other factors beyond our control. A rise in interest rates would decrease the net unrealized holding gains of our investment portfolio, offset by our ability to earn higher rates of return on funds reinvested. Conversely, a decline in interest rates would increase the net unrealized holding gains of our investment portfolio, offset by lower rates of return on funds reinvested.

Fair Value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants (an exit price). When reporting the fair values of our financial instruments, we prioritize those fair value measurements into one of three levels based on the nature of the inputs, as follows:

• Level 1—Valuations based on quoted prices in active markets for identical assets and liabilities;

• Level 2—Valuations based on observable inputs that do not meet the criteria for Level 1, including quoted prices in inactive markets and quoted prices in active markets for similar, but not identical instruments; and

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• Level 3—Valuations based on unobservable inputs, which are based upon the best available information when external market data is limited or unavailable.

We estimate the fair value of our investments using the closing prices on the last business day of the reporting period, obtained from active markets. For securities for which quoted prices in active markets are unavailable, we use observable inputs such as quoted prices in inactive markets, quoted prices in active markets for similar instruments, benchmark interest rates, broker quotes and other relevant inputs. We do not have any investments in our portfolio which require us to use unobservable inputs. Our estimates of fair value reflect the interest rate environment that existed as of the close of business on December 31, 2022 and December 31, 2023. Changes in interest rates subsequent to December 31, 2023 may affect the fair value of our investments.

The carrying amounts for the following financial instruments approximate their fair values at December 31, 2022 and December 31, 2023 because of their short-term nature: cash and cash equivalents, accrued investment income, premiums receivable, reinsurance payable, and accounts payable and accrued expenses.

Stock-based compensation. We account for stock-based compensation under the fair value recognition provisions of U.S. GAAP which requires the measurement and recognition of compensation for all stock-based awards made to employees and directors based on estimated fair values. The valuation of our common stock requires us to make highly complex and subjective estimates because our shares are not publicly traded. We will not need these estimates to determine the fair value of new stock-based compensation awards once our underlying shares begin trading publicly. In accordance with U.S. GAAP, the fair value of stock-based awards is amortized over the requisite service period, which is defined as the period during which an employee is required to provide service in exchange for an award. We use a straight-line attribution method for all grants that include only a service condition.

Income taxes. We file as a corporation and thus are subject to United States income tax on our worldwide income as a U.S. corporation.

We recognize deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. We measure deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which we expect to recover or settle those temporary differences. Should a change in tax rates occur, we recognize the effect on deferred tax assets and liabilities in operations in the period that includes the enactment date. Realization of our deferred income tax assets depends upon our generation of sufficient future taxable income.

We recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more likely than not threshold, the amount recognized in the consolidated financial statements is the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant taxing authority.

We record any income tax penalties and income tax-related interest as income tax expense in the period incurred. We incurred underestimated tax penalties and interest of $0.2 million during year ended December 31, 2023.

Recent Accounting Pronouncements

We determined that all recently issued accounting pronouncements will not have a material impact on our consolidated financial position, results of operations and cash flows, or do not apply to our operations.

Emerging Growth Company Status

We are an emerging growth company, as defined in the JOBS Act. For as long as we are an emerging growth company, we may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies,” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements, exemptions from the requirements of holding advisory “say-on-pay” votes on executive compensation and stockholder advisory votes on golden parachute compensation.

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Under the JOBS Act, emerging growth companies can also delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. We have elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that the Company is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opt out of the extended transition period provided in the JOBS Act. As a result, our financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates.

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BUSINESS

Who We Are

Launched in 2021, we are a technology enabled, fast-growing, coastal specialty insurer. We focus on profitable underwriting of single family and condominium policies in the P&C industry in coastal states along the Atlantic seaboard through our insurance subsidiary, Slide Insurance Company (“SIC”). We utilize our differentiated technology and data-driven approach to focus on market opportunities that are underserved by other insurance companies. We acquire policies both from inorganic block acquisitions and subsequent renewals, as well as new business sales through a combination of independent agents and our direct-to-consumer (“DTC”) channel, through which we sell our insurance products directly to end consumers, without the use of retailers, brokers, agents or other intermediaries. We do not depend on any one key product or product line within the coastal specialty homeowners insurance market. We control all aspects of our value chain, including technology, underwriting, actuarial, distribution, claims, risk management and reinsurance which allows us to maximize profitability while maintaining disciplined underwriting standards.

Our goal is to deliver long-term value for stockholders by focusing on underserved, coastal specialty markets where market capacity is limited and demand for insurance products is high. Coastal specialty market demand for insurance products has increased over the last few years as the larger, national insurance carriers have reduced their underwriting capacity in such markets which has created a unique market opportunity for us to capitalize on the imbalance of supply and demand. A prime example of this market shift is Florida, where large national carriers have reduced their market share of premium from 62% in 1999 to 28% in 2022, creating an opportunity for accretive expansion. We have built a highly entrepreneurial company that we believe can identify and execute on such opportunities faster and more profitably than our competitors.

We believe we have a significant technological advantage that allows us to assess, manage and price risk for individual and bulk policy acquisitions. Our technology is built to estimate future costs of policies and compare it back to our base rates to better understand profitability in real time on an individual risk basis and to assess large and/or bulk transactions. This technology permits us to only select policies that we believe to be profitable based on future reinsurance and AOP costs. Our underwriting technology has been an important component of our success and is backed by our proprietary $6 trillion TIV underwriting and claims dataset, which provides us with real-time intelligence to drive superior decision making. We believe that traditional markets inefficiently and inaccurately underwrite coastal specialty risks without properly understanding prospective loss ratios and reinsurance costs. We believe other insurance companies do not have the same ability to assess these metrics in real time and their technology limits their ability to consistently select profitable policies. We believe our underwriting technology allows us to more accurately assess the future cost of each policy, which enables us to focus on profitable growth opportunities often overlooked or mispriced by our competitors. We believe our proprietary technology combined with our highly experienced and entrepreneurial leadership team allow us to make better underwriting decisions that generate higher margins for our business.

We market and write insurance policies through two channels: our independent agents and DTC. As we continue to scale our operations, we anticipate that our DTC distribution will grow as well through our focus on accretive market opportunities.

We have significantly grown our business and scaled it profitably in our targeted coastal specialty markets by leveraging our seasoned management team, technology and strong balance sheet. We have grown our shareholders’ equity from $102 million at the end of 2021 to $238 million at the end of 2023, CAGR of 52%. In this same time period, we have grown from $0 of in force premium to $875 million at the end of 2023, while running an average consolidated combined ratio of 82.7%. Our return on equity and combined ratio were 18.8% and 89.6% for 2022, and 46.9% and 78.9% for 2023, respectively.

For the six months ended June 30, 2023 and June 30, 2024, we had gross premiums written of $370.1 million and $593.0 million, policy fees of $1.6 million and $2.9 million, consolidated combined ratio of 77.8% and 68.5% and net income of $40.1 million and $108.5 million, respectively, highlighting our rapid and

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profitable growth. As of June 30, 2024, we had total assets of $1,590.0 million, shareholders’ equity of approximately $343.7 million and tangible shareholders’ equity of approximately $329.5 million. For the six months ended June 30, 2024, we had a return on equity of 35.5% and a return on tangible equity of 37.5%. For the years ended December 31, 2022 and December 31, 2023, we had gross premiums written of $480 million and $875 million, policy fees of $2 million and $3 million, consolidated combined ratio of 89.6% and 78.9% and net income of $22 million and $87 million respectively, highlighting our rapid and profitable growth. As of December 31, 2023, we had total assets of $1.1 billion, shareholders’ equity of $238 million and tangible shareholders’ equity of $219 million. For the year ended December 31, 2023, we had a return on equity of 46.9% and a return on tangible equity of 53.2%.

Underwriting

We believe our proprietary technology, disciplined underwriting standards and highly technical underwriting talent allow us to make better underwriting decisions that generate higher margins for our business. Our underwriting strategy is focused on leveraging our $6 trillion TIV policy level data repository, cutting edge process automation, predictive analytics and aerial imagery to make dynamic underwriting decisions and generate consistently strong risk-adjusted returns across market cycles. We believe that traditional markets inefficiently and inaccurately underwrite coastal specialty risks without properly considering potential future losses and reinsurance costs. We believe our underwriting technology allows us to assess the future cost of each policy more accurately, which enables us to focus on profitable growth opportunities often overlooked or mispriced by our competitors.

As of December 31, 2023, our underwriting team consisted of ten underwriters and is led by our Senior Vice President of Underwriting & Product, who has over eleven years of underwriting experience. Our underwriting team is highly knowledgeable, experienced and has deep relationships with key constituents within our core markets. This team is supervised by our Underwriting Advisory Counsel, which consists eleven senior leaders, including our Chief Executive Officer, Chief Operating Officer, Chief Risk Officer, Chief Financial Officer, Chief Accounting Officer, Chief Marketing Officer and the Senior Vice Presidents and Vice Presidents of our Underwriting, Risk Management, Data Analytics, Operations and Sales departments. The Underwriting Advisory Counsel has over 200 years of industry experience in the aggregate. Each member of our Underwriting Advisory Counsel have employment agreements and compensation packages in place intended to keep them employed at Slide for the long-term. However, if an individual in the Underwriting Advisory Counsel were to leave the Company, we believe the rest of our team has sufficient experience and knowledge to cover any potential gaps left by that individual’s departure. We amplify this expertise with advanced technology and data analytics, driving superior risk selection and best-in-class underwriting profitability. Additionally, we continue to assess the use of new technology-enabled tools to assist us with inspections as well as other components of the underwriting process.

We utilize the Duck Creek policy management system, which enables us, through partner integrations and our own proprietary technology, to calculate replacement costs and obtain real-time loss history on each application prior to binding, generate policyholder forms and manage and calculate the estimated reinsurance costs at the point of sale. The underwriting eligibility requirements that we utilize are programmed into this platform, which can easily be updated to effect desired production results. In addition to ensuring eligibility through underlying risk exposure returns and user inputs, our application is designed to capture key rating elements of a risk, such as the distance to the coast, construction materials, wind mitigation features, age of the home and roof, and loss history. We update these requirements periodically to reflect our experience with risks in certain age brackets by year built and age of roof in territories with significant wind or hail claim activity. We also have the capability to implement binding restrictions by state, county, rating territory and/or agency, providing real-time risk management in the face of catastrophe events or similarly imminent exposure. For every single-family property new risk we write, we review the aerial imagery and utilize additional AI filters on the aerial imagery to assist underwriters in determining the condition or hazards that exist on the property. If needed, we may order an inspection from a third-party vendor if they are unable to determine the current condition of the home by using aerial, oblique and panorama imagery and publicly available permit data sources. Policies which fail to meet our criteria are declined at quote, or upon

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completion of our new business review are cancelled for underwriting reasons. The portfolio is managed and reviewed for compliance with our underwriting guidelines and policies may be non-renewed for a limited set of reasons, as documented in the policy forms and in compliance with statutory requirements. The underwriting criteria that we consider will continue to evolve as our business grows and expands.

We have also put in place rigorous controls over our underwriting processes with constant monitoring of operations and application of underwriting guidelines and procedures. We hold weekly meetings with the underwriters to ensure processes and standards are consistently adhered to, as well as to address any changing market conditions or issues that may arise. In addition, we conduct regular audits within the underwriting function to ensure compliance and quality. These audits review new business, endorsements, renewals, cancellations and non-renewals. The results are reviewed with the staff and action is taken to address any perceived needs. This review enables us to optimize the design and pricing of our products as well as our reinsurance program including the purchase of appropriate reinsurance coverage.

Claims

Our claims operations are a core component of our business strategy and we believe are a key competitive differentiator for us. Our three pillars of focus are customer service, accuracy and efficiency. The claims department is led by our Chief Claims Officer, who has over 30 years of claims experience. As of December 31, 2023, the claims department consisted of 66 full time employees along with 20 employees in the legal department, including nine staff attorneys and seven paralegals.

We closely manage all aspects of the claims workflow, from processing the initial filing to offering remediation services, as we believe that it is important to have direct oversight over the claims process. We aim to handle all claims with our employees, and do not intend to outsource our attritional claims functions at any point apart from field adjusting or inspection services, where we may use outside personnel. In the limited instances where we do not handle claims in-house, such as a high-volume catastrophic event, we use a combination of inside and outside adjusters to perform examining, field adjusting, special assignments and catastrophe inspection services. These partners have been vetted, approved and trained well in advance and have committed the required resources. We maintain control over the handling process, reserving and payment authority with the outside support reporting directly to our employees.

We are focused on building a culture of automation and efficiency. Our claims department benefits from the implementation of workflows where certain actions are triggered based on specific claims events which reduces lower-value administrative tasks and allows for more efficient decision-making and claims resolution.

We have built a preferred vendor network to provide various mitigation services such as tarping, water mitigation and tree removal. By pre-negotiating contracts with these vendors, in the event of covered damages, we can accelerate the restoration process while minimizing repair costs. For example, during Hurricane Ian, we utilized this network to reduce costs and mitigate further damage while improving customer satisfaction. We also maintain constant communication with policyholders to protect them from poor workmanship and fraud, by encouraging them to use our preferred vendor network.

We have built-in processes and trainings for the detection and prevention of fraudulent activity in claims. We continue to research, test and pilot the use of machine learning and artificial intelligence to flag early indications of fraud and the potential for litigation.

In addition to the streamlined claims management system, we use enterprise-wide data management to create a data-driven claims life cycle. We aim to determine relationships between similar claims and outcomes and utilize predictive analytics from the data to triage, assign, investigate and evaluate claims. The use of our historical dataset with this real-time business intelligence platform provides the claims team information and performance metrics that drives improvement in efficiency, accuracy and response time and helps to avoid litigation.

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Distribution

We market and write insurance policies through two channels: our independent agents and DTC. We are an agency-focused company and pride ourselves on our ability to provide superior customer service to both our agents and policyholders. Our management and underwriting teams have strong and well-established relationships with our distribution partners. We look to recruit independent agents through these strong relationships alongside cooperative efforts with the various states’ agent associations, and by seeking contracts with agencies currently placing significant volume with Citizens, to the extent those agents are willing to accept new appointments.

Our agents provide us with valuable input regarding market needs through agency visits, strategy meetings and feedback sessions. We provide our agents with extensive training in the use of our agency portal, product offerings, underwriting requirements and exposure management efforts. We believe that Violet, our proprietary underwriting system, allows our agents to quickly bind a policy within minutes, which helps to drive improved quote and bind ratios. Most of the increased speed and efficiency of Violet is driven by process automation that automatically pulls risk characteristics, claim history and other required data points, versus legacy systems in the insurance industry that require agents to manually input quoting data. Violet’s efficiency and speed makes it a preferred choice for our agents. We launched Violet to a small number of agencies in September of 2023 and to all Florida agencies on January 29, 2024. In our first full month with Violet, we saw a total quote volume of over 89,000 quotes.

In addition to our independent agent distribution network, we are also focused on building out DTC distribution channel given the usefulness of this channel in the long-term. Our current strategy is focused on low-cost customer acquisition through embedded relationships with mortgage bankers and building trade organizations, among other low-cost channels. As we continue to scale our operations, we anticipate that our DTC distribution will continue to scale and focus on accretive market opportunities. By combining our advanced technology and superior underwriting expertise, we are able to focus our DTC on select geographies that produce outsized returns.

Technology

Our technology platform is at the center of everything we do and every decision we make, helping us win profitable business. Our technology platform is built on a foundation of insurance principles which leverage Big Data and process automation. We have a proprietary $6 trillion TIV dataset which enables us to build superior artificial intelligence and machine learning tools to streamline underwriting, claims and predictive analytics, which drive lower loss ratios by focusing risk selection on higher margin generating policies.

At the heart of our technology platform is our comprehensive, enterprise-wide data repository, which we have used to pioneer our prospective underwriting model to assess individual policy profitability at the point-of-sale. Using this data repository, we have developed a proprietary predictive loss ratio model to estimate loss costs for each risk. This allows us to estimate profitability on an individual policy level at the time of sale, enabling us to make decisions efficiently regarding risk selection. Our model also estimates forward-looking reinsurance costs on a policy level basis at the point-of-sale. Our model dynamically adjusts the reinsurance cost as the amount at risk, concentration and other factors change across the portfolio, enabling us to accurately predict reinsurance costs at the policy level.

We partner with an aerial imagery provider which is incorporated into our technology platform. We use post-catastrophe aerial imagery and roof damage scores for all affected risks within 48 hours of an event along with our traditional overlaid storm track information, to triage our catastrophe response and deploy our construction resources to mitigate the damage.

Automation is another key area of focus. We have automated as many business processes as possible. For example, our claims team uses robotic process automation (“RPA”) to automate the Electronic First Notice of

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Loss (“eFNOL”) logging process. This was particularly helpful during Hurricane Ian to track and effectively resolve outstanding claims. We also use proprietary RPA to feed data into our underwriting AI for faster and more accurate results.

For data reporting, we have built standard reporting dashboards in PowerBI for all departments to streamline the flow of information throughout the business. A few examples of these include dashboards that display catastrophe exposure, renewal retention analytics, claim statistics and profitability studies.

Risk Management

Our risk management function is at the center of our decision-making and our day-to-day activities and is a core component of our strategy to generate superior risk-adjusted returns.

The risk management function is led by Shannon Lucas, our CRO and COO, who has over 20 years of insurance experience. Our risk management team carefully manages our exposures and adheres to strict corporate risk appetite and tolerances for exposure accumulation. The team is supported by six individuals with extensive experience focusing on the coastal exposed property business. We focus on reinsurance, data and company-wide analytics with a framework that allows for real-time exposure management and drives strategic growth while adhering to our corporate risk appetite. Our unique approach to risk management allows us to project forward our aggregations, reinsurance costs and underwriting profitability on a prospective basis. We have established key risk tolerances and exposure management measures to protect our capital base from severe events. Our goal is to hedge our risk exposure and consolidated retention caused by a catastrophe event to no more than 20% of our annual pre-tax earnings.

We license Verisk Touchstone to regularly model in-force policies and review key metrics surrounding aggregations and volatility of the portfolio. We also use the Touchstone platform to produce PML analysis at specified intervals to validate our forecasts. We conduct regular modeling aimed at maintaining an optimal portfolio with minimal risks in higher catastrophe cost segments. Our underwriting systems are built to set territorial rules and restrictions in real-time to ensure that the Company does not exceed aggregations based on corporate risk tolerance levels. In addition, we conduct regular reviews of financial underwriting results in tandem with the underwriting team. We created a proprietary Florida building code database, which is used to validate primary and secondary risk characteristics, ensuring data accuracy for our portfolio and underwriting technology.

Reinsurance

We strategically purchase reinsurance to limit exposure to catastrophic events and protect our capital base from severe convective storms and hurricanes. Reinsurance is an important part of our risk management strategy and premiums paid to reinsurers is our single largest cost. We seek a diversified portfolio of reinsurance with the use of traditional reinsurance capacity, utilization of the FHCF and the use of multi-year catastrophe bonds. All reinsurance we purchase is on an excess of loss basis and covers all perils. We currently purchase catastrophe excess of loss reinsurance to the 175-year return period, well in excess of the 130-year return period primarily used in Florida and required by our rating agency and regulators. As of June 1, 2024, 100% of our private reinsurance recoverables were either fully collateralized or derived from reinsurers rated “A-” (Excellent) by A.M. Best, or better.

Our annual reinsurance program, which is segmented into layers of coverage, protects us for excess property catastrophe losses and loss adjustment expenses. In placing our reinsurance program, we seek to obtain multiple years of coverage for certain layers through multi-year reinsurance agreements. We believe this limits uncertainty on reinsurance coverage and pricing. 61% of our 2024 reinsurance program, excluding the FHCF, was on a multi-year basis.

The FHCF is a tax-exempt state trust fund under the supervision of the Florida State Board of Administration. The fund is operated with the objective of maintaining adequate homeowners insurance capacity within the state of

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Florida. Participation in FHCF is mandatory for Florida domestic residential property insurers. The fund provides excess of loss coverage below the cost that would be provided for similar coverage within the private market.

We treat our reinsurers as long-term partners. As such, we target underwriting profitability on a gross basis, before utilization of reinsurance, to ensure consistent support from our reinsurance partners and to protect ourselves from changes in the reinsurance market. Our sophisticated modeling and large database allow us to consider prospective reinsurance costs in our underwriting decisions, ensuring that we target profitable policies aligned with our reinsurance program. We include assumptions on individual policies and the prospective impact of each additional risk on our PML and expected reinsurance costs, which combined with multi-year reinsurance capacity limits uncertainty and unexpected increases in future reinsurance costs. Based upon catastrophe modeling, it would take an event beyond our 1-in-175-year PML to exhaust our 2024 – 2025 property catastrophe coverage. We currently seek to retain no more than 20% of our annual pre-tax earnings from a first-event catastrophic loss that is below the top of our reinsurance program. We believe that our reinsurance program provides adequate coverage for named storms.

By accessing catastrophe reinsurance coverage through the capital markets, we aim to diversify our sources of reinsurance capacity in a cost-effective manner and receive multi-year coverage, protecting our capital and maintaining profitability. In 2023, we executed our first two catastrophe reinsurance catastrophe bonds with Purple Re Ltd. (“Purple Re”), a Bermuda special purpose insurer, which provides three years of coverage from catastrophe losses caused by certain named storms, including hurricanes. In 2024, we executed our third catastrophe reinsurance catastrophe bond. As of June 1, 2024, we have $410 million of coverage remaining through these three notes. Series 2023-1 was issued in April 2023 and expires in April 2026 and Series 2023-2 was issued in July 2023 and expires in June 2026, and Series 2024-1 was issued in April 2024 and expires in June 2027. The limit of coverage of $410 million is fully collateralized by a reinsurance trust account for the benefit of SIC. SIC makes periodic premium payments to Purple Re during this three-year risk period. Purple Re issued $410 million of principal-at-risk variable notes to fund the reinsurance trust account and its obligations to SIC under the reinsurance agreement. The maturity date of the notes may be extended up to two additional years to satisfy claims following covered catastrophic events that have occurred during the three-year term of the reinsurance agreement.

2024 – 2025 reinsurance program

Our 2024-2025 reinsurance program incorporates the mandatory coverage required by law to be placed with the FHCF. We also have purchased private reinsurance below, alongside and above the FHCF layer. The following describes the layers of our 2024-2025 reinsurance program:

• Our Retention. We have a consolidated first event retention of $59.4 million of losses and loss adjustment expenses, which is made up of $44.8 million of first event captive participation and $14.6 million of captive RPP participation. We have a consolidated second event retention of $44.8 million, which is retained within the captive. We have a consolidated third event retention of $35 million, which is retained within the captive.

• Layer Below FHCF. Immediately above and alongside our retention, we purchase $340.2 million of reinsurance from highly rated third-party reinsurers. Through the placement of prepaid layers and payment of a reinstatement premium, we have two full limits below the FHCF. To the extent that the limit below the FHCF, or a portion thereof, is exhausted in a first catastrophic event, we have purchased prepaid layers or reinstatement premium protection insurance to pay the required premium necessary for the reinstatement of this coverage.

• FHCF Layer. Our FHCF coverage includes an estimated maximum provisional limit of 90% of $787 million, or $708 million, in excess of our retention and private reinsurance of $399 million. The limit and retention of our FHCF coverage is subject to upward or downward adjustment based on, among other things, submitted exposures to FHCF by all participants. The FHCF estimate is currently based on

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2024 rates and multiples and will not be finalized until the Rate Making Report is approved by the Florida State Board of Administration (“SBAFLA”) in Q2 of 2024 and exposures are known post June 30, 2024. We purchase coverage alongside, above, and below the FHCF layer from third party reinsurers. The layer alongside is in the amount of $85 million and the layer immediately above is in the amount of $35 million. The private reinsurance is generally adjusted to fill in gaps in our FHCF coverage. The FHCF coverage cannot be reinstated once exhausted, but it does provide coverage for multiple events.

• Purple Re Layers. As described above, we entered into a catastrophe reinsurance agreement with Purple Re, which provides coverage for $410 million of losses and loss adjustment expenses in excess of $1.2 billion, collateralized by the proceeds of the issuance. To the extent our FHCF and private coverage is partially or entirely exhausted by a first catastrophic event, Purple Re would provide coverage of $410 million of losses and loss adjustment expenses in excess of $505 million.

• Layer Above. We have additional $232.6 million of coverage alongside and above the Purple Re 2023-1, 2023-2 and 2024-1 catastrophe bonds of loss and loss adjustment expense. This coverage cannot be reinstated once exhausted, but it does provide coverage for multiple events. $90 million of the limit is alongside Purple Re 2024-1 while $142.6 million is above.

• Third Event. We have an additional $62.6 million of coverage in excess of $35 million consolidated retention of loss and loss adjustment expense for a third event. This coverage is in place to protect against frequency of events.

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2024-2025 reinsurance tower

Modeled return periods and historical loss estimates (excluding Hurricane Ian) derived from Verisk Touchstone Standard Catalog with Demand Surge.

We test the sufficiency of our reinsurance program by subjecting our exposures to statistical testing based on the most severe hurricanes which have hit Florida using the Verisk U.S. Hurricane Model. Hurricane Ian’s historical loss estimate is calculated by taking the actual losses by county and dividing by the TIV within those counties at the time of the storm to come up with a loss factor relative to TIV, which was then multiplied by our estimated TIV by county as of September 30, 2024. Based on this testing using Verisk Touchstone, there are no historical Florida storms that exhaust our first event reinsurance tower and it is estimated that our maximum loss based on known events is $983 million, substantially less than our $1.85 billion first event reinsurance tower, which is a testament to the strength of reinsurance protection. We also purchase third event reinsurance coverage, which provides $98 million of coverage for third event storms, which is in excess of the two-event coverage that is typically purchased in the Florida market.

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For the twelve months ending May 31, 2025, we have purchased reinsurance from the following sources: (i) the FHCF, (ii) 30 private reinsurers, which were all rated “A-” or higher by A.M. Best or S&P, (iii) four private reinsurers that have provided collateral to fully cover their exposure and (iv) a protected cell reinsurer whose shares are owned by Slide Reinsurance Holdings, LLC, our wholly-owned reinsurance subsidiary. Our entire reinsurance program is placed with AM Best “A” rated reinsurers or better, fully collateralized reinsurers, or the FHCF.

Reserves

We maintain loss and loss adjustment expense (“LAE”) reserves to cover estimated liabilities for all specific claims reported and unreported claims that have been incurred but not yet reported (“IBNR”). The reserves are estimates based on actuarial projections and the expected ultimate cost to settle and administer each claim and our ultimate liability may be greater or less than the current reserves. Our reserves estimates are based upon past loss experience modified for current trends as well as prevailing economic, legal and social conditions and facts and circumstances known at the time and are subject to significant uncertainty. The reserves are maintained net of estimated related salvage and subrogation recoverables and reinsurance recoverables.

Once a claim is reported, we establish a case reserve for the estimated amount of the expected payment after an appropriate assessment of coverage, damages and any additional investigation needed, including information received from the claims adjuster. Our estimate is based on general insurance reserving practices and on the experience and knowledge of our claim adjusters regarding the nature and value of the specific type of claim. We periodically adjust case reserves based on subsequent developments associated with each claim.

IBNR reserves are established in accordance with industry practice to provide for the estimated amount of future loss and LAE payments on incurred claims that have not yet been reported to us as well as potential development on reported claims. IBNR reserves are estimated based on generally accepted actuarial reserving techniques that consider quantitative loss experience data and additional qualitative factors.

We take a conservative approach to loss reserves. We review loss reserves at least on a monthly basis using a variety of forecasting techniques that consider paid and incurred loss and LAE and reported claim counts. We update the reserve estimates as historical loss experience develops, additional claims are reported or settled and new information becomes available. As of December 31, 2023, our reserves exceeded the actuarial point estimate derived from commonly accepted actuarial principles by $33 million.

During the year ended December 31, 2023, our net incurred losses and LAE for accident year 2022 developed favorably by $6 million. This favorable development was driven by a better than expected claims experience and lower loss adjustment expenses in our Florida residential policies. The following table illustrates, as of December 31, 2023, development of the estimated liability for losses and loss adjustment expenses from January 1, 2022 through December 31, 2022.

	Period ended December 31, 2023
	(Dollars in thousands)
Original estimated losses and loss adjustment expense	$	133,488
Re-estimated losses and loss adjustment expense one year later		127,236
Cumulative redundancy (deficiency)		6,252
Net premiums earned		441,412

Investments

We maintain a conservative investment portfolio. Our investment policy aims to balance current yield, conservation of capital and the need to meet our liquidity requirements. We hold a well-diversified investment portfolio that is compliant with Florida statutes and emphasizes quality assets and preservation of capital. Our asset allocation strategy focuses on maintaining sufficient readily available funds to pay claims and expenses. We hold 100% of our assets in high quality fixed income assets and cash. Our bond portfolio has a weighted average rating of AA- and duration of 2.6 years.

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Our investment portfolio is managed by a third-party investment management firm, BlackRock. BlackRock is a leading provider of investment, advisory and risk management solutions globally with $10 trillion of AUM, as of December 31, 2023. We regularly monitor our investment risk to balance our goals of capital preservation, income generation and liquidity needs of our Company. Our investment policy and guidelines consider our investment approach, which seeks to build a high-quality portfolio while preserving capital and meeting our liquidity needs. The Investment Committee of SIC reviews and approves our investment policy and strategy. This committee meets on a regular basis to review and consider investment activities, tactics and new investment opportunities as they arise.

The securities in our investment portfolio are classified as “available for sale” and are carried at fair value with unrealized gains and losses on these securities reported net of tax as a separate component of accumulated other comprehensive income (loss). Fair value represents quoted market prices traded in the public market. For those securities with unrealized losses, we intend to hold them until maturity or the point of unrealized gain.

As of December 31, 2023, we held $442 million in cash and cash equivalents and $270 million in fixed income securities. We do not hold any equities, derivative, or alternative investments, other than interest rate swap agreements hedging exposure under our Credit Facility. A summary of our investment portfolio at December 31, 2023 is as follows:

	As at December 31, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value		Yield
U. S. government and agencies	$	104,977,669	$	1,239,299	$	(101,086	)	$	106,115,883		4.095	%
U. S. states, territories and possessions		7,152,971		62,938		(7,049	)		7,208,860		4.637	%
Industrial and miscellaneous		99,462,615		1,654,477		(125,918	)		100,991,174		5.349	%
Special Revenue		48,000,296		723,796		(67,232	)		48,656,860		4.432	%
Political subdivisions		6,126,230		107,734		(5,362	)		6,228,601		4.300	%
Hybrid securities		1,018,876		—		(9,685	)		1,009,191		5.225	%
Total	$	266,738,658	$	3,788,243	$	(316,333	)	$	270,210,569

Competition

In general, the P&C insurance market is highly competitive, and we face competition from national and regional insurers. For example, in Florida, more than 350 companies are authorized to underwrite homeowners insurance. Some of our competitors have greater financial, marketing and management resources and experience than we do. However, we believe we have a significant technological advantage that allows us to assess, manage and price risk for individual and bulk policy acquisitions. Our technology is built to estimate future costs of policies and compare it back to our base rates to better understand profitability in real time on an individual risk basis and to assess large and/or bulk transactions. This technology permits us to only select policies that we believe to be profitable based on future reinsurance and AOP costs. We may also compete with new market entrants in the future. Competition is based on many factors, including the reputation and experience of the insurer, coverages and services offered, pricing and other terms and conditions, speed of claims payment, customer service, relationships with brokers and agents (including ease of doing business, service provided and commission rates paid), size and financial strength ratings, among other considerations.

Ratings

Our insurance subsidiary is eligible to be rated by a third-party rating agency, Demotech, Inc. (“Demotech”). Demotech’s rating process provides an objective baseline for assessing the solvency of an insurer which in turn provides insight into changes in an insurer’s financial stability. Our insurance subsidiary has received a Demotech Financial Stability Rating of “A” for Exceptional financial stability. This is the third highest Financial Stability

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Rating of the six Financial Stability Ratings (A’’ – Unsurpassed; A’ – Unsurpassed; A – Exceptional; S – Substantial; M – Moderate; L – Licensed) utilized by Demotech. (Demotech may also categorize an insurer as N/A – Ineligible.) The Financial Stability Ratings given by Demotech serve to summarize Demotech’s opinion as to the relative ability of insurers to survive a downturn in general economic conditions as well as a downturn in the underwriting cycle and should not be interpreted as (and are not intended to serve as) an assessment of an insurer’s securities or a recommendation to buy, sell or hold an insurer’s securities. Our insurance subsidiary does not currently have a rating from AM Best, and we do not currently intend to seek a rating from AM Best. We will continue to rely on our rating from Demotech, which management believes is in line with market practice with our competitors in the specialty homeowners insurance market in which we operate. Among other things, in order to receive a satisfactory rating from AM Best, we would be required to forgo certain revenues and efficiency of size.

Government Regulation

The insurance industry is extensively regulated. Slide is subject to the laws and regulations of Florida, South Carolina and any other state where we may seek to do business.

Florida

Florida’s insurance regulatory regime provides for regulation of virtually all aspects of Slide’s business. Florida, like many states, has adopted several model laws and regulations as promulgated by the NAIC. State statutes and administrative rules generally require each insurance company that is part of a holding company group to register with the department of insurance in its state of domicile and to furnish information concerning the operations of the companies within the holding company system which may materially affect the operations, management or financial condition of the insurers within the group. As part of its registration, each insurance company must identify material agreements, relationships and transactions with affiliates, including without limitation loans, investments, asset transfers, transactions outside of the ordinary course of business, certain management, service, and cost sharing agreements, reinsurance transactions, dividends and consolidated tax allocation agreements. Importantly, regulated insurance companies, such as Slide, are subject to statutory accounting requirements that are promulgated by the NAIC and adopted by the individual states. As part of such financial regulation, Slide is required to file quarterly and audited annual financial statements with the FLOIR. In many instances, Florida’s insurance laws and regulations are even more stringent than those promulgated by the NAIC or other states.

As an initial matter, Florida routinely places additional restrictions on new insurers as a condition of receiving a certificate of authority. These restrictions are typically memorialized in a consent order entered into between the FLOIR and the insurer applying for a certificate of authority. We are subject to such a consent order in which we have agreed to higher or more stringent restrictions than are otherwise required under Florida law. Under such consent order, we are subject to such higher or more stringent restrictions until January 7, 2026. The material restrictions we have agreed to include:

• Florida law requires a residential property writer to maintain surplus of the greater of $15.0 million or 10% of its liabilities. Pursuant to the consent order, we agreed to establish a minimum capital and surplus of 300% of our authorized control level risk-based capital. As of December 31, 2023, our insurance subsidiary held surplus of $127 million, which represents 25% of its liabilities, and a capital and surplus of the authorized control level risk-based capital of 508%, in full compliance with Florida law and the consent order.

• Florida law restricts the ratio of premiums written to policyholder surplus to 10 to 1 on a gross basis and 4 to 1 on a net of reinsurance basis. As of December 31, 2023, Slide’s gross and net premiums written ratios were 6.2 to 1 and 2.4 to 1, respectively. Pursuant to the consent order, we also agreed to not exceed the projected premiums in the plan of operation submitted with our original application for licensure without the prior written approval of FLOIR. As part of the FLOIR approval process for the

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• Florida law places no restrictions on the parent of an insurer, or other upstream entities, with regard to the payment of dividends. Pursuant to the consent order, we agreed to not make any distributions to stockholders prior to January 7, 2025. We are in full compliance with this provision of the consent order.

• Florida law allows an insurer to pay certain dividends to stockholders without approval of FLOIR. Pursuant to the consent order, we agreed that, until January 7, 2025, Slide would pay only those dividends that have been approved in advance and in writing by FLOIR. Our insurance subsidiary has paid no stockholder dividends since its inception and is in full compliance with this provision of the consent order.

We are also subject to consent orders setting conditions for FLOIR’s approval of the Citizens assumption transactions in which we have participated. We are required by consent order to comply with the assumption agreements entered into with Citizens at the time of each assumption transaction, which requires that for the assumed policies, we must offer to renew each policy for a minimum of three years provided the policy satisfies our underwriting guidelines. We are in full compliance with all consent orders issued with regard to Citizens’ depopulation program.

As the ultimate parent company of the Carrier, we are also subject to certain laws of the State of Florida governing insurance holding company systems. These laws, among other things, (i) require us to file periodic information with the FLOIR, including information concerning our capital structure, ownership, financial condition and general business operations, (ii) regulate certain transactions between our Carrier and affiliates, including the amount of dividends and other distributions the Carrier may pay, the terms of surplus notes and amounts that our affiliates can charge the Carrier for services such as policy administration and claims administration and (iii) restrict the ability of any one person to acquire certain levels of our voting securities without prior regulatory approval.

South Carolina

South Carolina has adopted several model laws and regulations as promulgated by the NAIC. As part of the process to become an admitted carrier in the State of South Carolina, each insurance company must identify material agreements, relationships and transactions with affiliates, including without limitation loans, investments, asset transfers, transactions outside of the ordinary course of business, certain management, service, and cost sharing agreements, reinsurance transactions, dividends and consolidated tax allocation agreements. Importantly, regulated insurance companies, such as Slide, are subject to statutory accounting requirements that are promulgated by the NAIC and adopted by states, including South Carolina.

Additional Regulatory Requirements

Additionally, we are subject to regulations administered by a department of insurance in each state in which we do business. Currently, we only write insurance on an admitted basis in Florida and South Carolina and do not conduct business in other states. These regulations relate to, among other things:

• the content and timing of required notices and other policyholder information;

• the amount of premiums the insurer may assume or write in relation to its surplus;

• the amount and nature of reinsurance a company is required to purchase;

• participation in guaranty funds and other statutorily created markets or organizations;

• business operations and claims practices;

• approval of policy forms and premium rates;

• standards of solvency, including risk-based capital measurements;

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• licensing of insurers and their products;

• restrictions on the nature, quality and concentration of investments;

• restrictions on the ability of insurance company subsidiaries to pay dividends to insurance holding companies;

• restrictions on transactions between insurance companies and their affiliates;

• restrictions on the size of risks insurable under a single policy;

• requiring deposits for the benefit of policyholders;

• requiring certain methods of accounting;

• periodic examinations of our operations and finances;

• the form and content of records of financial condition required to be filed; and

• requiring reserves.

FLOIR, the South Carolina Department of Insurance and regulators in other jurisdictions where we may become licensed and offer insurance products conduct periodic examinations of the affairs of insurance companies and require the filing of annual and other reports relating to financial condition, holding company issues and other matters. The NAIC mandates that all insurance companies be examined a minimum of once every five years. However, the FLOIR has the authority to conduct an examination whenever it is deemed appropriate. These regulatory authorities also conduct periodic examinations into insurers’ business practices. Additionally, as an insurance company operating in Florida, Slide is subject to assessments levied by Citizens, the Florida Insurance Guaranty Association and the FHCF.

Further, all states require licensure and regulatory approval prior to the marketing of insurance products. Typically, licensure review is comprehensive and includes a review of a company’s business plan, solvency, reinsurance, rates, and forms, the character of its officers and directors and other of its financial and non-financial aspects. The regulatory authorities may prevent entry into a new market by not granting a license. In addition, regulatory authorities may preclude or delay our entry into markets by disapproving or withholding approval of our product filings.

From time to time, regulatory and legislative bodies in Florida, South Carolina and other states have adopted or proposed new laws or regulations to address the cyclical nature of the insurance industry, catastrophic events, and insurance capacity and pricing. These regulations, which are often temporary in nature, (i) restrict certain policy non-renewals or cancellations and require advance notice of certain policy non-renewals and (ii) from a practical standpoint, limit or delay rate changes for a specified period during or after a catastrophe event. Most states, including Florida and South Carolina, also have insurance laws requiring that rate schedules and other information be filed for review by the insurance regulatory authority. The insurance regulatory authority may disapprove a rate filing if it finds that the proposed rates would be inadequate, excessive, or unfairly discriminatory. Rates, which are not necessarily uniform for all insurers, vary by many factors including class of business, hazard covered, risk location and size of risk.

Human Capital Management

As of December 31, 2023, we had 204 full-time employees. Our employees are not subject to any collective bargaining agreements, and we are not aware of any current efforts to implement such an agreement. We believe that our employee relationships are good, and we continue to explore opportunities to hire highly qualified insurance experts to expand our employee base and decrease our reliance on any individual employees.

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Facilities

We sublease our corporate headquarters building at 4221 W. Boy Scout Blvd., Suite 200, Tampa, Florida, which includes approximately 30,006 square feet of office space. The current term of such lease expires on April 29, 2030. We believe that our facilities are adequate for our current needs.

Intellectual Property

The protection of our technology and intellectual property is an important aspect of our business. We intend to rely upon a combination of trademarks, trade secrets, copyrights, confidentiality procedures, contractual commitments and other legal rights to establish and protect our intellectual property, which includes our proprietary algorithm for our reinsurance program. We generally enter into confidentiality agreements and invention assignment agreements with our employees and consultants to control access to, and clarify ownership of, our proprietary information and intellectual property.

As of December 31, 2023, we do not own any U.S. or foreign patents and do not have any U.S. or foreign patent applications pending. As of December 31, 2023, we hold one registered U.S. copyright, six pending U.S. trademark applications and no pending foreign trademark applications, and have no registered U.S. trademarks and no registered foreign trademarks. We regard our trademarks as valuable assets in marketing our products and services, and have and will continue to use commercially reasonable efforts to protect our trademarks against infringement. We continually review our development efforts to assess the existence and patentability of new intellectual property.

Intellectual property laws, procedures and restrictions provide only limited protection and any of our intellectual property rights may be challenged, invalidated, circumvented, infringed or misappropriated. Further, the laws of certain countries do not protect proprietary rights to the same extent as the laws of the United States, and, therefore, in certain jurisdictions, we may be unable to protect our proprietary technology. Additionally, trade secrets can be difficult to protect. While we have confidence in the measures we take to protect and preserve our trade secrets, such measures can be breached, and we may not have adequate remedies for any such breach. In addition, our trade secrets may otherwise become known or be independently discovered by competitors. For more information regarding the risks related to our intellectual property, see “Risk Factors—Risks Relating to Our Intellectual Property and Data Privacy.”

Legal Proceedings

We are subject to routine legal proceedings in the normal course of operating our insurance business. We are not involved in any legal proceedings which reasonably could be expected to have a material adverse effect on our business, financial condition and results of operations.

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MANAGEMENT

Executive Officers and Directors

Set forth below are the names, ages and positions of our directors and executive officers as of the date of this prospectus.

Name	Age	Position
Bruce Lucas	52	Chief Executive Officer and Director
Jesse Schalk	50	President and Chief Financial Officer
Shannon Lucas	44	Chief Operating Officer, Chief Risk Officer and Director
Robert Gries	66	Director
Thomas O’Shea	52	Director
Stephen Rohde	73	Director

Bruce Lucas is a co-founder of the Company, and has served as our Chief Executive Officer and Chairman of our board of directors since our founding in April 2021. He is married to Shannon Lucas, a co-founder of the Company, our Chief Operating Officer and Chief Risk Officer and a member of the board of directors. Prior to Slide, Mr. Lucas founded super-regional insurer Heritage Insurance (NYSE: HRTG), serving as Chief Executive Officer, Chief Information Officer and Chairman of the board of directors from 2012 to 2020. Mr. Lucas received a Bachelor of Arts in Geology and Environmental Science from Indiana University Bloomington and a Juris Doctor from Indiana University Maurer School of Law. We believe Mr. Lucas is qualified to serve on our board of directors due to his extensive experience in the insurance industry, as well as prior leadership and management roles.

Jesse Schalk has served as our President since September 2022 and Chief Financial Officer since January 2023. Mr. Schalk oversees the data-driven financial strategies of Slide. Before joining Slide, Mr. Schalk served as Chief Financial Officer of St. Johns Insurance Company from 2013 to 2020 and served as President of St. Johns Insurance Company from 2020 to 2022. On February 25, 2022, St. Johns Insurance Company was ordered into receivership for purposes of liquidation by the Second Judicial Circuit Court of the State of Florida. Mr. Schalk received a Bachelor of Science in Accounting from Arkansas Tech University.

Shannon Lucas is a co-founder of the Company and has served as our Chief Operating Officer and Chief Risk Officer, as well as a member of our board of directors, since our founding in April 2021. She is married to Bruce Lucas, a co-founder of the Company, and our Chief Executive Officer and Chairman of the board of directors. Mrs. Lucas leads Slide’s operations and enterprise risk management. Prior to Slide, Mrs. Lucas served as Chief Executive Officer of Securus Risk Management, LLC, a risk consulting firm providing services in the insurance industry, from 2016 to 2020. Mrs. Lucas received a Bachelor of Science in Finance from University of Florida and a Master of Business Administration from University of Florida. We believe Mrs. Lucas is qualified to serve on our board of directors due to her extensive experience in the insurance industry, as well as prior leadership and management roles.

Robert Gries has served as a member of our board of directors since our founding in April 2021. Mr. Gries has served as the president and chief executive officer of Gries Investment Funds since 2004. Mr. Gries has served on many non-profit and civic boards, including the University of Tampa and Berkeley Preparatory School, and he currently serves on the board of the Tampa Bay Performing Arts Center. Mr. Gries received a Bachelor of Arts in Education from University of Michigan. We believe Mr. Gries is qualified to serve on our board of directors due to his investment and leadership experience, as well as his service as a director at numerous companies.

Thomas O’Shea has served as a member of our board of directors since April 2024. Mr. O’Shea has served as head of European investments for Brigade Capital Management, LP since 2017, and currently serves as a partner and member of its investment committee. Mr. O’Shea currently serves as a director of Mannok Holdings

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Designated Activity Company and Quinn Industries Holdings Luxembourg Sarl. Mr. O’Shea received a Bachelor of Arts in English Literature from the University of Virginia, where he was an Echols Scholar, and a Master of Business Administration in Finance from New York University’s Stern School of Business. We believe Mr. O’Shea is qualified to serve on our board of directors due to his investment experience, as well as his leadership experience.

Stephen Rohde has served as a member of our board of directors since April 2024. Mr. Rohde has served as member of Slide Insurance Company’s board of directors and Chairman of the audit committee since 2022. Mr. Rohde serves on Lion Insurance Company’s board of directors and as the chairman of its audit committee. Mr. Rohde served as an independent consultant for numerous insurance companies, including Slide and Heritage Insurance Holdings, Inc., from 2016 to 2022. Mr. Rohde received a Bachelor of Business Administration in Accounting and Business Administration from University of Wisconsin-Eau Claire. We believe Mr. Rohde is qualified to serve on our board of directors due to his accounting and leadership experience, including prior experience serving as chief financial officer for other insurance companies, as well as his service as a director at other companies.

Board Structure and Compensation of Directors

Upon completion of the offering, our board of directors will consist of   members. Our board has determined that each of   ,   and   is independent under applicable   rules.

Our current directors are elected annually. Our current directors will continue to serve as directors until their resignation, removal or successor is duly elected.

Directors who are also full-time officers or employees of our company will receive no additional compensation for serving as directors. All other directors will receive an annual retainer of $   . In addition, the chairman of the audit committee will receive an annual fee of $   and the chairman of the nominating, governance and compensation committee will receive an annual fee of $   . Each non-employee director also will receive an annual grant of restricted stock under our 2024 Plan having a fair market value (as defined in the plan) of $   .

Board Committees

Audit committee

The members of our audit committee will be, at the closing of this offering,    ,    and    .    will be the chairman of our audit committee. The composition of our audit committee meets the requirements for independence under the current     listing standards and SEC rules and regulations. Each member of our audit committee is financially literate. In addition, our board of directors has determined that    is an “audit committee financial expert” as defined in Item 407(d)(5)(ii) of Regulation S-K promulgated under the Securities Act of 1933, as amended (the “Securities Act”). This designation does not impose on him any duties, obligations or liabilities that are greater than are generally imposed on members of our audit committee and our board of directors. Our audit committee is directly responsible for, among other things:

• selecting a firm to serve as the independent registered public accounting firm to audit our financial statements;

• ensuring the independence of the independent registered public accounting firm;

• discussing the scope and results of the audit with the independent registered public accounting firm and reviewing, with management and that firm, our interim and year-end operating results;

• establishing procedures for employees to anonymously submit concerns about questionable accounting or audit matters;

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• considering the adequacy of our internal controls and internal audit function;

• reviewing material related party transactions or those that require disclosure; and

• approving or, as permitted, pre-approving all audit and non-audit services to be performed by the independent registered public accounting firm.

Compensation committee

The members of our compensation committee will be, at the closing of this offering,   ,   and    .   will be the chairman of our compensation committee. Each member of this committee is a non-employee director, as defined by Rule 16b-3 promulgated under the Exchange Act, and an outside director, as defined pursuant to Section 162(m) of the Code, and meets the requirements for independence under the current   listing standards and SEC rules and regulations. Our compensation committee is responsible for, among other things:

• reviewing and approving, or recommending that our board of directors approve, the compensation of our executive officers;

• reviewing and recommending to our board of directors the compensation of our directors;

• administering our stock and equity incentive plans;

• reviewing and approving, or making recommendations to our board of directors with respect to, incentive compensation and equity plans; and

• reviewing our overall compensation philosophy.

Nominating and governance committee

The members of our nominating and governance committee will be, at the closing of this offering,   ,   and   .   will be the chairman of our nominating and governance committee.   and   meet the requirements for independence under the current   listing standards. Our nominating and governance committee is responsible for, among other things:

• identifying and recommending candidates for membership on our board of directors;

• reviewing and recommending our corporate governance guidelines and policies;

• reviewing proposed waivers of the code of conduct for directors and executive officers;

• overseeing the process of evaluating the performance of our board of directors; and

• assisting our board of directors on corporate governance matters.

Code of Business Conduct and Ethics

In connection with this offering, our board of directors will adopt a code of business conduct and ethics that applies to all of our employees, officers and directors, including our Chief Executive Officer, Chief Financial Officer and other executive and senior financial officers. Upon completion of this offering, the full text of our codes of business conduct and ethics will be posted on the investor relations section of our website. We intend to disclose future amendments to our codes of business conduct and ethics, or any waivers of such code, on our website or in public filings.

Compensation Committee Interlocks and Insider Participation

None of our executive officers has served as a member of a compensation committee (or if no committee performs that function, the board of directors) of any other entity that has an executive officer serving as a member of our board of directors.

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Indemnification of Officers and Directors

Our amended and restated certificate of incorporation will provide that we will indemnify our directors and officers to the fullest extent permitted by the Delaware General Corporation Law (“DGCL”). We will establish directors’ and officers’ liability insurance that insures such persons against the costs of defense, settlement or payment of a judgment under certain circumstances.

Our amended and restated certificate of incorporation will provide that our directors will not be liable for monetary damages for breach of fiduciary duty, except for liability relating to any breach of the director’s duty of loyalty, acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, violations under Section 174 of the DGCL or any transaction from which the director derived an improper personal benefit.

We will enter into indemnification agreements with each of our directors and executive officers. These agreements, among other things, will require us to indemnify each director and executive officer to the fullest extent permitted by Delaware law, including indemnification of expenses such as attorneys’ fees, judgments, fines and settlement amounts incurred by the director or executive officer in any action or proceeding, including any action or proceeding by or in right of us, arising out of the person’s services as a director or executive officer.

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EXECUTIVE COMPENSATION

This section describes the material elements of compensation awarded to, earned by or paid to each of our named executive officers in 2023. We are an “emerging growth company,” within the meaning of the Jumpstart Our Business Startups Act of 2012, as amended (the “JOBS Act”), and have elected to comply with the reduced compensation disclosure requirements available to emerging growth companies under the JOBS Act. Our named executive officers for 2023 were Bruce Lucas, Jesse Schalk and Shannon Lucas. This section also provides qualitative information regarding the manner and context in which compensation is awarded to and earned by our named executive officers and is intended to place in perspective the data presented in the tables and narrative that follow.

Summary Compensation Table

The following table sets forth information concerning the compensation paid to our principal executive officer and our two other most highly compensated executive officers during our fiscal year ended December 31, 2023.

Name and Principal Position	Year		Salary ($)		Bonus(1) ($)		Option Awards(2) ($)		All Other Compensation(3) ($)		Total ($)
Bruce Lucas(4) Founder and Chief Executive Officer		2023		848,000		6,670,000		2,178,776		15,886		9,712,662
Jesse Schalk President and Chief Financial Officer		2023		568,269		700,000		245,366		8,445		1,522,080
Shannon Lucas(4) Chief Operating Officer & Chief Risk Officer		2023		636,000		1,500,000		704,095		7,660		2,847,755

(1) This column reflects annual discretionary bonuses received in respect of 2023 services.

(2) This column reflects the grant date fair value computed in accordance with FASB ASC Topic 718 of the options to purchase shares of our common stock granted to the named executive officers, which is measured on the grant date based on the closing fair market value of our common stock, excluding the effect of estimated forfeitures, assuming all performance goals are achieved with respect to the performance-based options (which was the probable outcome of the related performance conditions as of their grant date). For a further discussion of the assumptions used in the calculation of the grant-date fair values for the stock options pursuant to ASC 718, see Note 23 Stock-based Compensation to our financial statements included elsewhere in this prospectus. For further discussion of grants made in 2023, see “—Outstanding Equity Awards at Fiscal Year End” table.

(3) This column reflects amounts paid by the Company on behalf of the executives for 401(k) matching contributions and life insurance premiums. For Bruce Lucas, this amount consists of a 401(k) matching Company contribution of $12,388 and a company-paid life insurance premium of $3,498. For Jesse Schalk, this amount consists of a 401(k) matching Company contribution of $5,642 and a company-paid life insurance premium of $2,803. For Shannon Lucas, this amount consists of a 401(k) matching Company contribution of $5,227 and a company-paid life insurance premium of $2,433.

(4) Mr. Lucas and Mrs. Lucas are also members of our board of directors, but did not receive any additional compensation in such capacity as a director in 2023.

Employment Agreements

Bruce Lucas. On September 13, 2021, we entered into an employment agreement with Mr. Lucas, our Founder and Chief Executive Officer and the Chairman of the board of directors, which provides for a term of employment through September 13, 2025 (subject to automatic renewal), unless (1) terminated by Mr. Lucas on 90-days’ notice; (2) terminated by the Company for “Cause” (as defined in the employment agreement); or (3) terminated by the Company without “Cause.” Under his employment agreement, Mr. Lucas is entitled to an

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annual base salary of $800,000, which base salary is subject to a 6% increase annually during the contract term. Additionally, Mr. Lucas is eligible to receive an annual performance bonus with a target amount to be determined by the Company’s board of directors. The bonus is discretionary and based on his performance during the applicable calendar year. For 2023, we paid Mr. Lucas an annual performance bonus of $6,670,000 based upon the achievement of 2023 individual and Company performance goals as determined by our board of directors.

As contemplated by his employment agreement, on October 8, 2021, we granted to Mr. Lucas (i) an option to purchase 200,000 shares of our common stock, which vested with respect to 50,000 options on September 13, 2022 and thereafter vests monthly in the amount 1,250 options and (ii) an option to purchase 400,000 shares of our common stock, of which 50,000 shares underlying this option will vest and become exercisable upon (A) each date on which the Company first attains “annual gross written premium plus Company revenue” of at least $100,000,000, $150,000,000, $200,000,000, and $250,000,000; and (B) the achievement of positive EBITDA in each of calendar years 2022, 2023, 2024 and 2025, subject to Mr. Lucas’ continued employment or service at each such vesting event, as described further below in the discussion following the “Outstanding Equity Awards at Fiscal Year End” table above. Options granted pursuant to the employment agreement will be deemed terminated if Mr. Lucas terminates the Agreement prior to the end of the applicable vesting schedule or if he is terminated for “Cause,” as such term is determined in his employment agreement. If Mr. Lucas’ employment is terminated by the Company without “Cause,” he will be entitled to full vesting of outstanding options and two years of compensation and benefits under his employment agreement. The agreement includes non-solicit and non-compete restrictive covenants that apply for one year following termination of employment and includes confidentiality/non-disclosure obligations.

Jesse Schalk. On January 31, 2023, we entered into an employment agreement with Mr. Schalk, our President and Chief Financial Officer, which provides for a term of employment through September 1, 2025 (subject to automatic renewal) unless terminated by either party on 90 days’ notice. Under his employment agreement, Mr. Schalk is entitled to an annual base salary of $600,000. Additionally, Mr. Schalk is eligible to receive an annual performance bonus with a target amount of $100,000, with the achievement of such bonus to be determined by the Company’s board of directors, contingent upon satisfaction of performance goals based on Mr. Schalk’s performance during the calendar year as well as the financial performance of the Company. For 2023, we paid Mr. Schalk an annual performance bonus of $700,000 based upon the achievement of 2023 individual and Company performance goals as determined by our board of directors.

As contemplated by his employment agreement, on February 14, 2023, we granted to Mr. Schalk an option to purchase 75,000 shares of our common stock, which vests in three equal annual installments on each of January 31 of 2024, 2025, and 2026, subject to Mr. Schalk’s continued employment or service through each vesting date as described further below in the discussion in the footnotes following the “Outstanding Equity Awards at Fiscal Year End” table above. Options granted pursuant to the agreement will be deemed terminated if either party terminates the agreement for any reason prior to the end of the vesting schedule set forth therein. The agreement includes non-solicit and non-compete restrictive covenants that apply for two years following termination of employment and includes confidentiality/non-disclosure obligations.

Shannon Lucas. On September 13, 2021, we entered into an employment agreement with Mrs. Lucas, our Chief Risk Officer and Chief Operating Officer, which provides for a term of employment through September 13, 2025 (subject to automatic renewal) unless: (1) terminated by Mrs. Lucas on 90 days’ notice; (2) terminated by the Company for “Cause” (as defined in the employment agreement) or (3) terminated by the Company without “Cause.” Under her employment agreement, Mrs. Lucas is entitled to an annual base salary of $600,000, which base salary is subject to a 6% increase annually during the contract term. Additionally, Mrs. Lucas is eligible to receive an annual performance bonus with a target amount of $100,000, which is discretionary and based on her performance during the applicable calendar year. For 2023, we paid Mrs. Lucas an annual performance bonus of $1,500,000 based upon the achievement of 2023 individual and Company performance goals as determined by our board of directors.

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As contemplated by her employment agreement, on October 8, 2021, we granted to Mrs. Lucas an option to purchase 60,000 shares of our common stock, which vested in one installment of 15,000 options on September 13, 2022 and thereafter vests monthly in the amount of 1,250 options, subject to Mrs. Lucas’ continued employment or service through each vesting date as described further below in the discussion in the footnotes following the “Outstanding Equity Awards at Fiscal Year End” table above. Options granted pursuant to the employment agreement will be deemed terminated if Mrs. Lucas terminates the Agreement prior to the end of the applicable vesting schedule or if she is terminated for “Cause,” as such term is determined in his employment agreement. If Mrs. Lucas’ employment is terminated by the Company without “Cause,” she will be entitled to full vesting of outstanding options and two years of compensation and benefits under her employment agreement. The agreement includes non-solicit and non-compete restrictive covenants that apply for one year following termination of employment and includes confidentiality/non-disclosure obligations.

Equity Compensation Plans

2024 Omnibus Incentive Plan

We intend to adopt the Slide Insurance Holdings, Inc. 2024 Omnibus Incentive Plan (the “2024 Plan”), which will be effective on the date immediately prior to the date our registration statement relating to this offering becomes effective. The principal purpose of the 2024 Plan will be to attract, retain, and motivate selected employees, consultants, and directors through the grant of equity-based and cash-based incentive awards to employees, consultants, service providers and non-employee directors of the Company and its affiliates. The following is a summary of the material terms currently contemplated for the 2024 Plan, which are subject to change.

Administration. The compensation committee of our board of directors is expected to administer the 2024 Plan unless our board of directors assumes authority for administration. Our board of directors may delegate its powers to a committee, which, to the extent required to comply with Rule 16b-3, is intended to be comprised of “non-employee directors” for purposes of Rule 16b-3 under the Exchange Act. The 2024 Plan will provide that the board or compensation committee may delegate its authority to grant awards other than to individuals subject to Section 16 of the Exchange Act or officers or directors to whom authority to grant awards has been delegated.

Authority. The Committee will have the authority to, among other actions, determine eligible participants, the types of awards to be granted, the number of shares covered by any awards, the terms and conditions of any awards (and amend any terms and conditions) and the methods by which awards may be settled, exercised, cancelled, forfeited or suspended. In addition, the Committee will have the authority to waive restrictions or accelerate vesting of any award at any time. The Committee may interpret and administer the 2024 Plan or any award thereunder and make any other determination and take any other action that the Committee deems necessary or desirable for the administration of the 2024 Plan.

Shares reserve. The maximum number of shares of our common stock available for issuance under the 2024 Plan will be limited so as not to exceed the sum of (1) a number of new shares, to be determined by the board of directors in consultation with outside advisors, plus (2) the number of shares that remain available for issuance under our Prior Plan at the time our 2024 Plan becomes effective, plus (3) any shares subject to outstanding stock options that were granted under our Prior Plan that, on or after the 2024 Plan becomes effective, terminate or expire prior to exercise or settlement; are settled in cash; are forfeited or repurchased because of the failure to vest; or are reacquired or withheld to satisfy a tax withholding obligation or the purchase or exercise price in accordance with the terms of the Prior Plan. Any shares underlying substitute awards, shares remaining available for grant under a plan of an acquired company and awards that are forfeited, cancelled, expired, terminated or are otherwise lapsed, in whole or in part, or are settled in cash or withheld by us in respect of taxes, will become available for future grant under our 2024 Plan. The plan will also include a customary limit on the number of shares of stock that may be issued upon the exercise of incentive stock options (“ISOs”).

Adjustments. In the event of certain changes in our corporate structure, including any extraordinary dividend or other distribution, recapitalization, stock split, reorganization, merger, consolidation, spin-off, or other similar

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corporate transaction or event affecting our common stock, or changes in applicable laws, regulations or accounting principles, the Committee will make appropriate adjustments to prevent undue enrichment or harm to the number and type of shares of our common stock subject to awards, and to the grant, purchase, exercise or hurdle price for any award.

Non-employee director limits. Under the 2024 Plan, the maximum number of shares of our common stock subject to an award granted during a single fiscal year to any non-employee director, taken together with any cash fees paid during the fiscal year, in respect to the director’s service as a member of our board of directors during such year, shall not exceed a limit to be determined by the board of directors in consultation with outside advisors. The independent directors may make exception to this limit for a non-executive chair of our board of directors, provided that the non-employee director receiving such additional compensation may not participate in the decision to award such compensation.

Stock options. The 2024 Plan will permit the grant of incentive stock options to employees and/or nonstatutory stock options to all eligible participants. The exercise price of stock options may not be less than the fair market value of our common stock on the grant date, provided that if an incentive stock option is granted to a 10% stockholder, the exercise price may not be less than 110% of the fair market value of our common stock. Each stock option agreement will set forth the vesting schedule of the options and the term of the options, which may not exceed ten years (or five years in the case of an incentive stock option granted to a 10% stockholder). The Committee will determine the method of payment of the exercise price. The Committee may provide in an applicable award agreement that, to the extent a stock option is not previously exercised as to all of the shares of our common stock subject thereto, and, if the fair market value of one share of our common stock is greater than the exercise price then in effect, then the stock option shall be deemed automatically exercised immediately before its expiration.

Stock appreciation rights. The 2024 Plan will permit the grant of stock appreciation rights, which entitle the holder to receive shares of our common stock or cash having an aggregate value equal to the appreciation in the fair market value of our common stock between the grant date and the exercise date, times the number of shares of our common stock subject to the award. The exercise price of stock appreciation rights may not be less than the fair market value of our common stock on the date of grant. Each stock appreciation rights agreement will set forth the vesting schedule of the stock appreciation rights. The Committee may provide in an applicable award agreement that, to the extent a stock appreciation right is not previously exercised as to all of the shares of our common stock subject thereto, and, if the fair market value of one share of our common stock is greater than the exercise price then in effect, then the stock appreciation right shall be deemed automatically exercised immediately before its expiration.

Restricted stock and restricted stock units. The 2024 Plan will permit the grant of restricted stock and restricted stock units. Restricted stock awards are grants of shares of our common stock, subject to certain condition and restrictions as specified in the applicable award agreement. Restricted stock units represent the right to receive shares of our common stock (or a cash amount equal to the value of our common stock) on future specified dates. The Committee will determine the form or forms in which payment of the amount owing upon settlement of a restricted stock unit may be made.

Performance awards. The 2024 Plan will permit the grant of performance awards, which are payable upon the achievement of performance goals determined by the Committee. The Committee may, in its discretion, increase or reduce the amount of a settlement otherwise to be made in connection with a performance award.

Other cash-based awards and other stock-based awards. The 2024 Plan permits the grant of other cash-based and other stock-based awards, the terms and conditions of which will be determined by the Committee and specified in the applicable award agreement.

Separation from service. In the event of a participant’s separation from service, as defined in the 2024 Plan, the Committee may determine the extent to which an award may be exercised, settled, vested, paid or forfeited

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prior to the end of a performance period, or the effect of such separation on the vesting, exercise or settlement of an award.

Change in control. In the event of a change in control, as defined in the 2024 Plan, the Committee may take certain actions with respect to outstanding awards, including the continuation or assumption of awards, substitution or replacement of awards by a successor entity, acceleration of vesting and lapse of restrictions, determination of the attainment of performance conditions for performance awards or cancellation of awards in consideration of a payment.

No repricing. Except pursuant to an adjustment by the Committee permitted under the 2024 Plan, no action may directly or indirectly reduce the exercise or hurdle price of any award established at the time of grant without stockholder approval.

Plan amendment or suspension. The Committee will have the authority to amend, suspend, discontinue or terminate the 2024 Plan, provided that no such action may be taken without stockholder approval if the approval is necessary to comply with a tax or regulatory requirement or other applicable law for which the Committee deems it necessary or desirable to comply. No amendment may in general adversely and materially affect a participant’s rights under any award without such participant’s written consent.

Term of the plan. No awards may be granted under the 2024 Plan after the earlier of the following events: (i) our board of directors terminates the plan, (ii) the maximum number of shares available for issuance has been issued or (iii) ten years from the effective date of the 2024 Plan.

2021 Equity Compensation Plan

The Company maintains the Slide Insurance Holdings, Inc. 2021 Equity Compensation Plan (the “Prior Plan”), which was originally adopted by our board of directors and approved by our stockholders on October 8, 2021. The Prior Plan provides for the grant of ISOs, nonqualified stock options (“NSOs”), stock awards, stock units, stock appreciation rights and other equity-based awards. Employees, officers, directors, consultants and advisors of the Company and its subsidiaries are eligible to receive awards under the Prior Plan; however, ISOs may only be granted to our employees, under which it grants options and other equity-based awards to eligible service providers, including certain employees, consultants, and directors. The full text of the Prior Plan will be included as an exhibit to the registration statement of which this prospectus is a part, and the following discussion is qualified in its entirety by reference to such text.

Stock awards. As of December 31, 2023, there were 2,800,000 shares of common stock issuable upon the exercise of stock options outstanding under the Prior Plan at a weighted-average exercise price of $4.73 per share, options to purchase 2,500 shares of our common stock had been exercised and 288,235 shares of common stock were available for future issuance under the Prior Plan. On and after the effective date of the 2024 Plan described above, we will grant no further stock options or other awards under the Prior Plan. However, any shares of common stock subject to awards under our Prior Plan that expire, terminate, or otherwise are surrendered or canceled without being fully exercised, are forfeited or result in any common stock not being issued, will become available for issuance under our Prior Plan.

Administration. The Company’s board of directors, or a committee appointed by and consisting of members of the board of directors, has the authority to administer the Prior Plan (we refer to the board and such authorized committee, as the “Committee” herein).

Authority. Under the Prior Plan, the Committee has the sole authority to (i) determine the individuals to whom grants will be made under the Plan, (ii) determine the type, size and terms of the grants to be made to each such individual, (iii) determine the time when the Grants will be made and the duration of any applicable exercise or restriction period, including the criteria for exercisability and the acceleration of exercisability,

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(iv) amend the terms of any previously issued grant and (v) resolve any other matters arising under the Prior Plan. The Committee has full power and authority to administer and interpret the Prior Plan, to make factual determinations and to adopt or amend such rules, regulations, agreements and instruments for implementing the Prior Plan and for the conduct of its business as the Committee deems necessary or advisable, in its sole discretion.

Share reserve. The Prior Plan provides that a maximum of 3,088,235 shares of our common stock are authorized for issuance under the plan. Shares that are subject to awards that are terminated, expired, canceled, forfeited, exchanged or surrendered without having been exercised shall again be available for issuance under the plan.

Options. The Committee may grant options to service providers as it deems appropriate, including options that are intended to qualify as “incentive stock options” within the meaning of Section 422 of the Internal Revenue Code, or nonqualified stock options that are not intended to so qualify. Options granted under the Prior Plan may not have a term exceeding ten years. The exercise price per share of ISOs and NSOs granted under our Prior Plan cannot be less than 100% of the fair market value per share of our common stock on the grant date. Subject to the provisions of our Prior Plan, the Committee determines the other terms of options, including any vesting and exercisability requirements, the method of payment of the option exercise price, the option expiration date, and the period following termination of service during which options may remain exercisable.

Adjustments. Upon the occurrence of any change in the number or kind of shares of our common stock outstanding by reason of a stock dividend, spinoff, recapitalization, stock split, reverse stock split, combination or exchange of shares, merger, reorganization or consolidation, a reclassification or change in par value, or any other extraordinary or unusual event affecting our outstanding common stock without receipt of consideration by the Company, the kind and number of shares covered by an award, the kind and number of shares issued and authorized for issuance under the Prior Plan as well as the price per share of our common stock subject to an award shall be equitably adjusted in such manner as the Committee deems appropriate.

Change in control. In the event of a Change of Control, the Committee may (i) provide that outstanding options (or other awards) shall accelerate and vest in full; (ii) provide that outstanding options (or other awards) will be assumed or replaced with comparable options (or similar grants, in the case of other awards) by the surviving corporation; (iii) require grantees to surrender their outstanding options (or other awards) in exchange for an amount equal to the fair market value of the shares subject to such option or other award (less the applicable exercise price, in the case of options or SARs); (iv) after giving grantees the opportunity to exercise any unexercised options or SARs, terminate any such unexercised options or SARs; or (v) terminate any grants that are unvested and unexercisable.

Under the Prior Plan, a change in control is generally defined to include (1) the acquisition by any person or company of more than 50% of the combined voting power of our then outstanding stock, excluding transactions pursuant to which the Company issues securities in a bona fide sale to raise funds for operations, a public offering of the Company’s securities or a transaction in which the Company becomes a subsidiary of another corporation and in which our stockholders immediately before the transaction do not own, directly or indirectly, more than 50% of the combined voting power of the parent entity; (2) a consummated merger or consolidation of the Company in which our stockholders immediately before the transaction do not own, directly or indirectly, more than 50% of the combined voting power of the surviving entity (or the parent of the surviving entity); (3) a sale or other disposition of all or substantially all of our assets; and (4) a liquidation or dissolution of the Company.

Transferability. A participant generally may not transfer stock awards under the Prior Plan other than by will, the laws of descent and distribution, except as the Committee may otherwise determine or provide in the award agreement or as otherwise provided under the Prior Plan.

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Amendment or termination. The board of directors may provide for the termination or amendment of the Prior Plan, subject to stockholder approval if such approval is required in order to comply with any applicable law. Unless earlier terminated by our board of directors, the Prior Plan will terminate on October 8, 2031.

Outstanding Equity Awards at Fiscal Year End

The following table sets forth information concerning unexercised options, stock that has not vested and equity incentive plan awards for the executive officers named in the Summary Compensation Table as of the end of our fiscal year ended December 31, 2023.

			Option Awards(1)
Name	Grant Date		Numbers of Securities Underlying Unexercised Options (#) Exercisable		Numbers of Securities Underlying Unexercised Options (#) Unexercisable			Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)			Option Exercise Price ($)		Option Expiration Date
Bruce Lucas		10/08/2021		168,750		131,250	(2)		—		$	0.01		10/07/2031
		10/08/2021		250,000					150,000	(3)	$	0.01		10/07/2031
		02/25/2022		100,000		—			—		$	4.32		02/24/2032
		07/13/2023		—		—			600,000	(4)	$	7.59		07/12/2033
Jesse Schalk		06/13/2022		5,000		15,000	(5)		—		$	4.32		06/12/2032
		09/07/2022		10,000		20,000	(6)		—		$	7.59		09/06/2032
		02/14/2023		—		75,000	(7)		—		$	7.59		02/13/2033
Shannon Lucas		10/08/2021		33,750		26,250	(8)		—		$	0.01		10/07/2031
		02/25/2022		50,000		—			—		$	4.32		02/24/2032
		07/13/2023				—			200,000	(9)	$	7.59		07/12/2033

(1) All option awards listed in this table were granted pursuant to our Prior Plan, the terms of which are described below under Note 23 Stock-based Compensation to our financial statements included elsewhere in this prospectus.

(2) The remaining unvested and unexercisable shares underlying this option become vested and exercisable in equal monthly installments of 6,250 shares over a period of 21 months through September 13, 2025, subject to the named executive officer’s continued employment or service through each monthly vesting date.

(3) 50,000 shares underlying this option become vested and exercisable upon each of the following: (i) annual gross written premium plus Company revenue of $250,000,000; (ii) positive EBITDA for calendar year 2024 is attained by the Company; and (iii) positive EBITDA for calendar 2025 is attained by the Company, subject to the named executive officer’s continued employment or service at each such vesting event.

(4) 50,000 shares underlying this option become vested and exercisable upon each of the following: (i) the first occurrence of the launch of the Company in a new state; (ii) positive EBITDA for calendar year 2024 is attained by the Company; (iii) positive EBITDA for calendar 2025 is attained by the Company, subject to the named executive officer’s continued employment or service at each such vesting event; and (iv) the first occurrence of annual revenue of the Company of a minimum of $600,000,000, subject to the named executive officer’s continued employment or service at each such vesting event. 100,000 shares underlying this option become vested and exercisable upon: (i) the first occurrence of annual revenue of the Company of a minimum of $700,000,000, (ii) the first occurrence of annual revenue of the Company of a minimum of $800,000,000, (iii) the first occurrence of annual revenue of the Company of a minimum of $900,000,000 and (iv) the first occurrence of annual revenue of the Company of a minimum of $1,000,000,000, subject to the named executive officer’s continued employment or service at each such vesting event.

(5) The shares underlying this option become vested and exercisable as to 5,000 shares subject to the option on March 1 of 2024, 2025 and 2026, subject to the named executive officer’s continued employment or service through each vesting date.

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(6) The shares underlying this option become vested and exercisable as to 10,000 shares subject to the option on September 1 of 2024 and 2025, subject to the named executive officer’s continued employment or service through each vesting date.

(7) The shares underlying this option become vested and exercisable as to 25,000 shares subject to the option on January 31 of 2024, 2025 and 2026, subject to the named executive officer’s continued employment or service through each vesting date.

(8) The remaining unvested and unexercisable shares underlying this option become vested and exercisable in equal monthly installments of 6,250 shares over a period of 21 months through September 13, 2025, subject to the named executive officer’s continued employment or service through each monthly vesting date.

(9) 50,000 shares underlying this option become vested and exercisable upon each of the following: (i) the occurrence of the launch of the Company in a new state, (ii) positive EBITDA for calendar year 2024 is attained by the Company, (iii) positive EBITDA for calendar 2025 and (iv) the first occurrence of annual revenue of the Company of a minimum of $600,000,000, subject to the named executive officer’s continued employment or service at each such vesting event.

Potential Payments upon Termination or Change in Control

Bruce Lucas. Under the terms of his employment agreement, if the Company terminates Mr. Lucas’ employment, if Mr. Lucas’ employment is terminated by the Company without “Cause,” the Company will pay Mr. Lucas two years of annual base salary and subsidized participation in the Company’s health and welfare plan under his employment agreement and all of Mr. Lucas’ options that are outstanding will become fully vested. For purposes of Mr. Lucas’ employment agreement, “Cause” is defined as any willful and gross misconduct, moral turpitude, failure to perform duties in good faith, or material breach of fiduciary duty toward the Company. Options granted pursuant to the agreement will be deemed terminated if Mr. Lucas terminates his employment agreement prior to the end of the applicable vesting schedule and upon a termination by the Company for “Cause.”

Shannon Lucas. Under the terms of her employment agreement, if Mrs. Lucas’ employment is terminated by the Company without “Cause,” the Company will pay Mrs. Lucas two years of annual base salary and subsidized participation in the Company’s health and welfare plan under her employment agreement and all of Mrs. Lucas’ options that are outstanding will become fully vested. For purposes of Mrs. Lucas’ employment agreement, “Cause” is defined as any willful and gross misconduct, moral turpitude, failure to perform duties in good faith, or material breach of fiduciary duty toward the Company. Options granted pursuant to the agreement will be deemed terminated if Mrs. Lucas terminates her employment agreement prior to the end of the applicable vesting schedule and upon a termination by the Company for “Cause.”

Other than with respect to the employment agreements described above, we do not have agreements with our named executive officers that provide for payments upon termination, retirement or in connection with a change in control of the Company.

Non-Employee Director Compensation

We do not currently have a formal director compensation policy. We intend to adopt a non-employee director compensation policy, pursuant to which our non-employee directors will be eligible to receive compensation for service on our board of directors and committees of our board of directors, to be effective following the completion of this offering.

On July 13, 2023, we granted to Mr. Gries, our non-employee director, a quarterly cash retainer of $25,000 and an option to purchase 75,000 shares of our common stock pursuant to our Prior Plan at an exercise price of $7.59 per share for serving on our board of directors. 37,500 shares subject to the option vest and will become exercisable on July 14, 2024 and 2025, subject to Mr. Gries’ continued service through each such date.

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2023 director compensation table

The following table sets forth information regarding the compensation earned for service on our board of directors in 2023 by our non-employee director. Bruce Lucas, our Founder and Chief Executive Officer, and Shannon Lucas, our Chief Operating Officer & Chief Risk Officer, are also members of our board of directors but did not receive any additional compensation for their service as a director.

Name	Fees Earned or Paid in Cash ($)		Option Awards(1) (2) ($)		All Other Compensation ($)		Total ($)
Robert Gries	$	50,000		259,692		—		309,692

(1) This column reflects the grant date fair value computed in accordance with FASB ASC Topic 718 of the options to purchase shares of our common stock granted to Mr. Gries, which is measured on the grant date based on the fair market value of our common stock, excluding the effect of estimated forfeitures. For a further discussion of the assumptions used in the calculation of the grant-date fair values for the stock options pursuant to ASC 718, see Note 23 Stock-based Compensation to our financial statements included elsewhere in this prospectus.

(2) 37,500 shares subject to the option vest and become exercisable on July 14, 2024 and 2025, subject to Mr. Gries’ continued service through each such date. The table below shows the aggregate number of option and stock awards outstanding for each of our non-employee directors as of December 31, 2023:

Name	Number of Outstanding Options		Number of Stock Awards
Robert Gries		150,000		—

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CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS

We describe below transactions and series of similar transactions, during our last three fiscal years or currently proposed, to which we were a party or will be a party, in which:

• the amounts involved exceeded or will exceed $120,000; and

• any of our directors, executive officers or beneficial holders of more than 5% of any class of our capital stock had or will have a direct or indirect material interest.

Other than as described below, there have not been, nor are there any currently proposed, transactions or series of similar transactions meeting this criteria to which we have been or will be a party other than compensation arrangements, which are described where required under “Management—Board Structure and Compensation of Directors” and “Executive Compensation.”

Sales of Series A Preferred Stock

From November 2021 to January 2022, we issued and sold 7,333,313 shares of our Series A preferred stock at a price of $13.64 per share to a group of accredited investors for an aggregate purchase price of $100 million. Of the 7,333,313 shares sold, an aggregate of 2,039,594 shares were purchased by our directors, executive officers, and their respective affiliates. In connection with such sale of Series A preferred stock, certain key holders entered into a Right of First Refusal Agreement and Voting Agreement, granting each of them certain additional rights with respect to their ownership of such Series A preferred stock.

From December 2022 to February 2023, we issued and sold an aggregate of 1,909,103 shares of our Series A preferred stock at a price of $13.64 per share to a group of accredited investors for an aggregate purchase price of $26 million. Of the 1,909,103 shares sold, an aggregate of 22,000 shares were purchased by our directors, executive officers, and their respective affiliates. In connection with such sale of Series A preferred stock, certain key holders entered into a Right of First Refusal Agreement and Voting Agreement, granting each of them certain additional rights with respect to their ownership of such Series A preferred stock.

In November 2023, we facilitated the sale of 73,334 shares of our Series A preferred stock at a price of $27.27 per share from an investor to Thomas O’Shea, a member of our board of directors, for an aggregate purchase price of $2 million.

The following table includes a description of the Series A preferred stock purchased by these individuals in the transactions described above:

Name of Related Person	Relationship to Company	Date of Purchase	Number of Shares			Aggregate Purchase Price
Bruce Lucas	Chief Executive Officer and Chairman of our board of directors	Fourth Quarter 2021		183,896	(1)	$	2,507,653
Robert Gries	Director	Fourth Quarter 2021		1,709,031	(2)	$	23,305,000
		First Quarter 2022		146,667	(3)	$	2,000,000
Thomas O’Shea	Director	Fourth Quarter 2023		73,334		$	2,000,000
Jesse Schalk	President and Chief Financial Officer	First Quarter 2023		22,000		$	300,000

(1) Includes 18,334 shares owned by Bruce Lucas Irrevocable Trust Agreement of 2014.

(2) Represents 36,667 shares owned by GF Slide, LLC, 843,698 shares owned by GF Slide, 23,834 shares owned by GF Ventures B, LLC and 804,832 shares owned by GF Ventures I, LLC, entities controlled by Mr. Gries.

(3) Represents 146,667 shares owned by GF Ventures I, LLC, an entity controlled by Mr. Gries.

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Sales of Common Stock

In March 2021, we issued and sold 50 shares of common stock to Securus Risk Management LLC, an entity controlled by Shannon Lucas, at a price of $1.00 per share for an aggregate purchase price of $50, we issued and sold 800 shares of common stock to IIM Holdings II, LLC, an entity controlled by Bruce Lucas, at a price of $1.00 per share for an aggregate purchase price of $800, we issued and sold 20 shares of common stock to Bruce Lucas Irrevocable Trust Agreement of 2014 at a price of $1.00 per share for an aggregate purchase price of $20, and we issued and sold 100 shares of common stock to DC13, LLC at a price of $1.00 per share for an aggregate purchase price of $100. In September 2021, we approved and effected a 1 for 10,000 stock split of the Company’s issued and outstanding common stock.

Registration Rights Agreement

Prior to the consummation of this offering, we will enter into a Registration Rights Agreement (the “Registration Rights Agreement”) with the Pre-IPO Significant Stockholders.

At any time beginning 180 days following the closing of this offering, subject to several exceptions, including underwriter cutbacks and our right to defer a demand registration under certain circumstances, Pre-IPO Significant Stockholders may require that we register for public resale under the Securities Act all shares of common stock constituting registrable securities that they request be registered at any time following this offering so long as the securities requested to be registered in each registration statement have an aggregate estimated market value of at least $   million. If we become eligible to register the sale of our securities on Form S-3 under the Securities Act, which will not be until at least twelve months after the date of this prospectus, the Pre-IPO Significant Stockholders have the right to require us to register the sale of the registrable securities held by them on Form S-3, subject to offering size and other restrictions. If we propose to register any of our securities under the Securities Act for our own account or the account of any other holder (excluding any registration related to employee benefit plan or a corporate reorganization or other Rule 145 transaction), the Pre-IPO Significant Stockholders are entitled to notice of such registration and to request that we include registrable securities for resale on such registration statement, and we are required, subject to certain exceptions, to include such registrable securities in such registration statement.

We will undertake in the Registration Rights Agreement to use our reasonable best efforts to file a shelf registration statement on Form S-3 to permit the resale of the shares of common stock held by Pre-IPO Stockholders.

In connection with the transfer of their registrable securities, the parties to the Registration Rights Agreement may assign certain of their respective rights under the Registration Rights Agreement under certain circumstances. In connection with the registrations described above, we will indemnify any selling stockholders and we will bear all fees, costs and expenses (except underwriting discounts and spreads).

Stockholders Agreement

At the closing of this offering, we will enter into the Stockholders Agreement with certain holders of our common stock prior to our initial public offering including the Pre-IPO Significant Stockholders which will provide that, until the Pre-IPO Significant Shareholders no longer meet the Substantial Ownership Requirement, approval by the Pre-IPO Significant Stockholders will be required for certain corporate actions. These actions include: (1) a change of control; (2) acquisitions or dispositions of assets in an amount exceeding   % of our total assets; (3) the issuance of equity of Slide Insurance Holdings, Inc. or any of its subsidiaries (other than under equity incentive plans that have received the prior approval of our board of directors) in an amount exceeding $   million; (4) amendments to our certificate of incorporation or bylaws; (5) changes to the strategic direction or scope of Slide Insurance Holdings, Inc.’s business; and (6) any change in the size of the board of directors. The

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Stockholders Agreement will also provide that, until the Substantial Ownership Requirement is no longer met (which is 10%), the approval of the Pre-IPO Significant Stockholders, will be required for the hiring and termination of our Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, General Counsel or Controller (including terms of compensation). Furthermore, the Stockholders Agreement will provide that, until the Substantial Ownership Requirement is no longer met, the Pre-IPO Significant Stockholders may designate the majority of the nominees for election to our board of directors, including the nominee for election to serve as the Chairman of the board of directors.

Employment Arrangements

Bruce Lucas, our Chief Executive Officer and the Chairman of our board of directors, is married to Shannon Lucas, our Chief Operating Officer and a director. Both Mr. Lucas and Mrs. Lucas have been employed by us from our inception, and each continues as an employee today. For more information regarding their respective compensation arrangements, see “Executive Compensation.”

Loan from Executive Officer

On July 9, 2021, Bruce Lucas, our Chief Executive Officer and Chairman of our board of directors, loaned $500,000 to the Company for working capital purposes. Such loan was non-interest bearing. Slide fully repaid the loan in cash on December 28, 2021.

Airplane Lease Agreement

On February 21, 2024, Slide entered into an agreement (the “Airplane Lease Agreement”) with GF Aircraft, LLC, the owner of a private aircraft (“GF Aircraft”). Robert Gries, a member of our board of directors, has an indirect controlling ownership interest in GF Aircraft. Pursuant to the Airplane Lease Agreement, GF Aircraft, as lessor, agreed to dry lease such private aircraft to Slide, as lessee, for up to 50 hours of flight time through February 21, 2025. In connection with the execution of the Airplane Lease Agreement, Slide made a one-time cash payment in the amount of $185,500 to GF Aircraft.

Directed Share Program

At our request, the underwriters have reserved up to  % of the shares of common stock offered by this prospectus for sale, at the initial public offering price, to certain individuals associated with us and our shareholders. Any participants in this program shall be prohibited from selling, pledging or assigning any shares sold to them pursuant to this program for a period of 180 days after the date of this prospectus. We do not currently know the extent to which these related persons will participate in the Directed Share Program, if at all, but the number of shares of common stock available for sale to the general public will be reduced to the extent these related persons purchase such reserved shares of common stock. Any reserved shares of common stock that are not so purchased will be offered by the underwriters to the general public on the same basis as the other shares of common stock offered by this prospectus. The sales will be administered by an affiliate of     , an underwriter in this offering. See “Underwriting—Directed Share Program.”

Indemnification Agreements

We expect to enter into an indemnification agreement at the closing of this offering with each of our executive officers and directors that provides, in general, that we will indemnify them to the fullest extent permitted by law in connection with their service to us or on our behalf. See “Management—Indemnification of Officers and Directors.”

Related Person Transaction Policy

Our board of directors will adopt a written related person transaction policy setting forth the policies and procedures for the review and approval or ratification of related person transactions. This policy will cover, with

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certain exceptions set forth in Item 404 of Regulation S-K under the Securities Act, any transaction, arrangement or relationship, or any series of similar transactions, arrangements or relationships, in which we were or are to be a participant, where the amount involved exceeds $120,000 in any fiscal year and a related person had, has or will have a direct or indirect material interest, including, without limitation, purchases of goods or services by or from the related person or entities in which the related person has a material interest, indebtedness, guarantees of indebtedness and employment by us of a related person. In reviewing and approving any such transactions, our audit committee will be tasked to consider all relevant facts and circumstances, including, but not limited to, whether the transaction is on terms comparable to those that could be obtained in an arm’s-length transaction and the extent of the related person’s interest in the transaction.

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PRINCIPAL AND SELLING STOCKHOLDERS

The following table sets forth information regarding beneficial ownership of our common stock as of   , 2024, by:

• each selling stockholder;

• each person whom we know to own beneficially more than 5% of our common stock;

• each of the directors and named executive officers individually; and

• all directors and executive officers as a group.

In accordance with the rules of the SEC, beneficial ownership includes voting or investment power with respect to securities and includes the shares issuable pursuant to stock options that are exercisable within 60 days of    , 2024. Shares issuable pursuant to stock options are deemed outstanding for computing the percentage of the person holding such options but are not outstanding for computing the percentage of any other person. The number of shares of common stock outstanding after this offering includes   shares of common stock being offered for sale by us in this offering. The percentage of beneficial ownership for the following table is based on     shares of common stock outstanding as of   , 2024, and   shares of common stock outstanding after the completion of this offering, including   shares of our common stock issuable upon the automatic conversion of our Series A preferred stock upon the closing of this offering, assuming no exercise of the underwriters’ over-allotment option. In addition, the following table does not reflect any shares of common stock that may be purchased in this offering pursuant to our directed share program as described under “Underwriting—Directed Share Program.”

Unless otherwise indicated, the address for each listed stockholder is: c/o Slide Insurance Holdings, Inc., 4221 W. Boy Scout Blvd., Suite 200, Tampa, Florida 33607. To our knowledge, except as indicated in the footnotes to this table and pursuant to applicable community property laws, the persons named in the table have sole voting and investment power with respect to all shares of common stock.

	Shares Beneficially Owned Before the Offering				Shares Beneficially Owned After the Offering(1)
Name and Address of Beneficial Owner	Number	Percent			Number		Percent
Directors and Named Executive Officers
Bruce Lucas(2)				%					%
Jesse Schalk				%					%
Shannon Lucas(3)				%					%
Robert Gries(4)				%					%
Thomas O’Shea				%					%
Stephen Rohde				%					%
All Named Executive Officers and Directors as a Group ( Persons)				%					%
Other 5% Beneficial Owners
DC13, LLC				%					%
Additional Selling Stockholders				%					%

* Less than 1.0%

(1) Assumes no exercise of the underwriters’ over-allotment option. See “Underwriting.”

(2) Includes   shares held by the Bruce Lucas Irrevocable Trust Agreement of 2014,    shares held by IIM Holdings II, LLC, an entity controlled by Mr. Lucas.

(3) Includes   shares held by Securus Risk Management, LLC, an entity controlled by Mrs. Lucas,   shares held by Emma Cloonen Irrevocable Trust and   shares held by Ava Cloonen Irrevocable Trust.

(4) Includes   shares held by GF Ventures I, LLC and    shares held by GF Slide, LLC, entities controlled by Mr. Gries.

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DESCRIPTION OF CAPITAL STOCK

The following descriptions are summaries of the material terms of our certificate of incorporation and bylaws. Reference is made to the more detailed provisions of, and the descriptions are qualified in their entirety by reference to, these documents, copies of which are filed with the SEC as exhibits to the registration statement of which this prospectus is a part, and applicable law.

General

Following this offering, our authorized capital stock will consist of 100,000,000 shares of common stock, par value $0.01 per share, and 20,000,000 shares of preferred stock, par value $0.01 per share. As of June 30, 2024, there were 10,222,576 shares of common stock outstanding and 9,242,416 shares of our Series A preferred stock convertible into 9,242,416 shares of common stock as of such date. There will be   shares of common stock outstanding, assuming no exercise of outstanding options, after giving effect to the sale of the shares of common stock offered hereby.

Common Stock

Common stock outstanding. As of June 30, 2024 there were 10,222,576 shares of common stock outstanding which were held of record by 18 stockholders. There will be   shares of common stock outstanding, assuming no exercise of outstanding options, after giving effect to the sale of the shares of common stock offered hereby. All outstanding shares of common stock are fully paid and non-assessable, and the shares of common stock to be issued upon completion of this offering will be fully paid and non-assessable.

Voting rights. The holders of common stock are entitled to one vote per share on all matters to be voted upon by the stockholders.

Dividend rights. Subject to preferences that may be applicable to any outstanding preferred stock, the holders of common stock are entitled to receive ratably such dividends, if any, as may be declared from time to time by the board of directors out of funds legally available therefor. See “Dividend Policy.”

Rights upon liquidation. In the event of liquidation, dissolution or winding up of Slide, the holders of common stock are entitled to share ratably in all assets remaining after payment of liabilities, subject to prior distribution rights of preferred stock, if any, then outstanding.

Other rights. The holders of our common stock have no preemptive or conversion rights or other subscription rights. There are no redemption or sinking fund provisions applicable to the common stock.

Preferred Stock

Our board of directors has the authority to issue the preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions thereof, including dividend rights, dividend rates, conversion rights, voting rights, terms of redemption, redemption prices, liquidation preferences and the number of shares constituting any series or the designation of such series, without further vote or action by the stockholders.

The issuance of preferred stock may have the effect of delaying, deferring or preventing a change in control of Slide without further action by the stockholders and may adversely affect the voting and other rights of the holders of common stock. At present, Slide has no plans to issue any of the preferred stock, other than in connection with the exercise of any Series A preferred stock warrants outstanding following this offering, as described in more detail below.

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Series A preferred stock

As of June 30, 2024, we had 9,242,416 shares of Series A preferred stock outstanding. As a result of this offering, all the outstanding shares of the Series A preferred stock will be automatically converted into     shares of common stock. See Note 23 Stock-based Compensation to our financial statements included elsewhere in this prospectus. Immediately following this offering, there will be 120,334 warrants to purchase our Series A preferred stock outstanding, assuming no exercise by the holders in connection with this transaction. See “—Warrants.” The terms of the Series A preferred stock to be issued in connection with the exercise of such warrants, if any, are as set forth below:

Seniority. The shares of Series A preferred stock shall rank senior to the common stock and any other preference shares.

Dividends. We may not declare, pay or set aside any dividends on shares of any other class or series of capital stock (other than dividends on shares of common stock payable in shares of common stock) unless the holders of the Series A preferred stock then outstanding shall first receive, or simultaneously receive, a dividend on each outstanding share of Series A preferred stock in an amount at least equal to (i) in the case of a dividend on common stock or any class or series that is convertible into common stock, that dividend per share of Series A preferred stock as would equal the product of (A) the dividend payable on each share of such class or series determined, if applicable, as if all shares of such class or series had been converted into common stock and (B) the number of shares of common stock issuable upon conversion of a share of Series A preferred stock, in each case calculated on the record date for determination of holders entitled to receive such dividend or (ii) in the case of a dividend on any class or series that is not convertible into common stock, at a rate per share of Series A preferred stock determined by (A) dividing the amount of the dividend payable on each share of such class or series of capital stock by the original issuance price of such class or series of capital stock (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to such class or series) and (B) multiplying such fraction by an amount equal to $13.6364.

Liquidation Preference. A deemed liquidation event (a “Deemed Liquidation Event”) shall occur in the event of (a) a merger or consolidation in which (i) Slide is a constituent party or (ii) a subsidiary of Slide is a constituent party and Slide issues shares of its capital stock pursuant to such merger or consolidation, except any such merger or consolidation involving Slide or a subsidiary in which the shares of capital stock of Slide outstanding immediately prior to such merger or consolidation continue to represent, or are converted into or exchanged for shares of capital stock that represent, immediately following such merger or consolidation, at least a majority of the capital stock of (1) the surviving or resulting corporation or (2) if the surviving or resulting corporation is a wholly owned subsidiary of another corporation immediately following such merger or consolidation, the parent corporation of such surviving or resulting corporation, or (b) (1) the sale, lease, transfer, exclusive license or other disposition, in a single transaction or series of related transactions, by Slide or any subsidiary of Slide of all or substantially all the assets of Slide and its subsidiaries taken as a whole or (2) the sale or disposition (whether by merger, consolidation or otherwise, and whether in a single transaction or a series of related transactions) of one or more subsidiaries of Slide if substantially all of the assets of Slide and its subsidiaries taken as a whole are held by such subsidiary or subsidiaries, except where such sale, lease, transfer, exclusive license or other disposition is to a wholly owned subsidiary of Slide. In connection with any Deemed Liquation Event, each holder of Series A preferred stock shall be entitled to receive, for each share of Series A preferred stock then held, out of the proceeds of such Deemed Liquidation Event, the greater of (A) an amount per share equal to $13.6364, plus any then accrued but unpaid dividend on such share of Series A preferred stock and (B) the amount of cash, securities or other property to which such holder of Series A preferred stock would be entitled to receive in connection with a Deemed Liquidation Event with respect to such shares if such shares had been converted to common stock immediately prior to such Deemed Liquidation Event.

Voting. Each holder of outstanding shares of Series A preferred stock shall be entitled to cast the number of votes equal to the number of whole shares of Series A preferred stock into which the shares of Series A preferred stock held by such holder are then convertible.

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Optional Conversion. Each share of Series A preferred stock shall be convertible, at the option of the holder thereof, at any time, into one share of common stock, subject to customary conversion price adjustments, including weighted average adjustments for below conversion price issuances with standard carve-outs.

Mandatory Conversion. All outstanding shares of Series A preferred stock shall automatically be converted into shares of common stock, at the then effective conversion rate, in the event of a closing of an underwritten public offering of the common stock at a price to the public of at least $40.902 per share, resulting in gross proceeds of at least $100 million to us.

Warrants

Common stock warrants

As of the date of this prospectus, there are no warrants to purchase our common stock outstanding.

Preferred stock warrants

In December 2021, we issued an aggregate of 120,334 warrants to purchase shares of our Series A preferred stock in a private offering, which expire in December, 2028. Each of the warrants entitles the registered holder to purchase one share of our Series A preferred stock at an exercise price of $0.01 per share for cash, or on a cashless basis, subject to adjustment in certain circumstances. After the expiration date, warrant holders shall have no further rights. Upon the completion of this offering, these warrants may remain outstanding and exercisable for shares of our Series A preferred stock, subject to the terms and conditions of each such warrant.

Election and Removal of Directors

Our board of directors will consist of between three and nine directors. The exact number of directors will be fixed from time to time by resolution of the board. No director may be removed except for cause, and directors may be removed for cause by an affirmative vote of shares representing a majority of the shares then entitled to vote at an election of directors. Any vacancy occurring on the board of directors and any newly created directorship may be filled only by a majority of the remaining directors in office.

Limits on Written Consents

Our certificate of incorporation and our bylaws provide that holders of our common stock will not be able to act by written consent without a meeting, unless such consent is unanimous.

Stockholder Meetings

Our certificate of incorporation and our bylaws provide that special meetings of our stockholders may be called only by the Chairman of our board of directors or a majority of the directors. Our certificate of incorporation and our bylaws will specifically deny any power of any other person to call a special meeting.

Amendment of Certificate of Incorporation

The provisions of our certificate of incorporation described under “—Election and Removal of Directors,” “—Stockholder Meetings” and “—Limits on Written Consents” may be amended only by the affirmative vote of holders of at least 75% of the voting power of our outstanding shares of voting stock, voting together as a single class. The affirmative vote of holders of at least a majority of the voting power of our outstanding shares of stock will generally be required to amend other provisions of our certificate of incorporation.

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Amendment of Bylaws

Our bylaws may generally be altered, amended or repealed, and new bylaws may be adopted, with:

• the affirmative vote of a majority of directors present at any regular or special meeting of the board of directors called for that purpose, provided that any alteration, amendment or repeal of, or adoption of any bylaw inconsistent with, specified provisions of the bylaws, including those related to special and annual meetings of stockholders, action of stockholders by written consent, classification of the board of directors, nomination of directors, special meetings of directors, removal of directors, committees of the board of directors and indemnification of directors and officers, requires the affirmative vote of at least 75% of all directors in office at a meeting called for that purpose; or

• the affirmative vote of holders of 75% of the voting power of our outstanding shares of voting stock, voting together as a single class.

Stockholders Agreement

At the closing of this offering, we will enter into the Stockholders Agreement with certain holders of our common stock prior to our initial public offering including the Pre-IPO Significant Stockholders, which will provide that, until the Pre-IPO Significant Shareholders no longer meet the Substantial Ownership Requirement, approval by the Pre-IPO Significant Stockholders will be required for certain corporate actions. These actions include: (1) a change of control; (2) acquisitions or dispositions of assets in an amount exceeding   % of our total assets; (3) the issuance of equity of Slide Insurance Holdings, Inc. or any of its subsidiaries (other than under equity incentive plans that have received the prior approval of our board of directors) in an amount exceeding $   million; (4) amendments to our certificate of incorporation or bylaws; (5) changes to the strategic direction or scope of Slide Insurance Holdings, Inc.’s business; and (6) any change in the size of the board of directors. The Stockholders Agreement will also provide that, until the Substantial Ownership Requirement is no longer met (which is 10%), the approval of the Pre-IPO Significant Stockholders, will be required for the hiring and termination of our Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, General Counsel or Controller (including terms of compensation). Furthermore, the Stockholders Agreement will provide that, until the Substantial Ownership Requirement is no longer met, the Pre-IPO Significant Stockholders may designate the majority of the nominees for election to our board of directors, including the nominee for election to serve as the Chairman of the board of directors.

Other Limitations on Stockholder Actions

Our bylaws will also impose some procedural requirements on stockholders who wish to:

• make nominations in the election of directors;

• propose that a director be removed;

• propose any repeal or change in our bylaws; or

• propose any other business to be brought before an annual or special meeting of stockholders.

Under these procedural requirements, in order to bring a proposal before a meeting of stockholders, a stockholder must deliver timely notice of a proposal pertaining to a proper subject for presentation at the meeting to our corporate secretary along with the following:

• a description of the business or nomination to be brought before the meeting and the reasons for conducting such business at the meeting;

• the stockholder’s name and address;

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• any material interest of the stockholder in the proposal;

• the number of shares beneficially owned by the stockholder and evidence of such ownership; and

• the names and addresses of all persons with whom the stockholder is acting in concert and a description of all arrangements and understandings with those persons, and the number of shares such persons beneficially own.

To be timely, a stockholder must generally deliver notice:

• in connection with an annual meeting of stockholders, not less than 120 nor more than 180 days prior to the date on which the annual meeting of stockholders was held in the immediately preceding year, but in the event that the date of the annual meeting is more than 30 days before or more than 60 days after the anniversary date of the preceding annual meeting of stockholders, a stockholder notice will be timely if received by us not later than the close of business on the later of (1) the 120th day prior to the annual meeting and (2) the 10th day following the day on which we first publicly announce the date of the annual meeting; or

• in connection with the election of a director at a special meeting of stockholders, not less than 40 nor more than 60 days prior to the date of the special meeting, but in the event that less than 55 days’ notice or prior public disclosure of the date of the special meeting of the stockholders is given or made to the stockholders, a stockholder notice will be timely if received by us not later than the close of business on the 10th day following the day on which a notice of the date of the special meeting was mailed to the stockholders or the public disclosure of that date was made.

In order to submit a nomination for our board of directors, a stockholder must also submit any information with respect to the nominee that we would be required to include in a proxy statement, as well as some other information. If a stockholder fails to follow the required procedures, the stockholder’s proposal or nominee will be ineligible and will not be voted on by our stockholders.

Limitation of Liability of Directors and Officers

Our certificate of incorporation will provide that no director will be personally liable to us or our stockholders for monetary damages for breach of fiduciary duty as a director, except as required by applicable law, as in effect from time to time. Currently, Delaware law requires that liability be imposed for the following:

• any breach of the director’s duty of loyalty to our company or our stockholders;

• any act or omission not in good faith or which involved intentional misconduct or a knowing violation of law;

• unlawful payments of dividends or unlawful stock repurchases or redemptions as provided in Section 174 of the Delaware General Corporation Law; and

• any transaction from which the director derived an improper personal benefit.

As a result, neither we nor our stockholders have the right, through stockholders’ derivative suits on our behalf, to recover monetary damages against a director for breach of fiduciary duty as a director, including breaches resulting from grossly negligent behavior, except in the situations described above.

Our bylaws will provide that, to the fullest extent permitted by law, we will indemnify any officer or director of our company against all damages, claims and liabilities arising out of the fact that the person is or was our director or officer, or served any other enterprise at our request as a director, officer, employee, agent or fiduciary. We will reimburse the expenses, including attorneys’ fees, incurred by a person indemnified by this provision when we receive an undertaking to repay such amounts if it is ultimately determined that the person is not entitled to be indemnified by us. Amending this provision will not reduce our indemnification obligations relating to actions taken before an amendment.

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Forum Selection

The Court of Chancery of the State of Delaware will be the sole and exclusive forum for (i) any derivative action or proceeding brought on behalf of Slide, (ii) any action asserting a claim of breach of fiduciary duty owed by any director, officer or other employee of Slide to Slide or Slide’s stockholders, (iii) any action asserting a claim arising pursuant to any provision of the Delaware General Corporation Law or (iv) any action asserting a claim governed by the internal affairs doctrine. Any person or entity purchasing or otherwise acquiring any interest in shares of capital stock of Slide shall be deemed to have notice of and consented to the foregoing forum selection provisions.

Unless we consent in writing to the selection of an alternative forum, the exclusive forum for any action under the Securities Act or the Exchange Act shall be either the Court of Chancery of the State of Delaware or the federal district court for the District of Delaware. This exclusive forum provision will not apply to claims which are vested in the exclusive jurisdiction of a court or forum other than the Court of Chancery of the State of Delaware, for which the Court of Chancery of the State of Delaware does not have subject matter jurisdiction or, in the case of an action under the Securities Act or the Exchange Act, for which neither the Court of Chancery of the State of Delaware nor the federal district court for the District of Delaware has subject matter jurisdiction. Accordingly, there is uncertainty as to whether a court would enforce such provision, and our stockholders will not be deemed to have waived our compliance with the federal securities laws and the rules and regulations thereunder. However, this exclusive forum provision would not apply to suits brought to enforce a duty or liability created by the Exchange Act or any other claim for which the federal courts have exclusive jurisdiction.

Delaware Business Combination Statute

We will elect to be subject to Section 203 of the Delaware General Corporation Law, which regulates corporate acquisitions. Section 203 prevents an “interested shareholder,” which is defined generally as a person owning 15% or more of a corporation’s voting stock, or any affiliate or associate of that person, from engaging in a broad range of “business combinations” with the corporation for three years after becoming an interested shareholder unless:

• the board of directors of the corporation had previously approved either the business combination or the transaction that resulted in the stockholder’s becoming an interested shareholder;

• upon completion of the transaction that resulted in the stockholder’s becoming an interested shareholder, that person owned at least 85% of the voting stock of the corporation outstanding at the time the transaction commenced, other than statutorily excluded shares; or

• following the transaction in which that person became an interested shareholder, the business combination is approved by the board of directors of the corporation and holders of at least two-thirds of the outstanding voting stock not owned by the interested shareholder.

Under Section 203, the restrictions described above also do not apply to specific business combinations proposed by an interested shareholder following the announcement or notification of designated extraordinary transactions involving the corporation and a person who had not been an interested shareholder during the previous three years or who became an interested shareholder with the approval of a majority of the corporation’s directors, if such extraordinary transaction is approved or not opposed by a majority of the directors who were directors prior to any person becoming an interested shareholder during the previous three years or were recommended for election or elected to succeed such directors by a majority of such directors.

Section 203 may make it more difficult for a person who would be an interested shareholder to effect various business combinations with a corporation for a three-year period. Section 203 also may have the effect of preventing changes in our management and could make it more difficult to accomplish transactions which our stockholders may otherwise deem to be in their best interests.

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Anti-Takeover Effects of Some Provisions

Some provisions of our certificate of incorporation and bylaws could make the following more difficult:

• acquisition of control of us by means of a proxy contest or otherwise, or

• removal of our incumbent officers and directors.

These provisions, as well as our ability to issue preferred stock, are designed to discourage coercive takeover practices and inadequate takeover bids. These provisions are also designed to encourage persons seeking to acquire control of us to first negotiate with our board of directors. We believe that the benefits of increased protection give us the potential ability to negotiate with the proponent of an unfriendly or unsolicited proposal to acquire or restructure us, and that the benefits of this increased protection outweigh the disadvantages of discouraging those proposals, because negotiation of those proposals could result in an improvement of their terms. However, these provisions may have an antitakeover effect and may delay, deter, or prevent a merger or acquisition by means of a tender offer, a proxy contest, or other takeover attempt that a stockholder might consider in its best interest, including those attempts that might result in a premium over the prevailing market price for the shares of common stock held by stockholders.

These provisions include:

Authorized but unissued capital stock: The authorized but unissued shares of common stock and preferred stock are available for future issuance without stockholder approval, subject to any limitations imposed by the listing standards of    . These additional shares may be used for a variety of corporate finance transactions, acquisitions and employee benefit plans. The existence of authorized but unissued and unreserved common stock and preferred stock could make more difficult or discourage an attempt to obtain control of us by means of a proxy contest, tender offer, merger, or otherwise.

Delaware anti-takeover law: We are subject to Section 203 of the DGCL, which is an anti-takeover law. In general, Section 203 prohibits a publicly held Delaware corporation from engaging in a business combination with an interested stockholder for a period of three years following the date that the person became an interested stockholder, unless the business combination or the transaction in which the person became an interested stockholder is approved in a prescribed manner. Generally, a business combination includes a merger, asset or stock sale, or another transaction resulting in a financial benefit to the interested stockholder. Generally, an interested stockholder is a person who, together with affiliates and associates, owns 15% or more of the corporation’s outstanding voting stock or is the corporation’s affiliate or associate and was the owner of 15% or more of the corporation’s outstanding voting stock at any time within the three-year period immediately before the date of determination. The existence of this provision may have an anti-takeover effect with respect to transactions that are not approved in advance by our board, including discouraging attempts that might result in a premium over the market price for the shares of common stock held by stockholders.

No cumulative voting: Under Delaware law, the right to vote cumulatively does not exist unless the certificate of incorporation specifically authorizes cumulative voting. Our amended and restated certificate of incorporation will not authorize cumulative voting. Therefore, stockholders holding a majority of the shares of our stock entitled to vote generally in the election of directors will be able to elect all of our directors.

Special stockholder meetings: Our amended and restated certificate of incorporation will provide that special meetings of our stockholders may be called at any time only by or at the direction of the board of directors or the chair of the board of directors. Our amended and restated bylaws will prohibit the conduct of any business at a special meeting other than as specified in the notice for such meeting. These provisions may have the effect of deferring, delaying, or discouraging hostile takeovers or changes in control or management.

Director nominations and stockholder proposals: Our amended and restated bylaws will establish advance notice procedures with respect to stockholder proposals and the nomination of candidates for election as

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directors, other than nominations made by or at the direction of the board of directors or a committee of the board of directors. In order for any matter to be “properly brought” before a meeting, a stockholder will have to comply with advance notice requirements and provide us with certain information. Generally, to be timely, a stockholder’s notice must be received at our principal executive offices not less than 90 days nor more than 120 days prior to the first anniversary date of the immediately preceding annual meeting of stockholders. Our amended and restated bylaws will also specify requirements as to the form and content of a stockholder’s notice. Our amended and restated bylaws will allow the chair of a meeting of the stockholders to adopt rules and regulations for the conduct of that meeting that may have the effect of precluding the conduct of certain business at that meeting if the rules and regulations are not followed. These provisions may also defer, delay, or discourage a potential acquirer from conducting a solicitation of proxies to elect the acquirer’s own slate of directors or otherwise attempting to influence or obtain control.

Stockholder action by written consent: Pursuant to Section 228 of the DGCL, any action required to be taken at any annual or special meeting of the stockholders may be taken without a meeting, without prior notice, and without a vote if a consent or consents in writing, setting forth the action so taken, is or are signed by the holders of outstanding stock having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares of our stock entitled to vote thereon were present and voted, unless the certificate of incorporation provides otherwise. Our amended and restated certificate of incorporation will only permit stockholder action by unanimous written consent.

Amendment of certificate of incorporation or bylaws: The DGCL provides generally that the affirmative vote of a majority of the shares entitled to vote on any matter is required to amend a corporation’s certificate of incorporation or bylaws, unless a corporation’s certificate of incorporation or bylaws, as the case may be, requires a greater percentage. Our amended and restated bylaws may be amended or repealed by a majority vote of our board of directors or by the affirmative vote of the holders of at least 66²⁄₃% of the votes which all our stockholders would be entitled to cast in any annual election of directors. In addition, the affirmative vote of the holders of at least 66²⁄₃% of the votes which all our stockholders would be entitled to cast in any election of directors are required to amend or repeal or to adopt any provisions inconsistent with any of the provisions of our amended and restated certificate of incorporation described above.

The foregoing provisions of our amended and restated certificate of incorporation and our amended and restated bylaws could discourage potential acquisition proposals and could delay or prevent a change in control. These provisions are intended to enhance the likelihood of continuity and stability in the composition of our board of directors and in the policies formulated by our board of directors and to discourage certain types of transactions that may involve an actual or threatened change of control. These provisions are designed to reduce our vulnerability to an unsolicited acquisition proposal. The provisions also are intended to discourage certain tactics that may be used in proxy fights. However, such provisions could have the effect of discouraging others from making tender offers for our shares and, as a consequence, they also may inhibit fluctuations in the market price of our shares of common stock that could result from actual or rumored takeover attempts. Such provisions also may have the effect of preventing changes in our management or delaying or preventing a transaction that might benefit you or other minority stockholders.

Exclusive forum: Our amended and restated certificate of incorporation will provide that, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware be the sole and exclusive forum for (1) any derivative action or proceeding brought on behalf of our company, (2) any action asserting a claim of breach of fiduciary duty owed by any director, officer, agent, or other employee or stockholder of our company to us or our stockholders, (3) any action asserting a claim arising pursuant to any provision of the DGCL, our amended and restated certificate of incorporation or our amended and restated bylaws or as to which the DGCL confers jurisdiction on the Court of Chancery of the State of Delaware, or (4) any action asserting a claim governed by the internal affairs doctrine, in each case subject to such Court of Chancery having personal jurisdiction over the indispensable parties named as defendants therein. It further provides that, unless we consent in writing to the selection of an alternative forum, the federal district courts of

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the United States of America shall, to the fullest extent permitted by law, be the sole and exclusive forum for the resolutions of any complaint asserting a cause of action arising under the Securities Act. Furthermore, this application to Securities Act claims and Section 22 of the Securities Act create concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. Accordingly, there is uncertainty as to whether a court would enforce such provision, and our stockholders will not be deemed to have waived our compliance with the federal securities laws and the rules and regulations thereunder. However, this exclusive forum provision would not apply to suits brought to enforce a duty or liability created by the Exchange Act or any other claim for which the federal courts have exclusive jurisdiction. Although we believe these provisions benefit us by providing increased consistency in the application of applicable law in the types of lawsuits to which they apply, the provisions may have the effect of discouraging lawsuits against our directors and officers. The enforceability of similar choice of forum provisions in other companies’ certificates of incorporation has been challenged in legal proceedings and there is uncertainty as to whether a court would enforce such provisions. In addition, investors cannot waive compliance with the federal securities laws and the rules and regulations thereunder. It is possible that, in connection with any applicable action brought against us, a court could find the choice of forum provisions contained in our amended and restated certificate of incorporation to be inapplicable or unenforceable in such action. Any person or entity purchasing or otherwise acquiring any interest in shares of our capital stock shall be deemed to have notice of and consented to the forum provisions in our amended and restated certificate of incorporation.

Limitations of liability and indemnification: The DGCL authorizes corporations to limit or eliminate the personal liability of directors to corporations and their stockholders for monetary damages for breaches of directors’ fiduciary duties, subject to certain exceptions. We have also entered into and will continue to enter into indemnification agreements with our directors and executive officers which provide that we must indemnify and advance expenses to our directors and officers to the fullest extent authorized by the DGCL, subject to certain exceptions as described in “Certain Relationships and Related Party Transactions—Indemnification Agreements.” Insofar as indemnification for liabilities arising under the Securities Act may be permitted to directors or executive officers, we have been informed that in the opinion of the SEC such indemnification is against public policy and is therefore unenforceable. We are expressly authorized to carry directors’ and officers’ liability insurance providing indemnification for our directors, officers and certain employees for some liabilities. We believe these indemnification and advancement provisions and insurance are useful to attract and retain qualified directors and executive officers.

The limitation of liability, indemnification and advancement provisions in our indemnification agreements and our amended and restated bylaws may discourage stockholders from bringing a lawsuit against directors for breach of their fiduciary duty. These provisions also may have the effect of reducing the likelihood of derivative litigation against directors and officers, even though such an action, if successful, might otherwise benefit us and our stockholders. In addition, your investment may be adversely affected to the extent we pay the costs of settlement and damage awards against directors and officers pursuant to these indemnification provisions.

There is currently no pending material litigation or proceeding involving any of our directors, officers or employees for which indemnification is sought.

Insurance Regulation

The insurance laws and regulations of the states of Florida and South Carolina, the states where we currently do business, may delay or impede a business combination involving our company. State insurance laws prohibit an entity from acquiring control of an insurance company without the prior approval of the domestic insurance regulator. Under most states’ statutes, including Florida’s and South Carolina’s, an entity is presumed to have control of an insurance company if it owns, directly or indirectly, 10% or more of the voting stock of that insurance company or its parent company. These regulatory restrictions may delay, deter or prevent a potential merger or sale of our company, even if our board of directors decides that it is in the best interests of

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stockholders for us to merge or be sold. These restrictions also may delay sales by us or acquisitions by third parties of our subsidiaries.

Listing

We have applied to list the common stock on  under the symbol “SLDE.”

Transfer Agent and Registrar

The transfer agent and registrar for the common stock is Equiniti Trust Company, LLC.

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MATERIAL U.S. FEDERAL INCOME AND ESTATE TAX CONSEQUENCES FOR NON-U.S. HOLDERS OF COMMON STOCK

The following are the material U.S. federal income and estate tax consequences of the ownership and disposition of our common stock acquired in this offering by a “Non-U.S. Holder” that does not own, and has not owned, actually or constructively, more than 5% of our common stock. Subject to the exceptions set forth below, you are a Non-U.S. Holder if for U.S. federal income tax purposes you are a beneficial owner of our common stock that is:

• a nonresident alien individual;

• a foreign corporation; or

• a foreign estate or trust.

You are not a Non-U.S. Holder if you are a nonresident alien individual present in the United States for 183 days or more in the taxable year of disposition, or if you are a former citizen or former resident of the United States for U.S. federal income tax purposes. If you are such a person, you should consult your tax adviser regarding the U.S. federal income tax consequences of the ownership and disposition of our common stock.

If you are a partnership for U.S. federal income tax purposes, the U.S. federal income tax treatment of a partner will generally depend on the status of the partner and your activities.

This discussion is based on the Internal Revenue Code of 1986, as amended to the date hereof (the “Code”), administrative pronouncements, judicial decisions and final, temporary and proposed Treasury regulations, changes to any of which subsequent to the date of this prospectus may affect the tax consequences described herein, possibly with retroactive effect. This discussion does not describe all of the tax consequences that may be relevant to you in light of your particular circumstances, including alternative minimum tax and Medicare contribution tax consequences and does not address any aspect of state, local or non-U.S. taxation, or any taxes other than income and estate taxes. You should consult your tax adviser with regard to the application of the U.S. federal tax laws to your particular situation, as well as any tax consequences arising under the laws of any state, local or non-U.S. taxing jurisdiction.

Dividends

As discussed under “Dividend Policy” above, we do not currently expect to make distributions on our common stock. In the event that we do make distributions of cash or other property on our common stock, those distributions will constitute dividends for U.S. federal income tax purposes to the extent paid from our current or accumulated earnings and profits, as determined under U.S. federal income tax principles. To the extent those distributions exceed our current and accumulated earnings and profits, they will constitute a return of capital, which will first reduce your basis in our common stock, but not below zero, and then will be treated as gain from the sale of our common stock, as described below under “—Gain on Disposition of Our Common Stock.”

Dividends paid to you generally will be subject to withholding tax at a 30% rate or a reduced rate specified by an applicable income tax treaty. In order to obtain a reduced rate of withholding, you will be required to provide a properly executed applicable Internal Revenue Service (“IRS”) Form W-8 certifying your entitlement to benefits under a treaty.

If dividends paid to you are effectively connected with your conduct of a trade or business in the United States (and, if required by an applicable income tax treaty, are attributable to a permanent establishment or fixed base maintained by you in the United States), you will generally be taxed on the dividends in the same manner as a U.S. person. In this case, you will be exempt from the withholding tax discussed in the preceding paragraph, although you will be required to provide a properly executed IRS Form W-8ECI in order to claim an exemption

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from withholding. You should consult your tax adviser with respect to other U.S. tax consequences of the ownership and disposition of our common stock, including the possible imposition of a branch profits tax at a rate of 30% (or a lower treaty rate) if you are a corporation.

Gain on Disposition of Our Common Stock

Subject to the discussions below under “—Information Reporting and Backup Withholding” and “—FATCA,” you generally will not be subject to U.S. federal income or withholding tax on gain realized on a sale or other taxable disposition of our common stock unless:

• the gain is effectively connected with your conduct of a trade or business in the United States (and, if required by an applicable income tax treaty, is attributable to a permanent establishment or fixed base maintained by you in the United States), or

• we are or have been a “United States real property holding corporation,” as defined in the Code, at any time within the five-year period preceding the disposition or your holding period, whichever period is shorter, and our common stock has ceased to be regularly traded on an established securities market prior to the beginning of the calendar year in which the sale or disposition occurs.

We believe that we are not, and do not anticipate becoming, a United States real property holding corporation.

If you recognize gain on a sale or other disposition of our common stock that is effectively connected with your conduct of a trade or business in the United States (and if required by an applicable income tax treaty, is attributable to a permanent establishment or fixed base maintained by you in the United States), you will generally be taxed on such gain in the same manner as a U.S. person. You should consult your tax adviser with respect to other U.S. tax consequences of the ownership and disposition of our common stock, including the possible imposition of a branch profits tax at a rate of 30% (or a lower treaty rate) if you are a corporation.

Information Reporting and Backup Withholding

Information returns are required to be filed with the IRS in connection with payments of dividends on our common stock. Unless you comply with certification procedures to establish that you are not a U.S. person, information returns may also be filed with the IRS in connection with the proceeds from a sale or other disposition of our common stock. You may be subject to backup withholding on payments on our common stock or on the proceeds from a sale or other disposition of our common stock unless you comply with certification procedures to establish that you are not a U.S. person or otherwise establish an exemption. Your provision of a properly executed applicable IRS Form W-8 certifying your non-U.S. status will permit you to avoid backup withholding. Amounts withheld under the backup withholding rules are not additional taxes and may be refunded or credited against your U.S. federal income tax liability, provided the required information is timely furnished to the IRS.

FATCA

Provisions of the Code commonly referred to as “FATCA” require withholding of 30% on payments of dividends on our common stock, as well as of gross proceeds of dispositions of our common stock, to “foreign financial institutions” (which is broadly defined for this purpose and in general includes investment vehicles) and certain other non-U.S. entities unless various U.S. information reporting and due diligence requirements (generally relating to ownership by U.S. persons of interests in or accounts with those entities) have been satisfied, or an exemption applies. An intergovernmental agreement between the United States and an applicable foreign country may modify these requirements. Under proposed regulations, the preamble to which states that taxpayers may rely on the proposed regulations until final regulations are issued, this withholding tax will not apply to the gross proceeds from the sale, exchange, redemption or other taxable disposition of our common

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stock. If FATCA withholding is imposed, a beneficial owner that is not a foreign financial institution generally may obtain a refund of any amounts withheld by filing a U.S. federal income tax return (which may entail significant administrative burden). You should consult your tax adviser regarding the effects of FATCA on your investment in our common stock.

Federal Estate Tax

Individual Non-U.S. Holders and entities the property of which is potentially includible in such an individual’s gross estate for U.S. federal estate tax purposes (for example, a trust funded by such an individual and with respect to which the individual has retained certain interests or powers), should note that, absent an applicable treaty exemption, our common stock will be treated as U.S.-situs property subject to U.S. federal estate tax.

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SHARES ELIGIBLE FOR FUTURE SALE

Prior to this offering, there has been no market for our common stock. Future sales of substantial amounts of our common stock in the public market could adversely affect market prices prevailing from time to time. Furthermore, because only a limited number of shares will be available for sale shortly after this offering due to existing contractual and legal restrictions on resale as described below, there may be sales of substantial amounts of our common stock in the public market after the restrictions lapse. This may adversely affect the prevailing market price and our ability to raise equity capital in the future.

Upon completion of this offering, we will have   shares of common stock outstanding, the conversion of all outstanding shares of Series A preferred stock and no exercise of any options and warrants outstanding as of   , 2024. Of these shares, all the   shares of common stock sold in this offering will be freely transferable without restriction or registration under the Securities Act, except for any shares purchased by one of our existing “affiliates,” as that term is defined in Rule 144 under the Securities Act, and shares purchased by individuals associated with us and our shareholders in the directed share program described below and in “Underwriting.” The remaining   shares of common stock existing are “restricted shares” as defined in Rule 144. Restricted shares may be sold in the public market only if registered or if they qualify for an exemption from registration under Rules 144 or 701 of the Securities Act. As a result of the contractual 180-day lock-up period described below and the provisions of Rules 144 and 701, these shares will be available for sale in the public market as follows:

Number of Shares	Date
	On the date of this prospectus.
	After 180 days from the date of this prospectus (subject, in some cases, to volume, manner of sale and other limitations).

In addition, at our request, the underwriters have reserved up to    % shares of common stock offered by this prospectus for sale, at the initial public offering price, to certain individuals associated with us and our shareholders. Any participants in this program shall be prohibited from selling, pledging or assigning any shares sold to them pursuant to this program for a period of 180 days after the date of this prospectus. Accordingly, the number of shares freely transferable upon completion of this offering will be reduced by the number of directed shares purchased by individuals associated with us and our shareholders, and there will be a corresponding increase in the number of shares that become eligible for sale after 180 days from the date of this prospectus.

Rule 144

In general, a person who has beneficially owned restricted shares of our common stock for at least six months would be entitled to sell such securities, provided that (i) such person is not deemed to have been one of our affiliates at the time of, or at any time during the 90 days preceding, a sale and (ii) we are subject to the Exchange Act periodic reporting requirements for at least 90 days before the sale. Persons who have beneficially owned restricted shares of our common stock for at least six months but who are our affiliates at the time of, or any time during the 90 days preceding, a sale, would be subject to additional restrictions, by which such person would be entitled to sell within any three-month period only a number of securities that does not exceed the greater of either of the following:

• 1% of the number of shares of our common stock then outstanding, which will equal approximately   shares immediately after this offering, assuming no exercise of the underwriters’ option to purchase additional shares; or

• the average weekly trading volume of our common stock on    during the four calendar weeks preceding the filing of a notice on Form 144 with respect to the sale;

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provided, in each case, that we are subject to the Exchange Act periodic reporting requirements for at least 90 days before the sale. Such sales both by affiliates and by non-affiliates must also comply with the manner of sale, current public information and notice provisions of Rule 144 to the extent applicable.

Rule 701

In general, under Rule 701, any of our employees, directors, officers, consultants or advisors who purchases shares from us in connection with a compensatory stock or option plan or other written agreement before the effective date of this offering is entitled to resell such shares 90 days after the effective date of this offering in reliance on Rule 144, without having to comply with the holding period requirements or other restrictions contained in Rule 701.

The SEC has indicated that Rule 701 will apply to typical stock options granted by an issuer before it becomes subject to the reporting requirements of the Exchange Act, along with the shares acquired upon exercise of such options, including exercises after the date of this prospectus. Securities issued in reliance on Rule 701 are restricted securities and, subject to the contractual restrictions described above, beginning 90 days after the date of this prospectus, may be sold by persons other than “affiliates,” as defined in Rule 144, subject only to the manner of sale provisions of Rule 144 and by “affiliates” under Rule 144 without compliance with its one-year minimum holding period requirement.

Registration Rights

Upon completion of this offering, the holders of   shares of common stock and   shares of common stock issuable upon the exercise of outstanding options and warrants or their transferees will be entitled to various rights with respect to the registration of these shares under the Securities Act. Registration of these shares under the Securities Act would result in these shares becoming freely tradable without restriction under the Securities Act immediately upon the effectiveness of the registration, except for shares purchased by affiliates. See “Certain Relationships and Related Party Transactions—Registration Rights Agreement.”

Form S-8 Registration Statements

As soon as practicable after the closing of this offering, we intend to file with the SEC one or more registration statements on Form S-8 under the Securities Act to register the shares of common stock subject to outstanding options or reserved for issuance under the 2024 Plan and the Prior Plan. See “Executive Compensation—Equity Compensation Plans” for a description of our equity incentive plans. These registration statements will become effective immediately upon filing. Shares covered by these registration statements will then be eligible for sale in the open market, subject to vesting restrictions, any applicable lock-up agreements described below and Rule 144 limitations applicable to affiliates.

Stockholders Agreement

At the closing of this offering, we will enter into the Stockholders Agreement with the Pre-IPO Significant Stockholders, which will provide that, until the Pre-IPO Significant Stockholders no longer beneficially hold at least 10% of the aggregate number of outstanding shares of our common stock, approval by the Pre-IPO Significant Stockholders will be required for certain corporate actions. See “Description of Capital Stock—Stockholders Agreement.”

Lock-up Agreements

Our directors, executive officers and substantially all of our stockholders have agreed, subject to certain exceptions, not to offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, or otherwise transfer or dispose of, directly or indirectly, or enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any shares of common stock or any securities convertible into or exercisable or exchangeable for shares of common stock for a period of 180 days after the date of this prospectus, without the prior written consent of the representatives of the underwriters. See “Underwriting.”

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UNDERWRITING

Barclays Capital Inc. and Morgan Stanley & Co. LLC are acting as the representatives of the underwriters and as joint book-running managers of this offering. Subject to the terms and conditions of the underwriting agreement, which was filed as an exhibit to the registration statement, with respect to the shares being offered, we and the selling stockholders have agreed to sell to the underwriters, and each underwriter has severally agreed to purchase, at the public offering price less the underwriting discounts and commissions set forth on the cover page of this prospectus, the number of shares of common stock listed next to its name in the following table:

Name	Number of Shares
Barclays Capital Inc.
Morgan Stanley & Co. LLC
Total

The underwriters are committed to purchase all the common shares offered by us if they purchase any shares. The underwriting agreement also provides that if an underwriter defaults, the purchase commitments of non-defaulting underwriters may also be increased or the offering may be terminated.

The underwriters propose to offer the common shares directly to the public at the public offering price set forth on the cover page of this prospectus and to certain dealers at that price less a concession not in excess of $    per share. Any such dealers may resell shares to certain other brokers or dealers at a discount of up to $    per share from the public offering price. After the initial offering of the shares to the public, if all of the common shares are not sold at the public offering price, the underwriters may change the offering price and the other selling terms. Sales of any shares made outside of the United States may be made by affiliates of the underwriters.

Option to Purchase Additional Shares

The selling stockholders have granted the underwriters the right to purchase an additional    shares of common stock to cover over-allotments. The underwriters have 30 days from the date of this prospectus to exercise this option to purchase additional shares. If any shares are purchased with this option to purchase additional shares, the underwriters will purchase shares in approximately the same proportion as shown in the table above. If any additional shares of common stock are purchased, the underwriters will offer the additional shares on the same terms as those on which the shares are being offered.

Commissions and Expenses

The following table shows the per share and total public offering price, underwriting discounts and commissions, and proceeds before expenses to us and the selling stockholders. These amounts are shown assuming both no exercise and full exercise of the underwriters’ option to purchase additional shares. The underwriting fee is equal to the public offering price per share of common stock less the amount the underwriters pay to us and the selling stockholders for the shares.

			Total
	Per Share		No Exercise		Full Exercise
Initial public offering price	$		$		$
Underwriting discounts and commissions to be paid by us	$		$		$
Underwriting discounts and commissions to be paid by the selling stockholders	$		$		$
Proceeds, before expenses, to us	$		$		$
Proceeds, before expenses, to the selling stockholders	$		$		$

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We estimate that the total expenses of this offering, including registration, filing and listing fees, printing fees and legal and accounting expenses, but excluding the underwriting discounts and commissions, will be approximately $   .

Electronic Distribution

A prospectus in electronic format may be made available on the websites or through other online services maintained by one or more of the underwriters and/or selling group members participating in this offering, or by their affiliates. In those cases, prospective investors may view offering terms online and, depending upon the particular underwriter or selling group member, prospective investors may be allowed to place orders online. The underwriters may agree with us to allocate a specific number of shares for sale to online brokerage account holders. Any such allocation for online distributions will be made by the representatives on the same basis as other allocations.

Other than the prospectus in electronic format, the information on any underwriter’s or selling group member’s website and any information contained in any other website maintained by an underwriter or selling group member is not part of the prospectus or the registration statement of which this prospectus forms a part, has not been approved and/or endorsed by us or any underwriter or selling group member in its capacity as underwriter or selling group member and should not be relied upon by investors.

Lock-Up Agreements

We have agreed that we will not (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend or otherwise transfer or dispose of, directly or indirectly, or submit to, or file with, the SEC a registration statement under the Securities Act relating to, any shares of our common stock or securities convertible into or exercisable or exchangeable for any shares of our common stock, or (ii) enter into any swap or other arrangement that transfers all or a portion of the economic consequences associated with the ownership of any shares of common stock or any such other securities, or publicly disclose the intention to undertake any such transaction described in (i) or (ii) above (regardless of whether any of these transactions are to be settled by the delivery of shares of common stock or such other securities, in cash or otherwise), in each case without the prior written consent of the representatives of the underwriters (the “lock-up release parties”) for a period of 180 days after the date of this prospectus, other than the shares of our common stock to be sold in this offering.

The restrictions on our actions, as described above, do not apply to certain transactions, including (i) the issuance of shares of common stock or securities convertible into or exercisable for shares of our common stock pursuant to the conversion or exchange of convertible or exchangeable securities or the exercise of warrants or options (including net exercise) or the settlement of RSUs (including net settlement), in each case outstanding on the date of the underwriting agreement and described in this prospectus; (ii) grants of stock options, stock awards, restricted stock, RSUs, or other equity awards and the issuance of shares of our common stock or securities convertible into or exercisable or exchangeable for shares of our common stock (whether upon the exercise of stock options or otherwise) to our employees, officers, directors, advisors, or consultants pursuant to the terms of an equity compensation plan in effect as of the closing of this offering and described in this prospectus, provided that such recipients enter into a lock-up agreement with the underwriters; or (iii) our filing of any registration statement on Form S-8 relating to securities granted or to be granted pursuant to any plan in effect on the date of the underwriting agreement and described in this prospectus or any assumed benefit plan pursuant to an acquisition or similar strategic transaction.

Our directors, executive officers and substantially all of our stockholders (such persons, the “lock-up parties”) have entered into lock-up agreements with the underwriters prior to the commencement of this offering pursuant to which each lock-up party, with limited exceptions, for a period of 180 days after the date of this prospectus (such period, the “restricted period”), may not (and may not cause any of their direct or indirect

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affiliates to), without the prior written consent of the lock-up release parties, (1) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend or otherwise transfer or dispose of, directly or indirectly, any shares of our common stock or any securities convertible into or exercisable or exchangeable for our common stock (including, without limitation, common stock or such other securities which may be deemed to be beneficially owned by such lock-up parties in accordance with the rules and regulations of the SEC and securities which may be issued upon exercise of a stock option or warrant (collectively with the common stock, the “lock-up securities”)), (2) enter into any hedging, swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the lock-up securities, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of lock-up securities, in cash or otherwise, (3) make any demand for, or exercise any right with respect to, the registration of any lock-up securities, or (4) publicly disclose the intention to do any of the foregoing. Such persons or entities have further acknowledged that these undertakings preclude them from engaging in any hedging or other transactions or arrangements (including, without limitation, any short sale or the purchase or sale of, or entry into, any put or call option, or combination thereof, forward, swap or any other derivative transaction or instrument, however described or defined) designed or intended, or which could reasonably be expected to lead to or result in, a sale or disposition or transfer (by any person or entity, whether or not a signatory to such agreement) of any economic consequences of ownership, in whole or in part, directly or indirectly, of any lock-up securities, whether any such transaction or arrangement (or instrument provided for thereunder) would be settled by delivery of lock-up securities, in cash or otherwise.

The restrictions described in the immediately preceding paragraph and contained in the lock-up agreements between the underwriters and the lock-up parties are subject to certain exceptions.

The lock-up release parties, in their sole discretion, may release the securities subject to any of the lock-up agreements with the underwriters described above, in whole or in part at any time. The lock-up release parties will notify us of the impending release or waiver and we have agreed to announce the impending release or waiver by press release through a major news service at least two business days before the effective date of the release or waiver, except where the release or waiver is effected solely to permit a transfer of common stock that is not for consideration and where the transferee has agreed in writing to be bound by the same terms as the lock-up agreements described above to the extent and for the duration that such terms remain in effect at the time of transfer.

Indemnification

We have agreed to indemnify the underwriters against certain liabilities, including liabilities under the Securities Act of 1933.

Listing

We will apply to have our common stock approved for listing on    under the symbol “SLDE.”

Stabilization, Short Positions and Penalty Bids

In connection with this offering, the underwriters may engage in stabilizing transactions, which involves making bids for, purchasing and selling shares of common stock in the open market for the purpose of preventing or retarding a decline in the market price of the common stock while this offering is in progress. These stabilizing transactions may include making short sales of common stock, which involves the sale by the underwriters of a greater number of shares of common stock than they are required to purchase in this offering, and purchasing shares of common stock on the open market to cover positions created by short sales. Short sales may be “covered” shorts, which are short positions in an amount not greater than the underwriters’ option to purchase additional shares referred to above, or may be “naked” shorts, which are short positions in excess of that amount. The underwriters may close out any covered short position either by exercising their option to purchase

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additional shares, in whole or in part, or by purchasing shares in the open market. In making this determination, the underwriters will consider, among other things, the price of shares available for purchase in the open market compared to the price at which the underwriters may purchase shares through the option to purchase additional shares. A naked short position is more likely to be created if the underwriters are concerned that there may be downward pressure on the price of the common stock in the open market that could adversely affect investors who purchase in this offering. To the extent that the underwriters create a naked short position, they will purchase shares in the open market to cover the position.

The underwriters have advised us that, pursuant to Regulation M of the Securities Act of 1933, they may also engage in other activities that stabilize, maintain or otherwise affect the price of the common stock, including the imposition of penalty bids. This means that if the representatives of the underwriters purchase common stock in the open market in stabilizing transactions or to cover short sales, the representatives can require the underwriters that sold those shares as part of this offering to repay the underwriting discount received by them.

These activities may have the effect of raising or maintaining the market price of the common stock or preventing or retarding a decline in the market price of the common stock, and, as a result, the price of the common stock may be higher than the price that otherwise might exist in the open market. If the underwriters commence these activities, they may discontinue them at any time. The underwriters may carry out these transactions on the   , in the over-the-counter market or otherwise.

Offering Price Determination

Prior to this offering, there has been no public market for our common stock. The public offering price will be determined by negotiations between us and the representatives of the underwriters. In determining the public offering price, we and the representatives of the underwriters expect to consider a number of factors including:

• the information set forth in this prospectus and otherwise available to the representatives;

• our prospects and the history and prospects for the industry in which we compete;

• an assessment of our management;

• our prospects for future earnings;

• the general condition of the securities markets at the time of this offering;

• the recent market prices of, and demand for, publicly traded common stock of generally comparable companies; and

• other factors deemed relevant by the underwriters and us.

Neither we nor the underwriters can assure investors that an active trading market will develop for our common shares, or that the shares will trade in the public market at or above the public offering price.

Other Relationships

The underwriters and certain of their affiliates are full service financial institutions engaged in various activities, which may include securities trading, commercial and investment banking, financial advisory, investment management, investment research, principal investment, hedging, financing and brokerage activities. Certain of the underwriters and their affiliates have provided in the past to us and our affiliates and may provide from time to time in the future certain commercial and investment banking, financial advisory and other services for us and our affiliates in the ordinary course of their business, for which they have received and may continue to receive customary fees and commissions. In the ordinary course of their various business activities, the underwriters and certain of their affiliates may make or hold a broad array of investments and actively trade debt

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and equity securities (or related derivative securities) and financial instruments (including bank loans) for their own account and for the accounts of their customers, and such investment and securities activities may involve securities and/or instruments of the issuer or its affiliates. The underwriters and certain of their affiliates may also communicate independent investment recommendations, market color or trading ideas and/or publish or express independent research views in respect of such securities or instruments and may at any time hold, or recommend to clients that they acquire, long and/or short positions in such securities and instruments.

Directed Share Program

At our request, the underwriters have reserved up to  % of the shares of common stock offered by this prospectus for sale, at the initial public offering price, to certain individuals associated with us and our shareholders. Any participants in this program shall be prohibited from selling, pledging or assigning any shares sold to them pursuant to this program for a period of 180 days after the date of this prospectus. The sales will be administered by an affiliate of     , an underwriter in this offering. The number of shares of common stock available for sale to the general public will be reduced to the extent these persons purchase such reserved shares. Any reserved shares that are not so purchased will be offered by the underwriters to the general public on the same basis as the other shares of common stock offered by this prospectus.

Selling Restrictions

Other than in the United States, no action has been taken by us or the underwriters that would permit a public offering of the securities offered by this prospectus in any jurisdiction where action for that purpose is required. The securities offered by this prospectus may not be offered or sold, directly or indirectly, nor may this prospectus or any other offering material or advertisements in connection with the offer and sale of any such securities be distributed or published in any jurisdiction, except under circumstances that will result in compliance with the applicable rules and regulations of that jurisdiction. Persons into whose possession this prospectus comes are advised to inform themselves about and to observe any restrictions relating to the offering and the distribution of this prospectus. This prospectus does not constitute an offer to sell or a solicitation of an offer to buy any securities offered by this prospectus in any jurisdiction in which such an offer or a solicitation is unlawful.

European Economic Area

In relation to each Member State of the European Economic Area (each a “Member State”), no shares have been offered or will be offered pursuant to the offering to the public in that Member State prior to the publication of a prospectus in relation to the shares which has been approved by the competent authority in that Member State or, where appropriate, approved in another Member State and notified to the competent authority in that Member State, all in accordance with the Prospectus Regulation, except that offers of shares may be made to the public in that Member State at any time:

(a) to any legal entity which is a qualified investor as defined under Article 2 of the Prospectus Regulation;

(b) to fewer than 150 natural or legal persons (other than qualified investors as defined under Article 2 of the Prospectus Regulation), subject to obtaining the prior consent of the underwriters for any such offer; or

(c) in any other circumstances falling within Article 1(4) of the Prospectus Regulation;

provided that no such offer of shares shall require us or any underwriter to publish a prospectus pursuant to Article 3 of the Prospectus Regulation or supplement a prospectus pursuant to Article 23 of the Prospectus Regulation.

For the purposes of this provision, the expression an “offer to the public” in relation to shares in any Member State means the communication in any form and by any means of sufficient information on the terms of the offer and any shares to be offered so as to enable an investor to decide to purchase or subscribe for any shares, and the expression “Prospectus Regulation” means Regulation (EU) 2017/1129.

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Each person in a Member State who receives any communication in respect of, or who acquires any shares under, the offering contemplated hereby will be deemed to have represented, warranted and agreed to and with each of the underwriters and their affiliates and us that:

(a) it is a qualified investor within the meaning of the Prospectus Regulation; and

(b) in the case of any shares acquired by it as a financial intermediary, as that term is used in Article 5 of the Prospectus Regulation, (i) the shares acquired by it in the offering have not been acquired on a non-discretionary basis on behalf of, nor have they been acquired with a view to their offer or resale to, persons in any Member State other than qualified investors, as that term is defined in the Prospectus Regulation, or have been acquired in other circumstances falling within the points (a) to (d) of Article 1(4) of the Prospectus Regulation and the prior consent of the underwriters has been given to the offer or resale; or (ii) where the shares have been acquired by it on behalf of persons in any Member State other than qualified investors, the offer of those shares to it is not treated under the Prospectus Regulation as having been made to such persons.

We, the underwriters and their affiliates, and others will rely upon the truth and accuracy of the foregoing representation, acknowledgement and agreement. Notwithstanding the above, a person who is not a qualified investor and who has notified the underwriters of such fact in writing may, with the prior consent of the underwriters, be permitted to acquire shares in the offering.

United Kingdom

In relation to the United Kingdom, no shares have been offered or will be offered pursuant to the offering to the public in the United Kingdom prior to the publication of a prospectus in relation to the shares which has been approved by the Financial Conduct Authority in accordance with the transition provisions in Regulation 74 of the Prospectus (Amendment etc.) (EU Exit) Regulations 2019, except that it may make an offer to the public in the United Kingdom of any shares at any time:

(a) to any legal entity which is a qualified investor as defined under Article 2 of the UK Prospectus Regulation;

(b) to fewer than 150 natural or legal persons (other than qualified investors as defined under the UK Prospectus Regulation), subject to obtaining the prior consent of the underwriters for any such offer; or

(c) in any other circumstances falling within section 86 of the Financial Services and Markets Act 2000, as amended (the “FSMA”);

provided that no such offer of the shares shall require the issuer or any underwriter to publish a prospectus pursuant to section 85 of the FSMA or supplement a prospectus pursuant to Article 23 of the UK Prospectus Regulation.

For the purposes of this provision, the expression an “offer to the public” in relation to the shares in the United Kingdom means the communication in any form and by any means of sufficient information on the terms of the offering and any shares to be offered so as to enable an investor to decide to purchase or subscribe for any shares, and the expression “UK Prospectus Regulation” means the Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018.

In the United Kingdom, the offering is only addressed to, and is directed only at, “qualified investors” within the meaning of Article 2(e) of the UK Prospectus Regulation, who are also (i) persons having professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); (ii) high net worth entities or other persons falling within Article 49(2)(a) to (d) of the Order; or (iii) persons to whom it may otherwise lawfully be communicated (all such persons being referred to as “relevant persons”). This document must not be acted on or relied on by persons who are not relevant persons. In the United Kingdom, any investment or investment activity to which this document relates may be made or taken exclusively by relevant persons.

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Each person in the UK who acquires any shares in the offer or to whom any offer is made will be deemed to have represented, acknowledged, and agreed to and with us, the underwriters, and their affiliates that it meets the criteria outlined in this section.

Canada

The shares may be sold in Canada only to purchasers purchasing, or deemed to be purchasing, as principal that are accredited investors, as defined in National Instrument 45-106 Prospectus Exemptions or subsection 73.3(1) of the Securities Act (Ontario), and are permitted clients, as defined in National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations. Any resale of the shares must be made in accordance with an exemption from, or in a transaction not subject to, the prospectus requirements of applicable securities laws.

Securities legislation in certain provinces or territories of Canada may provide a purchaser with remedies for rescission or damages if this prospectus (including any amendment thereto) contains a misrepresentation, provided that the remedies for rescission or damages are exercised by the purchaser within the time limit prescribed by the securities legislation of the purchaser’s province or territory. The purchaser should refer to any applicable provisions of the securities legislation of the purchaser’s province or territory for particulars of these rights or consult with a legal advisor.

Pursuant to section 3A.3 of National Instrument 33-105 Underwriting Conflicts (NI 33-105), the underwriters are not required to comply with the disclosure requirements of NI 33-105 regarding underwriter conflicts of interest in connection with this offering.

Switzerland

The shares may not be publicly offered in Switzerland and will not be listed on the SIX Swiss Exchange (“SIX”) or on any other stock exchange or regulated trading facility in Switzerland. This document does not constitute a prospectus within the meaning of, and has been prepared without regard to the disclosure standards for issuance prospectuses under art. 652a or art. 1156 of the Swiss Code of Obligations or the disclosure standards for listing prospectuses under art. 27 ff. of the SIX Listing Rules or the listing rules of any other stock exchange or regulated trading facility in Switzerland. Neither this document nor any other offering or marketing material relating to the shares or this offering may be publicly distributed or otherwise made publicly available in Switzerland.

Neither this document nor any other offering or marketing material relating to this offering, us or the shares have been or will be filed with or approved by any Swiss regulatory authority. In particular, this document will not be filed with, and the offer of shares will not be supervised by, the Swiss Financial Market Supervisory Authority FINMA (“FINMA”), and the offer of shares has not been and will not be authorized under the Swiss Federal Act on Collective Investment Schemes (“CISA”). The investor protection afforded to acquirers of interests in collective investment schemes under the CISA does not extend to acquirers of shares.

Australia

This document:

• does not constitute a disclosure document or a prospectus under Chapter 6D.2 of the Corporations Act 2001 (Cth) (the “Corporations Act”);

• has not been, and will not be, lodged with the Australian Securities and Investments Commission (“ASIC”), as a disclosure document for the purposes of the Corporations Act and does not purport to include the information required of a disclosure document for the purposes of the Corporations Act; and

• may only be provided in Australia to select investors who are able to demonstrate that they fall within one or more of the categories of investors, available under section 708 of the Corporations Act (“Exempt Investors”).

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The shares may not be directly or indirectly offered for subscription or purchased or sold, and no invitations to subscribe for or buy the shares may be issued, and no draft or definitive offering memorandum, advertisement or other offering material relating to any shares may be distributed in Australia, except where disclosure to investors is not required under Chapter 6D of the Corporations Act or is otherwise in compliance with all applicable Australian laws and regulations. By submitting an application for the shares, you represent and warrant to us that you are an Exempt Investor.

As any offer of shares under this document will be made without disclosure in Australia under Chapter 6D.2 of the Corporations Act, the offer of those securities for resale in Australia within 12 months may, under section 707 of the Corporations Act, require disclosure to investors under Chapter 6D.2 if none of the exemptions in section 708 applies to that resale. By applying for the shares, you undertake to us that you will not, for a period of 12 months from the date of issue of the shares, offer, transfer, assign or otherwise alienate those shares to investors in Australia except in circumstances where disclosure to investors is not required under Chapter 6D.2 of the Corporations Act or where a compliant disclosure document is prepared and lodged with ASIC.

Japan

The shares have not been and will not be registered pursuant to Article 4, Paragraph 1 of the Financial Instruments and Exchange Act of Japan (Act No. 25 of 1948, as amended) (the “FIEA”). Accordingly, the shares may not be offered or sold, directly or indirectly, in Japan or to, or for the benefit of, any “resident” of Japan (which term as used herein means any person resident in Japan, including any corporation or other entity organized under the laws of Japan), or to others for re-offering or resale, directly or indirectly, in Japan or to or for the benefit of a resident of Japan, except pursuant to an exemption from the registration requirements of the FIEA and otherwise in compliance with any relevant laws and regulations of Japan.

Hong Kong

The shares may not be offered or sold in Hong Kong by means of any document other than (i) in circumstances which do not constitute an offer to the public within the meaning of the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32 of the Laws of Hong Kong) (the “Companies Ordinance”), or which do not constitute an invitation to the public within the meaning of the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong) (the “Securities and Futures Ordinance”), or (ii) to “professional investors” as defined in the Securities and Futures Ordinance and any rules made thereunder, or (iii) in other circumstances which do not result in the document being a “prospectus” as defined in the Companies Ordinance, and no advertisement, invitation or document relating to the shares may be issued or may be in the possession of any person for the purpose of issue (in each case whether in Hong Kong or elsewhere), which is directed at, or the contents of which are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to shares which are or are intended to be disposed of only to persons outside Hong Kong or only to “professional investors” in Hong Kong as defined in the Securities and Futures Ordinance and any rules made thereunder.

Singapore

This document has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, this document and any other material in connection with the offer or sale, or invitation for subscription or purchase, of the shares may not be circulated or distributed, nor may the shares be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than:

(a) to an institutional investor (as defined in Section 4A of the Securities and Futures Act (Chapter 289) of Singapore (the “SFA”)) pursuant to Section 274 of the SFA;

150

(b) to a relevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A) of the SFA, and in accordance with the conditions specified in Section 275 of the SFA; or

(c) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA.

Where the shares are subscribed or purchased under Section 275 of the SFA by a relevant person which is:

(a) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or

(b) a trust (where the trustee is not an accredited investor (as defined in Section 4A of the SFA)) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor,

the securities or securities-based derivatives contracts (each term as defined in Section 2(1) of the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within six months after that corporation or that trust has acquired the shares pursuant to an offer made under Section 275 of the SFA except:

(i) to an institutional investor under Section 274 of the SFA or to a relevant person (as defined in Section 275(2) of the SFA) from an offer referred to in Section 275(1A) or Section 276(4)(i)(B) of the SFA;

(ii) where no consideration is or will be given for the transfer;

(iii) where the transfer is by operation of law;

(iv) as specified in Section 276(7) of the SFA; or

(v) as specified in Regulation 37A of the Securities and Futures (Offers of Investments) (Securities and Securities-based Derivatives Contracts) Regulations 2018.

Singapore SFA Product Classification—In connection with Section 309B of the SFA and the Securities and Futures (Capital Markets Products) Regulations 2018 (the “CMP Regulations 2018”), we have determined, and hereby notify all relevant persons (as defined in Section 309A(1) of the SFA), that the shares are “prescribed capital markets products” (as defined in the CMP Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).

Dubai International Financial Centre

This document relates to an Exempt Offer in accordance with the Offered Securities Rules of the Dubai Financial Services Authority (“DFSA”). This document is intended for distribution only to persons of a type specified in the Offered Securities Rules of the DFSA. It must not be delivered to, or relied on by, any other person. The DFSA has no responsibility for reviewing or verifying any documents in connection with Exempt Offers. The DFSA has not approved this document nor taken steps to verify the information set forth herein and has no responsibility for this document. The shares to which this document relates may be illiquid and/or subject to restrictions on their resale. Prospective purchasers of the shares offered should conduct their own due diligence on the shares. If you do not understand the contents of this document, you should consult an authorized financial advisor.

151

In relation to its use in the Dubai International Financial Centre, this document is strictly private and confidential and is being distributed to a limited number of investors and must not be provided to any person other than the original recipient, and may not be reproduced or used for any other purpose. The interests in the securities may not be offered or sold directly or indirectly to the public in the Dubai International Financial Centre.

152

LEGAL MATTERS

The validity of the issuance of the shares of common stock offered hereby will be passed upon for Slide Insurance Holdings, Inc. and the selling stockholders by Davis Polk & Wardwell LLP. Skadden, Arps, Slate, Meagher & Flom LLP is representing the underwriters.

EXPERTS

The consolidated financial statements of Slide Insurance Holdings, Inc. and its subsidiaries as of December 31, 2023, and for the year ended December 31, 2023 included in this prospectus have been audited by FORVIS, LLP, an independent registered certified public accounting firm, as stated in their report appearing herein, and are included in reliance upon the report of such firm given upon their authority as experts in accounting and auditing.

The consolidated financial statements of Slide Insurance Holdings, Inc. and its subsidiaries as of December 31, 2022, and for the year ended December 31, 2022 included in this prospectus have been audited by Plante & Moran, PLLC, an independent registered certified public accounting firm, as stated in their report appearing herein, and are included in reliance upon the report of such firm given upon their authority as experts in accounting and auditing.

CHANGE IN INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

On January 12, 2024, Plante & Moran, PLLC, or Plante Moran, declined to stand for reappointment as our independent auditor. On January 27, 2024, we appointed FORVIS, LLP, or Forvis, as our independent registered public accounting firm for the year ended December 31, 2023. Subsequent to Forvis’ appointment, we engaged Forvis to audit our consolidated financial statements as of and for the year ended December 31, 2023.

During the audit of the year ended December 31, 2022, there was no disagreements with Plante Moran on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which, if not resolved to Plante Moran’s satisfaction, would have caused Plante Moran to make reference to the subject matter of the disagreement in connection with its report. The report of Plante Moran on the financial statements of the Company as of and for the year ended December 31, 2022 did not contain any adverse opinions or disclaimer of opinion and were not qualified as to uncertainty, audit scope or accounting principles.

During the fiscal years ended December 31, 2023 and 2022, neither the Company, nor any person on its behalf, consulted Forvis with respect to either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report or oral advice was provided to the Company by Forvis that Forvis concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was either the subject of a disagreement, as that term is described in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or a reportable event, as that term is described in Item 304(a)(1)(v) of Regulation S-K.

We requested Plante Moran to provide us with a letter addressed to the SEC stating whether or not Plante Moran agrees with the above disclosure. A copy of Plante Moran’s letter, dated      , 2024 is attached as Exhibit 16.1 to the registration statement of which this prospectus is a part.

153

WHERE YOU CAN FIND MORE INFORMATION

We have filed with the SEC a registration statement on Form S-1 under the Securities Act with respect to the common stock offered hereby. This prospectus does not contain all of the information set forth in the registration statement and the exhibits and schedules thereto. For further information with respect to the Company and its common stock, reference is made to the registration statement and the exhibits and any schedules filed therewith. Statements contained in this prospectus as to the contents of any contract or other document referred to are not necessarily complete and in each instance, if such contract or document is filed as an exhibit, reference is made to the copy of such contract or other document filed as an exhibit to the registration statement, each statement being qualified in all respects by such reference. The SEC maintains an Internet site at www.sec.gov that contains reports, proxy and information statements we file electronically with the SEC.

As a result of the offering, we will be required to file periodic reports and other information with the SEC. We also maintain an Internet site at www.slideinsurance.com. Our website and the information contained therein or connected thereto shall not be deemed to be incorporated into this prospectus or the registration statement of which it forms a part.

154

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

	Page
Unaudited Consolidated Financial Statements
Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023		F-2
Consolidated Statements of Operations for the Six Months Ended June 30, 2024 and 2023		F-3
Consolidated Statements of Comprehensive Income for the Six Months Ended June 30, 2024 and 2023		F-4
Consolidated Statement of Changes in Shareholders’ Equity for the Six Months Ended June 30, 2024 and 2023		F-5
Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2024 and 2023		F-6
Notes to Consolidated Financial Statements		F-7
Audited Annual Consolidated Financial Statements
Reports of Independent Registered Certified Public Accounting Firms		F-21
Consolidated Balance Sheets as of December 31, 2022 and 2023		F-23
Consolidated Statement of Operations for Years Ended December  31, 2022 and 2023		F-24
Consolidated Statement of Comprehensive Income for Years Ended December 31, 2022 and 2023		F-25
Consolidated Statement of Changes in Shareholders’ Equity for Years Ended December 31, 2022 and 2023		F-26
Consolidated Cash Flow Statement for Years Ended December  31, 2022 and 2023		F-27
Notes to Consolidated Financial Statements		F-28

F-1

Slide Insurance Holdings, Inc.

Consolidated Balance Sheets

June 30, 2024 and December 31, 2023

(Dollar amounts in thousands, except per share amounts)

(Unaudited)

	June 30, 2024			December 31, 2023
ASSETS
Invested assets:
Fixed-maturity securities, available-for-sale, at estimated fair value	$	410,313		$	270,211
Other investments, net		4,884			5,220
Total invested assets		415,197			275,431
Cash and cash equivalents		382,281			334,546
Restricted cash		196,288			107,816
Accrued interest income		4,241			2,390
Assumed premiums receivable		—			42,076
Premiums receivable		37,499			28,989
Reinsurance recoverable on paid losses		2,473			9,876
Reinsurance recoverable on unpaid losses		78,360			105,092
Prepaid reinsurance premiums		363,413			82,413
Deferred tax assets		8,500			11,469
Deferred policy acquisition costs		60,111			42,995
Property and equipment, net		9,522			5,937
Right-of-use lease asset, operating		6,085			6,541
Intangibles, net		11,614			15,560
Goodwill		2,603			2,603
Prepaid expenses		9,155			1,673
Premium taxes refundable		—			103
Interest rate swap		65			—
Other assets		2,545			1,191
Total assets	$	1,589,952		$	1,076,701
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Loss and loss adjustment expense reserves	$	293,687		$	249,567
Unearned premiums		567,509			459,746
Commissions payable		12,732			4,785
Deferred revenue		90			90
Reinsuance premiums payable		252,660			27,693
Long-term debt, net		42,318			35,091
Interest rate swap liability		—			296
Income taxes payable		993			27,309
Advanced premiums		44,231			10,981
Premium tax liabilities		3,021			—
Accounts payable and accrued expenses		13,444			10,001
Lease liability, operating		6,759			7,219
Other liabilities		8,821			6,325
Total liabilities		1,246,265			839,103
Shareholders’ equity:
Common Stock		102			102
Preferred stock		92			92
Additional paid-in capital		127,289			126,746
Accumulated other comprehensive (loss) income, net of taxes		(317	)		2,592
Retained earnings		216,521			108,066
Total shareholders’ equity		343,687			237,598
Total liabilities and shareholders’ equity	$	1,589,952		$	1,076,701

See Accompanying Consolidated Notes (Unaudited)

F-2

Slide Insurance Holdings, Inc.

Consolidated Statements of Operations

For the six months ended June 30, 2024 and 2023

(Dollar amounts in thousands, except per share amounts)

(Unaudited)

	Six months ended June 30,
	2024			2023
Revenues:
Gross premiums written	$	592,964		$	370,076
Change in unearned premiums		(95,036	)		(113,636	)
Gross premiums earned		497,928			256,440
Ceded premiums earned		(114,854	)		(55,216	)
Net premiums earned		383,074			201,224
Net investment income		21,714			7,658
Policy fees		2,920			1,624
Other income		549			829
Total revenue		408,257			211,335
Expenses:
Losses and loss adjustment expenses incurred, net		168,541			86,949
Policy acquisition and other underwriting expenses		34,862			27,287
General and administrative expenses		53,833			37,305
Interest expense		1,587			687
Depreciation expense		680			—
Amortization expense		3,946			5,120
Other operating expenses		—			10
Total expenses		263,449			157,358
Net income before income tax expense		144,808			53,977
Income tax expense		36,353			13,899
Net income	$	108,455		$	40,078
Basic income earnings per share	$	10.61		$	3.79
Diluted income earings per share	$	4.99		$	1.90

See Accompanying Consolidated Notes (Unaudited)

F-3

Slide Insurance Holdings, Inc.

Consolidated Statements of Comprehensive Income

For the six months ended June 30, 2024 and 2023

(Dollar amounts in thousands)

(Unaudited)

	Six months ended June 30,
	2024			2023
Net income	$	108,455		$	40,078
Other comprehensive income:
Unrealized losses on securities during the year		(3,895	)		(171	)
Other comprehensive loss, before tax		(3,895	)		(171	)
Income tax benefit related to unrealized losses on investments arising during the year		(986	)		(44	)
Income tax expense (benefit) on other comprehensive loss		(986	)		(44	)
Other comprehensive income (loss)		(2,909	)		(127	)
Comprehensive income	$	105,546		$	39,951

See Accompanying Consolidated Notes (Unaudited)

F-4

Slide Insurance Holdings, Inc.

Consolidated Statements of Shareholders’ Equity

For the six months ended June 30, 2024 and 2023

(Dollar amounts in thousands)

(Unaudited)

	Common Stock			Preferred Stock		Additional Paid-in Capital			Accumulated Other Comprehensive Income (Loss)			Retained Earnings		Total Shareholders’ Equity
Balance, January 1, 2024	$	102			$92	$	126,746			$2,592			$108,066	$	237,598
Stock-based compensation							543						—		543
Net income							—						108,455		108,455
Other comprehensive loss		—			—		—			(2,909	)		—		(2,909	)
Balance, June 30, 2024		102			92		127,289			(317	)		216,521		343,687
Balance, January 1, 2023		112			82		114,913			(458	)		20,695		135,344
Repurchase and retirement of common stock		(10	)				(3,990	)							(4,000	)
Issuance of preferred stock		—			10		13,529			—			—		13,539
Stock-based compensation		—			—		408			—			—		408
Net income		—			—		—			—			40,078		40,078
Other comprehensive income		—			—		—			(127	)		—		(127	)
Balance, June 30, 2023	$	102		$	92	$	124,860		$	(585	)	$	60,773	$	185,242

See Accompanying Consolidated Notes (Unaudited)

F-5

Slide Insurance Holdings, Inc.

Consolidated Statements of Cash Flows

For the six months ended June 30, 2024 and 2023

(Dollar amounts in thousands)

(Unaudited)

	Six months ended June 30,
	2024			2023
Cash flows from operating activities:
Net income	$	108,455		$	40,078
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for depreciation and amortization		4,626			3,590
Provision for deferred income taxes		3,955			—
Stock based compenstation		543			408
Gain on sale of investments		(8	)		—
Net amortization of premiums on investments in fixed-maturity securities		(1,564	)		(106	)
Change in operating assets and liabilities:
Accrued interest income		(1,850	)		(366	)
Premiums receivable		33,567			(3,289	)
Reinsurance recoverable on paid losses		7,402			12,226
Reinsurance recoverable on unpaid losses		26,732			146,101
Prepaid reinsurance premiums		(281,000	)		19,666
Prepaid expenses		(7,481	)		(1,396	)
Deferred policy acquisition costs		(17,116	)		(13,635	)
Other assets		(1,354	)		3,384
Loss and loss adjustment expense reserves		44,120			(107,406	)
Unearned premiums		107,763			(57,680	)
Advanced premiums		33,250			22,827
Income taxes payable		(26,317	)		(817	)
Premium taxes payable		3,125			(1,592	)
Commissions payable		7,948			2,144
Reinsurance premiums payable		224,966			186,831
Accounts payable and accrued expenses		3,443			10,505
Net lease liability, net		(4	)		337
Other liabilities		2,496			291
Net cash provided by operating activities		275,697			262,101
Cash flows from investing activities:
Purchase of fixed-maturity securities available-for-sale		(167,485	)		(53,147	)
Proceeds from maturities and redemptions of fixed-maturity securities available-for-sale		25,059			4,000
Proceeds from redemption of other investments		336			—
Change in value of interest rate swap		(361	)		—
Purchase of property and equipment		(4,266	)		(3,000	)
Net cash used in investing activities		(146,717	)		(52,147	)
Cash flows from financing activities:
Issuance of preferred stock		—			13,540
Repurchase and retirement of common stock and warrants		—			(4,000	)
Issuance of long-term debt		40,000			30,000
Payment of debt issuance costs		(3,692	)		(847	)
Repayment of long-term debt		(29,081	)		(16,584	)
Net cash provided by financing activities		7,227			22,109
Net increase in cash		136,207			232,063
Cash, cash equivelants and restricted cash, beginning of period	$	442,362		$	229,190
Cash, cash equivalents and restricted cash, end of period	$	578,569		$	461,253
Supplemental disclosures of cash flow information
Cash paid during the year for:
Interest paid	$	1,385		$	268
Income taxes paid	$	58,519		$	16,850

See Accompanying Consolidated Notes (Unaudited)

F-6

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the six months ended June 30, 2024 and 2023

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

(Unaudited)

1. Nature of Business and Significant Accounting Policies

Basis of Presentation

The accompanying unaudited consolidated financial statements for the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. As of June 30, 2024, there were no changes in the nature of our significant accounting policies or the application of those policies from those reported in our annual report for the year then ended December 31, 2023. These unaudited consolidated financial statements and accompanying notes should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes for the year ended December 31, 2023.

In preparing these interim financial statements, management has made judgments and estimates about the future, including climate-related risks and opportunities, that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates. The significant judgments made by management in applying the Company’s accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual financial statement.

Nature of Business

Slide Insurance Holdings, Inc. (“SIH” or the “Company”) is a Delaware holding company incorporated on March 2, 2021. The Company was organized for the purpose of holding investments in operating subsidiaries engaged in property and casualty insurance activities. Subsidiaries include:

Slide Insurance Company (“SIC”) – a wholly-owned property casualty insurance company currently writing homeowners insurance policies in Florida and South Carolina.

Slide MGA, LLC (“SMGA”) – a wholly-owned managing general agent that performs policy processing and claims administration for SIC.

Stat Claims Company (“STAT”) – a wholly-owned claims administrator.

Trusted Mitigation Contractors (“TMC”) – a wholly-owned broker of contractors and loss mitigation service providers.

Slide Reinsurance Holdings, LLC (“Slide Re”) – a wholly-owned reinsurance company and owner of the segregated cell (White Rock Insurance, Ltd., account T104).

Slide Technologies, LLC (“Slide Tech”) – a wholly-owned subsidiary that will license software developed by the Company. This entity has not begun operations.

SJIG Target, LLC (“SJIG”) – a wholly-owned non-operating entity that holds contractual renewal rights to a portion of the policies issued by SIC.

Clegg Insurance Advisors, LLC (“Homefront”) – a wholly-owned insurance agency acquired by the Company during 2022.

F-7

SIH Technologies, LLP (“Slide India”) – a wholly-owned non-operating entity that is in process of being dissolved.

SIH filed its original certificate of incorporation with the Secretary of State of the State of Delaware on March 2, 2021, and is authorized to issue 40,000,000 shares of common stock at par value of $0.01 per share and 20,000,000 shares of the preferred stock at par value of $0.01 per share. The Company issued and had outstanding 10,222,576 and 11,220,076 shares of common stock as of December 31, 2023, and 2022, respectively. The Company issued and had outstanding 9,242,416 and 8,213,670 shares of preferred stock as of December 31, 2023, and 2022, respectively.

SIC is domiciled in the state of Florida and is a wholly-owned subsidiary of SIH. The insurance subsidiary was incorporated on February 17, 2022, and commenced operations on March 1, 2022, after receiving its Certificate of Authority from the Florida Department of Financial Services, Office of Insurance Regulation (the “FLOIR”). SIC provides homeowners insurance coverage to policyholders in Florida and South Carolina, with Florida policyholders representing 99% of direct written premiums written for the six months ended June 30, 2024.

SIC is subject to the broad administrative powers of the FLOIR, which include, but are not limited to, limitation of dividends distributable, modification of management services and tax-sharing agreements, limitations on new and renewal business, and requirements for capital and surplus.

Assumed Business

From time to time, the Company may participate in a “take-out program” through which the Company assumes insurance policies held by Citizens Property Insurance Corporation (“Citizens”), a Florida state-supported insurer. The take-out program is a legislatively mandated program designed to reduce the state’s risk exposure by encouraging private companies to assume policies from Citizens. For the six months ended June 30, 2024, the Company was approved by the FLOIR to assume a total of 110,000 policies. The approval date noted is based on actual takeout date and not the date the Company received approval to participate from the FLOIR. The Company assumed approximately 64,500 policies, representing $208.0 million in annualized gross premiums.

During 2023, the Company was approved by the FLOIR to assume a total of 250,000 policies. In 2023, approximately 82,500 policies were assumed from Citizens, representing approximately $284.8 million in annualized gross written premiums related to these transactions.

Adoption of New Accounting Standard

In March 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-01 Leases (Topic 842): Common Control Arrangements. For public entities, this update amends the required amortization period for leasehold improvements associated with common control leases to be over the useful life of the leasehold improvements to the common control group, regardless of the lease term, as long as the lessee controls the use of the asset through a lease. In addition, if the lessor is sub-leasing the asset while simultaneously leasing the asset from an entity not within the same common control group, the amortization period may not exceed the amortization period of the common control group. Once the lessee no longer controls the use of the asset, the asset will be accounted for as a transfer between entities under common control through an adjustment to equity. ASU 2023-01 was adopted by the Company effective January 1, 2024 and does not have a material impact on its financial position.

Consolidation Policy

The Financial Statements include the accounts of the Company, its wholly-owned subsidiaries and Variable Interest Entities (“VIEs”) in which the Company is determined to be the primary beneficiary. This analysis includes a review of the VIE’s capital structure, related contractual relationships and terms, nature of the VIE’s

F-8

operations and purpose, nature of the VIE’s interests issued, and the Company’s involvement with the entity. When assessing the need to consolidate a VIE, the Company evaluates the design of the VIE as well as the related risks to which the entity was designed to expose the variable interest holders. The primary beneficiary is the entity that has both (i) the power to direct the activities of the VIE that most significantly affect the entity’s economic performance and (ii) the obligation to absorb losses or the right to receive benefits that could be potentially significant to the VIE. While also considering these factors, the consolidation conclusion depends on the Company’s decision-making ability and its ability to influence activities that significantly affect the economic performance of the VIE.

Accounting Pronouncements Not Yet Adopted

In November 2023, the FASB issued ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. For public entities that are required to report segment information, this update enhances disclosures about significant segment expenses and interim disclosure requirements. In addition, the update clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss, provides new segment disclosure requirements for entities with a single reportable segment, and contains other disclosure requirements. ASU 2023-07 is effective for all public entities for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating its impact on segment reporting disclosure.

In December 2023, the FASB issued ASU 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This update enhances income tax disclosures by requiring public entities to report income tax expense disaggregated by federal, state, and foreign taxes, with further detail on specific jurisdictions over a quantitative threshold. In addition, public entities must also separately disclose reconciling items equal to or greater than five percent of pretax income from operations by the applicable federal statutory rate. ASU 2023-09 is effective for all public entities for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating its impact on income tax disclosure.

The Company does not believe any of these accounting pronouncements have or will have a material impact on its consolidated financial statements.

F-9

2. Basic and Diluted Earnings Per Share

	Six months ended June 30,
	2024		2023
Basic earnings per share:
Net income attributable to common stockholders	$	108,455	$	40,078
Weighted average shares outstanding		10,223		10,573
Basic earnings per share	$	10.61	$	3.79
Diluted earnings per share:
Net income attributable to common stockholders	$	108,455	$	40,078
Weighted average shares outstanding		10,223		10,574
Add effect of dilutive securities
Impact of convertible preferred stock		9,242		9,242
Impact of vested and unvested common stock options		2,139		1,122
Impact of convertible preferred stock warrants		120		120
Diltued weighted average common shares outstanding		21,724		21,058
Diluted earnings per share	$	4.99	$	1.90

The Company does not have any anti-dilutive shares for the six months ended June 30, 2024 and 2023, respectively.

F-10

3. Fixed-Maturity Securities Available-For-Sale

The amortized cost, gross unrealized gains and losses, and estimated fair value of investments in fixed-maturity securities available-for-sale at June 30, 2024 and December 31, 2023, are as follows:

	June 30, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
U.S. government and agencies	$	155,479	$	88	$	(734	)	$	154,833
U.S. states, territories and possessions		11,215		48		(25	)		11,238
Industrial and miscellaneous		143,044		786		(452	)		143,378
Special Revenue		83,808		301		(484	)		83,625
Political subdivisions		15,427		77		(19	)		15,485
Hybrid securities		1,765		—		(11	)		1,754
	$	410,738	$	1,300	$	(1,725	)	$	410,313

	December 31, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
U.S. government and agencies	$	104,978	$	1,239	$	(101	)	$	106,116
U.S. states, territories and possessions		7,153		63		(7	)		7,209
Industrial and miscellaneous		99,463		1,654		(126	)		100,991
Special Revenue		48,000		724		(67	)		48,657
Political subdivisions		6,126		108		(5	)		6,229
Hybrid securities		1,019		—		(10	)		1,009
	$	266,739	$	3,788	$	(316	)	$	270,211

The amortized cost and estimated fair value of investments in fixed-maturity securities at June 30, 2024 and December 31, 2023, by contractual maturity, are shown below.

	June 30, 2024				December 31, 2023
	Amortized Cost		Estimated Fair Value		Amortized Cost		Estimated Fair Value
In one year or less	$	46,356	$	46,201	$	26,105	$	26,038
After one year through five years		246,972		246,616		186,218		188,174
After five years through ten years		109,341		109,432		50,581		52,024
After ten years		8,069		8,064		3,835		3,975
	$	410,738	$	410,313	$	266,739	$	270,211

Actual maturities may differ from contractual maturities, as the issuers of the securities may have the right to call or prepay obligations with or without penalty.

F-11

The following tables show the Company’s investments estimated fair value and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at June 30, 2024.

	June 30, 2024
	Less than 12 months					More than 12 months					Total
	Estimated Fair Value		Unrealized Losses			Estimated Fair Value		Unrealized Losses			Estimated Fair Value		Unrealized Losses
U.S. government and agencies	$	127,201	$	(637	)	$	4,116	$	(97	)	$	131,317	$	(734	)
U.S. states, territories and possessions		2,016		(21	)		1,003		(4	)		3,019		(25	)
Industrial and miscellaneous		60,520		(326	)		8,391		(126	)		68,911		(452	)
Special revenue		46,007		(421	)		4,139		(63	)		50,146		(484	)
Political subdivisions		4,221		(13	)		505		(6	)		4,726		(19	)
Hybrid securities		1,754		(11	)		—		—			1,754		(11	)
	$241,719		$(1,429)			$18,154		$(296)			$259,873		$(1,725)

A total of 158 securities had unrealized losses at June 30, 2024. The Company’s unrealized losses relate to its portfolio of fixed-maturity securities. The Company’s unrealized losses on its fixed-maturity securities were caused by interest rate changes. Since the declines in estimated fair value are attributable to changes in interest rates and not credit quality, and the Company has the intent and ability to hold these securities through a recovery of unrealized losses, even if until maturity of the individual securities, the Company does not consider these investments to need a credit impairment reserve under current expected credit loss methodology (“CECL”). The Company realized no credit loss on investments in the six months ended June 30, 2024.

The following tables show the Company’s investments estimated fair value and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2023.

	December 31, 2023
	Less than 12 months					More than 12 months					Total
	Estimated Fair Value		Unrealized Losses			Estimated Fair Value		Unrealized Losses			Estimated Fair Value		Unrealized Losses
U.S. government and agencies	$	8,976	$	(3	)	$	2,606	$	(98	)	$	11,582	$	(101	)
U.S. states, territories and possessions		—		—			998		(7	)		998		(7	)
Industrial and miscellaneous		4,623		(9	)		82,396		(117	)		87,019		(126	)
Special revenue		1,827		(10	)		18,510		(57	)		20,337		(67	)
Political subdivisions		—		—			512		(5	)		512		(5	)
Hybrid securities		1,009		(10	)		—		—			1,009		(10	)
	$16,435		$(32)			$105,022		$(284)			$121,457		$(316)

A total of 70 securities had unrealized losses at December 31, 2023. The Company’s unrealized losses relate to its portfolio of fixed-maturity securities. The Company’s unrealized losses on its fixed-maturity securities were caused by interest rate changes. Since the declines in estimated fair value are attributable to changes in interest rates and not credit quality, and the Company has the intent and ability to hold these securities through a recovery of unrealized losses, even if until maturity of the individual securities, the Company does not consider these investments to need a credit impairment reserve under CECL. The Company realized no credit loss on investments in 2023.

Proceeds from maturities, and redemptions of fixed-maturities securities were $25,059 and $4,000 for the six months ended June 30, 2024 and 2023, respectively, with realized gross gains of $8 and $0 on these sales, maturities, and redemptions, respectively.

F-12

At June 30, 2024 and December 31, 2023, the Company had restricted cash of $196,288 and $107,816, respectively, consisting of funds on deposit with regulatory authorities, as required by law and funds held in trust by the VIE where the Company is the primary beneficiary.

Major categories of net investment income are summarized as follows:

	Six months ended June 30,
	2024		2023
Income:
Available-for-sale fixed-maturity securities	$	8,642	$	600
Cash and short-term investments		13,116		7,033
Other investments		290		60
Realized gains on sales		8		—
Total investment income		22,056		7,693
Investment expenses		342		35
Net investment income	$	21,714	$	7,658

4. Fair Value of Financial Assets and Liabilities

Valuation Hierarchy

The FASB established a valuation hierarchy for disclosure of the inputs used to measure estimated fair value. This hierarchy categorizes the inputs into three broad levels as follows:

• Level 1 inputs to the valuation methodology are unadjusted quoted prices in active markets for identical assets or liabilities.

• Level 2 inputs to the valuation methodology are quoted prices for similar assets or liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.

• Level 3 inputs are unobservable inputs that are supported by little or no market activity and are significant to the determination of estimated fair value of the assets or liabilities. Unobservable inputs reflect the entity’s assumptions about the assumptions that market participants would use in pricing the asset or liability.

F-13

The following table presents by level the financial assets carried at estimated fair value measured on a recurring basis as of June 30, 2024 and December 31, 2023. The table does not include assets which are measured at historical cost or any basis other than estimated fair value.

	June 30, 2024
	Carrying Value		Level 1		Level 2		Level 3		Estimated Fair Value
Assets:
Cash and cash equivalents	$	382,281	$	382,281	$	—	$	—	$	382,281
Restricted cash		196,288		196,288		—		—		196,288
Fixed-maturity securities		410,313		299,965		110,348		—		410,313
Interest rate swap		65		—		—		65		65
	$	988,947	$	878,534	$	110,348	$	65	$	988,947

	December 31, 2023
	Carrying Value		Level 1		Level 2		Level 3		Estimated Fair Value
Assets:
Cash and cash equivalents	$	334,546	$	334,546	$	—	$	—	$	334,546
Restricted cash		107,816		107,816		—		—		107,816
Fixed-maturity securities		270,211		210,249		59,962		—		270,211
	$	712,573	$	652,611	$	59,962	$	—	$	712,573
Liabilities:
Interest rate swap	$	296	$	—	$	—	$	296	$	296

A financial instrument’s classification within the valuation hierarchy is based upon the lowest level of input that is significant to the estimated fair value measurement; consequently, if there are multiple significant valuation inputs that are categorized in different levels of the hierarchy, the instrument’s hierarchy level is the lowest level within which any significant input falls.

The Level 1 category includes cash, restricted cash, money market securities, and other short-term investments, such as certificates of deposit, and U.S. treasury bonds.

The Level 2 category generally includes corporate and municipal bonds. The estimated fair value of fixed-maturity investments included in the Level 2 category was based on the market values obtained from pricing services. A number of the Company’s investment-grade corporate bonds are frequently traded in active markets and traded market prices for these securities existed at June 30, 2024 and December 31, 2023. However, these securities were classified as Level 2 at June 30, 2024 and December 31, 2023 because the third-party pricing services from which the Company has obtained estimated fair values for such instruments also use valuation models which use observable market inputs in addition to traded prices. Substantially all of these model input assumptions are observable in the marketplace or can be derived or supported by observable market data.

When observable inputs are not available, the market standard valuation methodologies for determining the estimated fair value of certain types of securities that trade infrequently, and therefore have little or no price transparency, rely on inputs that are significant to the estimated fair value that are not observable in the market, or which cannot be derived principally from or corroborated by observable market data. These unobservable inputs can be based in large part on management’s judgment or estimation and cannot be supported by reference or market activity. Generally, these investments are classified as Level 3. The Company does not have any Level 3 assets or liabilities.

F-14

Other Financial Instruments

The Company uses various financial instruments in the normal course of its business. In the measurement of the estimated fair value of certain financial instruments, other valuation techniques were utilized if quoted market prices were not available. These derived fair value estimates are significantly affected by the assumptions used. Additionally, excluded from the scope of financial instruments are certain financial instruments, including those related to insurance contracts, pension and other postretirement benefits, and equity method investments.

In estimating the fair value of the financial instruments presented, the Company used the following methods and assumptions:

Cash and Cash equivalents

The carrying amount is a reasonable estimate of fair value, due to the short-term maturity of these investments. These assets are considered to be Level 1 assets.

Restricted cash

Restricted cash represents cash held by state authorities and the carrying value approximates fair value. Restricted cash also include cash held in trust by the VIE where the Company is the primary beneficiary and the carrying value approximates fair value.

Long-Term Debt

The following table summarizes components of the Company’s long-term debt and methods used in estimating their fair values:

	Maturity Date		Valuation Methodology
Promissory Notes, 0.00%		2027	Discounted cash flow method, Level 3 inputs
Commercial Loan, variable rate of interest		2028	Discounted cash flow method, Level 3 inputs

F-15

The following tables present fair value information for liabilities that are carried on the consolidated balance sheets at amounts other than fair value as of June 30, 2024 and December 31, 2023:

	Fair Value Measurements Using
As of June 30, 2024	Carrying Value			Level 1		Level 2		Level 3			Estimated Fair Value
Financial Liabilities:
Long-Term debt:
0.00% Promissory notes	$	6,000		$	—	$	—	$	5,119		$	5,119
Commercial Loan		40,000			—		—		40,000			40,000
Less: unamortized issuance costs		(3,682	)		—		—		(3,682	)		(3,682	)
	$	42,318		$	—	$	—	$	41,859		$	41,859

	Fair Value Measurements Using
As of December 31, 2023	Carrying Value			Level 1		Level 2		Level 3			Estimated Fair Value
Financial Liabilities:
Long-Term debt:
0.00% Promissory notes	$	6,500		$	—	$	—	$	5,541		$	5,541
Commercial Loan		29,250			—		—		29,208			29,208
Less: unamortized issuance costs		(659	)		—		—		(659	)		(659	)
	$	35,091		$	—	$	—	$	34,090		$	34,090

5. Deferred Policy Acquisition Costs

Deferred policy acquisition costs consist of amounts paid for commissions and premium taxes that relate directly to and vary directly with the production of new and renewal business.

The policy acquisition costs that the Company has capitalized and is amortizing over the effective periods of the related policies are as follows for the six months ended June 30:

	2024			2023
Beginning balance	$	42,995		$	25,977
Policy acquisition costs deferred		51,978			40,922
Less: Amoritzation		(34,862	)		(27,287	)
Ending balance	$	60,111		$	39,612

6. Loss and Loss Adjustment Expenses

The Company establishes reserves for the estimated total unpaid costs of Loss and loss adjustment expenses (“LAE”). Loss and LAE reserves reflect management’s best estimate of the total cost of (i) claims that have been incurred, but not yet paid in full, and (ii) claims that have been incurred but not yet reported to the Company (“IBNR”). Reserves established by management represent an estimate of the outcome of future events and, as such, cannot be considered an exact calculation of our liability. Rather, loss and LAE reserves represent management’s best estimate of the Company’s liability based on the application of actuarial techniques and other projection methodologies and taking into consideration other facts and circumstances known at the balance sheet date. The process of establishing loss and LAE reserves is complex and inherently imprecise, as it involves the estimation of the outcome of future uncertain events. The impact of both internal and external variables on

F-16

ultimate losses and LAE costs is difficult to estimate. In determining loss and LAE reserves, the Company gives careful consideration to all available data and actuarial analyses.

The Company primarily writes insurance in states which could be exposed to hurricanes or other natural catastrophes. The occurrence of a major catastrophe could have a significant effect on the Company’s results and cause a temporary disruption of the normal operations of the Company. However, the Company is unable to predict the frequency or severity of any such events that may occur in the near term or thereafter.

Activity related to the loss and LAE reserves are summarized as follows:

	Six months ended June 30,
	2024			2023
Balances at January 1	$	249,567		$	323,329
Less reinsurance recoverables		105,092			262,217
Net balances at January 1		144,475			61,112
Incurred related to:
Current year		168,914			90,856
Prior years		(373	)		(3,907	)
Total incurred		168,541			86,949
Paid related to:
Current year		49,153			23,559
Prior years		48,536			24,695
Total paid		97,689			48,254
Net balances at June 30		215,327			99,807
Plus reinsurance recoverables		78,360			116,116
Balances at June 30		293,687			215,923

The establishment of loss and LAE reserves is an inherently uncertain process and changes in loss and LAE reserve estimates are expected as these estimates are subject to the outcome of future events. Changes in estimates, or differences between estimates and amounts ultimately paid, are reflected in the operating results of the period during which such adjustments are adjusted. During the six months ended June 30, 2024, the Company recognized favorable development of losses related to prior years of approximately $373 primarily to reduce catastrophe reserves in response to lower than expected payments.

7. Income Taxes

During the six months ended June 30, 2024 and 2023, the Company recorded approximately $36,353 and $13,899, respectively, of income tax expense, which resulted in effective tax rates of 25.1% and 25.75%, respectively. The decrease in the tax rate as compared to the corresponding period in the prior year was primarily attributable to the increase in tax-exempt income during 2024. The Company’s estimated annual effective tax rate differs from the statutory federal tax rate due to state income taxes as well as certain nondeductible and tax-exempt items.

8. Reinsurance

Certain premiums and losses are ceded to other insurance companies under various excess of loss reinsurance agreements. The ceded reinsurance agreements are intended to provide the Company with the ability to maintain its exposure to losses within its capital resources.

F-17

These reinsurance agreements do not relieve the Company from its primary obligation to policyholders, as it remains liable to its policyholders to the extent that any reinsurer does not meet its obligations for reinsurance ceded to it under reinsurance contracts. Therefore, the Company is subject to credit risk with respect to the obligations of its reinsurers, and any failure on the part of these reinsurers could have a material adverse effect on the Company’s business, financial condition and results of operations.

Effective June 1, 2024, the Company entered into a per risk excess of loss treaty retaining $0.7 million on each property risk and ceding the next $4.3 million of loss. The per risk excess of loss treaties cover 100% of all losses except those related to named storms. These treaties are effective until May 31, 2024.

Effective June 1, 2024, the Company entered into a facultative excess of loss reinsurance contract which provides $7 million of coverage in excess of $5 million for each loss, each risk. The reinsurer’s total liability is capped at $14 million.

To minimize the Company’s exposure to losses from catastrophes, primarily hurricanes, the Company has entered into a catastrophe excess of loss agreement, as well as the mandatory participation in the Florida Hurricane Catastrophe Fund (“FHCF”).

For the treaty period June 1, 2024 through May 31, 2025, the primary homeowners’ catastrophe excess of loss reinsurance agreement has the following retention and limits:

	1st Event
	Coverage		In Excess of		Reinsurer Participation
1st Layer	$	35 million	$	35 million		80.00	%
2nd Layer	$	60 million	$	70 million		95.33	%
3rd Layer	$	85 million	$	130 million		100.00	%
4th Layer	$	170 million	$	215 million		100.00	%
5th Layer	$	85 million	$	385 million		100.00	%
6th Layer	$	35 million	$	470 million		100.00	%
Purple Re 2023-1 Cat Bond	$	100 million	$	505 million		100.00	%
Purple Re 2023-2 Cat Bond	$	100 million	$	505 million		100.00	%
Purple Re 2024-1 Cat Bond	$	300 million	$	505 million		70.00	%
7th Layer	$	150 million	$	505 million		30.00	%
8th Layer	$	150 million	$	505 million		30.00	%
9th Layer	$	115 million	$	505 million		93.31	%
10th Layer	$	28 million	$	505 million		100.00	%

The catastrophic excess of loss agreement has a corridor through it, whereby the FHCF picks up 90% of losses and the catastrophe layers pick up the remaining 10%. The mandatory FHCF layer is 90% of $787.0 million, excess of $399.3 million. Premium for this coverage is $63,850. The ultimate net loss for each of the above layers will include any recoveries from the FHCF or so deemed. The FHCF provides catastrophe coverage for named hurricanes up to a maximum limit of 90% of the amount of ultimate losses in the layer, as determined by a premium formula. The Company’s maximum projected payout from the FHCF is $708.3 million, with a retention of $399.3 million.

9. Credit Facility

The Company has a secured revolving credit agreement (“Credit Agreement”) with Regions Bank that currently provides borrowing capacity of up to $10 million and expires on June 25, 2029. The Credit Agreement secured by the Company’s properties was executed June 25, 2024.

F-18

On June 25, 2024, the Company entered into an amended and restated credit agreement with Regions Bank for a $10.0 million revolving credit facility, a term loan in an aggregate principal amount of $40.0 million and one or more delayed draw term loans in an aggregate principal amount not to exceed $125.0 million (together, the “Credit Facility”). Under the terms of the Credit Facility, borrowings bear interest at an annual rate equal to the three month Secured Overnight Financing Rate (“SOFR”) based on the consolidated leverage ratio as defined in the agreement. The interest payment is due quarterly in arrears on the last business day of each quarter. The Credit Facility contains affirmative and negative covenants as well as customary events of default. In addition, the Company must comply with certain financial and non-financial covenants and agree to pay a fee equal to the product of the unused line fee rate and the average of the daily unused available credit balances of the revolving credit facility. The unused line fee rate is 0.5%. The Credit Facility matures on June 25, 2029.

At June 30, 2024, the Company had no borrowings outstanding under the revolving credit facility. At June 30, 2024, the Company was in compliance with all required covenants and had available borrowing capacity of $10 million.

At June 30, 2024, the Company had no borrowings outstanding under the delayed draw term loan credit facility. At June 30, 2024, the Company was in compliance with all required covenants and had available borrowing capacity of $125 million.

10. Long-Term Debt

On June 25, 2024, the Company entered into a $40 million 5-year commercial loan agreement with a commercial bank. The loan is fully collateralized by assets of the Company. The Company may make voluntary prepayments of principal at any time, in whole or in part. Under the terms of the Credit Agreement, borrowings bear interest at an annual rate equal to the one or three month Secured Overnight Financing Rate (“SOFR”) plus a margin based on the debt-to-capital ratio. The interest payment is due quarterly in arrears on last business day of each quarter. The Credit Agreement contains affirmative and negative covenants as well as customary events of default. In addition, the Company must comply with certain financial and non-financial covenants. At June 30, 2024, the Company was in compliance with all covenants.

On June 25, 2024, in connection with the issuance of the credit facility, the Company incurred loan costs and debt discount of $3,692. The Company amortizes these costs over the life of the facility using the interest method. Amortization of deferred loan costs is included in Interest expense in the Consolidated Statements of Operations. In connection with the issuance of the credit facility, the Company refinanced the credit facility that was issued on May 3, 2023, including the remaining term loan balance of $27,750 that was repaid in full. The Company recognized an extinguishment loss within interest expense on the statement of operations of the remaining deferred loan costs associated with the refinanced credit facility totaling $589 in June 2024.

	Issue Date		Interest Rate			Original Principal		Outstanding Principal at June 30, 2024			Outstanding Principal at December 31, 2023
Promissory Notes		3/31/2022		0.00	%		10,000		6,000			6,500
Commercial Loan 3		5/3/2023		Variable			30,000		—			29,250
Less: Deferred loan costs									—			(659	)
Commercial Loan 4		6/25/2024		Variable			40,000		40,000			—
Less: Deferred loan costs									(3,682	)		—
									42,318			35,091

F-19

The following summarizes future maturities of long-term debt principal as June 30, 2024:

	Promissory Notes		Commercial Term Loan		Total
2024	$	1,500	$	2,000	$	3,500
2025		2,000		4,000		6,000
2026		2,000		4,000		6,000
2027		500		4,000		4,500
2028		—		4,000		4,000
Thereafter		—		22,000		22,000
	$	6,000	$	40,000	$	46,000

11. Affiliate Transactions

The Company had no transactions with affiliates in the six months ended June 30, 2024 and 2023.

12. Subsequent Events

On July 31, 2024, the Company received approval to assume up to 75,000 personal residential and 600 commercial residential policies from Citizens Property Insurance Company through its depopulation program.

On August 28, 2024, the Company received approval to assume up to 15,000 personal residential policies from Citizens Property Insurance Company through its depopulation program.

F-20

Report of Independent Registered Public Accounting Firm

Board of Directors

Slide Insurance Holdings, Inc.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheet of Slide Insurance Holdings, Inc. (the “Company”) as of December 31, 2023, the related consolidated statement of operations, comprehensive income, stockholders’ equity, and cash flow, for the year then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023, and the results of its operations and its cash flow for the year then ended in conformity with U.S. generally accepted accounting principles (“GAAP”).

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB and in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Prior Year Audited by Other Auditors

The consolidated balance sheet of the Company as of December 31, 2022, the related consolidated statement of operations, comprehensive income, stockholders’ equity, and cash flow, for the year then ended, and the related notes were audited by other auditors, and their report thereon, dated May 14, 2024, expressed an unmodified opinion on GAAP.

We have served as the Company’s auditor since 2023.

/s/ FORVIS, LLP

Charlotte, North Carolina

May 17, 2024

F-21

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Slide Insurance Holdings, Inc.

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheet of Slide Insurance Holdings, Inc. (the “Company”) as of December 31, 2022; the related consolidated statements of operations, comprehensive income (loss), shareholders’ equity, and cash flows for the year ended December 31, 2022; and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and the results of its operations and its cash flows for the year ended December 31, 2022 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

The Company’s management is responsible for these financial statements. Our responsibility is to express an opinion on the Company’s financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (the “PCAOB”) and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB and in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

We served as the Company’s auditor from 2021 through 2024.

/s/ Plante & Moran, PLLC

East Lansing, Michigan

May 14, 2023

F-22

Slide Insurance Holdings, Inc.

Consolidated Balance Sheets

December 31, 2023 and 2022

(Dollar amounts in thousands)

	2023		2022
ASSETS
Invested assets:
Fixed-maturity securities, available-for-sale, at estimated fair value	$	270,211	$	27,003
Other investments, net		5,220		1,500
Total invested assets		275,431		28,503
Cash and cash equivalents		334,546		176,649
Restricted cash		107,816		52,541
Accrued interest income		2,390		213
Assumed premiums receivable		42,076		—
Premiums receivable		28,989		12,202
Reinsurance recoverable on paid losses		9,876		67,290
Reinsurance recoverable on unpaid losses		105,092		262,217
Prepaid reinsurance premiums		82,413		34,380
Deferred tax assets		11,469		2,579
Deferred policy acquisition costs		42,995		25,977
Property and equipment, net		5,937		5,267
Right-of-use lease asset, operating		6,541		7,658
Intangibles, net		15,560		23,733
Goodwill		2,603		2,603
Prepaid expenses		1,673		447
Premium taxes refundable		103		—
Other assets		1,191		2,707
Total assets	$	1,076,701	$	704,966
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Loss and loss adjustment expense reserves	$	249,567	$	323,329
Unearned premiums		459,746		180,105
Commissions payable		4,785		4,039
Deferred revenue		90		90
Reinsuance premiums payable		27,693		4,191
Long-term debt, net		35,091		24,136
Interest rate swap liability		296		—
Income taxes payable		27,309		7,853
Advanced premiums		10,981		10,879
Premium tax liabilities		—		2,588
Accounts payable and accrued expenses		10,001		4,082
Lease liability, operating		7,219		7,996
Other liabilities		6,325		335
Total liabilities		839,103		569,623
Shareholders’ equity:
Common Stock		102		112
Preferred stock		92		82
Additional paid-in capital		126,746		114,913
Accumulated other comprehensive income (loss), net of taxes		2,592		(458	)
Retained earnings		108,066		20,694
Total shareholders’ equity		237,598		135,343
Total liabilities and shareholders’ equity	$	1,076,701	$	704,966

See Accompanying Consolidated Notes

F-23

Slide Insurance Holdings, Inc.

Consolidated Statements of Operations

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except per share amounts)

	2023			2022
Revenues:
Gross premiums written	$	874,726		$	479,737
Change in unearned premiums		(279,641	)		(180,105	)
Gross premiums earned		595,085			299,632
Ceded premiums earned		(153,673	)		(63,046	)
Net premiums earned		441,412			236,586
Net investment income		20,932			2,380
Policy fees		3,468			2,203
Other income		2,718			1,263
Total revenue		468,530			242,432
Expenses:
Losses and loss adjustment expenses incurred, net		193,266			133,488
Policy acquisition and other underwriting expenses		58,564			33,487
General and administrative expenses		87,789			39,024
Interest expense		2,401			489
Depreciation expense		424			—
Amortization expense		8,193			5,930
Other operating expenses		252			—
Total expenses		350,889			212,418
Net income before income tax expense		117,641			30,014
Income tax expense		30,270			7,715
Net income	$	87,371		$	22,299
Basic income earnings per share	$	8.40		$	2.00
Diluted income earings per share	$	3.98		$	1.09

See Accompanying Consolidated Notes

F-24

Slide Insurance Holdings, Inc.

Consolidated Statements of Comprehensive Income

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands)

	2023		2022
Net income	$	87,371	$	22,299
Other comprehensive income:
Unrealized gains (losses) on securities during the year		4,088		(617	)
Other comprehensive inome (loss), before tax		4,088		(617	)
Income tax expense (benefit) related to unrealized gains (losses) on investments arising during the year		1,038		(158	)
Income tax expense (benefit) on other comprehensive income (loss)		1,038		(158	)
Other comprehensive income (loss)		3,050		(459	)
Comprehensive income	$	90,421	$	21,840

See Accompanying Consolidated Notes

F-25

Slide Insurance Holdings, Inc.

Consolidated Statements of Shareholders’ Equity

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands)

	Common Stock			Preferred Stock		Additional Paid-in Capital			Retained Earnings (Accumulated Deficit)			Accumulated Other Comprehensive Income (Loss)			Total Shareholders’ Equity
Balance, January 1, 2022	$	110			$76	$	103,644			$(1,604	)		$ —		$	102,226
Issuance of common stock		2			—		949			—			—			951
Issuance of preferred stock		—			6		8,957			—			—			8,963
Stock-based compensation							1,363			—						1,363
Net income							—			22,299						22,299
Other comprehensive loss		—			—		—			—			(458	)		(458	)
Balance, December 31, 2022		112			82		114,913			20,695			(458	)		135,344
Issuance of common stock		—			—		11			—			—			11
Repurchase and retirement of common stock		(10	)				(3,990	)								(4,000	)
Issuance of preferred stock		—			10		13,529			—			—			13,539
Stock-based compensation		—			—		2,283			—			—			2,283
Net income		—			—		—			87,371			—			87,371
Other comprehensive income		—			—		—			—			3,050			3,050
Balance, December 31, 2023	$	102			$92	$	126,746		$	108,066		$	2,592		$	237,598

See Accompanying Consolidated Notes

F-26

Slide Insurance Holdings, Inc.

Consolidated Statements of Cash Flows

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands)

	2023			2022
Cash flows from operating activities:
Net income	$	87,371		$	22,299
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for depreciation and amortization		8,728			5,931
Provision for deferred income taxes		(9,928	)		(2,314	)
Impairment of internal-use software		7,583			—
Stock base compenstation		2,283			1,363
Net amortization of premiums on investments in fixed-maturity securities		(1,185	)		(6	)
Change in operating assets and liabilities:
Accrued interest income		(2,178	)		(213	)
Premiums receivable		(58,864	)		(12,202	)
Reinsurance recoverable on paid losses		57,415			(67,290	)
Reinsurance recoverable on unpaid losses		157,125			(262,217	)
Prepaid reinsurance premiums		(48,033	)		(34,379	)
Prepaid expenses		(1,226	)		(447	)
Deferred policy acquisition costs		(17,018	)		(25,977	)
Other assets		1,386			(2,577	)
Loss and loss adjustment expense reserves		(73,762	)		323,329
Unearned premiums		279,641			180,105
Advanced premiums		102			10,879
Income taxes payable		19,457			7,853
Premium taxes payable		(2,692	)		2,588
Commissions payable		746			4,038
Reinsurance premiums payable		23,502			4,191
Deferred revenue		—			(90	)
Accounts payable and accrued expenses		5,919			1,578
Net lease liability, net		341			338
Other liabilities		5,990			335
Net cash provided by operating activities		442,703			157,115
Cash flows from investing activities:
Purchase of fixed-maturity securities available-for-sale		(252,214	)		(28,024	)
Proceeds from maturities and redemptions of fixed-maturity securities available-for-sale		14,279			411
Purchase of other investments		(4,000	)		(1,500	)
Proceeds from redemption of other investments		280			—
Change in value of interest rate swap		296			—
Purchase of subsidiary		—			(2,812	)
Purchase of intangible assets		—			(14,910	)
Purchase of property and equipment		(8,677	)		(5,267	)
Net cash used in investing activities		(250,036	)		(52,102	)
Cash flows from financing activities:
Issuance of preferred stock		13,540			8,964
Issuance of common stock		11			—
Repurchase and retirement of common stock and warrants		(4,000	)		—
Issuance of long-term debt		29,153			16,484
Repayment of long-term debt		(18,199	)		(2,348	)
Net cash provided by financing activities		20,505			23,100
Net increase in cash		213,172			128,113
Cash, cash equivalents and restricted cash, beginning of period	$	229,190		$	101,077
Cash, cash equivalents and restricted cash, end of period	$	442,362		$	229,190
Supplemental disclosures of cash flow information
Cash paid during the year for:
Interest paid	$	1,918		$	457
Income taxes paid	$	23,100		$	—
Non-cash financing activities
Stock issued in purchase of subsidiary	$	—		$	951
Promissory notes issued to purchase renewal rights	$	—		$	10,000

See Accompanying Consolidated Notes

F-27

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

1. Nature of Business and Significant Accounting Policies

Nature of Business

Slide Insurance Holdings, Inc. (“SIH” or the “Company”) is a Delaware holding company incorporated on March 2, 2021. The Company was organized for the purpose of holding investments in operating subsidiaries engaged in property and casualty insurance activities. Subsidiaries include:

Slide Insurance Company (“SIC”) – a wholly-owned property casualty insurance company currently writing homeowners insurance policies in Florida and South Carolina.

Slide MGA, LLC (“SMGA”) – a wholly-owned managing general agent that performs policy processing and claims administration for SIC.

Stat Claims Company (“STAT”) – a wholly-owned claims administrator.

Trusted Mitigation Contractors (“TMC”) – a wholly-owned broker of contractors and loss mitigation service providers.

Slide Reinsurance Holdings, LLC (“Slide Re”) – a wholly-owned reinsurance company and owner of the segregated cell (White Rock Insurance, Ltd., account T104).

Slide Technologies, LLC (“Slide Tech”) – a wholly-owned subsidiary that will license software developed by the Company. This entity has not begun operations.

SJIG Target, LLC (“SJIG”) – a wholly-owned non-operating entity that holds contractual renewal rights to a portion of the policies issued by SIC.

Clegg Insurance Advisors, LLC (“Homefront”) – a wholly-owned insurance agency acquired by the Company during 2022.

SIH Technologies, LLP (“Slide India”) – a wholly-owned non-operating entity that is in process of being dissolved.

SIH filed its original certificate of incorporation with the Secretary of State of the State of Delaware on March 2, 2021, and is authorized to issue 40,000,000 shares of common stock at par value of $0.01 per share and 20,000,000 shares of the preferred stock at par value of $0.01 per share. The Company issued and had outstanding 10,222,576 and 11,220,076 shares of common stock as of December 31, 2023, and 2022, respectively. The Company issued and had outstanding 9,242,416 and 8,213,670 shares of preferred stock as of December 31, 2023, and 2022, respectively.

SIC is domiciled in the state of Florida and is a wholly-owned subsidiary of SIH. The insurance subsidiary was incorporated on February 17, 2022, and commenced operations on March 1, 2022, after receiving its Certificate of Authority from the Florida Department of Financial Services, Office of Insurance Regulation (the “FLOIR”). SIC provides homeowners insurance coverage to policyholders in Florida and South Carolina, with Florida policyholders representing 98% of direct premiums written for the year ended December 31, 2023.

SIC is subject to the broad administrative powers of the FLOIR, which include, but are not limited to, limitation of dividends distributable, modification of management services and tax-sharing agreements, limitations on new and renewal business, and requirements for capital and surplus.

F-28

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Assumed Business

From time to time, the Company may participate in a “take-out program” through which the Company assumes insurance policies held by Citizens Property Insurance Corporation (“Citizens”), a Florida state-supported insurer. The take-out program is a legislatively mandated program designed to reduce the state’s risk exposure by encouraging private companies to assume policies from Citizens. During 2023, the Company was approved by the FLOIR to assume a total of 335,000 policies. In 2023, approximately 82,500 policies were assumed, representing approximately $284.8 million in annualized gross written premiums. See Note 26 – “Subsequent Events” for additional information.

Basis of Presentation

The consolidated financial statements include the accounts of SIH and its wholly-owned subsidiaries, as well as variable interest entities (“VIE) in which the Company is determined to be the primary beneficiary, and have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) which, for SIC, may vary in some respects from statutory accounting principles, which are prescribed or permitted by the FLOIR. All intercompany accounts and transactions have been eliminated in consolidation. The significant accounting policies followed by the Company are summarized below.

Adoption of New Accounting Standard

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Financial Instruments – Credit Losses (“ASC 326”) to replace the incurred loss impairment methodology. The Current Expected Credit Loss (“CECL”) model requires an entity to measure credit losses using historical information, current information and reasonable and supportable forecasts of future events, rather than the incurred loss impairment model required under previous GAAP. We adopted the standard effective January 1, 2023. The adoption of this standard did not have a material impact on the financial statements.

Consolidation Policy

The Financial Statements include the accounts of the Company, its wholly-owned subsidiaries and VIEs in which the Company is determined to be the primary beneficiary. This analysis includes a review of the VIE’s capital structure, related contractual relationships and terms, nature of the VIE’s operations and purpose, nature of the VIE’s interests issued, and the Company’s involvement with the entity. When assessing the need to consolidate a VIE, the Company evaluates the design of the VIE as well as the related risks to which the entity was designed to expose the variable interest holders. The primary beneficiary is the entity that has both (i) the power to direct the activities of the VIE that most significantly affect the entity’s economic performance and (ii) the obligation to absorb losses or the right to receive benefits that could be potentially significant to the VIE. While also considering these factors, the consolidation conclusion depends on the Company’s decision-making ability and its ability to influence activities that significantly affect the economic performance of the VIE.

Allowance for Credit Losses

Allowance for credit losses represents an estimation of potential losses that the Company may experience due to credit risk. The allowance for credit losses account is a contra account of a financial asset to reflect the net amount expected to be collected. Any increase or decrease in the allowance for credit losses related to

F-29

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

investments is recognized and reflected as credit losses on investments in the Company’s consolidated statement of income. For all other financial assets, credit loss expense is included in other operating expenses. When the risk of credit loss becomes certain, the allowance for credit losses account will be written off against the financial asset. Under the CECL model, the Company measures all expected credit losses related to relevant financial assets based on historical experience, current conditions, and reasonable and supportable forecasts which incorporate forward-looking information. The Company primarily uses a discounted cash flow method and a rating-based method in estimating credit losses at a reporting date for financial assets under the scope of the CECL model. The discounted cash flow method is a valuation method used to estimate the value of a financial asset based on its future cash flows. The Company uses this method to determine the expected credit losses for available-for-sale fixed-maturity securities. In addition, the Company elected not to measure an allowance for credit losses for accrued interest receivable as any uncollectible amount is adjusted to interest income on a monthly basis. As of December 31, 2023, the exposure to credit losses for certain financial assets related to non-insurance business is considered immaterial to the Company’s financial position.

Prior to January 1, 2023, when the fair value of any investment was lower than its cost, an assessment was made to determine whether the decline was temporary or other-than-temporary. If the decline was determined to be other-than-temporary, the investment was written down to fair value and an impairment loss was recognized in income in the period in which the Company made such determination. When reviewing impaired securities, the Company considered its ability and intent to hold these securities and whether it was probable that the Company would be required to sell these securities prior to their anticipated recovery or maturity. For the fixed-maturity securities that the Company intended to sell or it was probable that the Company would have to sell before recovery or maturity, the unrealized losses were recognized as other-than-temporary losses in income. In instances where there were credit-related losses associated with the impaired fixed-maturity securities for which the Company asserted that it did not have the intent to sell, and it was probable that the Company would not be required to sell until a market price recovery or maturity, the amount of the other-than-temporary impairment loss related to credit losses was recognized in income, and the amount of the other-than-temporary impairment loss related to other non-credit factors such as changes in interest rates or market conditions was recorded as a component of accumulated other comprehensive income (loss).

For certain financial assets related to insurance business such as reinsurance recoverable and reinsurance receivable for premium refund, the Company uses a rating-based method, which is a modified version of the probability of default method. It requires two key inputs: a) the liquidation rate and b) the amount of loss exposure. The liquidation rate, which is published annually, is the ratio of impaired insurance companies that were eventually liquidated to the group of insurance companies considered by A.M. Best in its study. The amount of loss exposure represents the future billing balance, net of any collateral, spread over the projected periods that are based on the Company’s historical claim payment pattern. The rating-based method measures credit losses by multiplying the future billings grouped by insurance rating over the projected periods by their corresponding liquidation rates by insurance rating.

On paid losses reinsurance recoverable which is due within 90 days after billing, the Company will rely heavily on each reinsurer’s credit rating, recent financial condition, and historical collection problems, if any, in determining the expected credit loss. For risk attributable to disagreements between an insurer and reinsurer regarding a difference in interpretation of provisions in a reinsurance agreement (“dispute risk”), the Company will continue to use an incurred loss method to estimate losses. At December 31, 2023, there was no dispute risk associated with the reinsurance recoverable balance.

F-30

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, demand deposits, and investments with maturities of three months or less from the date of acquisition. Outstanding checks issued in excess of bank balances (“book overdrafts”) if any are reported as a liability and are included in accounts payable and accrued expenses in the accompanying consolidated balance sheets.

Restricted Cash

Restricted cash represents funds in the Company’s sole ownership held by certain states in which the Company’s insurance subsidiary conducts business to meet regulatory requirements and not available for immediate business use. Restricted cash also includes funds held in trust by the VIE where the Company is the primary beneficiary.

Fixed-Maturity Securities Available-for-Sale

All of the Company’s fixed-maturity securities are classified as available-for-sale and are carried at estimated fair value. Changes in unrealized gains and losses, net of taxes, are charged or credited to accumulated other comprehensive income in shareholders’ equity. Amortization of premiums and discounts on investments in fixed-maturity securities are reflected in earnings over the contractual terms of the investments in a manner that produces a constant effective yield. Realized gains and losses on the sale of investments are recognized in the consolidated statement of operations using the specific identification basis. Prior to January 1, 2023, unrealized losses that are deemed other-than-temporary are also recorded in the Consolidated Statement of Operations as realized losses within net investment income.

Other Investments

Other investments consists of preferred interest limited partnership agreements carried at amortized cost, which approximates fair value. Impairment losses on other investments are recognized in the Consolidated Statements of Operations in the period when evidence indicates a decrease in the value of the investment has occurred that is other than temporary.

Premiums Receivable

Premiums receivable are uncollateralized policyholder obligations due under normal policy terms, requiring payment within a specified period from the invoice date and are reflected net of allowances in the accompanying Consolidated Balance Sheets. At December 31, 2023 and 2022, the Company analyzed premiums receivable for credit impairment to ascertain if a reserve was needed. The Company concluded that any reserve would be immaterial and were not recorded by the Company.

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation and amortization, which is included in the Statement of Operations in Other operating expenses. Depreciation is calculated on a straight-line basis over the estimated useful lives. Replacements and maintenance and repairs that do not improve or extend the life of the respective assets are expensed as incurred.

The Company capitalizes external costs for internally developed software during the application development stage. During the preliminary project and post-implementation stage, internal-use software development costs are expensed as incurred. Capitalized software costs are depreciated on a straight-line basis over the estimated useful life of three to seven years.

F-31

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Deferred Policy Acquisition Costs

The Company incurs policy acquisition costs that vary with, and are directly related to, the production of new business. Policy acquisition costs consist of commissions paid to outside agents at the time of policy issuance and premium taxes. The Company capitalizes policy acquisition costs to the extent recoverable, then the Company amortizes those costs over the contract period of the related policies.

Goodwill

The Company adopted ASU 2017-04, Simplifying the Test for Goodwill Impairment Accounting Standards Codification (“ASC”) 350, which changed the guidance on goodwill impairment. Under the guidance, the qualitative assessment of the recoverability of goodwill remains the same, but the second step of the two-step quantitative test, which required calculation of the implied fair value of goodwill, has been eliminated. Instead, an impairment charge is recognized when the carrying value of a reporting unit exceeds its fair value. Any excess of carrying value over fair value is written down as an impairment. This evaluation is performed annually, on May 1 or more frequently if facts and circumstances warrant. An impairment loss would be recognized if, and to the extent that, the carrying value of goodwill exceeded the fair value. The Company has completed the analysis and determined there was no impairment of goodwill as of December 31, 2023 or 2022.

Intangible Assets

The Company reviews Intangibles for impairment whenever events or circumstances indicate that carrying amounts may not be recoverable. If the Company concludes that impairment exists, the carrying amount is reduced to fair value. If an intangible is considered to have a definite life, such as renewal rights of policies, then the value of the intangible is amortized over the expected life. The Company has completed the analysis as of May 1 and ascertained if any facts or circumstances would indicate impairment through the end of the year and concluded there was no impairment of Intangibles as of December 31, 2023 or 2022.

Loss and Loss Adjustment Expense Reserves

Loss and loss adjustment expenses (“LAE”) reserves are determined by establishing liabilities in amounts estimated to cover incurred losses and LAE. Such reserves are determined based on the assessment of claims reported and the development of pending claims. These reserves are based on individual case estimates for the reported losses and LAE and estimates of such amounts that are incurred but not reported. Changes in the estimated liability are charged or credited to income as the losses and LAE are settled. Salvage and subrogation are deducted from the reserve for claims and claims expense on a cash basis.

The estimates of unpaid loss and LAE are subject to trends in claim severity and frequency and are continually reviewed. As part of the process, the Company reviews historical data and considers various factors, including known and anticipated regulatory and legal developments, changes in social attitudes, inflation and economic conditions. As experience develops and other data becomes available, these estimates are revised, as required, resulting in increases or decreases to the existing unpaid loss and LAE reserves. Adjustments are reflected in the Consolidated Statement of Operations in the period in which they are made and the liabilities may deviate substantially from prior estimates. Loss and LAE reserves ceded to or recovered from reinsurers are recorded as a reduction to loss and LAE reserves on the Consolidated Statements of Operations.

These liabilities have been stated gross of reinsurance amounts recoverable from other insurance companies, and have been reduced by $0 for estimated salvage and subrogation recoverables at December 31, 2023 and 2022.

F-32

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Advance Premiums

Premium payments received prior to the policy effective date are recorded as Advance premiums. Once the policy is in force, the premiums are recorded as described under “Revenue Recognition” below.

Leases

The Company leases office equipment and office space from non-affiliates under terms ranging from one month up to eight years. In assessing whether a contract is or contains a lease, the Company first determines whether there is an identified asset in the contract. The Company then determines whether the contract conveys the right to obtain substantially all of the economic benefits from use of the identified asset or the right to direct the use of the identified asset. The Company elects not to record any lease with a term of 12 months or less on the consolidated balance sheet. For such short-term leases, the Company recognizes the lease payments in expense on a straight-line basis over the lease term.

If the contract is or contains a lease and the Company has the right to control the use of the identified asset, the right-of-use (“ROU”) asset and the lease liability is measured from the lease component of the contract and recognized on the consolidated balance sheet. In measuring the lease liability, the Company uses its incremental borrowing rate for a loan secured by a similar asset that has a term similar to the lease term to discount the lease payments. The contract is further evaluated to determine the classification of the lease as to whether it is finance or operating. If the lease is a finance lease, the ROU asset is depreciated to depreciation expense over the shorter of the useful life of the asset or the lease term. Interest expense is recorded in connection with the lease liability using the effective interest method. If the lease is an operating lease, the ROU asset is amortized to lease expense on a straight-line basis over the lease term. For the presentation of finance leases on the Company’s consolidated balance sheets, ROU assets and corresponding lease liabilities are included with property and equipment, net, and long-term debt, respectively. For the presentation of operating leases on the Company’s Consolidated Balance Sheets, ROU assets are presented as right-of-use assets – operating leases and corresponding lease liabilities are reflected as lease liabilities – operating leases.

Interest rate swap

The Company accounts for interest rate swaps as either assets or liabilities and carries them at fair value. Interest rate swaps are adjusted to fair value by charges or credits in the Consolidated Statements of Operations and included as a component of interest expense.

Long-term debt

Long-term debt includes debt instruments. A debt instrument is generally classified as a liability and carried at amortized cost, net of any issuance costs. Debt issuance costs are capitalized and amortized to interest expense over the expected life of the debt instrument using the straight-line method.

Common and Preferred Stock Warrants

For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance

Stock-Based Compensation

The Company accounts for stock-based compensation under the fair value recognition provisions of GAAP which require the measurement and recognition of compensation for all stock-based awards made to employees,

F-33

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

non-employee directors (see Note 24 – “Stock-Based Compensation”), and third-party award recipients based on estimated fair values. In accordance with GAAP, the fair value of stock-based awards granted to employees and non-employee directors is generally recognized as compensation expense over the requisite service period, which is defined as the period during which a recipient is required to provide service in exchange for an award. Forfeitures of the Company’s stock-based awards are accounted for on a total future estimated basis. The Company uses a straight-line attribution method for all awards that include only a service-based vesting condition. The Company recognizes expense from performance-based conditions when the events to recognize the performance condition is probable. Compensation expense related to all awards granted to employees and non-employee directors is included in General and administrative expenses in the Consolidated Statement of Operations. The Company receives a windfall tax benefit for certain stock option exercises if these options vest at a higher value than the value used to recognize compensation expense. In the event the stock-based awards vest at a lower value than the value used to recognize compensation expense, the Company experiences a tax shortfall. The Company recognizes tax windfalls and shortfalls in the Consolidated Statement of Operations.

Basic and Diluted Earnings Per Share

Basic net earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the reporting period. Diluted net earnings per share is computed by dividing net income by the weighted average number of common and common equivalent shares outstanding during the reported period. Common equivalent shares include incremental shares from diluted vested and unvested shares of common stock-based option awards and preferred share warrants outstanding during the period based on the “treasury stock” method and convertible preferred stock outstanding during the period based on the “if converted” method under the guidance of ASC 260, Earnings per Share. During loss periods, common stock equivalents such as stock options and convertible debt are excluded from the calculation of diluted loss per share, as the inclusion would have an anti-dilutive effect.

Insurance Guaranty Association Assessments

The Company’s insurance subsidiaries may be assessed by state associations such as the Florida Insurance Guaranty Association. The assessments are intended to be used for the payment of covered claims of insolvent insurance entities. The assessments are generally based on a percentage of premiums written during or following the year of insolvency. Liabilities are recognized when the assessments are probable to be imposed on the premiums on which they are expected to be based and the amounts can be reasonably estimated. An insurer is generally permitted to recover the entire amount of assessments from in-force and future policyholders through policy surcharges. GAAP provides that the Company should record an asset based on the amount of written or obligated-to-write premiums and limited to the amounts recoverable over the life of the in-force policies.

Income Taxes

The Company files consolidated federal and state income tax returns and allocates taxes among its subsidiaries in accordance with a written tax-allocation agreement.

The Company accounts for income taxes in accordance with GAAP, resulting in two components of income tax expense and benefit: current and deferred. Current income tax expense and benefit reflects taxes to be paid or refunded for the current period by applying the provisions of the enacted tax law to the taxable income or excess of deductions over revenues. The Company determines deferred income taxes using the liability (or balance sheet) method. Under this method, the net deferred tax asset or liability is based on the tax effects of the differences between the book and tax bases of assets and liabilities, and enacted changes in tax rates and laws are recognized in the period in which they occur.

F-34

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Deferred income tax expense and benefit results from changes in deferred tax assets and liabilities between periods. Deferred tax assets are recognized if it is more likely than not, based on the technical merits, that the tax position will be realized or sustained upon examination. The term “more likely than not” means a likelihood of more than fifty percent; the terms “examined” and “upon examination” also include resolution of the related appeals or litigation processes, if any. A tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that has a greater than fifty percent likelihood of being realized upon settlement with a taxing authority that has full knowledge of all relevant information. The determination of whether or not a tax position has met the more-likely-than-not recognition threshold considers the facts, circumstances, and information available at the reporting date and is subject to management’s judgment. Deferred tax assets are reduced by a valuation allowance if, based on the weight of both positive and negative evidence available including recent operating results, available tax planning strategies, and projected future taxable income, it is more likely than not that some portion or all of a deferred tax asset will not be realized.

Revenue Recognition

Direct and assumed premiums written are earned pro rata over the terms of the policies, or remaining term of the policy for policies assumed post their origination date. Unearned premium liabilities are established for the unexpired portion of premiums written or assumed. Such unearned premiums are computed on a daily pro rata method for direct and assumed business. At each reporting date, the Company determines whether it has a premium deficiency. A premium deficiency would result if the sum of the Company’s expected losses, deferred policy acquisition costs, and policy maintenance costs (such as costs to store records and costs incurred to collect premiums and pay commissions) exceeded the Company’s related unearned premiums plus investment income. Should the Company determine that a premium deficiency exists, the Company would write off the unrecoverable portion of Deferred policy acquisition cost. At December 31, 2023 and 2022, the Company has recorded no premium deficiency reserve. The Company fully assumes the Citizens policies on prospective basis. The Company receives cash payment of the unearned premium from Citizens, and there is no payment by the Company to Citizens. As disclosed under the heading “Revenue Recognition” in Note 1, the unearned premium is recognized pro rata over the remaining policy period.

Policy Fees

Policy fees, which represents fees paid by policyholders to the MGA on all new and renewal insurance policies, are generally recognized as income upon policy inception in accordance with ASC 606, which coincides with the completion of our service obligation of issuing the policy.

Reinsurance

In the normal course of business, the Company seeks to reduce the loss that may arise from catastrophes or other events by reinsuring certain levels of risk in various areas of exposure with other insurance enterprises or reinsurers. The Company contracts with a number of reinsurers to secure its annual reinsurance coverage, which generally becomes effective June 1st of each year. The Company purchases reinsurance each year taking into consideration probable maximum losses and reinsurance market conditions. Amounts recoverable from reinsurers are estimated in a manner consistent with the applicable reinsurance contract or contracts. Premiums ceded to other companies are reported as a reduction of Gross premiums earned to arrive at Net premiums earned. Prepaid reinsurance premiums represent the unexpired portion of premiums ceded to reinsurers.

F-35

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Risks and Uncertainties

The Company primarily writes homeowners coverage in the state of Florida. The Company’s business could be impacted by negative effects of economic and political forces in Florida, continuing price pressure on new and renewal business, the ability to effectively manage expenses, market competition, and federal and state legislation or governmental regulations of insurance companies. Also, SIC is subject to regulatory requirements, as discussed in Note 18, Regulatory Matters.

The Company insures an area that is exposed to damage from hurricanes, wind, tornadoes, hail, sinkholes, and severe thunderstorms. The Company attempts to mitigate its exposure to losses from storms by avoiding geographic concentrations of policies and by purchasing catastrophe reinsurance coverage, further discussed in Note 12, Reinsurance. However, a severe storm, depending on its path and intensity, could result in losses to the Company exceeding its reinsurance protection, and could have a material adverse effect on the consolidated financial position and results of operations of the Company.

There are a number of risks and uncertainties inherent in the process of monitoring impairments relating to invested assets, and determining if an underlying credit event either has or could happen in the future. These risks and uncertainties include the risk that the economic outlook will be worse than expected or have more of an impact on the issuer than anticipated, the risk that the Company’s assessment of an issuer’s ability to meet all of its contractual obligations will change based on changes in the characteristics of that issuer, the risk that information obtained by the Company or changes in other facts and circumstances lead management to change its intent to hold the security to maturity or until it recovers in value, and the risk that management is making decisions based on misstated information in the consolidated financial statements provided by issuers.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates.

Accounting Pronouncements Not Yet Adopted

In March 2023, the FASB issued ASU 2023-01 Leases (Topic 842): Common Control Arrangements. For public entities, this update amends the required amortization period for leasehold improvements associated with common control leases to be over the useful life of the leasehold improvements to the common control group, regardless of the lease term, as long as the lessee controls the use of the asset through a lease. In addition, if the lessor is sub-leasing the asset while simultaneously leasing the asset from an entity not within the same common control group, the amortization period may not exceed the amortization period of the common control group. Once the lessee no longer controls the use of the asset, the asset will be accounted for as a transfer between entities under common control through an adjustment to equity. ASU 2023-01 is effective for the Company beginning with the first quarter of 2024. The Company does not expect this update will have a material impact on its future financial position.

In November 2023, the FASB issued ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. For public entities that are required to report segment information, this update enhances disclosures about significant segment expenses and interim disclosure requirements. In addition, the update clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss, provides new segment disclosure requirements for entities with a single reportable segment, and contains other

F-36

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

disclosure requirements. ASU 2023-07 is effective for all public entities for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating its impact on segment reporting disclosure.

In December 2023, the FASB issued ASU 2023-09 Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This update enhances income tax disclosures by requiring public entities to report income tax expense disaggregated by federal, state, and foreign taxes, with further detail on specific jurisdictions over a quantitative threshold. In addition, public entities must also separately disclose reconciling items equal to or greater than five percent of pretax income from operations by the applicable federal statutory rate. ASU 2023-09 is effective for all public entities for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating its impact on income tax disclosure.

The Company does not believe any of these accounting pronouncements have or will have a material impact on its consolidated financial statements.

2. Cash, Cash Equivalents, and Restricted Cash

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Company’s consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows.

	December 31,
	2023		2022
Cash and cash equivalents	$	334,546	$	176,649
Restricted cash		107,816		52,541
Total	$	442,362	$	229,190

At December 31, 2023, $191,148 or 43.2% of the Company’s cash and cash equivalents were deposited at one national bank and included $186,974 with three custodians. At December 31, 2022, $54,134 or 23.6% of the Company’s cash and cash equivalents were deposited with two custodians. At December 31, 2023 and 2022, the Company’s cash deposits at any one bank generally exceed the Federal Deposit Insurance Corporation’s $250,000 coverage limit for insured deposit accounts. For those banks where the Company’s deposits exceed $250,000, the Company regularly reviews the financials reports and credit ratings of the banks for any indication of financial stress. The Company determined that no indication of financial stress was evident in any bank where Company deposits exceeded $250,000 at December 31, 2023 and 2022.

3. Business Combination

During the second quarter of 2022, the Company acquired 100% of the stock and ownership interests of Clegg Insurance Group, Inc. and Clegg Insurance Advisors, LLC (collectively, “Clegg”). The Company paid cash and other consideration in excess of net assets totaling $2,603. The excess was allocated as Goodwill. The renewal rights were determined to have a useful life of four years. In determining fair value the acquired business’s future performance was estimated using financial projections developed by management for the acquired business and reflects market participant assumptions regarding revenue growth and/or profitability. In 2023 and 2022, amortization of the renewal rights totaled $644 and $250, respectively. The Company will evaluate Goodwill and intangible asset for impairment annually or sooner as triggering events occur. The Company determined there was no impairment in 2023 or 2022.

F-37

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Gross cash paid for the acquisition was $2,950. The Company also issued $951 of stock consideration for a total purchase price of $3,901.

The following table summarizes the estimated fair values of the aggregate assets acquired and liabilities assumed:

Assets acquired:
Cash and cash equivalents	$	156
Renewal rights on policies		1,553
Total assets acquired		1,709
Liabilities assumed:
Short-term payables	$	17
Deferred tax liabilities		394
Total liabilities assumed		411
Net assets acquired	$	1,298

The following table summarizes the purchase price allocation:

Cash consideration	$	2,950
Stock consideration		951
Total consideration		3,901
Net assets acquired		1,298
Goodwill		2,603

4. Basic and Diluted Earnings Per Share

	2023		2022
Basic earnings per share:
Net income attributable to common stockholders	$	87,371	$	22,299
Weighted average shares outstanding		10,396		11,142
Basic earnings per share	$	8.40	$	2.00
Diluted earnings per share:
Net income attributable to common stockholders	$	87,371	$	22,299
Weighted average shares outstanding		10,396		11,142
Add effect of dilutive securities
Impact of convertible preferred stock		9,242		7,778
Impact of vested and unvested common stock options		2,175		1,407
Impact of convertible preferred stock warrants		120		120
Diluted weighted average common shares outstanding		21,933		20,447
Diluted earnings per share	$	3.98	$	1.09

The Company had 0 and 1,000,000 anti-dilutive shares for the years ended December 31, 2023 and 2022, respectively. The warrants were excluded from the computations because the conversion price on these warrants was greater than the average value of the common shares during each of the respective periods, and therefore,

F-38

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

would be anti-dilutive to earnings per share under the “if converted” method under the guidance of ASU 2020-06. During loss periods, common stock equivalents such as stock options and convertible debt are excluded from the calculation of diluted loss per share, as the inclusion would have an anti-dilutive effect. The warrants were repurchased and retired by the company on March 6, 2023.

5. Goodwill and Intangible Assets

Data – Company 1

During the fourth quarter of 2021, the Company entered into a cross-license agreement with an independent third-party insurance company (“Company 1”) whereby the Company would receive historical data, refreshed on a periodic basis, in exchange for a license to use the Company’s proprietary software (once development is complete), common stock, and common stock warrants. The Company recorded deferred revenue of $90 for the promised software license to Company 1. This data is of significant value to the Company in development of its proprietary software. The Company determined a fair value of $2,379 for this data. In March 2023, the Company entered into an amended and restated agreement with Company 1 to sunset the data refresh provisions of the contract. Based on this change in contractual terms, the Company determined that the value of the data was not impaired and that the useful lives of the intangible data asset should be changed from indefinite to three years and began amortization in 2023. Amortization for 2023 totaled $792.

Data – Company 2

During the fourth quarter of 2021, the Company entered into a cross-license agreement with an independent third-party insurance company (“Company 2”) whereby the Company would receive historical data, refreshed on a periodic basis, in exchange for a license to use the Company’s proprietary software (once development is complete), and common stock warrants. This data is of significant value to the Company in development of its proprietary software. The Company determined a fair value of $821 for this data. During 2022, Company 2 was placed into receivership by the FLOIR and data refreshes were discontinued. As a result, the Company determined the value of the data was not impaired and that the useful lives of the intangible data asset should be changed from indefinite to three years. The Company recorded deferred revenue of $90 in 2021 for the promised software license to Company 2. Due to the receivership and discontinued operations of Company 2 in 2022, the Company has written off deferred revenue of $90 in 2022. As a result of this writeoff, the carrying value of the intangible asset was reduced from $821 to $732. Amortization totaled $215 and $246 for 2023 and 2022, respectively.

Renewal Rights – SJIG Target LLC

In the first quarter of 2022, the Company acquired the renewal rights for over 60,000 policies via the acquisition of SJIG for $25 million. The purchase price included $15 million of cash and $10 million of notes issued to the former owners of SJIG, maturing in 2027. The acquired renewal rights were determined to have useful life of 46 months, ending December 31, 2025. In 2023 and 2022, amortization of the renewal rights totaled $6,522 and $5,435, respectively.

For the years ended December 31, 2023 and 2022, goodwill was $2,603 and $2,603, respectively.

	2023		2022
Goodwill balance, beginning of year	$	2,603	$	—
Goodwill acquired		—		2,603
Goodwill balance, end of year	$	2,603	$	2,603

F-39

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The table below details the finite-lived intangible assets, net as of December 31, 2023 and the indefinite and finite-lived intangible assets for December 31, 2022, respectively:

	For the year ended December 31, 2023
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life
Renewal Rights - SJIG Target LLC	$	25,000	$	(11,957	)	$	13,043		46 months
Data - Company 2		732		(461	)		271		3 years
Renewal Rights - Clegg		1,553		(894	)		659		4 years
Data - Company 1		2,379		(792	)		1,587		3 years
	$	29,664	$	(14,104	)	$	15,560

	For the year ended December 31, 2022
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Useful Life
Renewal Rights - SJIG Target LLC	$	25,000	$	(5,435	)	$	19,565		46 months
Data - Company 2		732		(246	)		486		3 years
Renewal Rights - Clegg		1,553		(250	)		1,303		4 years
Data - Company 1		2,379		—			2,379		Indefinite
	$	29,664	$	(5,931	)	$	23,733

For the years ended December 31, 2023 and 2022, intangible assets were $15,560 and $23,733, respectively. Amortization expense for intangible assets after December 31, 2023 is as follows:

	Estimated Amortization
2024	$	7,868
2025		7,593
2026		99
	$	15,560

F-40

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

6. Fixed-Maturity Securities Available-For-Sale

The amortized cost, gross unrealized gains and losses, and estimated fair value of investments in fixed-maturity securities available-for-sale at December 31, are as follows:

	2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
U.S. government and agencies	$	104,978	$	1,239	$	(101	)	$	106,116
U.S. states, territories and possessions		7,153		63		(7	)		7,209
Industrial and miscellaneous		99,463		1,654		(126	)		100,991
Special Revenue		48,000		724		(67	)		48,657
Political subdivisions		6,126		108		(5	)		6,229
Hybrid securities		1,019		—		(10	)		1,009
	$	266,739	$	3,788	$	(316	)	$	270,211

	2022
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
U.S. government and agencies	$	7,886	$	—	$	(182	)	$	7,704
U.S. states, territories and possessions		8,394		—		(141	)		8,253
Industrial and miscellaneous		11,339		—		(293	)		11,046
	$	27,619	$	—	$	(616	)	$	27,003

The amortized cost and estimated fair value of investments in fixed-maturity securities at December 31, 2023, by contractual maturity, are shown below.

	Amortized Cost		Estimated Fair Value
In one year or less	$	26,105	$	26,038
After one year through five years		186,218		188,174
After five years through ten years		50,581		52,024
After ten years		3,835		3,975
	$	266,739	$	270,211

Actual maturities may differ from contractual maturities, as the issuers of the securities may have the right to call or prepay obligations with or without penalty.

F-41

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The following tables show the Company’s investments estimated fair value and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31.

	2023
	Less than 12 months					More than 12 months					Total
	Estimated Fair Value		Unrealized Losses			Estimated Fair Value		Unrealized Losses			Estimated Fair Value		Unrealized Losses
U.S. government and agencies	$	8,976	$	(3	)	$	2,606	$	(98	)	$	11,582	$	(101	)
U.S. states, territories and possessions		—		—			998		(7	)		998		(7	)
Industrial and miscellaneous		4,623		(9	)		82,396		(117	)		87,019		(126	)
Special revenue		1,827		(11	)		18,510		(57	)		20,337		(68	)
Political subdivisions		—		—			512		(5	)		512		(5	)
Hybrid securities		1,009		(10	)		—		—			1,009		(10	)
	$	16,435	$	(33	)	$	105,022	$	(284	)	$	121,457	$	(317	)

A total of 70 securities had unrealized losses at December 31, 2023. The Company’s unrealized losses relate to its portfolio of fixed-maturity securities. The Company’s unrealized losses on its fixed-maturity securities were caused by interest rate changes. Since the declines in estimated fair value are attributable to changes in interest rates and not credit quality, and the Company has the intent and ability to hold these securities through a recovery of unrealized losses, even if until maturity of the individual securities, the Company does not consider these investments to need a credit impairment reserve under CECL. The Company realized no credit loss on investments in 2023.

The following tables show the Company’s investments estimated fair value and gross unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2022.

	2022
	Less than 12 months					More than 12 months				Total
	Estimated Fair Value		Unrealized Losses			Estimated Fair Value		Unrealized Losses		Estimated Fair Value		Unrealized Losses
U.S. government and agencies	$	7,704	$	(182	)	$	—	$	—	$	7,704	$	(182	)
U.S. states, territories and possessions		8,254		(141	)		—		—		8,254		(141	)
Industrial and miscellaneous		11,045		(294	)		—		—		11,045		(294	)
	$	27,003	$	(617	)	$	—	$	—	$	27,003	$	(617	)

A total of 72 securities had unrealized losses at December 31, 2022. The Company’s unrealized losses relate to its portfolio of fixed-maturity securities. The Company’s unrealized losses on its fixed-maturity securities were caused by interest rate changes. Since the declines in estimated fair value are attributable to changes in interest rates and not credit quality, and the Company has the intent and ability to hold these securities through a recovery of unrealized losses, even if until maturity of the individual securities, the Company does not consider these investments other-than-temporarily impaired. The Company realized no impairment losses on investments in 2022.

F-42

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Proceeds from maturities, and redemptions of fixed-maturities securities were $14,279 and $411 in 2023 and 2022, respectively, with realized gross losses of $1 and $3 on these sales, maturities, and redemptions.

At December 31, 2023 and 2022, SIH had restricted cash of $107,816 and $52,541, respectively, consisting of funds on deposit with regulatory authorities, as required by law and funds held in trust by the VIE where the Company is the primary beneficiary.

Major categories of net investment income are summarized as follows:

	2023			2022
Income:
Available-for-sale fixed-maturity securities	$	4,828		$	510
Cash and short-term investments		16,297			1,477
Other investments		116			411
Realized losses on investments		(1	)		(3	)
Total investment income		21,140			2,395
Investment expenses		208			15
Net investment income	$	20,932		$	2,380

In connection with the acquisition of St. Johns Insurance Company policies in 2022, the Company received the premiums from the Florida Insurance Guaranty Association in installments, with interest paid on the outstanding balances. These balances were fully settled in May 2022. The Company received $330 of interest on these balances in 2022, included in Other investments above.

7. Fair Value of Financial Assets and Liabilities

Valuation Hierarchy

The FASB established a valuation hierarchy for disclosure of the inputs used to measure estimated fair value. This hierarchy categorizes the inputs into three broad levels as follows:

• Level 1 inputs to the valuation methodology are unadjusted quoted prices in active markets for identical assets or liabilities.

• Level 2 inputs to the valuation methodology are quoted prices for similar assets or liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.

• Level 3 inputs are unobservable inputs that are supported by little or no market activity and are significant to the determination of estimated fair value of the assets or liabilities. Unobservable inputs reflect the entity’s assumptions about the assumptions that market participants would use in pricing the asset or liability.

F-43

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The following table presents by level the financial assets carried at estimated fair value measured on a recurring basis as of December 31. The table does not include assets which are measured at historical cost or any basis other than estimated fair value.

	December 31, 2023
	Carrying Value		Level 1		Level 2		Level 3		Estimated Fair Value
Assets:
Cash and cash equivalents	$	334,546	$	334,546	$	—	$	—	$	334,546
Restricted cash		107,816		107,816		—		—		107,816
Fixed-maturity securities		270,211		210,249		59,962		—		270,211
	$	712,573	$	652,611	$	59,962	$	—	$	712,573
Liabilities:
Interest rate swap	$	296	$	—	$	—	$	296	$	296

	December 31, 2022
	Carrying Value		Level 1		Level 2		Level 3		Estimated Fair Value
Assets:
Cash and cash equivalents	$	176,649	$	176,649	$	—	$	—	$	176,649
Restricted cash		52,541		52,541						52,541
Fixed-maturity securities		27,003		18,940		8,063		—		27,003
	$	256,193	$	248,130	$	8,063	$	—	$	256,193

A financial instrument’s classification within the valuation hierarchy is based upon the lowest level of input that is significant to the estimated fair value measurement; consequently, if there are multiple significant valuation inputs that are categorized in different levels of the hierarchy, the instrument’s hierarchy level is the lowest level within which any significant input falls.

The Level 1 category includes cash, restricted cash, money market securities, and other short-term investments, such as certificates of deposit, and U.S. treasury bonds.

The Level 2 category generally includes corporate and municipal bonds. The estimated fair value of fixed-maturity investments included in the Level 2 category was based on the market values obtained from pricing services. A number of the Company’s investment-grade corporate bonds are frequently traded in active markets and traded market prices for these securities existed at December 31, 2023 and 2022. However, these securities were classified as Level 2 at December 31, 2023 and 2022 because the third-party pricing services from which the Company has obtained estimated fair values for such instruments also use valuation models which use observable market inputs in addition to traded prices. Substantially all of these model input assumptions are observable in the marketplace or can be derived or supported by observable market data.

When observable inputs are not available, the market standard valuation methodologies for determining the estimated fair value of certain types of securities that trade infrequently, and therefore have little or no price transparency, rely on inputs that are significant to the estimated fair value that are not observable in the market,

F-44

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

or which cannot be derived principally from or corroborated by observable market data. These unobservable inputs can be based in large part on management’s judgment or estimation and cannot be supported by reference or market activity. Generally, these investments are classified as Level 3. The Company does not have any Level 3 assets or liabilities.

Other Financial Instruments

The Company uses various financial instruments in the normal course of its business. In the measurement of the estimated fair value of certain financial instruments, other valuation techniques were utilized if quoted market prices were not available. These derived fair value estimates are significantly affected by the assumptions used. Additionally, excluded from the scope of financial instruments are certain financial instruments, including those related to insurance contracts, pension and other postretirement benefits, and equity method investments.

In estimating the fair value of the financial instruments presented, the Company used the following methods and assumptions:

Cash and Cash equivalents

The carrying amount is a reasonable estimate of fair value, due to the short-term maturity of these investments. These assets are considered to be Level 1 assets.

Restricted cash

Restricted cash represents cash held by state authorities and the carrying value approximates fair value. Restricted cash also include cash held in trust by the VIE where the Company is the primary beneficiary and the carrying value approximates fair value.

Long-Term Debt

The following table summarizes components of the Company’s long-term debt and methods used in estimating their fair values:

	Maturity Date		Valuation Methodology
Promissory Notes, 0.00%		2027	Discounted cash flow method, Level 3 inputs
Commercial Loan, variable rate of interest		2026	Discounted cash flow method, Level 3 inputs

F-45

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The following tables present fair value information for liabilities that are carried on the consolidated balance sheets at amounts other than fair value as of December 31, 2023 and 2022:

	Fair Value Measurements Using
As of December 31, 2023	Carrying Value			Level 1		Level 2		Level 3			Estimated Fair Value
Financial Liabilities:
Long-Term debt:
0.00% Promissory notes	$	6,500		$	—	$	—	$	5,541		$	5,541
Commercial Loan		29,250			—		—		29,208			29,208
Less: unamortized issuance costs		(659	)		—		—		(659	)		(659	)
	$	35,091		$	—	$	—	$	34,090		$	34,090

	Fair Value Measurements Using
As of December 31, 2022	Carrying Value		Level 1		Level 2		Level 3		Estimated Fair Value
Financial Liabilities:
Long-Term debt:
3.85% Commercial loan	$	14,217	$	—	$	—	$	13,188	$	13,188
4.00% Commercial loan		1,419						1,333		1,333
0.00% Promissory notes		8,500		—		—		7,534		7,534
	$	24,136	$	—	$	—	$	22,055	$	22,055

8. Comprehensive Income (Loss)

Comprehensive income (loss) includes net income (loss) and other comprehensive income or loss, which for the Company includes changes in unrealized gains or losses of investments carried at fair value and changes to any credit losses related to these investments. The components of other comprehensive income or loss and the related tax effects allocated to each component were as follows:

	Year ended December 31, 2023
	Before Tax			Income Tax Effect			Net of Tax
Net unrealized gains	$	4,089		$	1,038		$	3,051
Total other comprehensive income	$	4,089		$	1,038		$	3,051
	Year ended December 31, 2022
	Before Tax			Income Tax Effect			Net of Tax
Net unrealized losses	$	(617	)	$	(159	)	$	(458	)
Total other comprehensive loss	$	(617	)	$	(159	)	$	(458	)

F-46

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

9. Deferred Policy Acquisition Costs

Deferred policy acquisition costs consist of amounts paid for commissions and premium taxes that relate directly to and vary directly with the production of new and renewal business.

The policy acquisition costs that the Company has capitalized and is amortizing over the effective periods of the related policies are as follows for the year ended December 31, 2023 and 2022:

	2023			2022
Beginning balance	$	25,977		$	—
Policy acquisition costs deferred		75,582			59,464
Less: Amoritzation		(58,564	)		(33,487	)
Ending balance	$	42,995		$	25,977

10. Loss and Loss Adjustment Expenses

The Company establishes reserves for the estimated total unpaid costs of Loss and loss adjustment expenses (“LAE”). Loss and LAE reserves reflect management’s best estimate of the total cost of (i) claims that have been incurred, but not yet paid in full, and (ii) claims that have been incurred but not yet reported to the Company (“IBNR”). Reserves established by management represent an estimate of the outcome of future events and, as such, cannot be considered an exact calculation of our liability. Rather, loss and LAE reserves represent management’s best estimate of the Company’s liability based on the application of actuarial techniques and other projection methodologies and taking into consideration other facts and circumstances known at the balance sheet date. The process of establishing loss and LAE reserves is complex and inherently imprecise, as it involves the estimation of the outcome of future uncertain events. The impact of both internal and external variables on ultimate losses and LAE costs is difficult to estimate. In determining loss and LAE reserves, the Company gives careful consideration to all available data and actuarial analyses.

When a claim is reported to the Company, the claims personnel establish a “case reserve” for the estimated amount of the ultimate amount payable to settle the claim. This estimate reflects an informed judgment based upon general insurance reserving practices and on the experience and knowledge of the claims adjuster. The individual estimating the reserve considers the nature and value of the specific claim, the severity of injury or damage, location, and the policy provisions relating to the type of loss. Case reserves are adjusted as more information becomes available. It is the Company’s policy to settle each claim as expeditiously as possible.

Reserves are closely monitored and are recalculated periodically using the most recent information on reported claims and a variety of actuarial techniques. Specifically, claims management personnel complete weekly and ongoing reviews of existing case reserves, new claims, changes to existing case reserves, and paid losses with respect to the current and prior years. As the Company continues to expand historical data regarding paid and incurred losses, the data is used to develop expected ultimate loss and LAE ratios, then these expected loss and LAE ratios are applied to earned premium to derive a reserve level for each line of business. In connection with the determination of these reserves, other specific factors such as recent weather-related losses, trends in historical reported and paid losses, and litigation and judicial trends regarding liability will also be considered. Therefore, the expected loss ratio method, among other methods, is used to project an ultimate loss expectation, and then the related loss history must be regularly evaluated and loss expectations updated, with the possibility of variability from the initial estimate of ultimate losses.

F-47

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The Company maintains IBNR reserves to provide for claims that have been incurred but have not been reported and subsequent development on reported claims. The IBNR reserve is determined by estimating the Company’s ultimate net liability for both reported and unreported claims and then subtracting the case reserves and payments made to date for reported claims.

For all accident years, the following estimation and analysis methods are principally used by the Company’s actuaries to estimate the ultimate cost of losses and LAE. These estimation and analysis methods are typically referred to as conventional actuarial methods.

• Reported Development Method

• Paid Development Method

• Expected Loss Method

• Reported Bornhuetter-Ferguson (B-F) Method

• Paid Bornhuetter-Ferguson Method

Selected reserves are based on a review of the indications from these methods as well as other considerations such as emergence since the most recent evaluation and number of open claims for a given accident period. There have been no significant changes in the actuarial methods and assumptions used during the years ended December 31, 2023 and 2022, from those previously employed.

Currently, the estimated ultimate liability is calculated using the principles and procedures described above, which are applied to the lines of business written. However, because the establishment of loss and LAE reserves is an inherently uncertain process, ultimate losses and LAE may exceed the established loss and LAE reserves and have a material, adverse effect on our results of operations and financial condition. Changes in estimates, or differences between estimates and amounts ultimately paid, are reflected in the operating results of the period during which such adjustments are made.

The Company’s reported results, financial position and liquidity would be affected by likely changes in key assumptions that determine the net loss reserves. However, it is believed that a reasonably likely increase or decrease in the severity of claims could impact our net loss reserves.

F-48

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Activity related to the loss and LAE reserves are summarized as follows:

	2023			2022
Balances at January 1	$	323,329		$	—
Less reinsurance recoverables		262,217			—
Net balances at January 1		61,112			—
Incurred related to:
Current year		197,439			133,488
Prior years		(4,173	)		—
Total incurred		193,266			133,488
Paid related to:
Current year		78,083			72,376
Prior years		31,820			—
Total paid		109,903			72,376
Net balances at December 31		144,475			61,112
Plus reinsurance recoverables		105,092			262,217
Balances at December 31		249,567			323,329

The establishment of loss and LAE reserves is an inherently uncertain process and changes in loss and LAE reserve estimates are expected as these estimates are subject to the outcome of future events. Changes in estimates, or differences between estimates and amounts ultimately paid, are reflected in the operating results of the period during which such adjustments are adjusted. During the year ended December 31, 2023, the Company recognized favorable development of losses related to prior years of approximately $4,173 primarily to reduce catastrophe reserves in response to lower than expected payments.

The following is information about incurred and paid losses and LAE development as of December 31, 2023, net of reinsurance, as well as cumulative claim frequency and the total of incurred-but-not-reported liabilities plus expected development on reported claims included within the net incurred losses and LAE amounts. The Company considers each loss occurrence at the policy level as a reported claim. Occurrences related to the individual policies that include multiple coverages or claimants are reported as one claim. Reported claims includes claims that were reported even if ultimately closed without payment. The information about incurred and paid claims development for the year ended December 31, 2022 is presented as supplementary information and is unaudited. The information about incurred and paid losses and LAE development for the years ended December 31, 2019 to December 31, 2021 is unaudited and is presented for illustration purposes as the Company did not have any premiums or losses in those accident years.

	Incurred Loss and Loss Adjustment Expenses, Net of Reinsurance For the Years Ended December 31,										Total of IBNR Plus Expected Development On Reported Claims		Cumulative Number of Reported Claims
Accident Year	2019		2020		2021		2022		2023
2019		—		—		—		—		—
2020				—		—		—		—
2021						—		—		—
2022								133,488		129,315		19,889		18,941
2023										197,439		100,737		7,590
								Total		326,754

F-49

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

	Cumulative Paid Losses and Loss Adjustment Expenses, Net of Reinsurance For the Years Ended December 31,
Accident Year	2019		2020		2021		2022		2023
2019		—		—		—		—		—
2020				—		—		—		—
2021						—		—		—
2022								72,376		104,197
2023										78,083
								Total		182,280
		All outstanding reseves before 2019, net of reinsurance								—
Reserve for loss and loss adjustment expenses, net of reinsurance										144,474

The following is supplementary and unaudited information about average historical claims duration as of December 31, 2023:

Average Annual Percentage Payout of Incurred Claims by Age Net of Reinsurance as of December 31, 2023
Accident Year	Year 1			Year 2			Year 3		Year 4		Year 5
Percentage		47.8	%		24.6	%		—		—		—

11. Income Taxes

The Company files a consolidated federal income tax return. The effective income tax rate for 2023 and 2022 differs from the statutory federal income tax rate primarily due to state income taxes and permanent items, including nondeductible expenses.

The provision for income taxes for the year ended December 31, 2023 and 2022 consisted of the following:

	2023			2022
Federal:
Current	$	31,459		$	7,853
Deferred		(8,226	)		(1,890	)
Total Federal:		23,233			5,963
State:
Current		8,739			2,176
Deferred		(1,702	)		(424	)
Total State:		7,037			1,752
Income tax expense	$	30,270		$	7,715

F-50

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities as of December 31 are as follows:

	2023			2022
Deferred tax assets:
Intangible amortization	$	690		$	526
Unearned premiums		19,432			7,938
Section 174 amortization		3,473			—
Right of use liability		1,830			2,027
Loss reserve discount		1,003			616
Stock based compensation		848			345
Interest rate swap		75			—
Net unrealized investment losses		—			159
Total deferred tax assets		27,351			11,611
Deferred tax liabilities:
Deferred acquistion costs		(10,897	)		(6,584	)
Right of use asset		(1,658	)		(1,941	)
Depreciation expense		(1,504	)		—
Net unrealized investment gains		(880	)		—
Net accretion of discount on securities		(315	)		—
Goodwill amortization		(167	)		(330	)
Prepaid expenses		(333	)		(113	)
Other		(128	)		(64	)
Total deferred tax liabilities		(15,882	)		(9,032	)
Net deferred tax asset	$	11,469		$	2,579

A valuation allowance must be established for deferred tax assets when it is more likely than not that the deferred tax assets will not be realized based on available evidence both positive and negative, including recent operating results, available tax planning strategies, and projected future taxable income. As of December 31, 2023 and 2022, management concluded, based on the evaluation of the positive and negative evidence, that it is more likely than not that the deferred tax assets will be realized and therefore no valuation allowance on the Company’s deferred tax assets is required.

A reconciliation of the income tax provision to that computed by applying the statutory federal income tax rate to income before provision for income taxes is as follows:

	2023		Effective Tax Rate			2022			Effective Tax Rate
Provision computed at statutory rate	$	24,705		21.00	%	$	6,303			21.00	%
Increase (decrease) resulting from:
State income taxes, net of federal benefit		5,202		4.42	%		1,385			4.61	%
Permanent items		345		0.29	%		116			0.39	%
Other		18		0.02	%		(89	)		(0.29	%)
Income tax expense	$	30,270		25.73	%	$	7,715			25.71	%

F-51

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The Company has no uncertain tax positions or unrecognized tax benefits that, if recognized, would impact the effective income tax rates for the year ended December 31, 2023 and 2022. The tax returns filed for the years ending December 31, 2022 and 2021 remain subject to examination by the Company’s major taxing jurisdictions.

The Company does not have any federal net operating loss carryforwards available as of December 31, 2023. The Company does not have any state net operating loss carryforwards available as of December 31, 2023.

12. Reinsurance

Certain premiums and losses are ceded to other insurance companies under various excess of loss reinsurance agreements. The ceded reinsurance agreements are intended to provide SIH with the ability to maintain its exposure to losses within its capital resources.

These reinsurance agreements do not relieve SIH from its primary obligation to policyholders, as it remains liable to its policyholders to the extent that any reinsurer does not meet its obligations for reinsurance ceded to it under reinsurance contracts. Therefore, SIH is subject to credit risk with respect to the obligations of its reinsurers, and any failure on the part of these reinsurers could have a material adverse effect on SIH’s business, financial condition and results of operations.

Effective June 1, 2023, SIH entered into a per risk excess of loss treaty retaining $0.5 million on each property risk and ceding the next $2.5 million of loss. The per risk excess of loss treaties cover 100% of all losses except those related to named storms. These treaties are effective until May 31, 2024.

Effective June 1, 2022, SIH entered into a per risk excess of loss treaty retaining $0.4 million on each property risk and ceding the next $1.6 million of loss. The per risk excess of loss treaties cover 100% of all losses except those related to named storms. These treaties are effective until May 31, 2023.

Effective June 1, 2023, SIH entered into a facultative excess of loss reinsurance contract which provides $7 million of coverage in excess of $3 million for each loss, each risk. The reinsurer’s total liability is capped at $14 million.

Effective June 1, 2022, SIH entered into a facultative excess of loss reinsurance contract which provides $5.5 million of coverage in excess of $2 million for each loss, each risk. The reinsurer’s total liability is capped at $11 million.

To minimize SIH’s exposure to losses from catastrophes, primarily hurricanes, SIH has entered into a catastrophe excess of loss agreement, as well as the mandatory participation in the Florida Hurricane Catastrophe Fund (“FHCF”). For the 2022 hurricane season, the Company also obtained reinsurance from the Florida State Board of Administration’s Reinsurance to assist Policyholders (“RAP”) program which provide reinsurance for Florida admitted policies only.

F-52

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

For the treaty period June 1, 2023 through May 31, 2024, the primary homeowners’ catastrophe excess of loss reinsurance agreement has the following retention and limits:

	1st Event
	Coverage		In Excess of		Reinsurer Participation
1st Layer	$	20 million	$	20 million		69.50	%
2nd Layer	$	30 million	$	40 million		100.00	%
3rd Layer	$	50 million	$	70 million		100.00	%
4th Layer	$	80 million	$	120 million		100.00	%
5th Layer	$	65 million	$	200 million		100.00	%
6th Layer	$	50 million	$	265 million		100.00	%
Purple Re 2023-1 Cat Bond	$	100 million	$	315 million		100.00	%
8th Layer	$	50 million	$	415 million		100.00	%
Purple Re 2023-2 Cat Bond	$	100 million	$	515 million		100.00	%

The catastrophic excess of loss agreement has a corridor through it, whereby the FHCF picks up 90% of losses and the catastrophe layers pick up the remaining 10%. The mandatory FHCF layer is 90% of $410.4 million, excess of $199.6 million. Premium for this coverage is $32,871. The ultimate net loss for each of the above layers will include any recoveries from the FHCF or so deemed. The FHCF provides catastrophe coverage for named hurricanes up to a maximum limit of 90% of the amount of ultimate losses in the layer, as determined by a premium formula. The Company’s maximum projected payout from the FHCF is $369.4 million, with a retention of $199.6 million.

For the treaty period June 1, 2022 through May 31, 2023, the primary homeowners’ catastrophe excess of loss reinsurance agreement has the following retention and limits:

	1st Event
	Coverage		In Excess of		Reinsurer Participation
1st Layer	$	45 million	$	30 million		67.41	%
2nd Layer	$	75 million	$	75 million		100.00	%
3rd Layer	$	75 million	$	150 million		100.00	%

The catastrophic excess of loss agreement has a corridor through it, whereby the FHCF picks up 90% of losses and the catastrophe layers pick up the remaining 10%. The mandatory FHCF layer is 90% of $321.7 million, excess of $140.6 million. Premium for this coverage is $23.7 million. The RAP layer is 90% of $46.3 million, excess of $98.9 million. Premium for this coverage is $0. The ultimate net loss for each of the above layers will include any recoveries from the FHCF and RAP or so deemed. The FHCF and RAP provide catastrophe coverage for named hurricanes up to a maximum limit of 90% of the amount of ultimate losses in the layer, as determined by a premium formula. The Company’s maximum projected payout from the FHCF and RAP is $331.2 million, with a retention of $98.9 million.

F-53

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The effects of reinsurance on premiums written and earned are as follows:

	2023						2022
	Written			Earned			Written			Earned
Direct premiums	$	874,726		$	595,085		$	479,737		$	299,632
Ceded premiums		(203,780	)		(153,673	)		(104,287	)		(63,046	)
Net premiums	$	670,946		$	441,412		$	375,450		$	236,586

SIH ceded losses and loss adjustment expenses of $60,656 and $423,930 in 2023 and 2022, respectively.

13. Revolving Credit Facility

The Company has a secured revolving credit agreement (“Credit Agreement”) with Regions Bank that currently provides borrowing capacity of up to $5 million and expires on May 3, 2026. The Credit Agreement secured by the Company’s properties was executed May 3, 2023.

Under the terms of the Credit Agreement, borrowings bear interest at an annual rate equal to the three-month Secured Overnight Financing Rate (“SOFR”) based on the consolidated leverage ratio as defined in the agreement. The interest payment is due quarterly in arrears on the last business day of each quarter. The Credit Agreement contains affirmative and negative covenants as well as customary events of default. In addition, the Company must comply with certain financial and non-financial covenants and agree to pay a fee equal to the product of the unused line fee rate and the average of the daily unused available credit balances. The unused line fee rate is 0.5%.

At December 31, 2023, the Company had no borrowings outstanding under the credit facility. At December 31, 2023, the Company was in compliance with all required covenants and had available borrowing capacity of $5 million.

14. Long-Term Debt

On March 31, 2022, in conjunction with the acquisition of SJIG Target LLC, the Company entered into a $15 million 10-year commercial loan agreement with a commercial bank. The loan is fully collateralized by assets of the Company. The Company repaid the loan in full on May 3, 2023.

On March 31, 2022, in connection with the acquisition of SJIG Target LLC, the Company issued $10 million of 5-year promissory notes at 0% interest with the former owners of SJIG Target LLC.

On May 10, 2022, as part of the Clegg acquisition, the Company issued $1.484 million of long-term debt. The loan is for a term of 10 years at 4% interest. The Company repaid the loan in full on March 7, 2023.

On May 3, 2023, the Company entered into a $30 million three-year commercial loan agreement with a commercial bank. The loan is fully collateralized by assets of the Company. The Company may make voluntary prepayments of principal at any time, in whole or in part. Under the terms of the Credit Agreement, borrowings bear interest at an annual rate equal to the one- or three-month Secured Overnight Financing Rate (“SOFR”) plus a margin based on the debt-to-capital ratio. The interest payment is due quarterly in arrears on the last business day of each quarter. The Credit Agreement contains affirmative and negative covenants as well as customary events of default. In addition, the Company must comply with certain financial and non-financial covenants. At December 31, 2023, the Company was in compliance with all covenants.

F-54

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

On May 3, 2023, in connection with the issuance of the credit facility, the Company incurred loan costs of $847. The Company amortizes these costs over the life of the facility using the straight-line method. Amortization of deferred loan costs is included in Interest expense in the Consolidated Statements of Operations.

In June 2023, to mitigate cash flow effects of the $30 million commercial loan discussed above, the Company entered into an interest rate swap contract (the “Swap Contract”) with Regions Bank, as swap counterparty for an original notional amount of $30 million in loan principal that covers the period from June 30, 2023 through March 31, 2026. Under the Swap Transaction, the Company pays interest at a fixed rate of 4.46% and the swap counterparty pays interest on the notional principal portion for any portion of the floating interest rate that is greater than those rates. As of December 31, 2023, the Swap Contract had a fair value of ($296) and is recorded as a liability in the accompanying Consolidated Balance Sheets. The mark-to-market loss of $296 is recorded in the accompanying Consolidated Statements of Operations for the year ended December 31, 2023, as a component of Interest expense in the Consolidated Statements of Operations. For the years ended December 31, 2023 and 2022, interest expense was $2,401 and $489 including $187 and $0 of amortization of deferred loan costs, respectively.

	Issue Date		Interest Rate			Original Principal		Outstanding Principal at December 31, 2023			Outstanding Principal at December 31, 2022
Commercial Loan 1		3/31/2022		3.85	%		15,000		—			14,217
Commercial Loan 2		5/10/2022		4.00	%		1,484		—			1,419
Promissory Notes		3/31/2022		0.00	%		10,000		6,500			8,500
Commercial Loan 3		5/3/2023		Variable			30,000		29,250			—
Less: Deferred loan costs									(659	)		—
									35,091			24,136

The following summarizes future maturities of long-term debt principal as December 31, 2023:

	Promissory Notes		Commercial Term Loan		Total
2024	$	2,000	$	3,750	$	5,750
2025		2,000		3,000		5,000
2026		2,000		22,500		24,500
2027		500		—		500
	$	6,500	$	29,250	$	35,750

15. Affiliate Transactions

The Company had no transactions with affiliates in the years ended December 31, 2023 and 2022.

F-55

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

16. Property and Equipment

Property and equipment are summarized as follows:

	2023		2022
EDP equipment and software	$	6,361	$	5,267
Less accumulated depreciation and amortization		424		—
Property and equipment, net	$	5,937	$	5,267

Depreciation expense was $424 and $0 for the year ended December 31, 2023, and 2022, respectively. These assets relate to the development and configuration of the Company’s policy and claims administration platforms and were placed in service in September 2023.

In September of 2023, the Company began amortizing the software development costs that had been capitalized over a five-year period. The company performed an evaluation of all software development to date and recorded an impairment for software that had been previously capitalized during development but will not be deployed in production. The company recorded an impairment of $7,583, as part of General and administrative expense in the Consolidated Statement of Operations for costs previously capitalized in 2023 and 2022.

17. Leases

The Company has entered into operating leases primarily for real estate. The Company will determine whether an arrangement is a lease at inception of the agreement. The operating leases have terms of one to eight years, and often include one or more options to renew. These renewal terms can extend the lease term from two to ten years and are included in the lease term when it is reasonably certain that the Company will exercise the option. The Company considers these options in determining the lease term used in establishing our right-of-use assets and lease obligations. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.

Because the rate implicit in each operating lease is not readily determinable, the Company uses its incremental borrowing rate to determine present value of the lease payments.

The components of lease costs were as follows for the respective years:

	2023		2022
Operating lease cost, include in General and Administrative expenses on the Consolidated Statements of Operations	$	1,179	$	885

Right-of-use lease asset and Lease liability was as follows:

Right of use asset	6,541	7,658
Lease liability	7,219	7,996

Supplemental cash flow information related to our operating leases as follows:

Right of use asset	1,117		(7,658	)
Lease liability	(777	)	7,996

F-56

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Weighted-average lease term and discount rate for our operating lease was as follows:

Weighted-average remaining lease term Operating lease	6.33 years		7.33 years
Weighted-average discount rate
Operating lease	3.85	%	3.85	%

Future lease payments for the operating lease were as follows as of December 31, 2023:

2024	$	1,196
2025		1,229
2026		1,262
2027		1,297
2028		1,333
Thereafter		1,832
Total lease payments		8,149
Less: imputed interest		930
Present value of lease liability	$	7,219

18. Regulatory Matters

The Company has no restrictions on the payment of dividends to its shareholders except those restrictions imposed by the General Corporation Law of the State of Delaware and those restrictions imposed by insurance statutes and regulations applicable to the Company’s insurance subsidiaries.

SIC can only pay dividends to SIH out of its available and accumulated surplus funds, which are derived from realized net operating profits on its business and net unrealized capital gains. Dividend payments without prior written approval of the FLOIR shall not exceed the greater of:

• The lesser of ten percent of surplus or net income, not including realized capital gains, plus a two-year carryforward;

• Ten percent of surplus, with dividends payable constrained to unassigned funds, minus 25% of unrealized capital gains; or

• The lesser of 10% of surplus or net investment income plus a three-year carryforward with dividends payable constrained to unassigned funds minus 25% of unrealized capital gains.

In lieu of the above computations, the maximum dividend allowed by the SIC may be up to the greater of 10% of surplus derived from realized net operating profits and realized capital gains or net operating profits and net realized capital gains from the immediately preceding calendar year, limited to 115% of minimum required surplus after dividends. The maximum dividend allowable by the Company pursuant to this provision is $12,737.

No dividends were paid by SIC in 2023 and 2022. Florida Statute Section 624.408 requires SIC to maintain a minimum level of surplus of not less than the greater of 10% of the Company’s total liabilities, or $15,000. Based on this requirement, SIC was required to maintain capital and surplus of $51,111 and $20,763 as of December 31, 2023 and 2022, respectively. As of December 31, 2023 and 2022, SIC’s statutory-basis surplus totaled $127,375 and $51,105, meeting the minimum surplus requirements.

F-57

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

SIC is required to comply with the NAIC risk-based capital (“RBC”) requirements. RBC is a method of measuring the amount of capital appropriate for an insurance company to support its overall business operations in light of its size and risk profile. At December 31, 2023 and 2022, SIC’s total adjusted capital exceeded the RBC company-action level.

U.S. GAAP differs in certain respects from the accounting practices prescribed or permitted by insurance regulatory authorities (statutory-basis). These entities’ statutory-basis financial statements are presented on the basis of accounting practices prescribed or permitted by the FLOIR. The FLOIR has adopted the National Association of Insurance Commissioners (“NAIC”) Accounting Practices and Procedures Manual as the basis of its statutory accounting practices. Statutory-basis surplus differs from shareholders’ equity reported in accordance with U.S. GAAP primarily because policy acquisition costs are expensed when incurred, and different timing of recognizing the brokerage income for reinsurance recoverables. In addition, the recognition of deferred tax assets is based on different recoverability assumptions, and material differences may also arise from the differing treatment of non-admitted assets and unrealized gains and losses from investments.

19. Commitments and Contingencies

Various lawsuits against the Company have arisen in the course of the Company’s business. Management does not consider contingent liabilities arising from litigation and other matters material in relation to the financial position of the Company.

20. Information About Financial Instruments with Off-Balance Sheet Risk and Financial Instruments with Concentrations Of Credit Risk

The Company is exposed to credit-related losses in the event that a bond issuer may default on its obligation. The Company mitigates its exposure to these credit-related losses by maintaining bonds with high credit ratings.

The Company also is exposed to credit-related losses in the event that a reinsurer is unable to honor its liabilities to the Company. The Company mitigates its exposure to losses from insolvent reinsurers by continuously monitoring the credit ratings of all of the Company’s reinsurers.

The Company is generally exposed to credit risk of cash deposits in excess of federally insured limits of $250. The Company mitigates its exposure to losses from these cash deposits by monitoring the financial stability of the financial institutions involved.

21. Retirement Plan

The Company’s full-time employees are eligible to participate in the Company’s 401(k) plan. Management of the Company can elect to make discretionary contributions. The Company made discretionary contributions for the benefit of the Company’s employees of $476 and $12 for the years ended December 31, 2023, and 2022, respectively.

22. Guaranty Fund and Other Assessments

SIC is subject to guaranty fund and other assessments in both Florida and in South Carolina, states in which the SIC underwrites policies. Guaranty fund assessments should be accrued when (i) an assessment has been imposed or information available prior to issuance of the statutory-basis financial statements indicates that it is

F-58

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

probable that an assessment will be imposed; (ii) the event obligating an entity to pay an imposed or probable assessment has occurred on or before the date of the consolidated financial statements; and (iii) the amount of the assessment can be reasonably estimated at the time of the event triggering the accrual.

SIC is subject to assessments by guaranty funds in the states in which it conducts business, a residual market pool, and a state catastrophe reinsurance pool. The activities of these funds and pools include collecting funds from solvent insurance companies to cover losses resulting from the insolvency or rehabilitation of other insurance companies, or deficits generated by Citizens Property Insurance Corporation, and the FHCF. SIC is allowed to recover these assessments through premiums collected from policyholders. As of December 31, 2023, and 2022, SIC had payables relating to these assessments totaling $2,645 and $1,738, respectively.

23. Shareholders’ Equity

The Company is authorized to issue one class of common stock (par value of $0.01 per share) to its shareholders. The Company had 40,000,000 shares of common stock authorized at December 31, 2023 and 2022 of which 10,222,576 and 11,220,076 shares were issued and outstanding at December 31, 2023 and 2022, respectively.

The Company is authorized to issue one class of preferred stock (par value of $0.01 per share) to its shareholders. The Company had 20,000,000 shares of preferred stock authorized at December 31, 2023 and 2022 of which 9,242,416 and 8,213,670 shares were issued and outstanding at December 31, 2023 and 2022, respectively. All preferred shares have a liquidation preference equal to $13.64 per share and are convertible to common shares at the election of the holder on a one for one basis. The conversion price is decreased if the Company issues shares of its common stock at less than $13.64 per share. At December 31, 2023, the conversion price remained $13.64 per share. The preferred stock is required to be converted to common stock of the Company if either (1) there is a public offering of the Company’s common shares of at least $40.902 per share and resulting in at least $100 million of gross proceeds, or (2) holders of at least a majority of the outstanding shares of preferred stock vote to require all preferred stock holders to convert their shares held to common shares of the Company. The preferred stock has no required redemption or expiration. Preferred shareholders have voting rights on an if-converted basis to common shares of the Company. Dividends cannot be declared for other stock classes (such as the Company’s common shares) unless the preferred shareholders also receive an equivalent dividend per share. There otherwise are no dividends or distribution requirement for the preferred stock.

The Company has issued and outstanding 120,334 preferred stock warrants with a strike price of $0.01. The warrants are subject to a seven-year term and expire without consideration in 2028 if not exercised. The warrants have been accounted for as equity and the fair value of $1,491 is included in additional paid-in capital. The warrants were issued in 2021 and fair value was determined based upon an allocation of the consideration received.

The Company has issued and outstanding 0 and 1,000,000 common stock warrants with a strike price of $10.00 at December 31, 2023 and 2022, respectively. The warrants were exercisable three years after the grant date unless the Company completes a financing round with a post-money valuation of $3 billion or higher, in which case the warrants must be exercised within 30 days of the closing of the financing, or they expire. Otherwise, the warrants did not expire. The warrants were accounted for as equity and the fair value of $160 is included in additional paid-in capital. The warrants were issued in 2021 and calculated value was determined using the Black Scholes option model. On March 6, 2023, the warrants were repurchased and retired along with 1,000,000 shares of common stock for $4 million.

No distributions or dividends were declared or paid during the period ended December 31, 2023, or 2022.

F-59

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

24. Stock-based Compensation

On December 31, 2023 and 2022, the Company has one share-based compensation plan, the 2021 Equity Compensation Plan (“The Stock Plan): The compensation cost that has been charged against income for those plans was $2,283 and $1,363 for 2023 and 2022, respectively. The total income tax benefit recognized in the income statement for share-based compensation arrangements was $528 and $346 for 2023 and 2022, respectively.

The Company’s 2021 Equity Compensation plan permits the awarding of common stock share options to its employees and strategic advisors for up to 3,088,235 shares. The Company believes that such awards better align the interests of its employees with those of its shareholders. Option awards are generally granted with an exercise price equal to the market price of the Company’s stock at the date of grant; those option awards generally vest based on 3–5-year vesting schedules. The fair value of each option award is estimated on the grant date using a Black-Scholes model. The compensation expense for the shares is recognized over the requisite service period for the employee.

The following table provides assumptions used in the Black-Scholes option-pricing model to estimate the calculated value of the stock options granted during the years ended December 31, 2023 and 2022:

	2023			2022
Weighted-average risk-free interest rate		3.91	%		2.85	%
Expected term of options in years		6.22			6.10
Weighted-average volatility		64.72	%		45.53	%
Weighted-average grant date fair value per share	$	4.71		$	2.39

A summary of option activity under the employee share option plan as of December 31, 2023 and 2022, respectively, and changes during the year then ended is presented below:

Options	(shares in thousands) Shares		Weighted- Average Exercise Price		Weighted- Average remaining contractual term		Aggregate Intrinsic Value
Outstanding at January 1, 2023		1,530		3.58
Granted		1,350		7.59
Exercised		2		4.32
Forfeited or expired		78		3.63
Outstanding at December 31, 2023		2,800		4.73		8.71	$	77,905
Vested or expected to vest at December 31, 2023		1,219		3.38		8.39	$	35,559
Exercisable at December 31, 2023		869		2.11		8.02	$	26,444

F-60

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

Options	(shares in thousands) Shares		Weighted- Average Exercise Price		Weighted- Average remaining contractual term		Aggregate Intrinsic Value
Outstanding at January 1, 2022		1,232		2.25
Granted		760		5.03
Exercised		—		—
Forfeited or expired		462		5.03
Outstanding at December 31, 2022		1,530		3.58		2.85	$	1,970
Vested or expected to vest at December 31, 2022		455		3.58		2.85	$	533
Exercisable at December 31, 2022		455		3.58		2.85	$	533

A summary of the status of the Company’s nonvested shares as of December 31, 2023 and 2022, and changes during the year ended December 31, 2023, is presented below:

Nonvested Shares	(shares in thousands) Shares		Weighted- Average Grant-Date
Nonvested at January 1, 2022		1,232		2.24
Granted		760		2.39
Vested		201		2.24
Forfeited or expired		462		2.39
Nonvested at December 31, 2022		1,329		2.31
Granted		1,350		4.71
Vested		670		2.92
Forfeited or expired		78		3.39
Nonvested at December 31, 2023		1,931		4.12

As of December 31, 2023 and 2022, there was $7,951 and $2,221 of total unrecognized compensation cost related to nonvested share-based compensation arrangement granted under the employee share option plan, respectively. The total value of shares vested during the year ended December 31, 2023 and 2022 was $1,984 and $516, respectively.

Included in the tables above are 800,000 shares of performance-based option shares and 400,000 shares of performance-based option shares issued by the Company during 2023 and 2021, respectively. These shares vest based upon performance conditions including the date the board approves that the Company has achieved specific revenue and EBITDA targets. During the years ended 2023 and 2022, 350,000 and 250,000 shares vested or expected to vest from the performance-based shares based on performance conditions, respectively. The total fair value of the performance shares vested or expected to vest during 2023 and 2022 was $1,519 and $560, respectively. As of December 31, 2023 and 2022, 600,000 and 150,000 of the performance-based options were unvested and had not yet had performance conditions met, with a total value of $2,425 and $336, respectively. The Company has recorded compensation expense, included in General and administrative expense in the Consolidated Statements of Operations and Additional paid-in capital in the Consolidated Balance Sheets, several of the revenue and EBITDA performance conditions as vested for the year ended December 31, 2023 and 2022. The Company believes that it is probable this amount will be paid out, based upon Company performance.

F-61

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The following table summarizes information about deferred tax benefits recognized and tax benefits realized related to Stock-Based compensation for the year ended December 31, 2023 and 2022.

	2023		2022
Deferred tax benefits recognized	$	528	$	346
Tax benefits realized for vested stock		511		346
Fair value of vested stock		39,673		1,363

25. Variable Interest Entities

The Company entered into a reinsurance captive arrangement with White Rock Insurance (SAC) Ltd. acting in respect of “Separate Account T104 – Slide,” a VIE in the normal course of business and consolidated the VIE since the Company is the primary beneficiary. See “Note 1 (Nature of Business and Significant Accounting Policies – Consolidation Policy)” for more information about the methodology and significant inputs used to consider to consolidate a VIE.

The excess of loss reinsurance captive arrangement entered into in the prior year, which was effective June 1, 2022 through May 31, 2023, was subject to a loss of $40,028 on September 28, 2022, triggered when Hurricane Ian made landfall on the Gulf Coast of Florida. SIC received amounts due under this policy of $22,500 in October of 2022 and $17,528 in February of 2023. Effective June 1, 2023, this captive reinsurance policy was renewed.

The quota share reinsurance captive arrangement entered into in the prior year, which was effective June 1, 2022 through May 31, 2023, was commuted in July 2023, whereby the Insurance Entities and SIH received funds previously held in trust by the VIE as agreed to under the commutation.

In 2023, SIC entered into reinsurance transactions whereby the VIE provided quota share and catastrophe reinsurance protection to the Insurance Entities for the period of June 1, 2023 through May 31, 2024.

The following table presents, on a consolidated basis, the balance sheet classification and exposure of restricted cash held in a reinsurance trust account, which can be used only to settle specific reinsurance obligations of the VIE as of the dates presented.

	December 31,
	2023		2022
Restricted cash and cash equivalents	$	107,200	$	51,936

26. Subsequent Events

On January 23, 2024, SIC assumed approximately 38,657 policies from Citizens Property Insurance Company through its depopulation program. The policies maintained their original expiration date and totaled approximately $80 million of assumed premium written.

On March 19, 2024, SIC assumed approximately 9,943 policies from Citizens Property Insurance Company through its depopulation program. The policies maintained their original expiration date and totaled approximately $24 million of assumed premium written.

F-62

Slide Insurance Holdings, Inc.

Notes to Consolidated Financial Statements

For the years ended December 31, 2023 and 2022

(Dollar amounts in thousands, except share and per share amounts, unless otherwise stated)

The Company reached an agreement to acquire the renewal rights of Truck Insurance Exchange, a subsidiary of Farmers Insurance Company, Inc., Florida homeowners’ policies. This agreement is effective for policies with effective dates of February 2024 and later. Under the terms of the agreement, Truck Insurance Exchange has approximately 86,000 Florida homeowners’ policies in effect but given the uncertainty of how many policyholders will renew with the Company, the final impact of this transaction is not known as of the date of these financial statements.

F-63

Shares

Common Stock

Slide Insurance Holdings, Inc.

PRELIMINARY PROSPECTUS

     , 2024

Barclays

Morgan Stanley

PART II

INFORMATION NOT REQUIRED IN PROSPECTUS

Item 13. Other Expenses of Issuance and Distribution

	Amount to Be Paid
SEC registration fee	$		*
FINRA filing fee			*
listing fee			*
Transfer agent’s fees			*
Printing and engraving expenses			*
Legal fees and expenses			*
Accounting fees and expenses			*
Blue Sky fees and expenses			*
Miscellaneous			*
Total	$		*

* To be provided by amendment.

Each of the amounts set forth above, other than the registration fee and the FINRA filing fee, is an estimate.

Item 14. Indemnification of Directors and Officers

Section 145 of the Delaware General Corporation Law provides that a corporation may indemnify directors and officers as well as other employees and individuals against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with any threatened, pending or completed actions, suits or proceedings in which such person is made a party by reason of such person being or having been a director, officer, employee or agent to the registrant. The Delaware General Corporation Law provides that Section 145 is not exclusive of other rights to which those seeking indemnification may be entitled under any bylaw, agreement, vote of stockholders or disinterested directors or otherwise. Section   of the registrant’s Bylaws provides for indemnification by the registrant of its directors, officers and employees to the fullest extent permitted by the Delaware General Corporation Law. The registrant has entered into indemnification agreements with each of its current directors and executive officers to provide these directors and executive officers additional contractual assurances regarding the scope of the indemnification set forth in the registrant’s amended and restated certificate of incorporation and amended and restated bylaws and to provide additional procedural protections. There is no pending litigation or proceeding involving a director or executive officer of the registrant for which indemnification is sought.

Section 102(b)(7) of the Delaware General Corporation Law permits a corporation to provide in its certificate of incorporation that a director or officer of the corporation shall not be personally liable to the corporation or its stockholders for monetary damages for breach of fiduciary duty as a director or officer, except for liability (i) for any breach of the director’s or officer’s duty of loyalty to the corporation or its stockholders, (ii) for acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (iii) for a director for unlawful payments of dividends or unlawful stock repurchases, redemptions or other distributions, (iv) for any transaction from which the director or officer derived an improper personal benefit or (v) for an officer in any action by or in the right of the corporation. The registrant’s Certificate of Incorporation provides for such limitation of liability.

The registrant maintains standard policies of insurance under which coverage is provided (a) to its directors and officers against loss rising from claims made by reason of breach of duty or other wrongful act, and (b) to the registrant with respect to payments which may be made by the registrant to such officers and directors pursuant to the above indemnification provision or otherwise as a matter of law.

II-1

The proposed form of underwriting agreement filed as Exhibit 1.1 to this registration statement provides for indemnification of directors and officers of the registrant by the underwriters against certain liabilities.

Item 15. Recent Sales of Unregistered Securities

Since our incorporation in March 2021, we have sold the following securities without registration under the Securities Act of 1933:

1. In November 2021, we issued and sold 7,333,313 shares of our Series A preferred stock at a price of $13.64 per share to a group of accredited investors for an aggregate purchase price of $100 million.

2. In December 2021, we issued 66,667 warrants to purchase shares of our Series A preferred stock to HSCM Bermuda Fund Ltd. in connection with their agreement to purchase 366,665 shares of our Series A preferred stock at a price of $13.50 per share for an aggregate purchase price of $5 million.

3. In December 2021, we issued 53,667 warrants to purchase shares of our Series A preferred stock as consideration in a cross-license agreement with Southern Fidelity Insurance Company.

4. During the year ended December 31, 2021, we granted 1,232,000 options to purchase our common stock at a weighted-average exercise price of $0.01, pursuant to our Prior Plan.

5. In May, 2022, we issued 220,076 shares of common stock to certain shareholders of Clegg Insurance Group, Inc. and Clegg Insurance Advisors, LLC (collectively, “Clegg”) concurrently with the completion of our acquisition of Clegg.

6. In December 2022, we issued and sold 1,909,103 shares of our Series A preferred stock at a price of $13.64 per share to a group of accredited investors for an aggregate purchase price of $20 million.

7. During the year ended December 31, 2022, we granted 760,000 options to purchase our common stock at a weighted-average exercise price of $5.03, pursuant to our Prior Plan.

8. During the year ended December 31, 2023, we granted 1,350,000 options to purchase our common stock at a weighted-average exercise price of $7.59, pursuant to our Prior Plan.

None of the foregoing transactions involved any underwriters, underwriting discounts or commissions, or any public offering. We believe the offers, sales and issuances of the above securities were exempt from registration under the Securities Act (including under Regulation D or Regulation S promulgated thereunder) by virtue of Section 4(a)(2) of the Securities Act because the issuance of securities to the recipients did not involve a public offering, or in reliance on Rule 701 because the transactions were pursuant to compensatory benefit plans or contracts relating to compensation as provided under such rule. The recipients of the securities in each of these transactions represented their intentions to acquire the securities for investment only and not with a view to or for sale in connection with any distribution thereof, and appropriate legends were placed upon the share certificates issued in these transactions. All recipients had adequate access, through their relationships with us, to information about us. The sales of these securities were made without any general solicitation or advertising.

Item 16. Exhibits and Financial Statement Schedules

(a) Exhibits. See the Exhibit index immediately preceding the signature page hereto, which is incorporated by reference as if fully set forth herein.

(b) Financial Statement Schedules. Schedules not listed above have been omitted because the information required to be set forth therein is not applicable or is shown in the financial statements or notes thereto.

II-2

Item 17. Undertakings

The undersigned registrant hereby undertakes:

(a) The undersigned registrant hereby undertakes to provide to the underwriter at the closing specified in the underwriting agreement certificates in such denominations and registered in such names as required by the underwriter to permit prompt delivery to each purchaser.

(b) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the provisions referenced in Item 14 of this registration statement, or otherwise, the registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer, or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered hereunder, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question of whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

(c) The undersigned registrant hereby undertakes that:

(1) For purposes of determining any liability under the Securities Act of 1933, the information omitted from the form of prospectus filed as part of this registration statement in reliance upon Rule 430A and contained in a form of prospectus filed by the registrant pursuant to Rule 424(b)(1) or (4) or 497(h) under the Securities Act shall be deemed to be part of this registration statement as of the time it was declared effective.

(2) For the purpose of determining any liability under the Securities Act of 1933, each post-effective amendment that contains a form of prospectus shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

II-3

EXHIBIT INDEX

Exhibit Number	Description
1.1*	Form of Underwriting Agreement
3.1*	Form of Amended and Restated Certificate of Incorporation
3.2*	Form of Amended and Restated By-Laws
5.1*	Opinion of Davis Polk & Wardwell LLP
10.1*	Form of Indemnification Agreement between Slide Insurance Holdings, Inc. and its Directors and Officers
10.2^**	Amended and Restated Credit Agreement, dated as of June 25, 2024, by and among Slide Insurance Holdings, Inc., as borrower, certain subsidiaries of Slide Insurance Holdings, Inc, as guarantors, the lenders party thereto, Regions Banks, as administrative agent, collateral agent, issuing bank and swingline lender, Synovus Bank as syndication agent and Texas Capital Bank as documentation agent
10.3*	Form of Registration Rights Agreement between Slide Insurance Holdings, Inc. and the Pre-IPO Significant Stockholders
10.4†**	Employment Agreement, dated as of September 13, 2021, between Bruce Lucas and Slide Insurance Holdings, Inc.
10.5†**	Employment Agreement, dated as of January 31, 2023, between Jesse Schalk and Slide Insurance Holdings, Inc.
10.6†**	Employment Agreement, dated as of September 13, 2021, between Shannon Lucas and Slide Insurance Holdings, Inc.
10.7†**	Slide Insurance Holdings, Inc. Prior Plan
10.8*†	Form of Slide Insurance Holdings, Inc. 2024 Plan
10.9	Consent Order, dated January 7, 2022, between the Florida Office of Insurance Regulation and Slide Insurance Company
10.10*	Form of Stockholders Agreement between Slide Insurance Holdings, Inc. and the Pre-IPO Significant Stockholders
10.11#	Property Catastrophe Excess of Loss Reinsurance Contract, effective June 1, 2024, issued to Slide Insurance Company and Slide Specialty Insurance Company to the Interests and Liabilities Agreements executed by the Subscribing Reinsurers
10.12#	Property Catastrophe Excess of Loss Reinsurance Contract, effective June 1, 2024, issued to Slide Insurance Company and Slide Specialty Insurance Company to the Interests and Liabilities Agreements executed by the Subscribing Reinsurers
10.13#	Property Catastrophe Excess of Loss Reinsurance Contract (Prepaid Reinstatement), effective June 1, 2024, issued to Slide Insurance Company to the Interests and Liabilities Agreements executed by the Subscribing Reinsurers
10.14#	Property Catastrophe Excess of Loss Reinsurance Contract (Prepaid Reinstatement), effective June 1, 2024, issued to Slide Insurance Company and Slide Specialty Insurance Company to the Interests and Liabilities Agreements executed by the Subscribing Reinsurers

II-4

Exhibit Number	Description
10.15#	Property Catastrophe Excess of Loss Reinsurance Contract (Prepaid Reinstatement), effective June 1, 2024, issued to Slide Insurance Company to the Interests and Liabilities Agreements executed by the Subscribing Reinsurers
10.16#	Property Catastrophe Excess of Loss Reinsurance Contract (Tenth Layer), effective June 1, 2024, issued to Slide Insurance Company and Slide Specialty Insurance Company to the Interests and Liabilities Agreements executed by the Subscribing Reinsurers
10.17#	Multi Year Property Catastrophe Excess of Loss Reinsurance Contract, effective June 1, 2024, issued to Slide Insurance Company and Slide Specialty Insurance Company to the Interests and Liabilities Agreements executed by the Subscribing Reinsurers
10.18#	Property Catastrophe Agreement of Reinsurance, effective June 1, 2024, between Slide Insurance Company, Slide Specialty Insurance Company and General Reinsurance Corporation
10.19#	Property Catastrophe Agreement of Reinsurance, effective June 1, 20234, between Slide Insurance Company, Slide Specialty Insurance Company and General Reinsurance Corporation
10.20#	Reinstatement Premium Protection Reinsurance Contract, effective June 1, 2024, issued to Slide Insurance Company and Slide Specialty Insurance Company to the Interests and Liabilities Agreements executed by the Subscribing Reinsurers
10.21#	Property Per Risk Excess of Loss Reinsurance Contract, effective June 1, 2024, between Slide Insurance Company, Slide Specialty Insurance Company and White Rock Insurance (SAC) Ltd.
10.22#	Underlying Property Catastrophe Excess of Loss Reinsurance Contract, effective June 1, 2024, between Slide Insurance Company, Slide Specialty Insurance Company and White Rock Insurance (SAC) Ltd.
10.23#^	Reinsurance Agreement, effective April 17, 2023, by and between Slide Insurance Company and PURPLE RE LTD.
10.24#^	Reinsurance Agreement, effective July 5, 2023, by and between Slide Insurance Company and PURPLE RE LTD.
10.25#^	Reinsurance Agreement, effective April 9, 2024, by and between Slide Insurance Company and PURPLE RE LTD.
10.26#	Agreement of Reinsurance, effective June 10, 2022, by and between Slide Insurance Company, Slide Specialty Insurance Company and General Reinsurance Corporation
16.1*	Letter of Plante & Moran, PLLC
21.1	Subsidiaries of the Registrant
23.1*	Consent of Plante & Moran, PLLC
23.2*	Consent of FORVIS, LLP
23.3*	Consent of Davis Polk & Wardwell LLP (included in Exhibit 5.1)
24.1*	Power of Attorney (included on signature page)
107*	Filing Fee Table

* To be filed by amendment.

** Previously filed.

† Compensatory plan or arrangement.

^ Non-material schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company hereby undertakes to furnish supplemental copies of any of the omitted schedules and exhibits upon request by the SEC.

# Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined that the information is not material and is of the type that the registrant treats as private or confidential.

II-5

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Tampa, State of Florida, on the    day of    , 2024.

SLIDE INSURANCE HOLDINGS, INC.
By:
	Name:	Bruce Lucas
	Title:	Chief Executive Officer and Chairman

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Bruce Lucas and Jesse Schalk, and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments (including post-effective amendments) to this registration statement and any and all additional registration statements pursuant to Rule 462(b) of the Securities Act of 1933, and to file the same, with all exhibits thereto, and all other documents in connection therewith, with the Securities and Exchange Commission, granting unto each said attorney-in-fact and agents full power and authority to do and perform each and every act in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or either of them or their or his or her substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Act of 1933, this registration statement has been signed by the following persons in the capacities and on the dates indicated.

Signature	Title	Date
Bruce Lucas	Chief Executive Officer and Chairman (principal executive officer)	, 2024
Jesse Schalk	President and Chief Financial Officer (principal financial officer & principal accounting officer)	, 2024
Shannon Lucas	Chief Operating Officer, Chief Risk Officer and Director	, 2024
Robert Gries	Director	, 2024
Thomas O’Shea	Director	, 2024
Stephen Rohde	Director	, 2024

II-6

EX-10.9

Exhibit 10.9

OFFICE OF INSURANCE REGULATION

DAVID ALTMAIER

COMMISSIONER

IN THE MATTER OF: CASE NO.: 290103-21-CO

Application for the Issuance of a Permit to

SLIDE INSURANCE COMPANY

to Form an Authorized Domestic Insurer and for the

Subsequent Issuance of a Certificate of Authority

                        /

CONSENT ORDER

THIS CAUSE came on for consideration upon the filing with the FLORIDA OFFICE OF INSURANCE REGULATION (“OFFICE”) by SLIDE INSURANCE COMPANY (“APPLICANT”), of an application for the issuance of a Permit and a subsequent Certificate of Authority to APPLICANT as an authorized domestic insurer (“Application”), pursuant to Sections 624.401, 624.404, 624.413, 628.051, 628.061, 628.071, and 628.081, Florida Statutes, to write the (0010) Fire, (0020) Allied Lines, (0040) Homeowners Multi-Peril, (0050) Commercial Multi-Peril, and (0170) Other Liability lines of insurance in this state. Following a complete review of the entire record, and upon consideration thereof, and being otherwise fully advised in the premises, the OFFICE hereby finds, as follows:

1. The OFFICE has jurisdiction over the subject matter and the parties herein.

2. APPLICANT has applied for and, subject to the present and continuing satisfaction of the requirements, terms, and conditions established herein, has satisfactorily met all the conditions precedent to APPLICANT being granted a Permit to form a domestic insurer in Florida, pursuant to the requirements set forth by the Florida Insurance Code.

Page 1 of 19

3. The Application represents that, prior to the issuance of a Certificate of Authority, APPLICANT will become a newly-formed Florida stock corporation with up to 10,000 shares of common stock authorized, each share having a par value of $1.00 United States Dollar (“USD”) per share. Initially, all of APPLICANT’s issued voting stock will be held by SLIDE INSURANCE HOLDINGS, INC. (“SLIDE HOLDINGS”), a Delaware corporation whose proposed ownership is as detailed in the Application and whose proposed President is BRUCE LUCAS.

4. If the OFFICE determines that any individual for whom APPLICANT is required to submit background information as part of this Application is unacceptable under the Florida Insurance Code, APPLICANT, SLIDE HOLDINGS, or BRUCE LUCAS shall remove or cause the removal of said person within 30 days of notice from the OFFICE and replace them with a person or persons acceptable to the OFFICE, or shall undertake such other corrective action as directed by the OFFICE. Failure to act would constitute an immediate serious danger to the public and the OFFICE may take administrative action as it deems appropriate upon the Permit or subsequent Certificate of Authority of APPLICANT without further proceedings, pursuant to Sections 120.569(2)(n) and 120.60(6), Florida Statutes. Such failure by APPLICANT, SLIDE HOLDINGS, or BRUCE LUCAS to take corrective action shall further constitute grounds to deny APPLICANT a Certificate of Authority.

5. APPLICANT and SLIDE HOLDINGS have filed with this Application a Plan of Operation, biographical information, legal documents, and other supporting documentation to obtain a Permit and subsequent Certificate of Authority for APPLICANT. In deciding to issue a Permit to APPLICANT, the OFFICE has relied on the accuracy and truthfulness of the documents

Page 2 of 19

provided by APPLICANT and SLIDE HOLDINGS. APPLICANT, SLIDE HOLDINGS, and BRUCE LUCAS represent that the Application filed with the OFFICE and all related submissions and responses have been reviewed by APPLICANT, SLIDE HOLDINGS, or BRUCE LUCAS, and that these documents, as amended to date, are complete and correct in all respects. APPLICANT, SLIDE HOLDINGS, and BRUCE LUCAS further represent that they have disclosed and provided, or will provide to the OFFICE, copies of all current understandings and agreements relating to the formation, funding, and future transaction of insurance by APPLICANT that will be entered into by APPLICANT, or any of its incorporators, officers, directors, or managing shareholders for such purposes.

6. APPLICANT represents that $300,000 USD of its initial capital will be used to complete the statutory deposit requirement of Section 624.411, Florida Statutes, with the Bureau of Collateral Management.

7. Final approval and issuance of APPLICANT’s Certificate of Authority shall be granted in writing by the OFFICE at such time as the OFFICE is satisfied that APPLICANT has complied with all provisions of this Consent Order and the OFFICE has received the following documents with 60 days of the execution of this Consent Order, unless otherwise specified herein, and the OFFICE is satisfied that the documents meet the requisite statutory and rule requirements:

a) Proof of the deposit of $300,000 USD with the Bureau of Collateral Management, as required by Section 624.411, Florida Statutes;

b) Proof of the initial deposit of cash into APPLICANT’s account in a Florida banking institution, which is a member of the Federal Reserve System and located in Florida, representing its initial capital funding, along with a written certification from the bank, signed by an officer of the bank, stating that such deposit has not been pledged as collateral or otherwise encumbered, hypothecated, or pledged, and that no such encumbrance or agreement to encumber exists;

Page 3 of 19

c) Executed and notarized copies of the Articles of Incorporation of APPLICANT;

d) A copy of APPLICANT’s Articles of Incorporation certified by the Florida Secretary of State;

e) Board Resolution for the adoption of the Bylaws;

f) Evidence that APPLICANT’s Board of Directors has ratified the execution of this Consent Order by BRUCE LUCAS on APPLICANT’s behalf as President and one of its incorporators, and indicated its willingness to be bound by the terms, conditions, and representations stated herein;

g) Certificate of Status from the Florida Secretary of State;

h) Federal Employers Identification Number (FEIN);

i) Copy of the fully-executed Managing Agency Contract;

j) Copy of the fully-executed Master Agreement;

k) Acknowledgement that for the 3 years immediately following the issuance of a Certificate of Authority, APPLICANT shall file with the OFFICE, on an annual basis, no later than June 1 of each year, a catastrophe loss model with probable maximum loss estimate amounts for a 1:100-year storm based upon APPLICANT’s exposure information on policies in force as of March 31 of the then-current year. The OFFICE reserves the right to require APPLICANT to provide additional modeling at the sole discretion of the OFFICE. APPLICANT shall include in the filings any update· to its exposure management plan which will identify the company’s ability

Page 4 of 19

to provide satisfactory financial capacity to cover the company’s exposure to catastrophic hurricane loss. APPLICANT shall also include specific plans that will limit exposure to a level within the company’s financial capacity. Based upon the OFFICE’s review of said models and plans, the OFFICE may require APPLICANT to take corrective action to cure any overexposure identified by the OFFICE, including, but not limited to, the purchase of additional reinsurance or an additional contribution to surplus;

l) Copy of specimen marketing and solicitation materials;

m) Copy of the initial, fully-executed Holding Company Registration Statement for APPLICANT; and

n) Executed copies of all other agreements not mentioned above, relating to the formation, operations, and management of APPLICANT.

8. APPLICANT shall, within 10 days of receiving its Certificate of Authority, submit to the OFFICE its National Association of Insurance Commissioners (“NAIC”) Company Code assignment.

9. If, at the time of submitting documents for its Certificate of Authority, there are any new officers, directors, or 10% or greater shareholders of APPLICANT, then APPLICANT shall file with the OFFICE biographical affidavits, fingerprint cards, authority for release of information forms, and background investigation reports for these individuals at such time.

10. APPLICANT acknowledges and agrees that, if the OFFICE determines that the documentation specified in paragraph 7 above is not submitted as required, is incomplete, or does not meet the requisite statutory or rule requirements, the OFFICE shall hold the Certificate of Authority component of the Application in abeyance and withdraw the Application from consideration until such time as the required documentation has been submitted to the OFFICE for review.

Page 5 of 19

11. Upon the issuance of a Certificate of Authority to APPLICANT, APPLICANT shall further comply with the following:

a) APPLICANT shall not transact business until APPLICANT’s forms and rates have been approved in writing by the OFFICE;

b) APPLICANT shall comply with the requirements of Section 624.424, Florida Statutes, including, but not limited to, the filing of the annual statement, quarterly statements, an annual statement of opinion on loss and loss adjustment expense reserves, and the annual independent audited financial report;

c) APPLICANT shall maintain its principal place of business in Florida and shall make available to the OFFICE complete records of its affairs. APPLICANT shall also maintain its office, records, and assets in Florida pursuant to Section 628.271, Florida Statutes. The physical form, if any, of the assets shall also be maintained in Florida, or in compliance with Section 628.511, Florida Statutes;

d) Notwithstanding other applicable surplus requirements, APPLICANT shall maintain Total Adjusted Capital of at least 300% of its Authorized Control Level Risk-Based Capital. Total Adjusted Capital and Authorized Control Level Risk-Based Capital are defined in Section 624.4085(1)(b) and Section 624.4085(1)(q), Florida Statutes;

e) APPLICANT shall at all times employ one or more persons with the requisite knowledge and experience in statutory accounting to be able to advise, and file statements on behalf of APPLICANT, in accordance with the Statements of Statutory Accounting Principles established and maintained by the NAIC. If, at any time, APPLICANT does not have such persons on staff or under contract, APPLICANT will notify the OFFICE within 3 business days and provide a timeline acceptable to the OFFICE for when such positions will be filled, or contractual relationships established;

Page 6 of 19

f) APPLICANT shall maintain sufficient and adequate internal controls and supervision of any external contractor providing services in connection with the insurance transactions of APPLICANT, and shall further assume responsibility for the actions of said contractor as they relate to any performance under the service agreements;

g) APPLICANT agrees that any managerial, administrative, or cost-sharing arrangements involving APPLICANT shall be in accordance with a formal written agreement and contain, at a minimum, the following:

i. A requirement of monthly cash settlement of any expenses incurred for the month; and

ii. A clear delineation of the financial boundaries of each operation.

Further, APPLICANT shall not bear any occupancy expenses for space which is occupied by any other entity and, upon examination, shall be prepared to demonstrate how the occupancy cost and space is allocated among co-located entities;

h) APPLICANT shall not write business in any state outside of Florida without the prior written approval of the OFFICE;

i) As a condition of the OFFICE’s issuance of a Certificate of Authority to APPLICANT, APPLICANT shall maintain a deposit with the Bureau of Collateral Management, in the amount of at least $300,000 USD as required by Section 624.411, Florida Statutes;

j) APPLICANT shall, within 6 months, file with the Division of Investigative and Forensic Services an acceptable anti-fraud/SIU plan that complies with Section 626.9891, Florida Statutes, and Chapter 69D-2, Florida Administrative Code. Further APPLICANT shall thereafter maintain such plan;

Page 7 of 19

k) Any agreements that APPLICANT enters into with any affiliated person, entity, or related party, as defined in Statement of Statutory Accounting Principles No. 25 of the NAIC Accounting Practices and Procedures Manual, shall be in writing and shall be submitted to the OFFICE for the OFFICE’s review and prior written approval. “Affiliate” and “affiliated person” shall have the same meaning as in Section 624.10, Florida Statutes;

l) APPLICANT shall submit to the OFFICE, no less than annually, all required filings, pursuant to Section 627.0645, Florida Statutes, and Rule 690-170.007, Florida Administrative Code;

m) APPLICANT shall file with the OFFICE all premium growth reports as required by Section 624.4243, Florida Statutes;

n) APPLICANT acknowledges that any reinsurance agreement it enters into shall maintain compliance with Sections 624.404(4) and 624.610, Florida Statutes;

o) APPLICANT shall file a completed and executed copy of any custody account agreement, which shall contain all of the required provisions of Rule 690-143.042, Florida Administrative Code, and any investment management agreement to which it is a party;

p) APPLICANT’s ultimate controlling persons, as defined in Section 628.801(2), Florida Statutes, shall file with the OFFICE the Enterprise Risk Report required by Section 628.801(2), Florida Statutes, and any and all additional information necessary to evaluate the enterprise risk of APPLICANT and APPLICANT’s affiliates;

Page 8 of 19

q) APPLICANT shall file updates to its Holding Company Registration Statement, as required by Section 628.801, Florida Statutes, and Rule 690-143.046, Florida Administrative Code;

r) During the 3 years following the entry of this Consent Order, APPLICANT shall pay only those dividends that have been approved in advance and in writing by the OFFICE;

s) For the first 3 years following APPLICANT’s receipt of a Certificate of Authority, any change in the officers and directors of APPLICANT shall be subject to the prior written approval of the OFFICE;

t) APPLICANT shall comply with its Plan of Operation and supporting documents as submitted with the Application. Written approval must be secured from the OFFICE prior to any material deviation from said Plan of Operation;

u) Any arrangement or agreement with an affiliated party, for the provision of administrative services shall be evidenced by a written contract. Any such contract shall comply with the following requirements:

i. APPLICANT must have the right to terminate the contract for cause;

ii. The contract shall contain a provision with respect to the underwriting or other standards pertaining to the business underwritten by APPLICANT;

iii. The contract shall be retained as part of the official records of both the affiliate and APPLICANT for the term of the contract and 5 years afterward;

iv. Payment to the affiliate of any premiums or charges for insurance by or on behalf of the insured shall be deemed to have been received by APPLICANT, and return premiums or claims payments forwarded by APPLICANT to the affiliate shall not be deemed to have been paid to the insured or claimant until such payments are received by the insured or claimant;

Page 9 of 19

v. The affiliate shall hold all funds collected on behalf of or for APPLICANT as well as all return premiums received from APPLICANT in a fiduciary capacity in trust accounts;

vi. The affiliate shall adhere to underwriting standards, rules, procedures, and manuals setting forth the rates to be charged, and the conditions for the acceptance or rejection of risks as determined by APPLICANT;

vii. All fees and charges must be specified in the contract and they must be comparable to fees charged to any other insurer for which similar contracted services are provided by the affiliate; or, if the affiliate does not perform such services for other insurers, the fees charged must be reasonable in relation to the services provided;

viii. All claims paid by the affiliate from funds collected on behalf of APPLICANT shall be paid only on drafts of, and as authorized by, APPLICANT;

ix. APPLICANT shall retain the right of continuing access to books and records maintained by the affiliate sufficient to permit APPLICANT to fulfill all of its contractual obligations to insured persons, subject to any restrictions in the written agreement between APPLICANT and the affiliate on the proprietary rights of the parties in such books and records;

x. The affiliate shall provide written notice approved by APPLICANT to insured individuals advising them of the identity of, and relationship among, the affiliate, the policyholder, and APPLICANT; and

Page 10 of 19

xi. Any policies, certificates, booklets, termination notices, or other written communications delivered by APPLICANT to the affiliate for delivery to its policyholders shall be delivered by the affiliate promptly after receipt of instructions from APPLICANT to deliver them;

v) APPLICANT shall take necessary steps to effectuate membership in the associations or funds, as required by the following statutes, and to comply with the conditions contained in such entities’ Plans of Operation. Further, APPLICANT agrees to pay any and all assessments levied by such entities and applicable laws. APPLICANT acknowledges full responsibility for determining the associations or funds it is required to join, pursuant to Sections 215.555, 627.311(4), 627.351(1), 627.351(4), 627.351(6), 627.3515, 631.55, 631.715, and 631.911, Florida Statutes. APPLICANT further acknowledges its statutory obligations pursuant to the aforementioned statutes and will continually monitor the various associations or funds that it is required to join as determined by the lines of business on its Certificate of Authority. Further, APPLICANT shall, based upon the lines of business on its Certificate of Authority, continually monitor and comply with statutory requirements regarding its membership in the associations and funds that are identified herein or that may be established in the future;

w) Any managing general agent and related contracts entered into by APPLICANT following the issuance of a Certificate of Authority shall meet the requirements of Sections 626.015(16)(a) and 626.7451, Florida Statutes;

x) APPLICANT shall obtain written approval from the OFFICE prior to contracting with any managing general agent or charging any policy fees related to contracting with, or services provided by, a managing general agent other than that approved by the OFFICE with this Application;

Page 11 of 19

y) APPLICANT shall obtain the prior written approval of the OFFICE before amending, updating, or changing any managing general agent contracts entered into by APPLICANT;

z) APPLICANT shall ensure that any agent it utilizes in Florida shall be properly appointed, pursuant to Section 626.8419, Florida Statutes.

aa) APPLICANT acknowledges that it shall not enter into a reinsurance arrangement with a captive without prior written approval of the OFFICE; and

bb) APPLICANT acknowledges that it shall maintain compliance with Rule 690-143.047, Florida Administrative Code.

12. Following the placement of APPLICANT’s reinsurance program, APPLICANT shall submit to the OFFICE any necessary revision to its 3-year Pro Forma Financial Statements reflective of the actual costs of reinsurance obtained if any material deviation should occur from the Pro Forma Financial Statements submitted with the Application. APPLICANT agrees that the OFFICE’s review of said revised Pro Forma Financial Statements may result in the need for additional surplus or other financial requirements, as deemed appropriate by the OFFICE.

13. APPLICANT and SLIDE HOLDINGS shall ensure that any agreement APPLICANT is party to or governed by, with respect to any and all pro rata and excess of loss reinsurance coverage, shall provide for terms and pricing to be procured at open market terms. APPLICANT or SLIDE HOLDINGS shall conduct sufficient due diligence, through a broker or otherwise, and shall solicit legitimate written quotes from potential third-party reinsurers through a firm order prior to entering into a quota share or excess of loss agreement.

Page 12 of 19

14. APPLICANT shall not enter into any reinsurance or brokerage agreement, whether or not affiliated, that requires approval from the reinsurer or broker regarding any potential sale of APPLICANT.

15. APPLICANT or SLIDE HOLDINGS shall notify the OFFICE within 10 business days of any breach, non-performance of, or default under, any servicing agreement with affiliates or third-party vendors providing services, directly or indirectly, to APPLICANT that could result in or cause a material adverse change in the financial condition, business performance, operations, or property of APPLICANT.

16. APPLICANT shall file with the OFFICE, via the NAIC’s electronic filing system, full and true statements of its financial condition, transactions, and affairs as required by Section 624.424, Florida Statutes, in a complete and timely manner. APPLICANT shall be subject to the requirements of Parts I and II of Chapter 625, Florida Statutes. Non-qualifying assets or investments in excess of limitations shall be non-admitted by the OFFICE and the surplus as to policyholders adjusted accordingly.

17. Pursuant to Section 628.071, Florida Statutes, if the OFFICE has not issued APPLICANT a Certificate of Authority within 1 year of the date of the execution of this Consent Order, APPLICANT’s Permit shall no longer be valid.

18. APPLICANT, SLIDE HOLDINGS, and BRUCE LUCAS affirm and represent that all information, explanations, representations, statements, and documents provided to the OFFICE in connection with this Application, including all attachments and supplements thereto, are true and correct and fully describe all transactions, agreements, ownership structures, understandings, and control with regard to the formation, licensure, and future operation of APPLICANT. APPLICANT, SLIDE HOLDINGS, and BRUCE LUCAS further agree and affirm that said information, explanations, representations, statements, and documents, including all attachments and supplements thereto, are material to the issuance of this Consent Order and have been relied upon by the OFFICE in its determination to enter into this Consent Order.

Page 13 of 19

19. Any deadlines, reporting requirements, other provisions, or requirements set forth in this Consent Order may be altered or terminated by written approval of the OFFICE. Such approval must be requested in writing prior to any proposed deviation from the terms of this Consent Order.

20. APPLICANT, SLIDE HOLDINGS, and BRUCE LUCAS affirm that all requirements set forth herein are material to the issuance of this Consent Order.

21. APPLICANT, SLIDE HOLDINGS, and BRUCE LUCAS expressly waive a hearing in this matter, the making of findings of fact and conclusions of law by the OFFICE, and all further and other proceedings to which they may be entitled by law or rules of the OFFICE. APPLICANT, SLIDE HOLDINGS, and BRUCE LUCAS hereby knowingly and voluntarily waive all rights to challenge or to contest this Consent Order in any forum available to them, now or in the future, including the right to any administrative proceeding, state or federal court action, or any appeal.

22. Each party to this action shall bear its own costs and fees.

23. APPLICANT, SLIDE HOLDINGS, and BRUCE LUCAS upon execution of this Consent Order, failure to adhere to one or more of the terms and conditions contained herein may result in the OFFICE revoking, suspending, or taking other action as the OFFICE deems appropriate upon APPLICANT’s Permit or subsequent Certificate of Authority in in this state in accordance with Sections 120.569(2)(n) and 120.60(6), Florida Statutes..

Page 14 of 19

24. The parties agree that this Consent Order shall be deemed to be executed when the OFFICE has signed and docketed a copy of this Consent Order bearing their notarized signature or the notarized signature of their authorized representatives.

WHEREFORE, the agreement between SLIDE INSURANCE COMPANY, SLIDE HOLDINGS, BRUCE LUCAS, and the FLORIDA OFFICE OF INSURANCE REGULATION, the terms and conditions of which are set forth above, is approved, and the Application for the issuance of a Permit to SLIDE INSURANCE COMPANY, pursuant to Sections 624.401, 624.404, 624.413, 628.051, 628.061, 628.071, and 628.081, Florida Statues, is hereby APPROVED.

FURTHER, all terms and conditions contained herein are hereby ORDERED.

DONE and ORDERED this 7^th day of January, 2022

SEAL   /s/ David Altmaier David Altmaier, Commissioner Office of Insurance Regulation

Page 15 of 19

By execution hereof, Bruce Lucas consents to entry of this Consent Order, agrees without reservation to all the above terms and conditions, and shall be bound by all provisions herein. The undersigned represents that he has the authority to bind SLIDE INSURANCE COMPANY, as President and one of its incorporators, to the terms and conditions of this Consent Order.

SLIDE INSURANCE COMPANY
By:	/s/ Bruce Lucas

Print Name:	Bruce Lucas
Title:	Incorporator/President
Date:	1/6/2022

STATE OF Florida 

COUNTY OF Pinellas

The foregoing instrument was acknowledged before me by means of ☒ physical presence or ☐

online notarization, this 6 day of Jan 2022,	by	Bruce Lucas
		(name of person)

as	President	for	Slide Insurance Co.
	(type of authority; e.g., officer, trustee, attorney in fact)		(company name)
			/s/ Kari Hyde (Signature of the Notary) Kari Hyde (Print, Type or Stamp Commissioned Name of Notary)

Personally Known X OR Produced Identification ______

Type of Identification Produced          

My Commission Expires:      5/18/2024

Page 16 of 19

By execution hereof, SLIDE INSURANCE HOLDINGS, INC., consents to entry of this Consent Order, agrees without reservation to all the above terms and conditions, and shall be bound by all provisions herein. The undersigned represents that they have the authority to bind SLIDE INSURANCE HOLDINGS, INC. to the terms and conditions of this Consent Order.

SLIDE INSURANCE COMPANY
By:	/s/ Bruce Lucas

Print Name:	Bruce Lucas
Title:	CEO/President
Date:	1/6/2022

STATE OF Florida 

COUNTY OF Pinellas

The foregoing instrument was acknowledged before me by means of ☒ physical presence or ☐

online notarization, this 6 day of Jan 2022,	by	Bruce Lucas
		(name of person)

as	President	for	Slide Insurance Co.
	(type of authority; e.g., officer, trustee, attorney in fact)		(company name)
			Kari Hyde
			(Print, Type or Stamp Commissioned Name of Notary)
Personally Known X OR Produced Identification ______ Type of Identification Produced
My Commission Expires:      5/18/2024			(Signature of the Notary)

Page 17 of 19

By execution hereof, BRUCE LUCAS consents to entry of this Consent Order, agrees without reservation to all the above terms and conditions, and shall be bound by all provisions herein. The undersigned represents that he has the authority to represent the proposed owners of SLIDE INSURANCE HOLDINGS and to bind them to the terms and conditions of this Consent Order.

/s/ Bruce Lucas
BRUCE LUCAS
Date:	1/6/2022

STATE OF Florida 

COUNTY OF Pinellas

The foregoing instrument was acknowledged before me by means of ☒ physical presence or ☐

online notarization, this 6 day of Jan 2022,	by	Bruce Lucas
		(name of person)

as	President	for	Slide Insurance Co.
	(type of authority; e.g., officer, trustee, attorney in fact)		(company name)
			Kari Hyde
			(Print, Type or Stamp Commissioned Name of Notary)
Personally Known X OR Produced Identification ______ Type of Identification Produced
My Commission Expires:      5/18/2024			(Signature of the Notary)

Page 18 of 19

COPIES FURNISHED TO:

BRUCE LUCAS, PRESIDENT

Slide Insurance Company

Slide Insurance Holdings, Inc.

4934 Saint Croix Drive

Tampa, FL 33029

Telephone: (713) 927-4538

Email: bruce@slideinsurance.com

FRED KARLINSKY, ESQUIRE

Greenberg Traurig LLP

401 East Las Olas Boulevard, Suite 2000

Fort Lauderdale, FL 33301

Telephone: (954) 768-8278

Email: karlinskyf@gtlaw.com

ALISON STERETT, FINANCIAL ADMINISTRATOR

Property & Casualty Financial Oversight

Florida Office of Insurance Regulation

200 East Gaines Street

Tallahassee, FL 32399

JEANNINE CARROLL, FINANCIAL EXAMINER/ANALYST SUPERVISOR

Property & Casualty Financial Oversight

Florida Office of Insurance Regulation

200 East Gaines Street

Tallahassee, FL 32399

SHANNON MICHELLE HARP-ALEXANDER, ESQ., ASSISTANT GENERAL COUNSEL

Florida Office of Insurance Regulation

200 East Gaines Street

Tallahassee, FL 32399

Telephone: (850) 413-4213

E-Mail: Michelle.Harp-Alexander@floir.com

Page 19 of 19

EX-10.11

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.11

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

1 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

TABLE OF CONTENTS

Article		Page
	Preamble		4
1	Business Covered		5
2	Retention and Limit		5
3	Other Reinsurance		5
4	Term		6
5	Special Termination		6
6	Run-Off Reinsurers		8
7	Territory		11
8	Exclusions		11
9	Special Acceptance		13
10	Premium		13
11	Definitions		15
12	Reinstatement		18
13	Florida Hurricane Catastrophe Fund		19
14	Extra Contractual Obligations/Excess of Policy Limits		20
15	Net Retained Liability		21
16	Original Conditions		21
17	No Third Party Rights		21
18	Notice of Loss and Loss Settlements		21
19	Late Payments		22
20	Offset		24
21	Currency		24
22	Unauthorized Reinsurance		24
23	Taxes		26
24	Access to Records		27
25	Confidentiality		28
26	Indemnification and Errors and Omissions		29
27	Insolvency		30
28	Arbitration		31
29	Service of Suit		32
30	Sanction Limitation and Exclusion Clause		33
31	Governing Law		33
32	Entire Agreement		33
33	Non-Waiver		33
34	Intermediary		34
35	Mode of Execution		34
	Company Signing Block		35

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

TABLE OF CONTENTS

Attachments		Page
	Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - U.S.A.		36
	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)		38
	Terrorism Exclusion (Property Treaty Reinsurance) NMA2930A		40
	Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance) LMA5503		41
	Cyber Loss Limited Exclusions Clause (Property Treaty Reinsurance) No. 1 LMA5410		42
	Trust Agreement Requirements Clause		43

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

(the “Contract”)

of

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

(collectively, the “Company”)

by

THE SUBSCRIBING REINSURER(S) IDENTIFIED

IN THE INTERESTS AND LIABILITIES AGREEMENT(S)

ATTACHED TO AND FORMING PART OF THIS CONTRACT

(the “Reinsurer”)

PREAMBLE

A. For purposes of sending and receiving notices and payments required by this Contract, Slide Insurance Company (“Slide Insurance”) shall be the distributor or recipient, as the case may. In no event, however, will Slide Insurance be deemed the agent of any member company.

B. While having no effect on the settlements or liabilities of the parties to this Contract, it is established that:

1. if a Loss Occurrence covered under this Contract involves multiple member companies, Slide Insurance will allocate the Reinsurer’s limit of liability for the Loss Occurrence to each member company involved, proportionately, based on the percentage which the affected member company’s loss bears to the total of all losses contributing to that Loss Occurrence; and

2. with respect to reinsurance premiums due the Reinsurer hereunder, each member company shall be responsible for its proportionate share of the reinsurance premium. The deposit premium, minimum premium, and final reinsurance premium, as determined under the terms of this Contract, shall be apportioned to each member company by Slide Insurance in the same proportion that each member company’s exposure bears to the total subject exposure.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Records of these allocations shall be maintained within Slide Insurance in sufficient detail to identify both the Reinsurer’s loss obligations allocated to each member company and each member company’s share of premium allocation.

ARTICLE 1

BUSINESS COVERED

This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of loss or losses under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company, subject to the terms and conditions herein contained.

ARTICLE 2

RETENTION AND LIMIT

For each Excess Layer of reinsurance provided hereunder, the Reinsurer shall be liable in respect of each Loss Occurrence for the Ultimate Net Loss over and above the initial Ultimate Net Loss retention as set forth in the schedule below for the Loss Occurrence, subject to a limit of liability to the Reinsurer for each such Loss Occurrence, and subject further to a limit of liability for all Loss Occurrences commencing during the term of this Contract, as set forth below:

RETENTION AND LIMIT SCHEDULE
Layer	Company’s Retention		Reinsurer’s Limit of Liability
	Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of all Loss Occurrences during the term of this Contract
First Layer	$	[***]	$	[***]	$	[***]
Second Layer	$	[***]	$	[***]	$	[***]
Third Layer	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]

ARTICLE 3

OTHER REINSURANCE

A. The Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Contract.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Contract.

ARTICLE 4

TERM

This Contract shall take effect at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, applying to Loss Occurrences commencing during the term of this Contract.

ARTICLE 5

SPECIAL TERMINATION

A. The Company may terminate a Subscribing Reinsurer’s percentage share in this Contract at any time by giving written notice to the Subscribing Reinsurer in the event of any of the following circumstances:

1. The Subscribing Reinsurer ceases underwriting operations.

2. A state insurance department or other legal authority orders the Subscribing Reinsurer to cease writing business, or the Subscribing Reinsurer is placed under regulatory supervision.

3. The Subscribing Reinsurer has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

4. The Subscribing Reinsurer’s policyholders’ surplus (or the equivalent under the Subscribing Reinsurer’s accounting system) as reported in such financial statements of the Subscribing Reinsurer as designated by the Company, has been reduced by 20% of the amount thereof at any date during the prior 12-month period (including the period prior to the inception of this Contract).

5. The Subscribing Reinsurer has merged with or has become acquired or controlled by any company, corporation, or individual(s) not controlling the Subscribing Reinsurer’s operations at the inception of this Contract.

6. The Subscribing Reinsurer has retroceded its entire liability under this Contract without the Company’s prior written consent, except for retrocessions to members of the Subscribing Reinsurer’s holding company group.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

7. The Subscribing Reinsurer has been assigned an A.M. Best’s rating of less than “A-” and/or an S&P rating of less than “BBB+.” However, as respects Underwriting Members of Lloyd’s, London, a Lloyd’s Market Rating of less than “A-” by A.M. Best and/or less than “BBB+” by S&P shall apply.

8. The Subscribing Reinsurer has transferred or delegated its claims-paying authority, as respects business subject to this Contract, to an unaffiliated entity; however, agreement by a Lloyd’s syndicate to follow claim settlement procedures under the Lloyd’s Claims Scheme (Combined) shall not constitute a transfer or delegation of its claims-paying authority for purposes of this subparagraph.

9. The Subscribing Reinsurer engages in the process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time.

10. The Subscribing Reinsurer in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

11. The Subscribing Reinsurer has failed to post or maintain required collateral to secure its obligations as required under this Contract, and has not cured such deficiency within 30 days following written notice thereof from the Company.

12. There is a severance or obstruction of free and unfettered communication and/or normal commercial and/or financial intercourse between the country in which the Company is incorporated and the country in which the Subscribing Reinsurer is incorporated or has its principal office, as a result of war, currency regulation, or any circumstance arising out of political, financial or economic emergency.

13. The Subscribing Reinsurer resides or is incorporated in countries where any regulation, whether by decree or otherwise, be enforced by the government which shall restrict or prohibit its performance of any or all of its obligations under this Contract or any contract in consideration of which this Contract has been completed.

B. Termination shall be effected on a cut-off basis and the Subscribing Reinsurer shall have no liability for Loss Occurrences commencing after the date of termination. The reinsurance premium due the Subscribing Reinsurer hereunder (including any minimum reinsurance premium) shall be prorated based on the period of the Subscribing Reinsurer’s participation hereon, and the Subscribing Reinsurer shall immediately return any excess reinsurance premium received. Reinstatement premium, if any, shall be calculated based on the Subscribing Reinsurer’s reinsurance premium earned during the period of the Subscribing Reinsurer’s participation hereon.

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. Additionally, in the event of any of the circumstances listed in paragraph A of this Article, the Company shall have the option to commute the Subscribing Reinsurer’s liability for losses on Policies covered by this Contract. In the event the Company and the Subscribing Reinsurer cannot agree on the commutation amount, they shall appoint an actuary and/or appraiser to assess such amount and shall share equally any expense of the actuary and/or appraiser. If the Company and the Subscribing Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Subscribing Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Subscribing Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties in respect of liability arising from the Subscribing Reinsurer’s participation under this Contract.

D. The Company’s option to require commutation under paragraph C above shall survive the termination or expiration of this Contract.

ARTICLE 6

RUN-OFF REINSURERS

A. “Run-off Reinsurer” means any Subscribing Reinsurer that:

1. has been ordered by a state insurance department or other legal authority to cease writing business, or has been placed under regulatory supervision or in rehabilitation; or

2. has ceased reinsurance underwriting operations; or

3. has transferred its claims-paying authority to an unaffiliated entity; or

4. engages in a process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time; or

5. in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

Notwithstanding the foregoing, agreement by a Lloyd’s syndicate to follow claim settlements procedures under Lloyd’s Claims Scheme (Combined) shall not constitute a transfer of its claims-paying authority, for purposes of subparagraphs (3) and (5) of this paragraph.

B. Notwithstanding any other provision of this Contract, in the event that a Subscribing Reinsurer becomes a Run-off Reinsurer at any time, the Company may elect, by giving written notice to the Run-off Reinsurer at any time thereafter, that all or any of the following shall apply to the Run-off Reinsurer’s participation hereunder:

1. If the Run-off Reinsurer does not pay a claim or raise a query concerning the claim within 30 days of billing, it shall be estopped from denying such claim and must pay immediately.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. If payment of any claim has been received from Subscribing Reinsurers constituting at least 70% of the interests and liabilities of all Subscribing Reinsurers that participated on this Contract and are active as of the due date; it being understood that said date shall not be later than 90 days from the date of transmittal by the Intermediary of the initial billing for each such payment, the Run-off Reinsurer shall be estopped from denying such claim and must pay within 10 days following transmittal to the Run-off Reinsurer of written notification of such payments. For purposes of this subparagraph, a Subscribing Reinsurer shall be deemed to be active if it is not a Run-off Reinsurer.

3. In the event any payment due the Company hereunder is not received by the Intermediary by the payment due date, the Run-off Reinsurer shall pay an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

a. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

b. 1/365th of the sum of:

i. the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made; plus

ii. 1% plus 0.5% for each 30 days that the payment is past due, subject to a maximum of 8.0%; times

c. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due plus interest penalties have been received by the Intermediary.

For purposes of this subparagraph, payments from the Run-off Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Run-off Reinsurer, and shall be overdue 30 days thereafter.

If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Run-off Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date, as defined above, shall be deemed to be the date upon which the Run-off Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Should the Run-off Reinsurer dispute a claim presented by the Company and the timeframes set out above be exceeded, interest as stipulated in this subparagraph shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

4. The Run-off Reinsurer’s liability for losses for Policies covered by this Contract shall be commuted. In the event the Company and the Run-off Reinsurer cannot agree on the commutation amount of the Run-off Reinsurer’s liability under such Policies, they shall appoint an actuary and/or appraiser to assess such liability and shall share equally any expense of the actuary and/or appraiser. If the Company and the Run-off Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Run-off Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Run-off Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties under this Contract.

5. The Run-off Reinsurer shall have no right of access to the Records of the Company if the Run-off Reinsurer has denied payment of any claim hereunder or there is a pending arbitration between the Company and the Run-off Reinsurer regarding any claim hereunder. A reservation of rights shall be considered a denial of a claim.

6. The Run-off Reinsurer shall be precluded from asserting that a claim otherwise payable hereunder is Loss in Excess of Policy Limits and/or Extra Contractual Obligations, if no active Reinsurer has not made such assertion.

7. The Run-off Reinsurer shall immediately provide funding of the Run-off Reinsurer’s share of 100% of liabilities (the “Reinsurer’s Obligations”) as defined in the Unauthorized Reinsurance Article. This subparagraph does not apply to any Run-off Reinsurer to the extent that the Run-off Reinsurer provides funding under the Unauthorized Reinsurance Article or maintains a trust fund, approved by the regulatory authorities having jurisdiction over the Company’s credit for reinsurance, for the payment of claims of the Run-off Reinsurer’s U.S. ceding insurers.

8. In the event that either party demands arbitration of a dispute between the Company and the Run-off Reinsurer, and the amount in dispute is less than $500,000, unless the arbitration notice includes a demand for rescission of this Contract, notwithstanding the terms of the Arbitration Article, the dispute shall be resolved by a sole arbitrator and the following procedures shall apply:

a. The sole arbitrator shall be chosen by mutual agreement of the parties within 15 business days after the demand for arbitration. If the parties have not chosen an arbitrator within the 15 business days after the receipt of the arbitration notice, the arbitrator shall be chosen in accordance with the ARIAS U.S. Streamlined Rules for Small Claims Disputes, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS) and in force on the date the arbitration is demanded. The nominated arbitrator must be available to read any written submissions and hear testimony within 60 calendar days of being chosen.

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that the information is not material and is of the type that the registrant treats as private or confidential.

b. Within 10 business days after the arbitrator has been appointed, the parties shall be notified of deadlines for the submission of briefs and documentary evidence, as determined by the arbitrator. There shall be no discovery or hearing unless the parties agree to engage in limited discovery and/or a hearing. Also, the arbitrator can determine, without the consent of the parties, that a limited hearing is necessary.

C. The Company’s waiver of any rights provided in this Article is not a waiver of that right or other rights at a later date.

ARTICLE 7

TERRITORY

The territorial limits of this Contract shall be identical with those of the Company’s Policies.

ARTICLE 8

EXCLUSIONS

A. This Contract shall not apply to and specifically excludes:

1. Liability assumed by the Company under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Company’s request and reinsured 100% by the Company shall not be excluded hereunder.

2. It is agreed that this Contract excludes all liability of the Company arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any insolvency fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund or other arrangement, howsoever denominated, established or governed, which provides for any assessment of or payment or assumption by the Company of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee or other obligation in whole or in part.

3. Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause.

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that the information is not material and is of the type that the registrant treats as private or confidential.

4. Financial guarantee and insolvency.

5. Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached to and forming part of this Contract.

6. Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached to and forming part of this Contract.

7. Flood, when written as such.

8. Earthquake, when written as such.

9. Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) NMA2930A, attached to and forming part of this Contract.

10. All assessments from Citizens Property Insurance Corporation or the Florida Hurricane Catastrophe Fund (hereinafter “FHCF”).

11. Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance) LMA5503, attached to and forming part of this Contract.

12. Loss as excluded under the attached Cyber Loss Limited Exclusions Clause (Property Treaty Reinsurance) No. 1 LMA5410 attached to and forming part of this Contract.

B. However, should any arbitration panel or any judicial, regulatory, or legislative entity having legal jurisdiction invalidate any exclusion in the Company’s Policy or the underlying Policy on which the Company’s Policy follows form, any amount of loss for which the Company is liable because of such invalidation shall not be excluded hereunder.

C. The exclusions enumerated above shall not apply when they are merely Incidental to the main operations of the insured, provided such main operations are covered by the Company and are not themselves excluded from the scope of this Contract. The Company shall determine what is “Incidental.”

D. Should the Company, by reason of an inadvertent act, error, or omission, be bound to afford coverage excluded hereunder or should an existing insured extend its operations to include coverage excluded hereunder, the Reinsurer shall waive the exclusion(s). The duration of said waiver shall not extend beyond the time that notice of such coverage has been received by the responsible underwriting authority of the Company plus the minimum time period required thereafter for the Company to terminate such coverage.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 9

SPECIAL ACCEPTANCE

A. From time to time the Company may request a special acceptance of reinsurance falling outside the scope of the provisions of this Contract. Within three days of receipt of such a request, each Subscribing Reinsurer shall accept such request, ask for additional information, or reject the request. Any reinsurance that is specially accepted by the Reinsurer shall be covered under this Contract and shall be subject to the terms hereof, except as such terms shall be modified by the special acceptance. If a Subscribing Reinsurer fails to respond to a special acceptance request within three days, the Subscribing Reinsurer shall be deemed to have agreed to the special acceptance.

B. Notwithstanding paragraph A above, if Subscribing Reinsurers under each Excess Layer with total percentage shares in the interests and liabilities of the Reinsurer of 50.0% or greater for that Excess Layer agree to a special acceptance, such special acceptance shall be binding on all Subscribing Reinsurers with respect to their respective shares for that Excess Layer. If such percentage agreement is not achieved, such special acceptance shall be made to the Excess Layer only with respect to the interests and liabilities of each Subscribing Reinsurer for that Excess Layer that agrees to the special acceptance.

C. In the event a reinsurer becomes a party to this Contract subsequent to one or more special acceptances hereunder, the new reinsurer shall automatically accept such special acceptance(s) as being covered hereunder. Further, if one or more Subscribing Reinsurers under this Contract agreed to special acceptance(s) under the contract being replaced by this Contract, such special acceptance(s) shall be automatically covered hereunder with respect to the interests and liabilities of such Subscribing Reinsurer(s).

ARTICLE 10

PREMIUM

A. As respects each Excess Layer hereunder, the premium to be paid to the Reinsurer shall be calculated at the rates set out below multiplied by the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 with respect to the business covered hereunder, subject to the minimum and deposit premiums stated hereunder:

PREMIUM SCHEDULE
Layer	Adjustment Rate			Deposit Premium		Minimum Premium
First Layer		[***]	%	$	[***]	$	[***]
Second Layer		[***]	%	$	[***]	$	[***]
Third Layer		[***]	%	$	[***]	$	[***]
Fourth Layer		[***]	%	$	[***]	$	[***]
Fifth Layer		[***]	%	$	[***]	$	[***]
Sixth Layer		[***]	%	$	[***]	$	[***]

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

B. As respects each Excess Layer hereunder, the Company shall pay the Reinsurer a deposit premium for the term of this Contract, to be paid in equal installments as set out below:

Layer	July 1,2024		September 1, 2024		December 1, 2024
First Layer	$	[***]	$	[***]	$	[***]
Second Layer	$	[***]	$	[***]	$	[***]
Third Layer	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]

C. Notwithstanding the foregoing, in the event the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 for subject business is greater than or equal to [***]% and less than or equal to [***]% of the original estimate as set forth in paragraph E below, there shall be no additional premium due the Reinsurer or return premium due the Company. However, in the event the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is less than [***]% or greater than [***]% of the original estimate as set forth in paragraph E below then the additional premium due the Reinsurer or return premium due the Company shall be determined by the following:

1. If the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is greater than [***]% of the original estimate as set forth in paragraph E below, the additional premium due the Reinsurer shall be determined by multiplying the percent, shown as Adjustment Rate for that Excess Layer, computed in accordance with paragraph A above, by the difference between [***]% of the original estimate as outlined in paragraph E below and the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024.

2. If the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss at September 30, 2024 is less than [***]% of the original estimate as set forth in paragraph E below, the return premium due the Company shall be determined by multiplying the percent, shown as Adjustment Rate for that Excess Layer computed in accordance with paragraph A above, by the difference between the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 and [***]% of the original estimate as set forth in paragraph E below, subject to the amount, shown as “Minimum Premium” for that Excess Layer in accordance with paragraph A above.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

D. Hurricane Models include secondary uncertainty, standard hurricane frequencies and demand surge. Hurricane Models exclude storm surge.

E. The Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is estimated at $[***] as of September 30, 2024 (average of $[***] [100-year] and $[***] [20-year]).

F. Within 90 days after the termination or expiration of this Contract, the Company shall provide a report to the Reinsurer setting forth the premium due hereunder for each Excess Layer, computed in accordance with paragraph C above, and any additional premium due the Reinsurer or return premium due the Company for each such Excess Layer shall be remitted within 30 days of its receipt of said report.

G. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

H. Notwithstanding any provision to the contrary within this Contract, the Company undertakes that the deposit premium will be paid to the Subscribing Reinsurer when due. Premium received by the Intermediary shall constitute premium received by the Subscribing Reinsurer.

J. If the premium due under this Contract is not paid to the Subscribing Reinsurer, after a thirty (30) day grace period from the installment due date, the Subscribing Reinsurer shall have the right to terminate this Contract by notifying the Company via the Intermediary in writing to cancellation@guycarp.com. If the premium payment is received within ten (10) days of the notice of termination, the termination shall be deemed rescinded.

ARTICLE 11

DEFINITIONS

A. 1. “Ultimate Net Loss” means the actual loss paid by the Company or which the Company becomes liable to pay, such loss to include Loss Adjustment Expense, 90% of any Extra Contractual Obligation and 90% of any Loss in Excess of Policy Limits as defined in the Extra Contractual Obligations/Excess of Policy Limits Article. In no event, however, shall more than 25% of “Ultimate Net Loss” for any one Loss Occurrence be comprised of Extra Contractual Obligations and Loss in Excess of Policy Limits.

2. Salvages and all recoveries (including amounts due from all reinsurances that inure to the benefit of this Contract, whether recovered or not), shall be first deducted from such loss to arrive at the amount of liability attaching hereunder.

3. All salvages, recoveries or payments recovered or received subsequent to loss settlement hereunder shall be applied as if recovered or received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

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that the information is not material and is of the type that the registrant treats as private or confidential.

4. The Company shall be deemed to be “liable to pay” a loss when a judgment has been rendered that the Company does not plan to appeal, and/or the Company has obtained a release, and/or the Company has accepted a proof of loss and/or the Company has made a commitment to pay, and/or the Company has scheduled the payment of the loss.

5. Nothing in this clause shall be construed to mean that losses are not recoverable hereunder until the Company’s “Ultimate Net Loss” has been ascertained.

6. Loss Adjustment Expense incurred in obtaining salvages or recoveries, or in the reduction or reversal of any award or judgment, shall be apportioned between the Company and the Reinsurer in the proportion that each benefits from such salvage, recovery, reduction or reversal. However, if such expense exceeds the amount recovered, the expense shall be included in Ultimate Net Loss

B. “Loss Adjustment Expense” means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

1. court costs;

2. costs of supersedeas and appeal bonds;

3. monitoring counsel expenses;

4. legal expenses and costs incurred in connection with coverage questions and legal actions connected thereto, including but not limited to declaratory judgment actions;

5. post-judgment interest;

6. pre-judgment interest, unless included as part of an award or judgment;

7. a pro rata share of salaries and expenses of Company field employees, calculated in accordance with the time occupied in adjusting such loss, and expenses of other Company employees who have been temporarily diverted from their normal and customary duties and assigned to the field adjustment of losses covered by this Contract;

8. expenses of the Company officials incurred in connection with losses covered by this Contract;

9. advertising or other extraordinary communication expenses incurred as a result of a covered Loss Occurrence;

10. extraordinary expenses arising out of a covered loss occurrence, whether or not they are allocable to a specific claim; and

11. subrogation, salvage and recovery expenses.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Loss Adjustment Expense” does not include salaries and expenses of the Company’s employees and officials except as provided in subparagraphs (7) and (8) above, and office and other overhead expenses.

C. 1. “Loss Occurrence” means the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event. However, the duration and extent of any one “Loss Occurrence” shall be limited to all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event except that the term “Loss Occurrence” shall be further defined as follows:

a. As regards any “Named Storm,” all individual losses sustained by the Company arising out of and directly occasioned by such “Named Storm,” without regard to the limitations of duration and extent set forth above. “Named Storm” means any storm or storm system declared by the US National Hurricane Center, US Central Pacific Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service to be a tropical depression, tropical storm or hurricane, and any successors thereof. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm,” once it has merged. A “Named Storm” shall be deemed to begin at the effective time and date of the first watch, warning or other official advisory applicable to such tropical storm, or hurricane, issued by the above referenced governmental meteorological agencies. A “Named Storm” shall be deemed to end 120 hours after the cancellation of the last watch, warning or other official advisory applicable to such tropical storm, hurricane or successor, issued by the above referenced governmental meteorological agencies irrespective of the duration of the timing or spacing between such watches, warnings or other official advisories. If two or more storms are assigned different names by the above-referenced governmental meteorological agencies, each of those storms shall constitute a separate event for purposes of this definition.

b. As regards windstorm, hail, tornado, cyclone, including ensuing collapse and water damage other than “Named Storm,” all individual losses sustained by the Company occurring during any period of 120 consecutive hours arising out of and directly occasioned by the same event.

c. As regards earthquake and fire following directly occasioned by the earthquake, those earthquake losses and individual fire losses that commence during the period of 168 consecutive hours may be included in the Company’s “Loss Occurrence.”

d. As regards firestorms, brush fires and any other fires or series of fires, irrespective of origin, all individual losses sustained by the Company and designated by the Company as forming part of one “Loss Occurrence”, which occur during any period of 168 consecutive hours within an area with a 250 mile radius, the center point of which will be chosen by the Company, may be included in the Company’s Loss Occurrence.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

e. As regards “freeze,” only individual losses directly occasioned by collapse, breakage of glass and water damage (caused by bursting of frozen pipes and tanks or freezing and/or melting snow or sleet) may be included in the Company’s “Loss Occurrence.”

2. Except as provided in subparagraph (1)(a) above:

a. The Company may choose the date and time when any such period of consecutive hours commences provided that it is not earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

b. Only one period of consecutive hours shall apply with respect to one event.

3. Losses arising from a combination of two or more perils as a result of the same event shall be considered as having arisen from one “Loss Occurrence.” Furthermore, all losses arising from an event involving a combination of losses described in subparagraphs (1)(a) and (1)(b) may be considered as having arisen from one “Loss Occurrence.” Notwithstanding the foregoing, the hourly limitations as stated above shall not be exceeded as respects the applicable perils, and, except as respects those “Loss Occurrences” involving a “Named Storm” referred to in subparagraph (1)(a) above, no single “Loss Occurrence” shall encompass a time period greater than 120 consecutive hours as respects subparagraph (1)(b) and 168 consecutive hours as respects subparagraphs (1), (1)(c), (1)(d) and (1)(e).

D. “Policy(ies)” means any binder, policy, or contract of insurance or reinsurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Company.

ARTICLE 12

REINSTATEMENT

A. Loss payments under each excess layer of this Contract shall reduce the limit of coverage afforded by the amounts paid, but the limit of coverage shall be reinstated from the time of the Loss Occurrence, and for each amount so reinstated, the Company agrees to pay, simultaneously with the Reinsurer’s loss payment, an additional premium calculated at pro rata of the Reinsurer’s premium for that layer for the term of this Contract, being pro rata as to the fraction of the Reinsurer’s limit of liability under the layer so reinstated. Nevertheless, the Reinsurer’s liability hereunder shall not exceed the amounts specified in the Retention and Limit Article.

B. If at the time of a loss settlement hereon the reinsurance premium, as calculated in accordance with the Premium Article, is unknown, the above calculation of reinstatement premium shall be based upon the deposit premium, subject to adjustment when the reinsurance premium is finally established.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 13

FLORIDA HURRICANE CATASTROPHE FUND

A. As respects Loss Occurrences subject to this Contract, any loss reimbursement recoverable by the Company under the Florida Hurricane Catastrophe Fund (FHCF), shall be deducted in determining Ultimate Net Loss under this Contract, subject to the following:

1. The full reimbursement amount due from the FHCF for coverage under the Mandatory Layer, based on statutory limits of coverage as of June 1, shall be deemed recovered by the Company, whether or not actually received from the FHCF and whether or not reduced because of the FHCF’s inability to pay.

2. Any other FHCF recoveries shall be disregarded for purposes of determining ultimate net loss subject to this Contract.

3. For purposes of allocating recoveries from the FHCF with respect to each Loss Occurrence, only amounts recoverable by applying the pay-out and retention multiples for the FHCF prior to any reduction in retention due to multiple Loss Occurrences in the same annual period shall be included in calculating the deduction from Ultimate Net Loss.

4. If the Company’s aggregate limit of FHCF reimbursement coverage is exhausted from Loss Occurrences commencing during the term of this Contract, and the FHCF, as applicable, does not designate the portion of said limit allocable to each Loss Occurrence, the total FHCF reimbursement received shall be allocated to each individual Loss Occurrence in the proportion that the Company’s losses in that Loss Occurrence bear to the Company’s total losses arising out of all Loss Occurrences to which the reimbursement applies.

5. For purposes of loss recoveries under this Contract prior to the final determination of the Company’s retention and limit under the FHCF, FHCF coverage shall be calculated using the Company’s respective “Projected Payout Multiple” under the FHCF. Upon determination of the Company’s retention and limit under the FHCF, losses will be adjusted, recognizing any adjustment to the “Projected Payout Multiple” caused by a change in the Aggregate Mandatory FHCF Premium or any other adjustments as required by statute to determine the final FHCF layer, but disregarding any change due to a decrease in the statutory limit.

B. Any FHCF reimbursement premiums paid by the Company for FHCF layers that inure to the benefit of this Contract shall be deemed to be premiums paid for inuring reinsurance.

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. Any change to the FHCF resulting from the 2024 Session of the Florida Legislature or rating methodology, if it produces a change in FHCF structure of greater than 10% of FHCF cover provided, may, at the Company’s option, result in the restructuring and re-rating of this Contract at terms to be mutually agreed.

ARTICLE 14

EXTRA CONTRACTUAL OBLIGATIONS/EXCESS OF POLICY LIMITS

A. This Contract shall cover Extra Contractual Obligations, as provided in the definition of Ultimate Net Loss. “Extra Contractual Obligations” shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

B. This Contract shall cover Loss in Excess of Policy Limits, as provided in the definition of Ultimate Net Loss. “Loss in Excess of Policy Limits” shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

C. An Extra Contractual Obligation and/or Loss in Excess of Policy Limits shall be deemed to have occurred on the same date as the loss covered under the Company’s Policy, and shall constitute part of the original loss.

D. For the purposes of the Loss in Excess of Policy Limits coverage hereunder, the word “Loss” shall mean any amounts for which the Company would have been contractually liable to pay had it not been for the limit of the original Policy.

E. Loss Adjustment Expense in respect of Extra Contractual Obligations and/or Loss in Excess of Policy Limits shall be covered hereunder in the same manner as other Loss Adjustment Expense.

F. However, this Article shall not apply where the loss has been incurred due to final legal adjudication of fraud of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the presentation, defense or settlement of any claim covered hereunder.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

G. In no event shall coverage be provided to the extent not permitted under law.

ARTICLE 15

NET RETAINED LIABILITY

A. This Contract applies only to that portion of any loss that the Company retains net for its own account (prior to deduction of any reinsurance that inures solely to the benefit of the Company).

B. The amount of the Reinsurer’s liability hereunder in respect of any loss or losses shall not be increased by reason of the inability of the Company to collect from any other reinsurer(s), whether specific or general, any amounts that may have become due from such reinsurer(s), whether such inability arises from the insolvency of such other reinsurer(s) or otherwise.

ARTICLE 16

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the respective Policies of the Company. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

ARTICLE 17

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

ARTICLE 18

NOTICE OF LOSS AND LOSS SETTLEMENTS

A. The Company shall advise the Reinsurer promptly of all losses that, in the opinion of the Company, may result in a claim hereunder and of all subsequent developments thereto that may materially affect the position of the Reinsurer. Such reports shall include the Company’s cash flow projection for loss payments resulting from a Loss Occurrence. Such projection shall include the amount of an Advance that the Company estimates will cover anticipated loss payments during the 30 day period immediately following the date of the Company’s report. “Advance” means an amount that, in the opinion of the Company, the Reinsurer will become liable to pay to the Company hereunder. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay to the Company Advance(s).

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

B. The Company alone and at its full discretion shall adjust, settle or compromise all claims and losses.

C. As respects losses subject to this Contract, all loss settlements made by the Company, whether under strict Policy terms or by way of compromise, and any Extra Contractual Obligations and/or Loss in Excess of Policy Limits, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay or allow, as the case may be, its share of each such settlement immediately upon receipt of proof of loss. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay Advances to the Company, as follows:

1. The Reinsurer shall pay an Advance to the Company within five days after receipt of a cash flow projection report from the Company, as described in paragraph A of this Article.

2. At 14-day intervals thereafter, the Company shall report to the Reinsurer its cash flow projection for the 30 day period immediately following each such report. The Reinsurer shall continue to pay Advances to the Company within five days after receipt of each such report. Such updates and payments shall continue until the Company informs the Reinsurer that it no longer requires Advances for that Loss Occurrence.

ARTICLE 19

LATE PAYMENTS

A. In the event any payment due either party is not received by the Intermediary by the payment due date, the party to whom payment is due may, by notifying the Intermediary in writing, require the debtor party to pay, and the debtor party agrees to pay, an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

1. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

2. 1/365th of the sum of the prime rate of interest in effect at Citibank, 399 Park Avenue, New York, New York, on the first business day of the month for which the calculation is made, plus 3%; times

3. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due, plus interest penalties, has been received by the Intermediary.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

B. The due date shall, for purposes of this Article, be determined as follows:

1. Payments from the Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Reinsurer, and shall be overdue 30 days thereafter.

2. Payments from the Company to the Reinsurer shall be due on the dates specified within this Contract. Payments shall be overdue 30 days thereafter except for the first installment of premium, if applicable, which shall be overdue 60 days from inception or 30 days from final line-signing, whichever the later. Reinstatement premium, if applicable, shall have as a due date the date when the Company receives payment for the claim giving rise to such reinstatement premium, and payment shall be overdue 30 days thereafter. In the event a due date is not specifically stated for a given payment, the overdue date shall be 30 days following the date of billing.

C. If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date as defined in paragraph B shall be deemed to be the date upon which the Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

D. Should the Reinsurer dispute a claim presented by the Company and the timeframes set out in paragraph B be exceeded, interest as stipulated in paragraph A shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

E. In the event arbitration is necessary to settle a dispute, the panel shall have the authority to make a determination awarding interest to the prevailing party. Interest, if any, awarded by the panel shall supersede the interest amounts outlined herein.

F. Any interest owed pursuant to this Article may be waived by the party to which it is owed. Waiver of such interest, however, shall not affect the waiving party’s rights to other interest amounts due as a result of this Article.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 20

OFFSET

The Company and the Reinsurer may offset any balance or amount due from one party to the other under this Contract or any other contract heretofore or hereafter entered into between the Company and the Reinsurer, whether acting as assuming reinsurer or ceding company. This provision shall not be affected by the insolvency of either party to this Contract.

ARTICLE 21

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

ARTICLE 22

UNAUTHORIZED REINSURANCE

A. This Article applies:

1. only to the extent a Subscribing Reinsurer does not qualify for credit with any insurance regulatory authority having jurisdiction over the Company’s reserves, or

2. to a Subscribing Reinsurer qualified as a reciprocal jurisdiction reinsurer with any such insurance regulatory authority in the event such Subscribing Reinsurer resists enforcement of a final judgment that is enforceable under the law of the jurisdiction in which it was obtained or a properly enforceable arbitration award, whether obtained by the Company or by its legal successor on behalf of its resolution estate, in which case such Subscribing Reinsurer shall fund 100% of its share of the Reinsurer’s Obligations as hereinafter provided.

B. The Company agrees, in respect of its Policies or bonds falling within the scope of this Contract, that when it files with its insurance regulatory authority, or sets up on its books liabilities as required by law, it shall forward to the Reinsurer a statement showing the proportion of such liabilities applicable to the Reinsurer. The “Reinsurer’s Obligations” shall be defined as follows:

1. unearned premium (if applicable);

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. outstanding losses that have been reported to the Reinsurer and Loss Adjustment Expense relating thereto;

3. losses and Loss Adjustment Expense paid by the Company but not recovered from the Reinsurer;

4. losses incurred but not reported and Loss Adjustment Expense relating thereto;

5. all other amounts for which the Company cannot take credit on its financial statements unless funding is provided by the Reinsurer.

C. The Reinsurer’s Obligations shall be funded by funds withheld, cash advances, Trust Agreement or a Letter of Credit (LOC). The Reinsurer shall have the option of determining the method of funding provided it is acceptable to the Company and insurance regulatory authorities having jurisdiction over the Company’s reserves.

D. When funding by Trust Agreement, the Reinsurer shall ensure that the Trust Agreement complies with the provisions of the “Trust Agreement Requirements Clause” attached hereto. When funding by a LOC, the Reinsurer agrees to apply for and secure timely delivery to the Company of a clean, irrevocable and unconditional LOC issued by a bank and containing provisions acceptable to the insurance regulatory authorities having jurisdiction over the Company’s reserves in an amount equal to the Reinsurer’s Obligations. Such LOC shall be issued for a period of not less than one year, and shall be automatically extended for one year from its date of expiration or any future expiration date unless 30 days (or such other time period as may be required by insurance regulatory authorities), prior to any expiration date the issuing bank shall notify the Company by certified or registered mail that the issuing bank elects not to consider the LOC extended for any additional period.

E. The Reinsurer and the Company agree that any funding provided by the Reinsurer pursuant to the provisions of this Contract may be drawn upon at any time, notwithstanding any other provision of this Contract, and be utilized by the Company or any successor, by operation of law, of the Company including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Company, for the following purposes, unless otherwise provided for in a separate Trust Agreement:

1. to reimburse the Company for the Reinsurer’s Obligations, the payment of which is due under the terms of this Contract and that has not been otherwise paid;

2. to make refund of any sum that is in excess of the actual amount required to pay the Reinsurer’s Obligations under this Contract (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement);

3. to fund an account with the Company for the Reinsurer’s Obligations. Such cash deposit shall be held in an interest bearing account separate from the Company’s other assets, and interest thereon not in excess of the prime rate shall accrue to the benefit of the Reinsurer. Any taxes payable on accrued interest shall be paid out of the assets in the account that are in excess of the Reinsurer’s Obligations (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement). If the assets are inadequate to pay taxes, any taxes due shall be paid or reimbursed by the Reinsurer;

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that the information is not material and is of the type that the registrant treats as private or confidential.

4. to pay the Reinsurer’s share of any other amounts the Company claims are due under this Contract.

F. If the amount drawn by the Company is in excess of the actual amount required for subparagraph E(1) or E(3), or in the case of subparagraph E(4), the actual amount determined to be due, the Company shall promptly return to the Reinsurer the excess amount so drawn. All of the foregoing shall be applied without diminution because of insolvency on the part of the Company or the Reinsurer.

G. The issuing bank shall have no responsibility whatsoever in connection with the propriety of withdrawals made by the Company or the disposition of funds withdrawn, except to ensure that withdrawals are made only upon the order of properly authorized representatives of the Company.

H. At annual intervals, or more frequently at the discretion of the Company, but never more frequently than quarterly, the Company shall prepare a specific statement of the Reinsurer’s Obligations for the sole purpose of amending the LOC or other method of funding, in the following manner:

1. If the statement shows that the Reinsurer’s Obligations exceed the balance of the LOC, as of the statement date, the Reinsurer shall, within 30 days after receipt of the statement, secure delivery to the Company of an amendment to the LOC increasing the amount of credit by the amount of such difference. Should another method of funding be used, the Reinsurer shall, within the time period outlined above, increase such funding by the amount of such difference.

2. If, however, the statement shows that the Reinsurer’s Obligations are less than the balance of the LOC (or that 102% of the Reinsurer’s Obligations are less than the trust account balance if funding is provided by a Trust Agreement), as of the statement date, the Company shall, within 30 days after receipt of written request from the Reinsurer, release such excess credit by agreeing to secure an amendment to the LOC reducing the amount of credit available by the amount of such excess credit. Should another method of funding be used, the Company shall, within the time period outlined above, decrease such funding by the amount of such excess.

ARTICLE 23

TAXES

A. In consideration of the terms under which this Contract is issued, the Company undertakes not to claim any deduction of the premium hereon when making Canadian tax returns or when making tax returns, other than Income or Profits Tax returns, to any state or territory of the United States of America or to the District of Columbia.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

B.  1. Each Subscribing Reinsurer has agreed to allow, for the purpose of paying the Federal Excise Tax, the applicable percentage of the premium payable hereon (as imposed under the Internal Revenue Code) to the extent such premium is subject to Federal Excise Tax.

2. In the event of any return of premium becoming due hereunder, the Subscribing Reinsurer shall deduct the applicable percentage of the premium from the amount of the return, and the Company or its agent should take steps to recover the Tax from the U.S. Government.

ARTICLE 24

ACCESS TO RECORDS

A. The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Contract during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Contract or after the expiration of this Contract. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

C. Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

D. For purposes of this Article:

1. “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

2. “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in-house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

3. “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

ARTICLE 25

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

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that the information is not material and is of the type that the registrant treats as private or confidential.

4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

provided any party receiving such Confidential Information under subparagraphs B(1), B(3) and B(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure and to use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

ARTICLE 26

INDEMNIFICATION AND ERRORS AND OMISSIONS

A. The Reinsurer is reinsuring, subject to the terms and conditions of this Contract, the obligations of the Company under any Policy. The Company shall be the sole judge as to:

1. what shall constitute a claim or loss covered under any Policy;

2. the Company’s liability thereunder;

3. the amount or amounts that it shall be proper for the Company to pay thereunder.

B. The Reinsurer shall be bound by the judgment of the Company, subject to the terms and conditions of this Contract, as to the obligation(s) and liability(ies) of the Company under any Policy.

C. Any inadvertent error, omission or delay in complying with the terms and conditions of this Contract shall not be held to relieve either party hereto from any liability that would attach to it hereunder if such error, omission or delay had not been made, provided such error, omission or delay is rectified immediately upon discovery.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 27

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or (2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then, and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 28

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 29

SERVICE OF SUIT

A. This Article applies only to those Subscribing Reinsurers not domiciled in the United States of America, and/or not authorized in any state, territory and/or district of the United States of America where authorization is required by insurance regulatory authorities.

B. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

C. In the event of the failure of the Reinsurer to perform its obligations hereunder, the Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Reinsurer, once the appropriate court is selected, whether such court is the one originally chosen by the Company and accepted by the Reinsurer or is determined by removal, transfer, or otherwise, as provided for above, shall comply with all requirements necessary to give said court jurisdiction and, in any suit instituted against the Reinsurer upon this Contract, shall abide by the final decision of such court or of any appellate court in the event of an appeal.

D. Service of process in such suit may be made upon:

1. as respects Underwriting Members of Lloyd’s, London: Lloyd’s America, Inc., Attention: Legal Department, 280 Park Avenue, East Tower, 25^th Floor, New York, New York 10017;

2. as respects any other Subscribing Reinsurer: Messrs. Mendes and Mount, 750 Seventh Avenue, New York, New York 10019-6829, or another party specifically designated in the Subscribing Reinsurer’s Interests and Liabilities Agreement attached hereto.

The above-named are authorized and directed to accept service of process on behalf of the Reinsurer in any such suit.

E. Further, pursuant to any statute of any state, territory or district of the United States that makes provision therefor, the Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance, or other officer specified for that purpose in the statute, or his successor or successors in office, as its true and lawful attorney upon whom

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that the information is not material and is of the type that the registrant treats as private or confidential.

may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract, and hereby designates the above-named as the person to whom the said officer is authorized to mail such process or a true copy thereof.

ARTICLE 30

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that Reinsurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America.

ARTICLE 31

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

ARTICLE 32

ENTIRE AGREEMENT

This Contract sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

ARTICLE 33

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 34

INTERMEDIARY

Guy Carpenter & Company, LLC, is hereby recognized as the Intermediary negotiating this Contract for all business hereunder. All communications (including notices, statements, premiums, return premiums, commissions, taxes, losses, Loss Adjustment Expenses, salvages, and loss settlements) relating thereto shall be transmitted to the Company or the Reinsurer through the Intermediary. Payments by the Company to the Intermediary shall be deemed payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be deemed payment to the Company only to the extent that such payments are actually received by the Company.

ARTICLE 35

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

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that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the Company has caused this Contract to be executed by its duly authorized representative(s), who also confirms the Company’s review of and agreement to be bound by the terms and conditions of the Interests and Liabilities Agreements attached to and forming part of this Contract, this 24 day of July, in the year of 2024.

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

including any and/or all companies that are or may hereafter become affiliated therewith

/s/ Matt Larson    Senior Vice President of Risk Management

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

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that the information is not material and is of the type that the registrant treats as private or confidential.

NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - U.S.A.

1. This Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

2. Without in any way restricting the operation of paragraph (1) of this clause, this Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

I. Nuclear reactor power plants including all auxiliary property on the site, or

II. Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

III. Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

IV. Installations other than those listed in paragraph (2) III above using substantial quantities of radioactive isotopes or other products of nuclear fission.

3. Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate

(a) where Reassured does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

4. Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

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that the information is not material and is of the type that the registrant treats as private or confidential.

5. It is understood and agreed that this clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Reassured to be the primary hazard.

6. The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

7. Reassured to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that

(a) all policies issued by the Reassured on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Reassured on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

12/12/57

NMA 1119

NOTES:	Wherever used herein the terms:
	“Reassured”	shall be understood to mean “Company”, “Reinsured”, “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement”, “Contract”, “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers”, “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS & SYNDICATES EXCLUSION CLAUSE (CATASTROPHE)

It is hereby understood and agreed that:

A. This Contract excludes loss or liability arising from:

1. Business derived directly or indirectly from any pool, association, or syndicate which maintains its own reinsurance facilities. This subparagraph 1 shall not apply with respect to:

a. Residual market mechanisms created by statute. This Contract shall not extend, however, to afford coverage for liability arising from the inability of any other participant or member in the residual market mechanism to meet its obligations, nor shall this Contract extend to afford coverage for liability arising from any claim against the residual market mechanism brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract). For the purposes of this Clause, the California Earthquake Authority shall be deemed to be a “residual market mechanism.”

b. Inter-agency or inter-government joint underwriting or risk purchasing associations (however styled) created by or permitted by statute or regulation.

2. Those perils insured by the Company that the Company knows, at the time the risk is bound, to be insured by or in excess of amounts insured or reinsured by any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks. This subparagraph 2 shall not apply:

a. If the total insured value over all interests of the risk is less than $[***].

b. To interests traditionally underwritten as Inland Marine or Stock or Contents written on a blanket basis.

c. To Contingent Business Interruption liability, except when it is known to the Company, at the time the risk is bound, that the key location is insured by or through any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks; unless the total insured value over all interests of the risk is less than $[***].

B. With respect to loss or liability arising from the Company’s participation or membership in any residual market mechanism created by statute, the Company may include in its ultimate net loss only amounts for which the Company is assessed as a direct consequence of a covered loss occurrence, subject to the following provisions:

1. Recovery is limited to perils otherwise protected hereunder.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event the terms of the Company’s participation or membership in any such residual market mechanism permit the Company to recoup any such direct assessment attributed to a loss occurrence by way of a specific policy premium surcharge or similar levy on policyholders, the amount received by the Company as a result of such premium surcharge or levy shall reduce the Company’s ultimate net loss for such loss occurrence.

3. The result of any rate increase filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall have no effect on the Company’s ultimate net loss for any covered loss occurrence.

4. The result of any premium tax credit filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall reduce the Company’s ultimate net loss for any covered loss occurrence.

5. The Company may not include in its ultimate net loss any amount resulting from an assessment that, pursuant to the terms of the Company’s participation or membership in the residual market mechanism, the Company is required to pay only after such assessment is collected from the policyholder.

6. The ultimate net loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of a residual market mechanism nor any fines or penalties imposed on the Company for late payment.

7. If, however, a residual market mechanism only provides for assessment based on an aggregate of losses in any one contract or plan year of said mechanism, then the amount of that assessment to be included in the ultimate net loss for any one loss occurrence shall be determined by multiplying the Company’s share of the aggregate assessment by a factor derived by dividing the Company’s ultimate net loss (net of the assessment) with respect to the loss occurrence by the total of all of its ultimate net losses (net of assessments) from all loss occurrences included by the mechanism in determining the assessment.

8/1/2012

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that the information is not material and is of the type that the registrant treats as private or confidential.

TERRORISM EXCLUSION

(Property Treaty Reinsurance)

Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, it is agreed that this reinsurance agreement excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any act of terrorism, as defined herein, regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

An act of terrorism includes any act, or preparation in respect of action, or threat of action designed to influence the government de jure or de facto of any nation or any political division thereof, or in pursuit of political, religious, ideological, or similar purposes to intimidate the public or a section of the public of any nation by any person or group(s) of persons whether acting alone or on behalf of or in connection with any organisation(s) or government(s) de jure or de facto, and which:

(i) involves violence against one or more persons; or

(ii) involves damage to property; or

(iii) endangers life other than that of the person committing the action; or

(iv) creates a risk to health or safety of the public or a section of the public; or

(v) is designed to interfere with or to disrupt an electronic system.

This reinsurance agreement also excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any action in controlling, preventing, suppressing, retaliating against, or responding to any act of terrorism.

19/12/01

NMA2930A

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that the information is not material and is of the type that the registrant treats as private or confidential.

LIMITED COMMUNICABLE DISEASE EXCLUSION NO. 2

(PROPERTY TREATY REINSURANCE)

1. Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2. Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly caused by or arising from any of the following perils: fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, rainstorm, hail, tornado, cyclone, typhoon, hurricane, earthquake, seaquake, seismic and/or volcanic disturbance/eruption, tsunami, flood, freeze, ice storm, weight of snow or ice, avalanche, meteor/asteroid impact, landslip, landslide, mudslide, bush fire, forest fire, riot, riot attending a strike, civil commotion, vandalism and malicious mischief.

Definitions

3. Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

3.1 the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

3.2 the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

3.3 the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

4. Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5503

15 May 2020

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that the information is not material and is of the type that the registrant treats as private or confidential.

CYBER LOSS LIMITED EXCLUSION CLAUSE (PROPERTY TREATY REINSURANCE) NO. 1

1 Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, this reinsurance agreement excludes all loss, damage, liability, cost or expense of whatsoever nature directly or indirectly caused by, contributed to by, resulting from, arising out of or in connection with:

1.1 any loss of, alteration of, or damage to or a reduction in the functionality, availability or operation of a Computer System, unless subject to the provisions of paragraph 2;

1.2 any loss of use, reduction in functionality, repair, replacement, restoration or reproduction of any Data, including any amount pertaining to the value of such Data.

2 Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly occasioned by any of the following perils:

fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, hail, tornado, cyclone, hurricane, earthquake, volcano, tsunami, flood, freeze or weight of snow

Definitions

3 Computer System means any computer, hardware, software, communications system, electronic device (including, but not limited to, smart phone, laptop, tablet, wearable device), server, cloud or microcontroller including any similar system or any configuration of the aforementioned and including any associated input, output, data storage device, networking equipment or back up facility.

4 Data means information, facts, concepts, code or any other information of any kind that is recorded or transmitted in a form to be used, accessed, processed, transmitted or stored by a Computer System.

5 Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5410

06 March 2020

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that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

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EX-10.12

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.12

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

1 of 44

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that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

TABLE OF CONTENTS

Article		Page
	Preamble		4
1	Business Covered		5
2	Retention and Limit		5
3	Other Reinsurance		6
4	Term		6
5	Special Termination		6
6	Run-Off Reinsurers		8
7	Territory		11
8	Exclusions		12
9	Special Acceptance		13
10	Premium		14
11	Definitions		16
12	Reinstatement		19
13	Florida Hurricane Catastrophe Fund		19
14	Extra Contractual Obligations/Excess of Policy Limits		21
15	Net Retained Liability		21
16	Original Conditions		22
17	No Third Party Rights		22
18	Notice of Loss and Loss Settlements		22
19	Late Payments		23
20	Offset		24
21	Currency		24
22	Unauthorized Reinsurance		24
23	Taxes		27
24	Access to Records		27
25	Confidentiality		28
26	Indemnification and Errors and Omissions		29
27	Insolvency		30
28	Arbitration		31
29	Service of Suit		32
30	Sanction Limitation and Exclusion Clause		33
31	Governing Law		33
32	Entire Agreement		34
33	Non-Waiver		34
34	Intermediary		34
35	Mode of Execution		34
	Company Signing Block		36

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that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

TABLE OF CONTENTS

Attachments		Page
	Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - U.S.A.		37
	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)		39
	Terrorism Exclusion		41
	Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance)		42
	Trust Agreement Requirements Clause		43

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that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

(the “Contract”)

of

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

(collectively, the “Company”)

by

THE SUBSCRIBING REINSURER(S) IDENTIFIED

IN THE INTERESTS AND LIABILITIES AGREEMENT(S)

ATTACHED TO AND FORMING PART OF THIS CONTRACT

(the “Reinsurer”)

PREAMBLE

A. For purposes of sending and receiving notices and payments required by this Contract, Slide Insurance Company (“Slide Insurance”) shall be the distributor or recipient, as the case may. In no event, however, will Slide Insurance be deemed the agent of any member company.

B. While having no effect on the settlements or liabilities of the parties to this Contract, it is established that:

1. if a Loss Occurrence covered under this Contract involves multiple member companies, Slide Insurance will allocate the Reinsurer’s limit of liability for the Loss Occurrence to each member company involved, proportionately, based on the percentage which the affected member company’s loss bears to the total of all losses contributing to that Loss Occurrence; and

2. with respect to reinsurance premiums due the Reinsurer hereunder, each member company shall be responsible for its proportionate share of the reinsurance premium. The deposit premium, minimum premium, and final reinsurance premium, as determined under the terms of this Contract, shall be apportioned to each member company by Slide Insurance in the same proportion that each member company’s exposure bears to the total subject exposure.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Records of these allocations shall be maintained within Slide Insurance in sufficient detail to identify both the Reinsurer’s loss obligations allocated to each member company and each member company’s share of premium allocation.

ARTICLE 1

BUSINESS COVERED

This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of loss or losses under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company, subject to the terms and conditions herein contained.

ARTICLE 2

RETENTION AND LIMIT

A. For each Excess Layer of reinsurance provided hereunder, the Reinsurer shall be liable in respect of each Loss Occurrence for the Ultimate Net Loss over and above the initial Ultimate Net Loss retention as set forth in the schedule below for the Loss Occurrence, subject to a limit of liability to the Reinsurer for each such Loss Occurrence, and subject further to a limit of liability for all Loss Occurrences commencing during the term of this Contract, as set forth below:

RETENTION AND LIMIT SCHEDULE
Layer	Company’s Retention		Reinsurer’s Limit of Liability
	Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of all Loss Occurrences during the term of this Contract
First Layer	$	[***]	$	[***]	$	[***]
Second Layer	$	[***]	$	[***]	$	[***]
Third Layer	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]
Seventh Layer	$	[***]	$	[***]	$	[***]
Eighth Layer	$	[***]	$	[***]	$	[***]
Ninth Layer	$	[***]	$	[***]	$	[***]

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B. As respects each Loss Occurrence, as respects the:

1. Eighth Layer, the Company’s recoveries hereunder shall first be calculated in respect of the Seventh Layer in accordance with paragraph A above, with consideration of the inuring recoveries under the Seventh Layer as set forth in the Other Reinsurance Article.

2. Ninth Layer, the Company’s recoveries hereunder shall first be calculated in respect of the Seventh Layer and Eighth Layer in accordance with paragraph A above, with consideration of the inuring recoveries under the Seventh and Eighth Layers as set forth in the Other Reinsurance Article.

ARTICLE 3

OTHER REINSURANCE

A. The Company shall maintain Purple Re 2023-1 and 2023-2 Class A catastrophe bonds, recoveries under which shall inure to the benefit of the Seventh, Eighth and Ninth Layers of this Contract.

B. The Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Contract.

C. The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Contract.

ARTICLE 4

TERM

This Contract shall take effect at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, applying to Loss Occurrences commencing during the term of this Contract.

ARTICLE 5

SPECIAL TERMINATION

A. The Company may terminate a Subscribing Reinsurer’s percentage share in this Contract at any time by giving written notice to the Subscribing Reinsurer in the event of any of the following circumstances:

1. The Subscribing Reinsurer ceases underwriting operations.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. A state insurance department or other legal authority orders the Subscribing Reinsurer to cease writing business, or the Subscribing Reinsurer is placed under regulatory supervision.

3. The Subscribing Reinsurer has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

4. The Subscribing Reinsurer’s policyholders’ surplus (or the equivalent under the Subscribing Reinsurer’s accounting system) as reported in such financial statements of the Subscribing Reinsurer as designated by the Company, has been reduced by 20% of the amount thereof at any date during the prior 12-month period (including the period prior to the inception of this Contract).

5. The Subscribing Reinsurer has merged with or has become acquired or controlled by any company, corporation, or individual(s) not controlling the Subscribing Reinsurer’s operations at the inception of this Contract.

6. The Subscribing Reinsurer has retroceded its entire liability under this Contract without the Company’s prior written consent, except for retrocessions to members of the Subscribing Reinsurer’s holding company group.

7. The Subscribing Reinsurer has been assigned an A.M. Best’s rating of less than “A-” and/or an S&P rating of less than “BBB+.” However, as respects Underwriting Members of Lloyd’s, London, a Lloyd’s Market Rating of less than “A-” by A.M. Best and/or less than “BBB+” by S&P shall apply.

8. The Subscribing Reinsurer has transferred or delegated its claims-paying authority, as respects business subject to this Contract, to an unaffiliated entity; however, agreement by a Lloyd’s syndicate to follow claim settlement procedures under the Lloyd’s Claims Scheme (Combined) shall not constitute a transfer or delegation of its claims-paying authority for purposes of this subparagraph.

9. The Subscribing Reinsurer engages in the process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time.

10. The Subscribing Reinsurer in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

11. The Subscribing Reinsurer has failed to post or maintain required collateral to secure its obligations as required under this Contract, and has not cured such deficiency within 30 days following written notice thereof from the Company.

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that the information is not material and is of the type that the registrant treats as private or confidential.

12. There is a severance or obstruction of free and unfettered communication and/or normal commercial and/or financial intercourse between the country in which the Company is incorporated and the country in which the Subscribing Reinsurer is incorporated or has its principal office, as a result of war, currency regulation, or any circumstance arising out of political, financial or economic emergency.

13. The Subscribing Reinsurer resides or is incorporated in countries where any regulation, whether by decree or otherwise, be enforced by the government which shall restrict or prohibit its performance of any or all of its obligations under this Contract or any contract in consideration of which this Contract has been completed.

B. Termination shall be effected on a cut-off basis and the Subscribing Reinsurer shall have no liability for Loss Occurrences commencing after the date of termination. The reinsurance premium due the Subscribing Reinsurer hereunder (including any minimum reinsurance premium) shall be prorated based on the period of the Subscribing Reinsurer’s participation hereon, and the Subscribing Reinsurer shall immediately return any excess reinsurance premium received. Reinstatement premium, if any, shall be calculated based on the Subscribing Reinsurer’s reinsurance premium earned during the period of the Subscribing Reinsurer’s participation hereon.

C. Additionally, in the event of any of the circumstances listed in paragraph A of this Article, the Company shall have the option to commute the Subscribing Reinsurer’s liability for losses on Policies covered by this Contract. In the event the Company and the Subscribing Reinsurer cannot agree on the commutation amount, they shall appoint an actuary and/or appraiser to assess such amount and shall share equally any expense of the actuary and/or appraiser. If the Company and the Subscribing Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Subscribing Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Subscribing Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties in respect of liability arising from the Subscribing Reinsurer’s participation under this Contract.

D. The Company’s option to require commutation under paragraph C above shall survive the termination or expiration of this Contract.

ARTICLE 6

RUN-OFF REINSURERS

A. “Run-off Reinsurer” means any Subscribing Reinsurer that:

1. has been ordered by a state insurance department or other legal authority to cease writing business, or has been placed under regulatory supervision or in rehabilitation; or

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2. has ceased reinsurance underwriting operations; or

3. has transferred its claims-paying authority to an unaffiliated entity; or

4. engages in a process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time; or

5. in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

Notwithstanding the foregoing, agreement by a Lloyd’s syndicate to follow claim settlements procedures under Lloyd’s Claims Scheme (Combined) shall not constitute a transfer of its claims-paying authority, for purposes of subparagraphs (3) and (5) of this paragraph.

B. Notwithstanding any other provision of this Contract, in the event that a Subscribing Reinsurer becomes a Run-off Reinsurer at any time, the Company may elect, by giving written notice to the Run-off Reinsurer at any time thereafter, that all or any of the following shall apply to the Run-off Reinsurer’s participation hereunder:

1. If the Run-off Reinsurer does not pay a claim or raise a query concerning the claim within 30 days of billing, it shall be estopped from denying such claim and must pay immediately.

2. If payment of any claim has been received from Subscribing Reinsurers constituting at least 70% of the interests and liabilities of all Subscribing Reinsurers that participated on this Contract and are active as of the due date; it being understood that said date shall not be later than 90 days from the date of transmittal by the Intermediary of the initial billing for each such payment, the Run-off Reinsurer shall be estopped from denying such claim and must pay within 10 days following transmittal to the Run-off Reinsurer of written notification of such payments. For purposes of this subparagraph, a Subscribing Reinsurer shall be deemed to be active if it is not a Run-off Reinsurer.

3. In the event any payment due the Company hereunder is not received by the Intermediary by the payment due date, the Run-off Reinsurer shall pay an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

a. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

b. 1/365th of the sum of:

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i. the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made; plus

ii. 1% plus 0.5% for each 30 days that the payment is past due, subject to a maximum of 8.0%; times

c. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due plus interest penalties have been received by the Intermediary.

For purposes of this subparagraph, payments from the Run-off Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Run-off Reinsurer, and shall be overdue 30 days thereafter.

If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Run-off Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date, as defined above, shall be deemed to be the date upon which the Run-off Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

Should the Run-off Reinsurer dispute a claim presented by the Company and the timeframes set out above be exceeded, interest as stipulated in this subparagraph shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

4. The Run-off Reinsurer’s liability for losses for Policies covered by this Contract shall be commuted. In the event the Company and the Run-off Reinsurer cannot agree on the commutation amount of the Run-off Reinsurer’s liability under such Policies, they shall appoint an actuary and/or appraiser to assess such liability and shall share equally any expense of the actuary and/or appraiser. If the Company and the Run-off Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Run-off Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Run-off Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties under this Contract.

5. The Run-off Reinsurer shall have no right of access to the Records of the Company if the Run-off Reinsurer has denied payment of any claim hereunder or there is a pending arbitration between the Company and the Run-off Reinsurer regarding any claim hereunder. A reservation of rights shall be considered a denial of a claim.

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that the information is not material and is of the type that the registrant treats as private or confidential.

6. The Run-off Reinsurer shall be precluded from asserting that a claim otherwise payable hereunder is Loss in Excess of Policy Limits and/or Extra Contractual Obligations, if no active Reinsurer has not made such assertion.

7. The Run-off Reinsurer shall immediately provide funding of the Run-off Reinsurer’s share of 100% of liabilities (the “Reinsurer’s Obligations”) as defined in the Unauthorized Reinsurance Article. This subparagraph does not apply to any Run-off Reinsurer to the extent that the Run-off Reinsurer provides funding under the Unauthorized Reinsurance Article or maintains a trust fund, approved by the regulatory authorities having jurisdiction over the Company’s credit for reinsurance, for the payment of claims of the Run-off Reinsurer’s U.S. ceding insurers.

8. In the event that either party demands arbitration of a dispute between the Company and the Run-off Reinsurer, and the amount in dispute is less than $500,000, unless the arbitration notice includes a demand for rescission of this Contract, notwithstanding the terms of the Arbitration Article, the dispute shall be resolved by a sole arbitrator and the following procedures shall apply:

a. The sole arbitrator shall be chosen by mutual agreement of the parties within 15 business days after the demand for arbitration. If the parties have not chosen an arbitrator within the 15 business days after the receipt of the arbitration notice, the arbitrator shall be chosen in accordance with the ARIAS U.S. Streamlined Rules for Small Claims Disputes, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS) and in force on the date the arbitration is demanded. The nominated arbitrator must be available to read any written submissions and hear testimony within 60 calendar days of being chosen.

b. Within 10 business days after the arbitrator has been appointed, the parties shall be notified of deadlines for the submission of briefs and documentary evidence, as determined by the arbitrator. There shall be no discovery or hearing unless the parties agree to engage in limited discovery and/or a hearing. Also, the arbitrator can determine, without the consent of the parties, that a limited hearing is necessary.

C. The Company’s waiver of any rights provided in this Article is not a waiver of that right or other rights at a later date.

ARTICLE 7

TERRITORY

The territorial limits of this Contract shall be identical with those of the Company’s Policies.

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ARTICLE 8

EXCLUSIONS

A. This Contract shall not apply to and specifically excludes:

1. Liability assumed by the Company under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Company’s request and reinsured 100% by the Company shall not be excluded hereunder.

2. All liability of the Company arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Company of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part.

3. Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause.

4. Financial guarantee and insolvency.

5. Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached to and forming part of this Contract.

6. Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached to and forming part of this Contract.

7. Flood, when written as such.

8. Earthquake, when written as such.

9. Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) NMA2930C, attached to and forming part of this Contract.

10. All assessments from Citizens Property Insurance Corporation or the Florida Hurricane Catastrophe Fund (hereinafter “FHCF”).

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that the information is not material and is of the type that the registrant treats as private or confidential.

11. Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance) LMA5503, attached to and forming part of this Contract.

B. However, should any arbitration panel or any judicial, regulatory, or legislative entity having legal jurisdiction invalidate any exclusion in the Company’s Policy or the underlying Policy on which the Company’s Policy follows form, any amount of loss for which the Company is liable because of such invalidation shall not be excluded hereunder.

C. The exclusions enumerated above shall not apply when they are merely Incidental to the main operations of the insured, provided such main operations are covered by the Company and are not themselves excluded from the scope of this Contract. The Company shall determine what is “Incidental.”

D. Should the Company, by reason of an inadvertent act, error, or omission, be bound to afford coverage excluded hereunder or should an existing insured extend its operations to include coverage excluded hereunder, the Reinsurer shall waive the exclusion(s). The duration of said waiver shall not extend beyond the time that notice of such coverage has been received by the responsible underwriting authority of the Company plus the minimum time period required thereafter for the Company to terminate such coverage.

ARTICLE 9

SPECIAL ACCEPTANCE

A. From time to time the Company may request a special acceptance of reinsurance falling outside the scope of the provisions of this Contract. Within three days of receipt of such a request, each Subscribing Reinsurer shall accept such request, ask for additional information, or reject the request. Any reinsurance that is specially accepted by the Reinsurer shall be covered under this Contract and shall be subject to the terms hereof, except as such terms shall be modified by the special acceptance. If a Subscribing Reinsurer fails to respond to a special acceptance request within three days, the Subscribing Reinsurer shall be deemed to have agreed to the special acceptance.

B. Notwithstanding paragraph A above, if Subscribing Reinsurers under each Excess Layer with total percentage shares in the interests and liabilities of the Reinsurer of 50.0% or greater for that Excess Layer agree to a special acceptance, such special acceptance shall be binding on all Subscribing Reinsurers with respect to their respective shares for that Excess Layer. If such percentage agreement is not achieved, such special acceptance shall be made to the Excess Layer only with respect to the interests and liabilities of each Subscribing Reinsurer for that Excess Layer that agrees to the special acceptance.

C. In the event a reinsurer becomes a party to this Contract subsequent to one or more special acceptances hereunder, the new reinsurer shall automatically accept such special acceptance(s) as being covered hereunder. Further, if one or more Subscribing Reinsurers under this Contract agreed to special acceptance(s) under the contract being replaced by this Contract, such special acceptance(s) shall be automatically covered hereunder with respect to the interests and liabilities of such Subscribing Reinsurer(s).

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 10

PREMIUM

A. As respects each Excess Layer hereunder, the premium to be paid to the Reinsurer shall be calculated at the rates set out below multiplied by the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 with respect to the business covered hereunder, subject to the minimum and deposit premiums stated hereunder:

PREMIUM SCHEDULE
Layer	Adjustment Rate	Deposit Premium		Minimum Premium
First Layer	N/A
Second Layer	[***]%	$	[***]	$	[***]
Third Layer	[***]%	$	[***]	$	[***]
Fourth Layer	[***]%	$	[***]	$	[***]
Fifth Layer	[***]%	$	[***]	$	[***]
Sixth Layer	[***]%	$	[***]	$	[***]
Seventh Layer	N/A
Eighth Layer	N/A
Ninth Layer	[***]%		$[***]		$[***]

B. As respects each Excess Layer hereunder, the Company shall pay the Reinsurer a deposit premium for the term of this Contract, to be paid in equal installments as set out below:

DEPOSIT INSTALLMENT SCHEDULE
Layer	July 1, 2024		October 1, 2024		January 1, 2025		April 1, 2025
First Layer		N/A
Second Layer	$	[***]	$	[***]	$	[***]	$	[***]
Third Layer	$	[***]	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]	$	[***]
Seventh Layer		N/A
Eighth Layer		N/A
Ninth Layer	$	[***]	$	[***]	$	[***]	$	[***]

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C. Notwithstanding the foregoing, in the event the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 for subject business is greater than or equal to [***]% and less than or equal to [***]% of the original estimate as set forth in paragraph E below, there shall be no additional premium due the Reinsurer or return premium due the Company. However, in the event the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is less than [***]% or greater than [***]% of the original estimate as set forth in paragraph E below then the additional premium due the Reinsurer or return premium due the Company shall be determined by the following:

1. If the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is greater than [***]% of the original estimate as set forth in paragraph E below, the additional premium due the Reinsurer shall be determined by multiplying the percent, shown as Adjustment Rate for that Excess Layer, computed in accordance with paragraph A above, by the difference between [***]% of the original estimate as outlined in paragraph E below and the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024.

2. If the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss at September 30, 2024 is less than [***]% of the original estimate as set forth in paragraph E below, the return premium due the Company shall be determined by multiplying the percent, shown as Adjustment Rate for that Excess Layer computed in accordance with paragraph A above, by the difference between the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 and [***]% of the original estimate as set forth in paragraph E below, subject to the amount, shown as “Minimum Premium” for that Excess Layer in accordance with paragraph A above.

D. Hurricane Models include secondary uncertainty, standard hurricane frequencies and demand surge. Hurricane Models exclude storm surge.

E. The Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is estimated at $[***] as of September 30, 2024 (average of $[***] [100-year] and $[***] [20-year]).

F. Within 90 days after the termination or expiration of this Contract, the Company shall provide a report to the Reinsurer setting forth the premium due hereunder for each Excess Layer, computed in accordance with paragraph C above, and any additional premium due the Reinsurer or return premium due the Company for each such Excess Layer shall be remitted within 30 days of its receipt of said report.

G. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

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ARTICLE 11

DEFINITIONS

A.  1. “Ultimate Net Loss” means the actual loss paid by the Company or which the Company becomes liable to pay, such loss to include Loss Adjustment Expense, 100% of any Extra Contractual Obligation and 100% of any Loss in Excess of Policy Limits as defined in the Extra Contractual Obligations/Excess of Policy Limits Article.

2. Salvages and all recoveries (including amounts due from all reinsurances that inure to the benefit of this Contract, whether recovered or not), shall be first deducted from such loss to arrive at the amount of liability attaching hereunder.

3. All salvages, recoveries or payments recovered or received subsequent to loss settlement hereunder shall be applied as if recovered or received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

4. The Company shall be deemed to be “liable to pay” a loss when a judgment has been rendered that the Company does not plan to appeal, and/or the Company has obtained a release, and/or the Company has accepted a proof of loss and/or the Company has made a commitment to pay, and/or the Company has scheduled the payment of the loss.

5. Nothing in this clause shall be construed to mean that losses are not recoverable hereunder until the Company’s “Ultimate Net Loss” has been ascertained.

6. Loss Adjustment Expense incurred in obtaining salvages or recoveries, or in the reduction or reversal of any award or judgment, shall be apportioned between the Company and the Reinsurer in the proportion that each benefits from such salvage, recovery, reduction or reversal. However, if such expense exceeds the amount recovered, the expense shall be included in Ultimate Net Loss

B. “Loss Adjustment Expense” means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

1. court costs;

2. costs of supersedeas and appeal bonds;

3. monitoring counsel expenses;

4. legal expenses and costs incurred in connection with coverage questions and legal actions connected thereto, including but not limited to declaratory judgment actions;

5. post-judgment interest;

6. pre-judgment interest, unless included as part of an award or judgment;

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

7. a pro rata share of salaries and expenses of Company field employees, calculated in accordance with the time occupied in adjusting such loss, and expenses of other Company employees who have been temporarily diverted from their normal and customary duties and assigned to the field adjustment of losses covered by this Contract;

8. expenses of the Company officials incurred in connection with losses covered by this Contract;

9. advertising or other extraordinary communication expenses incurred as a result of a covered Loss Occurrence;

10. extraordinary expenses arising out of a covered loss occurrence, whether or not they are allocable to a specific claim; and

11. subrogation, salvage and recovery expenses.

“Loss Adjustment Expense” does not include salaries and expenses of the Company’s employees and officials except as provided in subparagraphs (7) and (8) above, and office and other overhead expenses.

C.  1. “Loss Occurrence” means the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event. However, the duration and extent of any one “Loss Occurrence” shall be limited to all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event except that the term “Loss Occurrence” shall be further defined as follows:

a. As regards any “Named Storm,” all individual losses sustained by the Company arising out of and directly occasioned by such “Named Storm,” without regard to the limitations of duration and extent set forth above. “Named Storm” means any storm or storm system declared by the US National Hurricane Center, US Central Pacific Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service to be a tropical depression, tropical storm or hurricane, and any successors thereof. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm,” once it has merged. A “Named Storm” shall be deemed to begin at the effective time and date of the first watch, warning or other official advisory applicable to such tropical storm, or hurricane, issued by the above referenced governmental meteorological agencies. A “Named Storm” shall be deemed to end 120 hours after the cancellation of the last watch, warning or other official advisory applicable to such tropical storm, hurricane or successor, issued by the above referenced governmental meteorological agencies irrespective of the duration of the timing or spacing between such watches, warnings or other official advisories. If two or more storms are assigned different names by the above-referenced governmental meteorological agencies, each of those storms shall constitute a separate event for purposes of this definition.

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that the information is not material and is of the type that the registrant treats as private or confidential.

b. As regards windstorm, hail, tornado, cyclone, including ensuing collapse and water damage other than “Named Storm,” all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event.

c. As regards riot, riot attending a strike, civil commotion, vandalism and malicious mischief, all individual losses sustained by the Company occurring during any period of 72 consecutive hours within the area of one municipality or county and the municipalities or counties contiguous thereto arising out of and directly occasioned by the same event. The maximum duration of 72 consecutive hours may be extended in respect of individual losses that occur beyond such 72 consecutive hours during the continued occupation of an assured’s premises by strikers, provided such occupation commenced during the aforesaid period.

d. As regards earthquake and fire following directly occasioned by the earthquake, those earthquake losses and individual fire losses that commence during the period of 168 consecutive hours may be included in the Company’s “Loss Occurrence.”

e. As regards firestorms, brush fires and any other fires or series of fires, irrespective of origin, all individual losses sustained by the Company and designated by the Company as forming part of one “Loss Occurrence”, which occur during any period of 168 consecutive hours within an area with a 250 mile radius, the center point of which will be chosen by the Company, may be included in the Company’s Loss Occurrence.

f. As regards “freeze,” only individual losses directly occasioned by collapse, breakage of glass and water damage (caused by bursting of frozen pipes and tanks or freezing and/or melting snow or sleet) may be included in the Company’s “Loss Occurrence.”

2. Except as provided in subparagraph (1)(a) above:

a. The Company may choose the date and time when any such period of consecutive hours commences provided that it is not earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

b. Only one period of consecutive hours shall apply with respect to one event, except that, as respects those “Loss Occurrences” referred to in subparagraphs (1)(b) and (1)(c) above, if the disaster, accident or loss occasioned by the event is of greater duration than 72 consecutive hours, then the Company may divide that disaster, accident or loss into two or more “Loss Occurrences” provided no two periods overlap and no individual loss is included in more than one such period and provided that no period commences earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Losses arising from a combination of two or more perils as a result of the same event shall be considered as having arisen from one “Loss Occurrence.” Furthermore, all losses arising from an event involving a combination of losses described in subparagraphs (1)(a) and (1)(b) may be considered as having arisen from one “Loss Occurrence.” Notwithstanding the foregoing, the hourly limitations as stated above shall not be exceeded as respects the applicable perils, and, except as respects those “Loss Occurrences” involving a “Named Storm” referred to in subparagraph (1)(a) above, no single “Loss Occurrence” shall encompass a time period greater than 168 consecutive hours.

D. “Policy(ies)” means any binder, policy, or contract of insurance or reinsurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Company.

ARTICLE 12

REINSTATEMENT

A. As respects the First through Sixth excess layers, loss payments under each excess layer of this Contract shall reduce the limit of coverage afforded by the amounts paid, but the limit of coverage shall be reinstated from the time of the Loss Occurrence, and for each amount so reinstated, the Company agrees to pay, simultaneously with the Reinsurer’s loss payment, an additional premium calculated at pro rata of the Reinsurer’s premium for that layer for the term of this Contract, being pro rata as to the fraction of the Reinsurer’s limit of liability under the layer so reinstated. Nevertheless, the Reinsurer’s liability hereunder shall not exceed the amounts specified in the Retention and Limit Article.

B. If at the time of a loss settlement hereon the reinsurance premium, as calculated in accordance with the Premium Article, is unknown, the above calculation of reinstatement premium shall be based upon the deposit premium, subject to adjustment when the reinsurance premium is finally established.

ARTICLE 13

FLORIDA HURRICANE CATASTROPHE FUND

A. As respects Loss Occurrences subject to this Contract, any loss reimbursement recoverable by the Company under the Florida Hurricane Catastrophe Fund (FHCF), shall be deducted in determining Ultimate Net Loss under this Contract, subject to the following:

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that the information is not material and is of the type that the registrant treats as private or confidential.

1. The full reimbursement amount due from the FHCF for coverage under the Mandatory Layer, based on statutory limits of coverage as of June 1, shall be deemed recovered by the Company, whether or not actually received from the FHCF and whether or not reduced because of the FHCF’s inability to pay.

2. Any other FHCF recoveries shall be disregarded for purposes of determining ultimate net loss subject to this Contract.

3. For purposes of allocating recoveries from the FHCF with respect to each Loss Occurrence, only amounts recoverable by applying the pay-out and retention multiples for the FHCF prior to any reduction in retention due to multiple Loss Occurrences in the same annual period shall be included in calculating the deduction from Ultimate Net Loss.

4. If the Company’s aggregate limit of FHCF reimbursement coverage is exhausted from Loss Occurrences commencing during the term of this Contract, and the FHCF, as applicable, does not designate the portion of said limit allocable to each Loss Occurrence, the total FHCF reimbursement received shall be allocated to each individual Loss Occurrence in the proportion that the Company’s losses in that Loss Occurrence bear to the Company’s total losses arising out of all Loss Occurrences to which the reimbursement applies.

5. For purposes of loss recoveries under this Contract prior to the final determination of the Company’s retention and limit under the FHCF, FHCF coverage shall be calculated using the Company’s respective “Projected Payout Multiple” under the FHCF. Upon determination of the Company’s retention and limit under the FHCF, losses will be adjusted, recognizing any adjustment to the “Projected Payout Multiple” caused by a change in the Aggregate Mandatory FHCF Premium or any other adjustments as required by statute to determine the final FHCF layer, but disregarding any change due to a decrease in the statutory limit.

B. Any FHCF reimbursement premiums paid by the Company for FHCF layers that inure to the benefit of this Contract shall be deemed to be premiums paid for inuring reinsurance.

C. Any change to the FHCF resulting from the 2024 Session of the Florida Legislature or rating methodology, if it produces a change in FHCF structure of greater than 10% of FHCF cover provided, may, at the Company’s option, result in the restructuring and re-rating of this Contract at terms to be mutually agreed.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 14

EXTRA CONTRACTUAL OBLIGATIONS/EXCESS OF POLICY LIMITS

A. This Contract shall cover Extra Contractual Obligations, as provided in the definition of Ultimate Net Loss. “Extra Contractual Obligations” shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

B. This Contract shall cover Loss in Excess of Policy Limits, as provided in the definition of Ultimate Net Loss. “Loss in Excess of Policy Limits” shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

C. An Extra Contractual Obligation and/or Loss in Excess of Policy Limits shall be deemed to have occurred on the same date as the loss covered under the Company’s Policy, and shall constitute part of the original loss.

D. For the purposes of the Loss in Excess of Policy Limits coverage hereunder, the word “Loss” shall mean any amounts for which the Company would have been contractually liable to pay had it not been for the limit of the original Policy.

E. Loss Adjustment Expense in respect of Extra Contractual Obligations and/or Loss in Excess of Policy Limits shall be covered hereunder in the same manner as other Loss Adjustment Expense.

F. However, this Article shall not apply where the loss has been incurred due to final legal adjudication of fraud of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the presentation, defense or settlement of any claim covered hereunder.

G. In no event shall coverage be provided to the extent not permitted under law.

ARTICLE 15

NET RETAINED LIABILITY

A. This Contract applies only to that portion of any loss that the Company retains net for its own account (prior to deduction of any reinsurance that inures solely to the benefit of the Company).

B. The amount of the Reinsurer’s liability hereunder in respect of any loss or losses shall not be increased by reason of the inability of the Company to collect from any other reinsurer(s), whether specific or general, any amounts that may have become due from such reinsurer(s), whether such inability arises from the insolvency of such other reinsurer(s) or otherwise.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 16

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the respective Policies of the Company. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

ARTICLE 17

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

ARTICLE 18

NOTICE OF LOSS AND LOSS SETTLEMENTS

A. The Company shall advise the Reinsurer promptly of all losses that, in the opinion of the Company, may result in a claim hereunder and of all subsequent developments thereto that may materially affect the position of the Reinsurer. Such reports shall include the Company’s cash flow projection for loss payments resulting from a Loss Occurrence. Such projection shall include the amount of an Advance that the Company estimates will cover anticipated loss payments during the 30 day period immediately following the date of the Company’s report. “Advance” means an amount that, in the opinion of the Company, the Reinsurer will become liable to pay to the Company hereunder. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay to the Company Advance(s).

B. The Company alone and at its full discretion shall adjust, settle or compromise all claims and losses.

C. As respects losses subject to this Contract, all loss settlements made by the Company, whether under strict Policy terms or by way of compromise, and any Extra Contractual Obligations and/or Loss in Excess of Policy Limits, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay or allow, as the case may be, its share of each such settlement immediately upon receipt of proof of loss. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay Advances to the Company, as follows:

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1. The Reinsurer shall pay an Advance to the Company within five days after receipt of a cash flow projection report from the Company, as described in paragraph A of this Article.

2. At 14-day intervals thereafter, the Company shall report to the Reinsurer its cash flow projection for the 30 day period immediately following each such report. The Reinsurer shall continue to pay Advances to the Company within five days after receipt of each such report. Such updates and payments shall continue until the Company informs the Reinsurer that it no longer requires Advances for that Loss Occurrence.

ARTICLE 19

LATE PAYMENTS

A. In the event any payment due either party is not received by the Intermediary by the payment due date, the party to whom payment is due may, by notifying the Intermediary in writing, require the debtor party to pay, and the debtor party agrees to pay, an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

1. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

2. 1/365th of the sum of the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made, plus 1%; times

3. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due, plus interest penalties, has been received by the Intermediary.

B. The due date shall, for purposes of this Article, be determined as follows:

1. Payments from the Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Reinsurer, and shall be overdue 30 days thereafter.

2. Payments from the Company to the Reinsurer shall be due on the dates specified within this Contract. Payments shall be overdue 30 days thereafter except for the first installment of premium, if applicable, which shall be overdue 60 days from inception or 30 days from final line-signing, whichever the later. Reinstatement premium, if applicable, shall have as a due date the date when the Company receives payment for the claim giving rise to such reinstatement premium, and payment shall be overdue 30 days thereafter. In the event a due date is not specifically stated for a given payment, the overdue date shall be 30 days following the date of billing.

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date as defined in paragraph B shall be deemed to be the date upon which the Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

D. Should the Reinsurer dispute a claim presented by the Company and the timeframes set out in paragraph B be exceeded, interest as stipulated in paragraph A shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

E. In the event arbitration is necessary to settle a dispute, the panel shall have the authority to make a determination awarding interest to the prevailing party. Interest, if any, awarded by the panel shall supersede the interest amounts outlined herein.

F. Any interest owed pursuant to this Article may be waived by the party to which it is owed. Waiver of such interest, however, shall not affect the waiving party’s rights to other interest amounts due as a result of this Article.

ARTICLE 20

OFFSET

Each party hereto shall have, and may exercise at any time and from time to time, the right to offset any and all balances due from a party to the other arising under this Contract. In the event of the insolvency of a party hereto, offsets shall only be allowed in accordance with the provisions of any applicable law governing offset entitlement.

ARTICLE 21

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

ARTICLE 22

UNAUTHORIZED REINSURANCE

A. This Article applies:

1. only to the extent a Subscribing Reinsurer does not qualify for credit with any insurance regulatory authority having jurisdiction over the Company’s reserves, or

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. to a Subscribing Reinsurer qualified as a reciprocal jurisdiction reinsurer with any such insurance regulatory authority in the event such Subscribing Reinsurer resists enforcement of a final judgment that is enforceable under the law of the jurisdiction in which it was obtained or a properly enforceable arbitration award, whether obtained by the Company or by its legal successor on behalf of its resolution estate, in which case such Subscribing Reinsurer shall fund 100% of its share of the Reinsurer’s Obligations as hereinafter provided.

B. The Company agrees, in respect of its Policies or bonds falling within the scope of this Contract, that when it files with its insurance regulatory authority, or sets up on its books liabilities as required by law, it shall forward to the Reinsurer a statement showing the proportion of such liabilities applicable to the Reinsurer. The “Reinsurer’s Obligations” shall be defined as follows:

1. unearned premium (if applicable);

2. outstanding losses that have been reported to the Reinsurer and Loss Adjustment Expense relating thereto;

3. losses and Loss Adjustment Expense paid by the Company but not recovered from the Reinsurer;

4. losses incurred but not reported and Loss Adjustment Expense relating thereto;

5. all other amounts for which the Company cannot take credit on its financial statements unless funding is provided by the Reinsurer.

C. The Reinsurer’s Obligations shall be funded by funds withheld, cash advances, Trust Agreement or a Letter of Credit (LOC). The Reinsurer shall have the option of determining the method of funding provided it is acceptable to the Company and insurance regulatory authorities having jurisdiction over the Company’s reserves.

D. When funding by Trust Agreement, the Reinsurer shall ensure that the Trust Agreement complies with the provisions of the “Trust Agreement Requirements Clause” attached hereto. When funding by a LOC, the Reinsurer agrees to apply for and secure timely delivery to the Company of a clean, irrevocable and unconditional LOC issued by a bank and containing provisions acceptable to the insurance regulatory authorities having jurisdiction over the Company’s reserves in an amount equal to the Reinsurer’s Obligations. Such LOC shall be issued for a period of not less than one year, and shall be automatically extended for one year from its date of expiration or any future expiration date unless 30 days (or such other time period as may be required by insurance regulatory authorities), prior to any expiration date the issuing bank shall notify the Company by certified or registered mail that the issuing bank elects not to consider the LOC extended for any additional period.

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that the information is not material and is of the type that the registrant treats as private or confidential.

E. The Reinsurer and the Company agree that any funding provided by the Reinsurer pursuant to the provisions of this Contract may be drawn upon at any time, notwithstanding any other provision of this Contract, and be utilized by the Company or any successor, by operation of law, of the Company including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Company, for the following purposes, unless otherwise provided for in a separate Trust Agreement:

1. to reimburse the Company for the Reinsurer’s Obligations, the payment of which is due under the terms of this Contract and that has not been otherwise paid;

2. to make refund of any sum that is in excess of the actual amount required to pay the Reinsurer’s Obligations under this Contract (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement);

3. to fund an account with the Company for the Reinsurer’s Obligations. Such cash deposit shall be held in an interest bearing account separate from the Company’s other assets, and interest thereon not in excess of the prime rate shall accrue to the benefit of the Reinsurer. Any taxes payable on accrued interest shall be paid out of the assets in the account that are in excess of the Reinsurer’s Obligations (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement). If the assets are inadequate to pay taxes, any taxes due shall be paid or reimbursed by the Reinsurer;

4. to pay the Reinsurer’s share of any other amounts the Company claims are due under this Contract.

F. If the amount drawn by the Company is in excess of the actual amount required for subparagraph E(1) or E(3), or in the case of subparagraph E(4), the actual amount determined to be due, the Company shall promptly return to the Reinsurer the excess amount so drawn. All of the foregoing shall be applied without diminution because of insolvency on the part of the Company or the Reinsurer.

G. The issuing bank shall have no responsibility whatsoever in connection with the propriety of withdrawals made by the Company or the disposition of funds withdrawn, except to ensure that withdrawals are made only upon the order of properly authorized representatives of the Company.

H. At annual intervals, or more frequently at the discretion of the Company, but never more frequently than quarterly, the Company shall prepare a specific statement of the Reinsurer’s Obligations for the sole purpose of amending the LOC or other method of funding, in the following manner:

1. If the statement shows that the Reinsurer’s Obligations exceed the balance of the LOC, as of the statement date, the Reinsurer shall, within 30 days after receipt of the statement, secure delivery to the Company of an amendment to the LOC increasing the amount of credit by the amount of such difference. Should another method of funding be used, the Reinsurer shall, within the time period outlined above, increase such funding by the amount of such difference.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. If, however, the statement shows that the Reinsurer’s Obligations are less than the balance of the LOC (or that 102% of the Reinsurer’s Obligations are less than the trust account balance if funding is provided by a Trust Agreement), as of the statement date, the Company shall, within 30 days after receipt of written request from the Reinsurer, release such excess credit by agreeing to secure an amendment to the LOC reducing the amount of credit available by the amount of such excess credit. Should another method of funding be used, the Company shall, within the time period outlined above, decrease such funding by the amount of such excess.

ARTICLE 23

TAXES

A. In consideration of the terms under which this Contract is issued, the Company undertakes not to claim any deduction of the premium hereon when making Canadian tax returns or when making tax returns, other than Income or Profits Tax returns, to any state or territory of the United States of America or to the District of Columbia.

B.  1. Each Subscribing Reinsurer has agreed to allow, for the purpose of paying the Federal Excise Tax, the applicable percentage of the premium payable hereon (as imposed under the Internal Revenue Code) to the extent such premium is subject to Federal Excise Tax.

2. In the event of any return of premium becoming due hereunder, the Subscribing Reinsurer shall deduct the applicable percentage of the premium from the amount of the return, and the Company or its agent should take steps to recover the Tax from the U.S. Government.

ARTICLE 24

ACCESS TO RECORDS

A. The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Contract during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Contract or after the expiration of this Contract. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

C. Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

D. For purposes of this Article:

1. “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

2. “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in-house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

3. “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

ARTICLE 25

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

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1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

provided any party receiving such Confidential Information under subparagraphs B(1), B(3) and B(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure and to use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

ARTICLE 26

INDEMNIFICATION AND ERRORS AND OMISSIONS

A. The Reinsurer is reinsuring, subject to the terms and conditions of this Contract, the obligations of the Company under any Policy. The Company shall be the sole judge as to:

1. what shall constitute a claim or loss covered under any Policy;

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2. the Company’s liability thereunder;

3. the amount or amounts that it shall be proper for the Company to pay thereunder.

B. The Reinsurer shall be bound by the judgment of the Company, subject to the terms and conditions of this Contract, as to the obligation(s) and liability(ies) of the Company under any Policy.

C. Any inadvertent error, omission or delay in complying with the terms and conditions of this Contract shall not be held to relieve either party hereto from any liability that would attach to it hereunder if such error, omission or delay had not been made, provided such error, omission or delay is rectified immediately upon discovery.

ARTICLE 27

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or (2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then, and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

ARTICLE 28

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

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that the information is not material and is of the type that the registrant treats as private or confidential.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

ARTICLE 29

SERVICE OF SUIT

A. This Article applies only to those Subscribing Reinsurers not domiciled in the United States of America, and/or not authorized in any state, territory and/or district of the United States of America where authorization is required by insurance regulatory authorities.

B. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

C. In the event of the failure of the Reinsurer to perform its obligations hereunder, the Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Reinsurer, once the appropriate court is selected, whether such court is the one originally chosen by the Company and accepted by the Reinsurer or is determined by removal, transfer, or otherwise, as provided for above, shall comply with all requirements necessary to give said court jurisdiction and, in any suit instituted against the Reinsurer upon this Contract, shall abide by the final decision of such court or of any appellate court in the event of an appeal.

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that the information is not material and is of the type that the registrant treats as private or confidential.

D. Service of process in such suit may be made upon:

1. as respects Underwriting Members of Lloyd’s, London: Lloyd’s America, Inc., Attention: Legal Department, 280 Park Avenue, East Tower, 25^th Floor, New York, New York 10017;

2. as respects any other Subscribing Reinsurer: Messrs. Mendes and Mount, 750 Seventh Avenue, New York, New York 10019-6829, or another party specifically designated in the Subscribing Reinsurer’s Interests and Liabilities Agreement attached hereto.

The above-named are authorized and directed to accept service of process on behalf of the Reinsurer in any such suit.

E. Further, pursuant to any statute of any state, territory or district of the United States that makes provision therefor, the Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance, or other officer specified for that purpose in the statute, or his successor or successors in office, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract, and hereby designates the above-named as the person to whom the said officer is authorized to mail such process or a true copy thereof.

ARTICLE 30

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that Reinsurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America.

ARTICLE 31

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 32

ENTIRE AGREEMENT

This Contract sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

ARTICLE 33

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

ARTICLE 34

INTERMEDIARY

Guy Carpenter & Company, LLC, is hereby recognized as the Intermediary negotiating this Contract for all business hereunder. All communications (including notices, statements, premiums, return premiums, commissions, taxes, losses, Loss Adjustment Expenses, salvages, and loss settlements) relating thereto shall be transmitted to the Company or the Reinsurer through the Intermediary. Payments by the Company to the Intermediary shall be deemed payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be deemed payment to the Company only to the extent that such payments are actually received by the Company.

ARTICLE 35

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

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that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the Company has caused this Contract to be executed by its duly authorized representative(s), who also confirms the Company’s review of and agreement to be bound by the terms and conditions of the Interests and Liabilities Agreements attached to and forming part of this Contract, this 24 day of July, in the year of 2024.

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

including any and/or all companies that are or may hereafter become affiliated therewith

/s/ Matt Larson    Senior Vice President of Risk Management

PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT

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that the information is not material and is of the type that the registrant treats as private or confidential.

NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - U.S.A.

1. This Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

2. Without in any way restricting the operation of paragraph (1) of this clause, this Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

I. Nuclear reactor power plants including all auxiliary property on the site, or

II. Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

III. Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

IV. Installations other than those listed in paragraph (2) III above using substantial quantities of radioactive isotopes or other products of nuclear fission.

3. Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate

(a) where Reassured does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

4. Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

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that the information is not material and is of the type that the registrant treats as private or confidential.

5. It is understood and agreed that this clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Reassured to be the primary hazard.

6. The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

7. Reassured to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that

(a) all policies issued by the Reassured on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Reassured on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

12/12/57

NMA 1119

NOTES:	Wherever used herein the terms:
	“Reassured”	shall be understood to mean “Company”, “Reinsured”, “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement”, “Contract”, “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers”, “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

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that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS & SYNDICATES EXCLUSION CLAUSE (CATASTROPHE)

It is hereby understood and agreed that:

A. This Contract excludes loss or liability arising from:

1. Business derived directly or indirectly from any pool, association, or syndicate which maintains its own reinsurance facilities. This subparagraph 1 shall not apply with respect to:

a. Residual market mechanisms created by statute. This Contract shall not extend, however, to afford coverage for liability arising from the inability of any other participant or member in the residual market mechanism to meet its obligations, nor shall this Contract extend to afford coverage for liability arising from any claim against the residual market mechanism brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract). For the purposes of this Clause, the California Earthquake Authority shall be deemed to be a “residual market mechanism.”

b. Inter-agency or inter-government joint underwriting or risk purchasing associations (however styled) created by or permitted by statute or regulation.

2. Those perils insured by the Company that the Company knows, at the time the risk is bound, to be insured by or in excess of amounts insured or reinsured by any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks. This subparagraph 2 shall not apply:

a. If the total insured value over all interests of the risk is less than $[***].

b. To interests traditionally underwritten as Inland Marine or Stock or Contents written on a blanket basis.

c. To Contingent Business Interruption liability, except when it is known to the Company, at the time the risk is bound, that the key location is insured by or through any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks; unless the total insured value over all interests of the risk is less than $[***].

B. With respect to loss or liability arising from the Company’s participation or membership in any residual market mechanism created by statute, the Company may include in its ultimate net loss only amounts for which the Company is assessed as a direct consequence of a covered loss occurrence, subject to the following provisions:

1. Recovery is limited to perils otherwise protected hereunder.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event the terms of the Company’s participation or membership in any such residual market mechanism permit the Company to recoup any such direct assessment attributed to a loss occurrence by way of a specific policy premium surcharge or similar levy on policyholders, the amount received by the Company as a result of such premium surcharge or levy shall reduce the Company’s ultimate net loss for such loss occurrence.

3. The result of any rate increase filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall have no effect on the Company’s ultimate net loss for any covered loss occurrence.

4. The result of any premium tax credit filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall reduce the Company’s ultimate net loss for any covered loss occurrence.

5. The Company may not include in its ultimate net loss any amount resulting from an assessment that, pursuant to the terms of the Company’s participation or membership in the residual market mechanism, the Company is required to pay only after such assessment is collected from the policyholder.

6. The ultimate net loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of a residual market mechanism nor any fines or penalties imposed on the Company for late payment.

7. If, however, a residual market mechanism only provides for assessment based on an aggregate of losses in any one contract or plan year of said mechanism, then the amount of that assessment to be included in the ultimate net loss for any one loss occurrence shall be determined by multiplying the Company’s share of the aggregate assessment by a factor derived by dividing the Company’s ultimate net loss (net of the assessment) with respect to the loss occurrence by the total of all of its ultimate net losses (net of assessments) from all loss occurrences included by the mechanism in determining the assessment.

8/1/2012

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that the information is not material and is of the type that the registrant treats as private or confidential.

TERRORISM EXCLUSION

(Property Treaty Reinsurance)

Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, it is agreed that this reinsurance agreement excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any act of terrorism, as defined herein, regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

An act of terrorism includes any act, or preparation in respect of action, or threat of action designed to influence the government de jure or de facto of any nation or any political division thereof, or in pursuit of political, religious, ideological, or similar purposes to intimidate the public or a section of the public of any nation by any person or group(s) of persons whether acting alone or on behalf of or in connection with any organisation(s) or government(s) de jure or de facto, and which:

(i) involves violence against one or more persons; or

(ii) involves damage to property; or

(iii) endangers life other than that of the person committing the action; or

(iv) creates a risk to health or safety of the public or a section of the public; or

(v) is designed to interfere with or to disrupt an electronic system.

This reinsurance agreement also excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any action in controlling, preventing, suppressing, retaliating against, or responding to any act of terrorism.

Notwithstanding the above and subject otherwise to the terms, conditions, and limitations of this reinsurance agreement, in respect only of personal lines this reinsurance agreement will pay actual loss or damage (but not related cost or expense) caused by any act of terrorism provided such act is not directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with biological, chemical, radioactive, or nuclear pollution or contamination or explosion.

22/11/02

NMA2930C

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that the information is not material and is of the type that the registrant treats as private or confidential.

LIMITED COMMUNICABLE DISEASE EXCLUSION NO. 2

(PROPERTY TREATY REINSURANCE)

1. Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2. Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly caused by or arising from any of the following perils: fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, rainstorm, hail, tornado, cyclone, typhoon, hurricane, earthquake, seaquake, seismic and/or volcanic disturbance/eruption, tsunami, flood, freeze, ice storm, weight of snow or ice, avalanche, meteor/asteroid impact, landslip, landslide, mudslide, bush fire, forest fire, riot, riot attending a strike, civil commotion, vandalism and malicious mischief.

Definitions

3. Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

3.1 the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

3.2 the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

3.3 the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

4. Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5503

15 May 2020

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that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

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EX-10.13

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.13

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

TABLE OF CONTENTS

Article		Page
	Preamble		4
1	Business Covered		4
2	Retention and Limit		4
3	Other Reinsurance		6
4	Term		6
5	Territory		7
6	Exclusions		7
7	Special Acceptance		9
8	Premium		9
9	Definitions		10
10	Florida Hurricane Catastrophe Fund		14
11	Extra Contractual Obligations/Excess of Policy Limits		15
12	Net Retained Liability		16
13	Original Conditions		16
14	No Third Party Rights		16
15	Notice of Loss and Loss Settlements		16
16	Late Payments		17
17	Offset		18
18	Currency		18
19	Taxes		18
20	Access to Records		19
21	Confidentiality		20
22	Insolvency		21
23	Arbitration		22
24	Service of Suit		23
25	Sanction Limitation and Exclusion Clause		24
26	Governing Law		24
27	Entire Agreement		24
28	Non-Waiver		24
29	Intermediary		25
30	Mode of Execution		25
31	Limited Recourse and Bermuda Regulations		25
32	Obligations		26
33	Reporting		28
34	Collateral Release		28
	Company Signing Block		31

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that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

TABLE OF CONTENTS

Attachments		Page
	Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - U.S.A.		32
	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)		34
	Terrorism Exclusion		36
	Limited Communicable Disease Exclusion No. 1 (Property Treaty Reinsurance)		37
	Cyber Loss Limited Exclusion (Property Treaty Reinsurance)		38
	Trust Agreement Requirements Clause		40
	Collateral Calculation Table		42

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that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

(the “Contract”)

of

SLIDE INSURANCE COMPANY

Tampa, Florida

(the “Company”)

by

THE SUBSCRIBING REINSURER(S) IDENTIFIED

IN THE INTERESTS AND LIABILITIES AGREEMENT(S)

ATTACHED TO AND FORMING PART OF THIS CONTRACT

(the “Reinsurer”)

ARTICLE 1

BUSINESS COVERED

A. This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of Named Storm(s) and/or Named Perils under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company, subject to the terms and conditions herein contained.

B. The Company shall cede and the Reinsurer shall accept as reinsurance its share of liability for any loss, damage, liability, claim, cost or expense of whatsoever nature, directly caused by, contributed to by, resulting from, arising out of Named Storm(s) and/or Named Perils.

ARTICLE 2

RETENTION AND LIMIT

A. Section A:

The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

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B. Section B:

The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

C. Section C:

The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

D. Section D:

The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

E. Section E:

The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

F. Section F:

The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss arising from Named Storms over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer arising from Named Storms shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

G. Section G:

1. The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss arising from Named Storms over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer arising from Named Storms shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

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2. Notwithstanding the provisions of subparagraph G(1) above, no claim shall be made under this Section G unless and until the aggregate incurred Subject Excess Losses arising out of Loss Occurrences commencing during the term of this Contract exceed $[***]. For purposes of this subparagraph, “Subject Excess Losses” means losses which would be otherwise recoverable from the Reinsurer under the provisions of subparagraph G(1) above were it not for the provisions of this subparagraph. The Company shall retain this amount in addition to the Company’s retention with respect to any one Loss Occurrence.

H. Notwithstanding the above, the liability of the Reinsurer as respects the combination of Sections A., B., C., D., E., F. and G. above shall not exceed $[***], which represents the total shared limit at the Reinsurer’s participation of each section.

I. No claim shall be made under this Contract in any one Loss Occurrence unless at least two risks insured or reinsured by the Company are involved in such Loss Occurrence.

ARTICLE 3

OTHER REINSURANCE

A. The Company shall maintain the following, recoveries under which shall inure to the benefit of Section F of the Retention and Limit Article of this Contract:

1. $[***] excess $[***] in any one Loss Occurrence, single shot;

2. $[***] excess $[***] in any one Loss Occurrence, net of subparagraph A.1. above; single shot;

3. $[***] excess $[***] in any one Loss Occurrence, net of subparagraphs A.1. and A.2. above; single shot; and

4. $[***] excess $[***] in any one Loss Occurrence, net of subparagraphs A.1., A.2. and A.3. above; single shot.

B. The Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Contract.

C. The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Contract.

ARTICLE 4

TERM

This Contract shall take effect at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, applying to Loss Occurrences commencing during the term of this Contract.

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ARTICLE 5

TERRITORY

This Contract shall only apply to losses arising out of Policies written in the United States of America, its territories and possessions, Puerto Rico and the District of Columbia.

ARTICLE 6

EXCLUSIONS

This Contract shall not apply to and specifically excludes:

1. Liability assumed by the Company under any form of treaty reinsurance; however, all group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Company’s request and reinsured 100% by the Company shall not be excluded hereunder.

2. All liability of the Company arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Company of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part.

3. Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial low or confiscation by order of any government or public authority.

4. Financial guarantee and insolvency.

5. Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A. attached to and forming part of this Contract.

6. Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe) attached to and forming part of this Contract.

7. Flood, when written as such.

8. Earthquake, when written as such.

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9. Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) NMA2930C amended attached to and forming part of this Contract.

10. All assessments from Citizens Property Insurance Corporation or the Florida Hurricane Catastrophe Fund (hereinafter “FHCF”).

11. Losses excluded by the Limited Communicable Disease Exclusion No. 1 (Property Treaty Reinsurance) LMA5502 attached to and forming part of this Contract.

12. Workers’ Compensation insurance.

13. Marine and Offshore insurance.

14. Aviation and Space insurance.

15. Casualty and Liability insurance.

16. Agricultural insurance.

17. Life and Accident insurance.

18. Financial Lines (Mortgage Credit and Political Risk).

19. Fine Art and Specie insurance.

20. Contingency insurance.

21. Loss and/or damage and/or costs and/or expenses arising from seepage and/or pollution and/or contamination, other than contamination from smoke damage when written as such. Nevertheless, this exclusion does not preclude payment of the cost of the removal of debris of property damaged by a loss otherwise covered hereunder, but subject always to a limit of 25.0% of the Company’s property loss under the Company’s policy.

22. Fidelity and Surety insurance.

23. Accident and Health insurance.

24. Losses in respect of overhead transmission and distribution lines and their supporting structures other than those on or within 500 feet of the insured premises; however, public utilities extension and/or suppliers extension and/or contingent business interruption coverage are not subject to this exclusion, provided that these are not part of a transmitters’ or distributors’ policy.

25. Catastrophe Bonds, Industry Loss Warranty and other Index and parametric insurance and reinsurance.

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26. Losses excluded by the Cyber Loss Limited Exclusion (Property Treaty Reinsurance), LMA5411 attached to and forming part of this Contract.

27. Loss, damage, claim, cost, expense, or other sum directly or indirectly arising out of or relating to mold, mildew, fungus or spores of any type, nature or description

ARTICLE 7

SPECIAL ACCEPTANCE

A. From time to time the Company may request a special acceptance of reinsurance falling outside the scope of the provisions of this Contract. Within ten days of receipt of such a request, each Subscribing Reinsurer shall accept such request, ask for additional information, or reject the request. Any reinsurance that is specially accepted by the Reinsurer shall be covered under this Contract and shall be subject to the terms hereof, except as such terms shall be modified by the special acceptance. If a Subscribing Reinsurer fails to respond to a special acceptance request within ten days, the Subscribing Reinsurer shall be deemed to have agreed to the special acceptance.

B. In the event a reinsurer becomes a party to this Contract subsequent to one or more special acceptances hereunder, the new reinsurer shall automatically accept such special acceptance(s) as being covered hereunder. Further, if one or more Subscribing Reinsurers under this Contract agreed to special acceptance(s) under the contract being replaced by this Contract, such special acceptance(s) shall be automatically covered hereunder with respect to the interests and liabilities of such Subscribing Reinsurer(s).

ARTICLE 8

PREMIUM

A. On July 1, 2024 the Company shall pay the Reinsurer a deposit premium equal to $[***] (represents deposit premium for Reinsurer’s participation) for the term of this Contract.

Within 90 days after the termination or expiration of this Contract, the premium paid to the Reinsurer shall adjusted to be equal the greater of subparagraph A.1. or A.2. below:

1. The Modeled Expected Loss for the in-force portfolio at September 30, 2024 (expressed in dollars) multiplied by [***], or

2. minimum premium of:

a. $[***] in the event a recovery is made from this Contract or any collateral is held at termination or expiration of this Contract; or

b. $[***] in the event no recovery is made from this Contract and no collateral is held at termination or expiration of this Contract;

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due hereunder which represents the minimum premium associated with the Reinsurer’s participation.

B. The Modeled Expected Loss shall be calculated using AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 for subject business.

C. Within 90 days after the termination or expiration of this Contract, the Company shall provide a report to the Reinsurer setting forth the premium due hereunder for each Section, computed in accordance with paragraph A above, and any additional premium due the Reinsurer or return premium due the Company for each such Section shall be remitted within 30 days of its receipt of said report.

D. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

ARTICLE 9

DEFINITIONS

A.  1. “Ultimate Net Loss” means the actual loss paid by the Company or which the Company becomes liable to pay, such loss to include Loss Adjustment Expense, 100% of any Extra Contractual Obligation and 100% of any Loss in Excess of Policy Limits as defined in the Extra Contractual Obligations/Excess of Policy Limits Article.

2. Salvages and all recoveries (including amounts due from all reinsurances that inure to the benefit of this Contract, whether recovered or not), shall be first deducted from such loss to arrive at the amount of liability attaching hereunder.

3. All salvages, recoveries or payments recovered or received subsequent to loss settlement hereunder shall be applied as if recovered or received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

4. The Company shall be deemed to be “liable to pay” a loss when a judgment has been rendered that the Company does not plan to appeal, and/or the Company has obtained a release, and/or the Company has accepted a proof of loss and/or the Company has made a commitment to pay, and/or the Company has scheduled the payment of the loss.

5. Nothing in this clause shall be construed to mean that losses are not recoverable hereunder until the Company’s “Ultimate Net Loss” has been ascertained.

6. Loss Adjustment Expense incurred in obtaining salvages or recoveries, or in the reduction or reversal of any award or judgment, shall be apportioned between the Company and the Reinsurer in the proportion that each benefits from such salvage, recovery, reduction or reversal. However, if such expense exceeds the amount recovered, the expense shall be included in Ultimate Net Loss

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B. “Loss Adjustment Expense” means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

1. court costs;

2. costs of supersedeas and appeal bonds;

3. monitoring counsel expenses;

4. legal expenses and costs incurred in connection with coverage questions and legal actions connected thereto, including but not limited to declaratory judgment actions;

5. post-judgment interest;

6. pre-judgment interest, unless included as part of an award or judgment;

7. a pro rata share of salaries and expenses of Company field employees, calculated in accordance with the time occupied in adjusting such loss, and expenses of other Company employees who have been temporarily diverted from their normal and customary duties and assigned to the field adjustment of losses covered by this Contract;

8. expenses of the Company officials incurred in connection with losses covered by this Contract;

9. advertising or other extraordinary communication expenses incurred as a result of a covered Loss Occurrence;

10. extraordinary expenses arising out of a covered loss occurrence, whether or not they are allocable to a specific claim; and

11. subrogation, salvage and recovery expenses.

“Loss Adjustment Expense” does not include salaries and expenses of the Company’s employees and officials except as provided in subparagraphs (7) and (8) above, and office and other overhead expenses.

C.  1. “Loss Occurrence” means the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event. However, the duration and extent of any one “Loss Occurrence” shall be limited to all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event except that the term “Loss Occurrence” shall be further defined as follows:

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a. As regards any “Named Storm,” all individual losses sustained by the Company arising out of and directly occasioned by such “Named Storm,” without regard to the limitations of duration and extent set forth above. “Named Storm”, including ensuing loss arising from fire, flood, sprinkler leakage following any Named Storm(s), means any storm or storm system declared by the US National Hurricane Center, US Central Pacific Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service to be a tropical depression, tropical storm or hurricane, and any successors thereof. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm,” once it has merged. A “Named Storm” shall be deemed to begin at the effective time and date of the first watch, warning or other official advisory applicable to such tropical storm, or hurricane, issued by the above referenced governmental meteorological agencies. A “Named Storm” shall be deemed to end 120 hours after the cancellation of the last watch, warning or other official advisory applicable to such tropical storm, hurricane or successor, issued by the above referenced governmental meteorological agencies irrespective of the duration of the timing or spacing between such watches, warnings or other official advisories. If two or more storms are assigned different names by the above-referenced governmental meteorological agencies, each of those storms shall constitute a separate event for purposes of this definition.

b. As regards “Severe Convective Storm”, including ensuing collapse and water damage other than “Named Storm,” all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event.

c. As regards “Earthquake” and fire following directly occasioned by the earthquake, those earthquake losses and individual fire losses that commence during the period of 168 consecutive hours may be included in the Company’s “Loss Occurrence.”

e. As regards “Wildfire”, irrespective of origin, all individual losses sustained by the Company and designated by the Company as forming part of one “Loss Occurrence”, which occur during any period of 168 consecutive hours within an area with a 250 mile radius, the center point of which will be chosen by the Company, may be included in the Company’s Loss Occurrence.

f. As regards “freeze,” only individual losses directly occasioned by collapse, breakage of glass and water damage (caused by bursting of frozen pipes and tanks or freezing and/or melting snow or sleet) may be included in the Company’s “Loss Occurrence.”

2. Except as provided in subparagraph (1)(a) above:

a. The Company may choose the date and time when any such period of consecutive hours commences provided that it is not earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

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b. Only one period of consecutive hours shall apply with respect to one event, except that, as respects those “Loss Occurrences” referred to in subparagraph (1)(b) above, if the disaster, accident or loss occasioned by the event is of greater duration than 72 consecutive hours, then the Company may divide that disaster, accident or loss into two or more “Loss Occurrences” provided no two periods overlap and no individual loss is included in more than one such period and provided that no period commences earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

3. Losses arising from a combination of two or more perils as a result of the same event shall be considered as having arisen from one “Loss Occurrence.” Furthermore, all losses arising from an event involving a combination of losses described in subparagraphs (1)(a) and (1)(b) may be considered as having arisen from one “Loss Occurrence.” Notwithstanding the foregoing, the hourly limitations as stated above shall not be exceeded as respects the applicable perils, and, except as respects those “Loss Occurrences” involving a “Named Storm” referred to in subparagraph (1)(a) above, no single “Loss Occurrence” shall encompass a time period greater than 168 consecutive hours.

4. “Named Perils” means:

a. ”Severe Convective Storm” meaning any Severe Convective Storm inclusive of Tornado, Hailstorms and Straight-Line Windstorms and including any ensuing Derecho, Lightning and Flood directly caused by Severe Convective Storm.

b. “Earthquake” meaning earthquake, seaquake, earth movement, earthquake shock, shake, liquefaction, quake and shall also include ensuing rockfall, seismic and/or volcanic disturbance / eruption, tidal wave, tsunami and/or tidal surge directly caused by Earthquake.

c. “Wildfire” meaning any fire, forest fire, brush fire, grass fire, firestorm or any other series of fires, regardless of origin, or how the fire spreads.

d. “Winter Storm” meaning any blizzard, freeze and ice storm.

e. “Flood” meaning any temporary coverage with water of an area not normally covered by water, in particular caused by high water in natural watercourse, reservoirs, onshore canals, excluding coverage of an area with water caused by high water in sewage systems.

Furthermore, any ensuing collapse, water damage, flood and fire directly following any of the perils detailed above shall be included in the scope of coverage hereunder

D. “Policy(ies)” means any binder, policy, or contract of insurance or reinsurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Company.

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ARTICLE 10

FLORIDA HURRICANE CATASTROPHE FUND

A. As respects Loss Occurrences subject to this Contract, any loss reimbursement recoverable by the Company under the Florida Hurricane Catastrophe Fund (FHCF), shall be deducted in determining Ultimate Net Loss under this Contract, subject to the following:

1. The full reimbursement amount due from the FHCF for coverage under the Mandatory Layer, based on statutory limits of coverage as of June 1, shall be deemed recovered by the Company, whether or not actually received from the FHCF and whether or not reduced because of the FHCF’s inability to pay.

2. Any other FHCF recoveries shall be disregarded for purposes of determining ultimate net loss subject to this Contract.

3. For purposes of allocating recoveries from the FHCF with respect to each Loss Occurrence, only amounts recoverable by applying the pay-out and retention multiples for the FHCF prior to any reduction in retention due to multiple Loss Occurrences in the same annual period shall be included in calculating the deduction from Ultimate Net Loss.

4. If the Company’s aggregate limit of FHCF reimbursement coverage is exhausted from Loss Occurrences commencing during the term of this Contract, and the FHCF, as applicable, does not designate the portion of said limit allocable to each Loss Occurrence, the total FHCF reimbursement received shall be allocated to each individual Loss Occurrence in the proportion that the Company’s losses in that Loss Occurrence bear to the Company’s total losses arising out of all Loss Occurrences to which the reimbursement applies.

5. For purposes of loss recoveries under this Contract prior to the final determination of the Company’s retention and limit under the FHCF, FHCF coverage shall be calculated using the Company’s respective “Projected Payout Multiple” under the FHCF. Upon determination of the Company’s retention and limit under the FHCF, losses will be adjusted, recognizing any adjustment to the “Projected Payout Multiple” caused by a change in the Aggregate Mandatory FHCF Premium or any other adjustments as required by statute to determine the final FHCF layer, but disregarding any change due to a decrease in the statutory limit.

B. Any FHCF reimbursement premiums paid by the Company for FHCF layers that inure to the benefit of this Contract shall be deemed to be premiums paid for inuring reinsurance.

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C. Any change to the FHCF resulting from the 2024 Session of the Florida Legislature or rating methodology, if it produces a change in FHCF structure of greater than 10% of FHCF cover provided, may, at the Company’s option, result in the restructuring and re-rating of this Contract at terms to be mutually agreed.

ARTICLE 11

EXTRA CONTRACTUAL OBLIGATIONS/EXCESS OF POLICY LIMITS

A. This Contract shall cover Extra Contractual Obligations, as provided in the definition of Ultimate Net Loss. “Extra Contractual Obligations” shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

B. This Contract shall cover Loss in Excess of Policy Limits, as provided in the definition of Ultimate Net Loss. “Loss in Excess of Policy Limits” shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

C. An Extra Contractual Obligation and/or Loss in Excess of Policy Limits shall be deemed to have occurred on the same date as the loss covered under the Company’s Policy, and shall constitute part of the original loss.

D. For the purposes of the Loss in Excess of Policy Limits coverage hereunder, the word “Loss” shall mean any amounts for which the Company would have been contractually liable to pay had it not been for the limit of the original Policy.

E. Loss Adjustment Expense in respect of Extra Contractual Obligations and/or Loss in Excess of Policy Limits shall be covered hereunder in the same manner as other Loss Adjustment Expense.

F. However, this Article shall not apply where the loss has been incurred due to final legal adjudication of fraud of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the presentation, defense or settlement of any claim covered hereunder.

G. In no event shall coverage be provided to the extent not permitted under law.

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ARTICLE 12

NET RETAINED LIABILITY

A. This Contract applies only to that portion of any loss that the Company retains net for its own account (prior to deduction of any reinsurance that inures solely to the benefit of the Company).

B. The amount of the Reinsurer’s liability hereunder in respect of any loss or losses shall not be increased by reason of the inability of the Company to collect from any other reinsurer(s), whether specific or general, any amounts that may have become due from such reinsurer(s), whether such inability arises from the insolvency of such other reinsurer(s) or otherwise.

ARTICLE 13

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the respective Policies of the Company. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

ARTICLE 14

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

ARTICLE 15

NOTICE OF LOSS AND LOSS SETTLEMENTS

A. Whenever loss settlements made by the Company appear likely to result in a claim hereunder, the Company shall notify the Reinsurer. The Company shall advise the Reinsurer of all subsequent development relating to such claims that, in the opinion of the Company, may materially affect the position of the Reinsurer.

B. All loss settlements, provided they are within the terms of the Policies and within the terms of this Contract, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay all amounts for which it may be liable upon receipt of reasonable evidence of the amount paid by the Company.

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ARTICLE 16

LATE PAYMENTS

A. In the event any payment due either party is not received by the Intermediary by the payment due date, the party to whom payment is due may, by notifying the Intermediary in writing, require the debtor party to pay, and the debtor party agrees to pay, an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

1. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

2. 1/365th of the sum of the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made, plus 1%; times

3. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due, plus interest penalties, has been received by the Intermediary.

B. The due date shall, for purposes of this Article, be determined as follows: Payments from the Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Reinsurer, and shall be overdue 30 days thereafter.

C. If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date as defined in paragraph B shall be deemed to be the date upon which the Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

D. Should the Reinsurer dispute a claim presented by the Company and the timeframes set out in paragraph B be exceeded, interest as stipulated in paragraph A shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

E. In the event arbitration is necessary to settle a dispute, the panel shall have the authority to make a determination awarding interest to the prevailing party. Interest, if any, awarded by the panel shall supersede the interest amounts outlined herein.

F. Any interest owed pursuant to this Article may be waived by the party to which it is owed. Waiver of such interest, however, shall not affect the waiving party’s rights to other interest amounts due as a result of this Article.

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ARTICLE 17

OFFSET

Each party hereto shall have, and may exercise at any time and from time to time, the right to offset any and all balances due from a party to the other arising under this Contract. In the event of the insolvency of a party hereto, offsets shall only be allowed in accordance with the provisions of any applicable law governing offset entitlement.

ARTICLE 18

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

ARTICLE 19

TAXES

A. In consideration of the terms under which this Contract is issued, the Company undertakes not to claim any deduction of the premium hereon when making Canadian tax returns or when making tax returns, other than Income or Profits Tax returns, to any state or territory of the United States of America or to the District of Columbia.

B.  1. Each Subscribing Reinsurer has agreed to allow, for the purpose of paying the Federal Excise Tax, the applicable percentage of the premium payable hereon (as imposed under the Internal Revenue Code) to the extent such premium is subject to Federal Excise Tax.

2. In the event of any return of premium becoming due hereunder, the Subscribing Reinsurer shall deduct the applicable percentage of the premium from the amount of the return, and the Company or its agent should take steps to recover the Tax from the U.S. Government.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 20

ACCESS TO RECORDS

A. The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Contract during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Contract or after the expiration of this Contract. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

C. Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

D. For purposes of this Article:

1. “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

2. “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in-house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

3. “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 21

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

provided any party receiving such Confidential Information under subparagraphs B(1), B(3) and B(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure, if legal permissible, and use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

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ARTICLE 22

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or

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(2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then, and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

ARTICLE 23

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

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F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

ARTICLE 24

SERVICE OF SUIT

A. This Article applies only to those Subscribing Reinsurers not domiciled in the United States of America, and/or not authorized in any state, territory and/or district of the United States of America where authorization is required by insurance regulatory authorities.

B. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

C. In the event of the failure of the Reinsurer to perform its obligations hereunder, the Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Reinsurer, once the appropriate court is selected, whether such court is the one originally chosen by the Company and accepted by the Reinsurer or is determined by removal, transfer, or otherwise, as provided for above, shall comply with all requirements necessary to give said court jurisdiction and, in any suit instituted against the Reinsurer upon this Contract, shall abide by the final decision of such court or of any appellate court in the event of an appeal.

D. Service of process in such suit may be made upon Apex Fund Services, 95 N State Route 17, Suite 304 Paramus, NJ 07652.

The above-named is authorized and directed to accept service of process on behalf of the Reinsurer in any such suit.

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E. Further, pursuant to any statute of any state, territory or district of the United States that makes provision therefor, the Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance, or other officer specified for that purpose in the statute, or his successor or successors in office, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract, and hereby designates the above-named as the person to whom the said officer is authorized to mail such process or a true copy thereof.

ARTICLE 25

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would constitute material dealings or transactions in any sanctioned country or is in violation of any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America.

ARTICLE 26

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

ARTICLE 27

ENTIRE AGREEMENT

This Contract sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

ARTICLE 28

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 29

INTERMEDIARY

Guy Carpenter & Company, LLC, is hereby recognized as the Intermediary negotiating this Contract for all business hereunder. All communications (including notices, statements, premiums, return premiums, commissions, taxes, losses, Loss Adjustment Expenses, salvages, and loss settlements) relating thereto shall be transmitted to the Company or the Reinsurer through the Intermediary. Payments by the Company to the Intermediary shall be deemed payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be deemed payment to the Company only to the extent that such payments are actually received by the Company.

ARTICLE 30

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

ARTICLE 31

LIMITED RECOURSE AND BERMUDA REGULATIONS

The Company understands and accepts that Aeolus Re Ltd. is registered as a segregated account company under the Bermuda Segregated Accounts Companies Act 2000 and that Aeolus Re Ltd. in respect of its Keystone PF Segregated Account (the “Reinsurer”) is a segregated account of Aeolus Re Ltd.

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that the information is not material and is of the type that the registrant treats as private or confidential.

All corporate matters relating to the creation of the Reinsurer, including, but not limited to, the capacity of the Reinsurer, the segregated nature of the Reinsurer and Aeolus Re Ltd., and the operation and liquidation of the Reinsurer, will be governed by, and construed in accordance with, the laws of Bermuda. The Company acknowledges that the Reinsurer has written and/or will write other reinsurance or retrocession policies and that the assets and liabilities attributable to each such contract shall be linked to the Reinsurer. Accordingly, the Reinsurer will have assets and liabilities relating to a multiple of reinsurance contracts. The Company has had the opportunity to take advice and to obtain all such additional information that it considers necessary to evaluate the terms, conditions and risks of entering into this Contract with the Reinsurer.

Notwithstanding any other provision of this Contract to the contrary, the liability of the Reinsurer for the performance and discharge of all of its obligations, however they may arise, in relation to this Contract (together, the “SAC Obligations”) will be limited to and payable solely from the assets linked to the Reinsurer. Accordingly there will be no recourse to any other assets of Aeolus Re Ltd. (including, for the avoidance of doubt, any assets linked to any other segregated account of Aeolus Re Ltd. or to its general account). In the event that the assets linked to the Reinsurer are insufficient to meet all of its SAC Obligations, any SAC Obligations remaining after the application of such assets linked to the Reinsurer will be extinguished, and the Company undertakes in such circumstances to take no further action against the Reinsurer, Aeolus Re Ltd. or any other segregated accounts of Aeolus Re Ltd. in respect of any such SAC Obligations. In particular, neither the Company nor any party acting on its behalf will petition or take any steps for the winding up or receivership of the Reinsurer, Aeolus Re Ltd., or any other segregated account of Aeolus Re Ltd.

This Limited Recourse and Bermuda Regulations article shall survive the termination of this Contract.

ARTICLE 32

OBLIGATIONS

The Reinsurer shall no later than 10 Business Days from the inception date of this Contract secure its SAC Obligations hereunder by the establishment of a “Trust Account” with U.S. Bank Trust Company, National Association for the exclusive benefit of the Company in accordance with an associated Trust Agreement and, upon the opening of the Trust Account, by the deposit therein of cash or eligible securities or similar (as defined in the Trust Agreement) to cover 100% of its SAC Obligations hereunder. Notwithstanding the foregoing, the Reinsurer shall not be obligated to make such deposit into the Trust Account unless and until the Company has first paid the minimum and deposit premium due hereunder on or before the effective date of this Contract or the opening of the Trust Account, whichever is the later, in accordance with the terms of the Premium Article, such minimum and deposit premium payment being a condition precedent to the Reinsurer’s liability and obligations hereunder.

The terms governing the Trust Account are as set out in the Trust Agreement between the Reinsurer as Grantor, U.S. Bank Trust Company, National Association as Trustee, and the Company as Beneficiary. All costs and expenses involved in the creation and maintenance of such Trust Account shall be the sole responsibility of the Reinsurer, provided the Trust Agreement shall be at all times in compliance with the relevant provisions of the Insurance Code of the Company’s state

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of domicile and the administrative regulations adopted by that state’s insurance department, in order for the Company to receive full statutory financial statement credit for reinsurance provided under this Contract. However if the Company elects to establish the Trust Account with a bank other than Authorized Banks as set out in the Trust Agreement then all costs and expenses involved in the creation and maintenance of any such Trust Account shall be the sole responsibility of the Company, except if required in order to be in compliance with the relevant provisions of the Insurance Code of the Company’s state of domicile.

The term “SAC Obligations” shall mean:

A. during the period covered by this Contract, the liability of the Reinsurer in the performance and discharge of all of its obligations, however they may arise, in relation to this Contract, being 100% of the maximum recoverable limit in all (being $[***] in respect of the Reinsurer’s participation) less any unpaid premium (net of brokerage), less losses recovered from the Reinsurer;

B. on expiration of this Contract, SAC Obligations shall be determined in accordance with the Collateral Release provision.

In the event of any inconsistencies between the Trust Agreement and this Contract, this Contract shall prevail.

The Company and the Reinsurer further agree, notwithstanding anything to the contrary herein, that the collateral in the Trust Account may be withdrawn by the Company or its successors in interest at any time and without the consent of the Reinsurer, without diminution because of the insolvency of the Company or the Reinsurer, but only for one or more of the following purposes:

A. to reimburse itself for the undisputed Reinsurer’s SAC Obligations under this Contract, unless paid in cash by the Reinsurer; and/or

B. to obtain payment of any undisputed return premium dues from the Reinsurer, unless paid in cash by the Reinsurer; and/or

C. to fund a cash account in an amount equal to the collateral held in the Trust Account, if the Trust Account has not been renewed or replaced by the Reinsurer 10 Business Days prior to its expiration date (as defined in the Trust Agreement); and/or

D. to refund to the Reinsurer any sum which is in excess of the actual amount required to fund the Reinsurer’s SAC Obligations.

In the event the amount drawn by the Company on the Trust Account is in excess of the actual amount required for (A) to (D) immediately above or other than as permitted herein, the Company shall promptly return to the Trust Account the excess amount. The Company shall notify the Trustee and the Reinsurer on the date of any such payment that it has made such payment, stating the amount thereof.

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For the purposes of this Contract:

A. a “Business Day” shall be a day (other than a Saturday or Sunday) in which banks are open for commercial business in London, England; New York, United States of America; and Hamilton, Bermuda; and

B. “Undisputed” shall mean that the Reinsurer has not disputed the payment(s) due to the Company and that there are no outstanding requests for information from the Reinsurer pending with the Company regarding said payment.

ARTICLE 33

REPORTING

The Company agrees to provide the Reinsurer with loss reports (containing a breakdown of paid losses, case reserves and losses incurred but not reported) promptly following the periods ending each March 31, June 30, September 30 and December 31, commencing with the period ending September 30, 2024 until commutation in accordance with the Collateral Release article.

ARTICLE 34

COLLATERAL RELEASE

On the expiration of this Contract, to the extent the Trust Account has not yet been terminated, if the Company in its commercially reasonable judgment believes that no Loss Occurrences have occurred that may result in a claim hereunder, the Company agrees to instruct the Trustee as soon as possible and in any event within 10 Business Days following such expiration to release the Assets in the Trust Account to the Reinsurer immediately.

If a Loss Occurrence or Loss Occurrences have occurred during the term of this Contract, the Company shall calculate, on a monthly basis, how much, if any, of the Collateral shall be released from the Trust Account, as follows:

A. For each potentially covered Loss Occurrence, the Company shall multiply the ground up Loss Amount (being the sum of amounts potentially covered with respect to such Loss Occurrence under this Contract for (i) losses and loss expenses paid, (ii) reserves for losses reported and outstanding and (iii) reserves for losses incurred but not reported; and the Company shall use the same information for the preceding items i), ii) and iii) as appears on its official books and records, or in keeping with the same) by the appropriate Buffer Loss Factor from the table below, based upon the type of Loss Occurrence and the number of months which have elapsed since the Loss Occurrence. The product of this calculation shall be defined as the Buffered Loss Amount (“BLA”). All time periods and the Loss Amount shall be calculated as of the last date of the calendar month being reported and shall be based on the books and records used by the Company to prepare its financial statements.

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B. The BLA will then be reduced by inuring reinsurance recoveries and any applicable retention or limitation under this Contract to compute the Presumed Ultimate Net Loss under this Contract (the “Presumed Ultimate Net Loss”).

C. The Presumed Ceded Loss will be defined as the lesser of the Presumed Ultimate Net Loss and the Contract Limit as detailed in the Retention and Limit Article. An amount equal to the Presumed Ceded Loss less losses paid by the Reinsurer shall be retained in the Trust Account and any excess in the Trust Account over such amount shall be released to the Reinsurer immediately.

Buffer Loss Factor Table
Number of Calendar Months Since start Date of Loss Occurrence	All Loss Occurrences
0 to 3		150	%
>3 to 6		125	%
>6 to 9		110	%
>9 to 12		105	%
>12 to 15		100	%
Thereafter		100	%

So long as there is any Collateral on deposit in the Trust Account, within 10 Business Days after the end of each calendar month following the expiration of this Contract, the Company shall perform this calculation and deliver a report to the Reinsurer substantially in the form of the Collateral Calculation Table, attached to and forming part of this Contract. Collateral will be maintained or reduced monthly based on this calculation. To the extent that the calculation indicates that collateral should be reduced, the Company shall, within 10 Business Days of delivery of such report to the Reinsurer, instruct the Trustee to return the excess collateral to the Reinsurer from the Trust Account immediately. To the extent that the calculation indicates that additional collateral is required, the Reinsurer will have ten (10) business days from receipt of the report to deposit the required sum into the Trust.

In the event the Company has not reported to the Reinsurer any loss occurrence as of December 31, 2024 which is greater than $35,000,000, the Company agrees to an early release of collateral held in the Trust by no later than January 15, 2025. However, in the event that any loss occurrence any time thereafter exceeds $35,000,000, the Company shall so notify the Reinsurer, and the Reinsurer will have ten (10) business days from receipt of the report to deposit the required sum into the Trust, or into a replacement thereof established under the same terms and conditions of the original Trust.

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The Reinsurer shall have the option, at any time following twenty-four (24) months after the expiration of the risk period of this Contract, to commute the Contract at the Company’s most recent Loss Amount.

It is understood and agreed that in the event there is no collateral in the Trust as at the date twenty-four (24) months from expiration of the risk period, or any time thereafter, then the Reinsurer shall be absolved of all liability hereunder and this Reinsurance Contract shall be deemed fully commuted. Alternatively, if collateral is still held in the Trust as at the date twenty-four (24) months after the expiration of the risk period, the Reinsurer(s) shall have the option, at any time following twenty-four (24) months after the expiration of the risk period, to commute the Agreement at the Company’s most recent Loss Amount.

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IN WITNESS WHEREOF, the Company has caused this Contract to be executed by its duly authorized representative(s), who also confirms the Company’s review of and agreement to be bound by the terms and conditions of the Interests and Liabilities Agreements attached to and forming part of this Contract, this 22 day of July, in the year of 2024.

SLIDE INSURANCE COMPANY

/s/ Matt Larson    Senior Vice President of Risk Management

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

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NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - U.S.A.

1. This Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

2. Without in any way restricting the operation of paragraph (1) of this clause, this Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

I. Nuclear reactor power plants including all auxiliary property on the site, or

II. Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

III. Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

IV. Installations other than those listed in paragraph (2) III above using substantial quantities of radioactive isotopes or other products of nuclear fission.

3. Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate

(a) where Reassured does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

4. Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

5. It is understood and agreed that this clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Reassured to be the primary hazard.

6. The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

7. Reassured to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that

(a) all policies issued by the Reassured on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Reassured on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

12/12/57

NMA 1119

NOTES:	Wherever used herein the terms:
	“Reassured”	shall be understood to mean “Company”, “Reinsured”, “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement”, “Contract”, “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers”, “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

33 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS & SYNDICATES EXCLUSION CLAUSE (CATASTROPHE)

It is hereby understood and agreed that:

A. This Contract excludes loss or liability arising from:

1. Business derived directly or indirectly from any pool, association, or syndicate which maintains its own reinsurance facilities. This subparagraph 1 shall not apply with respect to:

a. Residual market mechanisms created by statute. This Contract shall not extend, however, to afford coverage for liability arising from the inability of any other participant or member in the residual market mechanism to meet its obligations, nor shall this Contract extend to afford coverage for liability arising from any claim against the residual market mechanism brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract). For the purposes of this Clause, the California Earthquake Authority shall be deemed to be a “residual market mechanism.”

b. Inter-agency or inter-government joint underwriting or risk purchasing associations (however styled) created by or permitted by statute or regulation.

2. Those perils insured by the Company that the Company knows, at the time the risk is bound, to be insured by or in excess of amounts insured or reinsured by any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks. This subparagraph 2 shall not apply:

a. If the total insured value over all interests of the risk is less than $[***].

b. To interests traditionally underwritten as Inland Marine or Stock or Contents written on a blanket basis.

c. To Contingent Business Interruption liability, except when it is known to the Company, at the time the risk is bound, that the key location is insured by or through any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks; unless the total insured value over all interests of the risk is less than $[***].

B. With respect to loss or liability arising from the Company’s participation or membership in any residual market mechanism created by statute, the Company may include in its ultimate net loss only amounts for which the Company is assessed as a direct consequence of a covered loss occurrence, subject to the following provisions:

1. Recovery is limited to perils otherwise protected hereunder.

34 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event the terms of the Company’s participation or membership in any such residual market mechanism permit the Company to recoup any such direct assessment attributed to a loss occurrence by way of a specific policy premium surcharge or similar levy on policyholders, the amount received by the Company as a result of such premium surcharge or levy shall reduce the Company’s ultimate net loss for such loss occurrence.

3. The result of any rate increase filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall have no effect on the Company’s ultimate net loss for any covered loss occurrence.

4. The result of any premium tax credit filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall reduce the Company’s ultimate net loss for any covered loss occurrence.

5. The Company may not include in its ultimate net loss any amount resulting from an assessment that, pursuant to the terms of the Company’s participation or membership in the residual market mechanism, the Company is required to pay only after such assessment is collected from the policyholder.

6. The ultimate net loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of a residual market mechanism nor any fines or penalties imposed on the Company for late payment.

7. If, however, a residual market mechanism only provides for assessment based on an aggregate of losses in any one contract or plan year of said mechanism, then the amount of that assessment to be included in the ultimate net loss for any one loss occurrence shall be determined by multiplying the Company’s share of the aggregate assessment by a factor derived by dividing the Company’s ultimate net loss (net of the assessment) with respect to the loss occurrence by the total of all of its ultimate net losses (net of assessments) from all loss occurrences included by the mechanism in determining the assessment.

8/1/2012

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TERRORISM EXCLUSION

(Property Treaty Reinsurance)

Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, it is agreed that this reinsurance agreement excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any act of terrorism, as defined herein, regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

An act of terrorism includes any act, or preparation in respect of action, or threat of action designed to influence the government de jure or de facto of any nation or any political division thereof, or in pursuit of political, religious, ideological, or similar purposes to intimidate the public or a section of the public of any nation by any person or group(s) of persons whether acting alone or on behalf of or in connection with any organisation(s) or government(s) de jure or de facto, and which:

(i) involves violence against one or more persons; or

(ii) involves damage to property; or

(iii) endangers life other than that of the person committing the action; or

(iv) creates a risk to health or safety of the public or a section of the public; or

(v) is designed to interfere with or to disrupt an electronic system.

This reinsurance agreement also excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any action in controlling, preventing, suppressing, retaliating against, or responding to any act of terrorism.

22/11/02

NMA2930C amended

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

LIMITED COMMUNICABLE DISEASE EXCLUSION NO. 1

(PROPERTY TREATY REINSURANCE)

1. Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2. Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly caused by or arising from any of the following perils: fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, rainstorm, hail, tornado, cyclone, typhoon, hurricane, earthquake, seaquake, seismic and/or volcanic disturbance/eruption, tsunami, flood, freeze, ice storm, weight of snow or ice, avalanche, meteor/asteroid impact, landslip, landslide, mudslide, bush fire, forest fire.

Definitions

3. Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

3.1 the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

3.2 the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

3.3 the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

4. Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5502

15 May 2020

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

CYBER LOSS LIMITED EXCLUSION (PROPERTY TREATY REINSURANCE)

1 Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, this reinsurance agreement excludes any:

1.1 Cyber Loss;

1.2 loss, damage, liability, cost or expense of whatsoever nature directly or indirectly caused by, contributed to by, resulting from, arising out of or in connection with any loss of use, reduction in functionality, repair, replacement, restoration or reproduction of any Data, including any amount pertaining to the value of such Data;

regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2 If the Reinsurers allege that by reason of this exclusion any loss, damage, liability, claim, cost or expense sustained by the Company is not covered by this reinsurance agreement, the burden of proving the contrary shall be upon the Company.

Definitions

3 Cyber Loss means any loss, damage, liability, claim, cost or expense of whatsoever nature directly or indirectly caused by, contributed to by, resulting from, arising out of or in connection with any Cyber Act or Cyber Incident, including, but not limited to, any action taken in controlling, preventing, suppressing or remediating any Cyber Act or Cyber Incident.

4 Cyber Act means an unauthorised, malicious or criminal act or series of related unauthorised, malicious or criminal acts, regardless of time and place, or the threat or hoax thereof involving access to, processing of, use of or operation of any Computer System.

5 Cyber Incident means:

5.1 any error or omission or series of related errors or omissions involving access to, processing of, use of or operation of any Computer System; or

5.2 any partial or total unavailability or failure or series of related partial or total unavailability or failures to access, process, use or operate any Computer System.

6 Computer System means:

6.1 any computer, hardware, software, communications system, electronic device (including, but not limited to, smart phone, laptop, tablet, wearable device), server, cloud or microcontroller including any similar system or any configuration of the aforementioned and including any associated input, output, data storage device, networking equipment or back up facility.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

7 Data means information, facts, concepts, code or any other information of any kind that is recorded or transmitted in a form to be used, accessed, processed, transmitted or stored by a Computer System.

LMA5411

06 March 2020

39 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

40 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

41 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

COLLATERAL CALCULATION TABLE

	Collateral Release Calculation as of [INSERT REPORTING PERIOD]
Line No.	Col. 1	Col. 2	Col. 3	Col. 4	Col. 5	Col. 6	Col. 7	Col. 8			Col. 9
	Date of Loss Event	Description	Loss Amount	Buffer Loss Factor	Buffer Loss Amount (Col. 3 x Col. 4)	Inuring Reinsurance Coverage (Calculated based on Col. 5)	Buffered Loss Amount, net of Inuring Reinsurance (Col. 5 - Col.  6)	Less: $xx,xxx,xxx Retention			Balance (Col. 7 - Col. 8)
1A								($	xx,xxx,xxx	)
1B								($	xx,xxx,xxx	)
1C								($	xx,xxx,xxx	)
1D								($	xx,xxx,xxx	)
1E								($	xx,xxx,xxx	)
1F								($	xx,xxx,xxx	)
2	Presumed Ultimate Net Loss (sum of Col. 9)
3	Presumed Ceded Loss - 100% of Line 2 NOTE: If the amount equals $XX,XXX,XXX or more, insert policy limit of $XX,XXX,XXX
4	Losses paid under this contract
5	Reinsurer’s Obligation – Line 3 minus Line 4
6	Collateral in the trust
7	Collateral Adjustment – Line 5 minus Line 6 (a negative number indicates the amount by which the collateral must be reduced)

42 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Effective: June 1, 2024 DOC: July 9, 2024 [***]

43 of 43

EX-10.14

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.14

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

1 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

TABLE OF CONTENTS

Article		Page
	Preamble		4
1	Business Covered		5
2	Retention and Limit		5
3	Other Reinsurance		6
4	Term		6
5	Special Termination		6
6	Run-Off Reinsurers		8
7	Territory		11
8	Exclusions		12
9	Special Acceptance		13
10	Premium		14
11	Definitions		16
12	Florida Hurricane Catastrophe Fund		19
13	Extra Contractual Obligations/Excess of Policy Limits		20
14	Net Retained Liability		21
15	Original Conditions		21
16	No Third Party Rights		21
17	Notice of Loss and Loss Settlements		22
18	Late Payments		22
19	Offset		24
20	Currency		24
21	Unauthorized Reinsurance		24
22	Taxes		26
23	Access to Records		27
24	Confidentiality		28
25	Indemnification and Errors and Omissions		29
26	Insolvency		30
27	Arbitration		31
28	Service of Suit		32
29	Sanction Limitation and Exclusion Clause		33
30	Governing Law		33
31	Entire Agreement		33
32	Non-Waiver		33
33	Intermediary		34
34	Mode of Execution		34
	Company Signing Block		35

2 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

TABLE OF CONTENTS

Attachments		Page
	Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - U.S.A.		36
	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)		38
	Terrorism Exclusion		40
	Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance)		41
	Trust Agreement Requirements Clause		42

3 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

(the “Contract”)

of

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

(collectively, the “Company”)

by

THE SUBSCRIBING REINSURER(S) IDENTIFIED

IN THE INTERESTS AND LIABILITIES AGREEMENT(S)

ATTACHED TO AND FORMING PART OF THIS CONTRACT

(the “Reinsurer”)

PREAMBLE

A. For purposes of sending and receiving notices and payments required by this Contract, Slide Insurance Company (“Slide Insurance”) shall be the distributor or recipient, as the case may. In no event, however, will Slide Insurance be deemed the agent of any member company.

B. While having no effect on the settlements or liabilities of the parties to this Contract, it is established that:

1. if a Loss Occurrence covered under this Contract involves multiple member companies, Slide Insurance will allocate the Reinsurer’s limit of liability for the Loss Occurrence to each member company involved, proportionately, based on the percentage which the affected member company’s loss bears to the total of all losses contributing to that Loss Occurrence; and

2. with respect to reinsurance premiums due the Reinsurer hereunder, each member company shall be responsible for its proportionate share of the reinsurance premium. The deposit premium, minimum premium, and final reinsurance premium, as determined under the terms of this Contract, shall be apportioned to each member company by Slide Insurance in the same proportion that each member company’s exposure bears to the total subject exposure.

4 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

3. Records of these allocations shall be maintained within Slide Insurance in sufficient detail to identify both the Reinsurer’s loss obligations allocated to each member company and each member company’s share of premium allocation.

ARTICLE 1

BUSINESS COVERED

This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of loss or losses under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company, subject to the terms and conditions herein contained.

ARTICLE 2

RETENTION AND LIMIT

A. For each Excess Layer of reinsurance provided hereunder, the Reinsurer shall be liable in respect of each Loss Occurrence for the Ultimate Net Loss over and above the initial Ultimate Net Loss retention as set forth in the schedule below for the Loss Occurrence, subject to a limit of liability to the Reinsurer for each such Loss Occurrence, and subject further to a limit of liability for all Loss Occurrences commencing during the term of this Contract, as set forth below:

RETENTION AND LIMIT SCHEDULE
Layer	Company’s Retention		Reinsurer’s Limit of Liability
	Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of each Loss Occurrence		Annual Aggregate Limit of Liability in respect of all Loss Occurrences during the term of this Contract
First Layer	$	[***]	$	[***]	$	[***]
Second Layer	$	[***]	$	[***]	$	[***]
Third Layer	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]
Seventh Layer	$	[***]	$	[***]	$	[***]
Eighth Layer	$	[***]	$	[***]	$	[***]
Ninth Layer	$	[***]	$	[***]	$	[***]

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. As respects each Loss Occurrence, as respects the:

1. Eighth Layer, the Company’s recoveries hereunder shall first be calculated in respect of the Seventh Layer in accordance with paragraph A above, with consideration of the inuring recoveries under the Seventh Layer as set forth in the Other Reinsurance Article.

2. Ninth Layer, the Company’s recoveries hereunder shall first be calculated in respect of the Seventh Layer and Eighth Layer in accordance with paragraph A above, with consideration of the inuring recoveries under the Seventh and Eighth Layers as set forth in the Other Reinsurance Article.

ARTICLE 3

OTHER REINSURANCE

A. The Company shall maintain Purple Re 2023-1 and 2023-2 Class A catastrophe bonds, recoveries under which shall inure to the benefit of the Seventh, Eighth and Ninth Layers of this Contract.

B. The Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Contract.

C. The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Contract.

ARTICLE 4

TERM

This Contract shall take effect at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, applying to Loss Occurrences commencing during the term of this Contract.

ARTICLE 5

SPECIAL TERMINATION

A. The Company may terminate a Subscribing Reinsurer’s percentage share in this Contract at any time by giving written notice to the Subscribing Reinsurer in the event of any of the following circumstances:

1. The Subscribing Reinsurer ceases underwriting operations.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

2. A state insurance department or other legal authority orders the Subscribing Reinsurer to cease writing business, or the Subscribing Reinsurer is placed under regulatory supervision.

3. The Subscribing Reinsurer has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

4. The Subscribing Reinsurer’s policyholders’ surplus (or the equivalent under the Subscribing Reinsurer’s accounting system) as reported in such financial statements of the Subscribing Reinsurer as designated by the Company, has been reduced by 20% of the amount thereof at any date during the prior 12-month period (including the period prior to the inception of this Contract).

5. The Subscribing Reinsurer has merged with or has become acquired or controlled by any company, corporation, or individual(s) not controlling the Subscribing Reinsurer’s operations at the inception of this Contract.

6. The Subscribing Reinsurer has retroceded its entire liability under this Contract without the Company’s prior written consent, except for retrocessions to members of the Subscribing Reinsurer’s holding company group.

7. The Subscribing Reinsurer has been assigned an A.M. Best’s rating of less than “A-” and/or an S&P rating of less than “BBB+.” However, as respects Underwriting Members of Lloyd’s, London, a Lloyd’s Market Rating of less than “A-” by A.M. Best and/or less than “BBB+” by S&P shall apply.

8. The Subscribing Reinsurer has transferred or delegated its claims-paying authority, as respects business subject to this Contract, to an unaffiliated entity; however, agreement by a Lloyd’s syndicate to follow claim settlement procedures under the Lloyd’s Claims Scheme (Combined) shall not constitute a transfer or delegation of its claims-paying authority for purposes of this subparagraph.

9. The Subscribing Reinsurer engages in the process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time.

10. The Subscribing Reinsurer in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

11. The Subscribing Reinsurer has failed to post or maintain required collateral to secure its obligations as required under this Contract, and has not cured such deficiency within 30 days following written notice thereof from the Company.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

12. There is a severance or obstruction of free and unfettered communication and/or normal commercial and/or financial intercourse between the country in which the Company is incorporated and the country in which the Subscribing Reinsurer is incorporated or has its principal office, as a result of war, currency regulation, or any circumstance arising out of political, financial or economic emergency.

13. The Subscribing Reinsurer resides or is incorporated in countries where any regulation, whether by decree or otherwise, be enforced by the government which shall restrict or prohibit its performance of any or all of its obligations under this Contract or any contract in consideration of which this Contract has been completed.

B. Termination shall be effected on a cut-off basis and the Subscribing Reinsurer shall have no liability for Loss Occurrences commencing after the date of termination. The reinsurance premium due the Subscribing Reinsurer hereunder (including any minimum reinsurance premium) shall be prorated based on the period of the Subscribing Reinsurer’s participation hereon, and the Subscribing Reinsurer shall immediately return any excess reinsurance premium received. Reinstatement premium, if any, shall be calculated based on the Subscribing Reinsurer’s reinsurance premium earned during the period of the Subscribing Reinsurer’s participation hereon.

C. Additionally, in the event of any of the circumstances listed in paragraph A of this Article, the Company shall have the option to commute the Subscribing Reinsurer’s liability for losses on Policies covered by this Contract. In the event the Company and the Subscribing Reinsurer cannot agree on the commutation amount, they shall appoint an actuary and/or appraiser to assess such amount and shall share equally any expense of the actuary and/or appraiser. If the Company and the Subscribing Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Subscribing Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Subscribing Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties in respect of liability arising from the Subscribing Reinsurer’s participation under this Contract.

D. The Company’s option to require commutation under paragraph C above shall survive the termination or expiration of this Contract.

ARTICLE 6

RUN-OFF REINSURERS

A. “Run-off Reinsurer” means any Subscribing Reinsurer that:

1. has been ordered by a state insurance department or other legal authority to cease writing business, or has been placed under regulatory supervision or in rehabilitation; or

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. has ceased reinsurance underwriting operations; or

3. has transferred its claims-paying authority to an unaffiliated entity; or

4. engages in a process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time; or

5. in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

Notwithstanding the foregoing, agreement by a Lloyd’s syndicate to follow claim settlements procedures under Lloyd’s Claims Scheme (Combined) shall not constitute a transfer of its claims-paying authority, for purposes of subparagraphs (3) and (5) of this paragraph.

B. Notwithstanding any other provision of this Contract, in the event that a Subscribing Reinsurer becomes a Run-off Reinsurer at any time, the Company may elect, by giving written notice to the Run-off Reinsurer at any time thereafter, that all or any of the following shall apply to the Run-off Reinsurer’s participation hereunder:

1. If the Run-off Reinsurer does not pay a claim or raise a query concerning the claim within 30 days of billing, it shall be estopped from denying such claim and must pay immediately.

2. If payment of any claim has been received from Subscribing Reinsurers constituting at least 70% of the interests and liabilities of all Subscribing Reinsurers that participated on this Contract and are active as of the due date; it being understood that said date shall not be later than 90 days from the date of transmittal by the Intermediary of the initial billing for each such payment, the Run-off Reinsurer shall be estopped from denying such claim and must pay within 10 days following transmittal to the Run-off Reinsurer of written notification of such payments. For purposes of this subparagraph, a Subscribing Reinsurer shall be deemed to be active if it is not a Run-off Reinsurer.

3. In the event any payment due the Company hereunder is not received by the Intermediary by the payment due date, the Run-off Reinsurer shall pay an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

a. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

b. 1/365th of the sum of:

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that the information is not material and is of the type that the registrant treats as private or confidential.

i. the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made; plus

ii. 1% plus 0.5% for each 30 days that the payment is past due, subject to a maximum of 8.0%; times

c. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due plus interest penalties have been received by the Intermediary.

For purposes of this subparagraph, payments from the Run-off Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Run-off Reinsurer, and shall be overdue 30 days thereafter.

If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Run-off Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date, as defined above, shall be deemed to be the date upon which the Run-off Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

Should the Run-off Reinsurer dispute a claim presented by the Company and the timeframes set out above be exceeded, interest as stipulated in this subparagraph shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

4. The Run-off Reinsurer’s liability for losses for Policies covered by this Contract shall be commuted. In the event the Company and the Run-off Reinsurer cannot agree on the commutation amount of the Run-off Reinsurer’s liability under such Policies, they shall appoint an actuary and/or appraiser to assess such liability and shall share equally any expense of the actuary and/or appraiser. If the Company and the Run-off Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Run-off Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Run-off Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties under this Contract.

5. The Run-off Reinsurer shall have no right of access to the Records of the Company if the Run-off Reinsurer has denied payment of any claim hereunder or there is a pending arbitration between the Company and the Run-off Reinsurer regarding any claim hereunder. A reservation of rights shall be considered a denial of a claim.

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that the information is not material and is of the type that the registrant treats as private or confidential.

6. The Run-off Reinsurer shall be precluded from asserting that a claim otherwise payable hereunder is Loss in Excess of Policy Limits and/or Extra Contractual Obligations, if no active Reinsurer has not made such assertion.

7. The Run-off Reinsurer shall immediately provide funding of the Run-off Reinsurer’s share of 100% of liabilities (the “Reinsurer’s Obligations”) as defined in the Unauthorized Reinsurance Article. This subparagraph does not apply to any Run-off Reinsurer to the extent that the Run-off Reinsurer provides funding under the Unauthorized Reinsurance Article or maintains a trust fund, approved by the regulatory authorities having jurisdiction over the Company’s credit for reinsurance, for the payment of claims of the Run-off Reinsurer’s U.S. ceding insurers.

8. In the event that either party demands arbitration of a dispute between the Company and the Run-off Reinsurer, and the amount in dispute is less than $500,000, unless the arbitration notice includes a demand for rescission of this Contract, notwithstanding the terms of the Arbitration Article, the dispute shall be resolved by a sole arbitrator and the following procedures shall apply:

a. The sole arbitrator shall be chosen by mutual agreement of the parties within 15 business days after the demand for arbitration. If the parties have not chosen an arbitrator within the 15 business days after the receipt of the arbitration notice, the arbitrator shall be chosen in accordance with the ARIAS U.S. Streamlined Rules for Small Claims Disputes, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS) and in force on the date the arbitration is demanded. The nominated arbitrator must be available to read any written submissions and hear testimony within 60 calendar days of being chosen.

b. Within 10 business days after the arbitrator has been appointed, the parties shall be notified of deadlines for the submission of briefs and documentary evidence, as determined by the arbitrator. There shall be no discovery or hearing unless the parties agree to engage in limited discovery and/or a hearing. Also, the arbitrator can determine, without the consent of the parties, that a limited hearing is necessary.

C. The Company’s waiver of any rights provided in this Article is not a waiver of that right or other rights at a later date.

ARTICLE 7

TERRITORY

The territorial limits of this Contract shall be identical with those of the Company’s Policies.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 8

EXCLUSIONS

A. This Contract shall not apply to and specifically excludes:

1. Liability assumed by the Company under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Company’s request and reinsured 100% by the Company shall not be excluded hereunder.

2. All liability of the Company arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Company of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part.

3. Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause.

4. Financial guarantee and insolvency.

5. Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached to and forming part of this Contract.

6. Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached to and forming part of this Contract.

7. Flood, when written as such.

8. Earthquake, when written as such.

9. Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) NMA2930C, attached to and forming part of this Contract.

10. All assessments from Citizens Property Insurance Corporation or the Florida Hurricane Catastrophe Fund (hereinafter “FHCF”).

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that the information is not material and is of the type that the registrant treats as private or confidential.

11. Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance) LMA5503, attached to and forming part of this Contract.

B. However, should any arbitration panel or any judicial, regulatory, or legislative entity having legal jurisdiction invalidate any exclusion in the Company’s Policy or the underlying Policy on which the Company’s Policy follows form, any amount of loss for which the Company is liable because of such invalidation shall not be excluded hereunder.

C. The exclusions enumerated above shall not apply when they are merely Incidental to the main operations of the insured, provided such main operations are covered by the Company and are not themselves excluded from the scope of this Contract. The Company shall determine what is “Incidental.”

D. Should the Company, by reason of an inadvertent act, error, or omission, be bound to afford coverage excluded hereunder or should an existing insured extend its operations to include coverage excluded hereunder, the Reinsurer shall waive the exclusion(s). The duration of said waiver shall not extend beyond the time that notice of such coverage has been received by the responsible underwriting authority of the Company plus the minimum time period required thereafter for the Company to terminate such coverage.

ARTICLE 9

SPECIAL ACCEPTANCE

A. From time to time the Company may request a special acceptance of reinsurance falling outside the scope of the provisions of this Contract. Within three days of receipt of such a request, each Subscribing Reinsurer shall accept such request, ask for additional information, or reject the request. Any reinsurance that is specially accepted by the Reinsurer shall be covered under this Contract and shall be subject to the terms hereof, except as such terms shall be modified by the special acceptance. If a Subscribing Reinsurer fails to respond to a special acceptance request within three days, the Subscribing Reinsurer shall be deemed to have agreed to the special acceptance.

B. Notwithstanding paragraph A above, if Subscribing Reinsurers under each Excess Layer with total percentage shares in the interests and liabilities of the Reinsurer of 50.0% or greater for that Excess Layer agree to a special acceptance, such special acceptance shall be binding on all Subscribing Reinsurers with respect to their respective shares for that Excess Layer. If such percentage agreement is not achieved, such special acceptance shall be made to the Excess Layer only with respect to the interests and liabilities of each Subscribing Reinsurer for that Excess Layer that agrees to the special acceptance.

C. In the event a reinsurer becomes a party to this Contract subsequent to one or more special acceptances hereunder, the new reinsurer shall automatically accept such special acceptance(s) as being covered hereunder. Further, if one or more Subscribing Reinsurers under this Contract agreed to special acceptance(s) under the contract being replaced by this Contract, such special acceptance(s) shall be automatically covered hereunder with respect to the interests and liabilities of such Subscribing Reinsurer(s).

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 10

PREMIUM

A. As respects each Excess Layer hereunder, the premium to be paid to the Reinsurer shall be calculated at the rates set out below multiplied by the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 with respect to the business covered hereunder, subject to the minimum and deposit premiums stated hereunder:

PREMIUM SCHEDULE
Layer	Adjustment Rate			Deposit Premium		Minimum Premium
First Layer		N/A
Second Layer		[***]	%	$	[***]	$	[***]
Third Layer		[***]	%	$	[***]	$	[***]
Fourth Layer		[***]	%	$	[***]	$	[***]
Fifth Layer		[***]	%	$	[***]	$	[***]
Sixth Layer		[***]	%	$	[***]	$	[***]
Seventh Layer		N/A
Eighth Layer		N/A
Ninth Layer		[***]	%	$	[***]	$	[***]

B. As respects each Excess Layer hereunder, the Company shall pay the Reinsurer a deposit premium for the term of this Contract, to be paid in equal installments as set out below:

DEPOSIT INSTALLMENT SCHEDULE
Layer	July 1, 2024		October 1, 2024		January 1, 2025		April 1, 2025
First Layer		N/A
Second Layer	$	[***]	$	[***]	$	[***]	$	[***]
Third Layer	$	[***]	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]	$	[***]
Seventh Layer		N/A
Eighth Layer		N/A
Ninth Layer	$	[***]	$	[***]	$	[***]	$	[***]

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. Notwithstanding the foregoing, in the event the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 for subject business is greater than or equal to [***]% and less than or equal to [***]% of the original estimate as set forth in paragraph E below, there shall be no additional premium due the Reinsurer or return premium due the Company. However, in the event the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is less than [***]% or greater than [***]% of the original estimate as set forth in paragraph E below then the additional premium due the Reinsurer or return premium due the Company shall be determined by the following:

1. If the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is greater than [***]% of the original estimate as set forth in paragraph E below, the additional premium due the Reinsurer shall be determined by multiplying the percent, shown as Adjustment Rate for that Excess Layer, computed in accordance with paragraph A above, by the difference between [***]% of the original estimate as outlined in paragraph E below and the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024.

2. If the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss at September 30, 2024 is less than [***]% of the original estimate as set forth in paragraph E below, the return premium due the Company shall be determined by multiplying the percent, shown as Adjustment Rate for that Excess Layer computed in accordance with paragraph A above, by the difference between the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 and [***]% of the original estimate as set forth in paragraph E below, subject to the amount, shown as “Minimum Premium” for that Excess Layer in accordance with paragraph A above.

D. Hurricane Models include secondary uncertainty, standard hurricane frequencies and demand surge. Hurricane Models exclude storm surge.

E. The Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is estimated at $[***] as of September 30, 2024 (average of $[***] [100-year] and $[***] [20-year]).

F. Within 90 days after the termination or expiration of this Contract, the Company shall provide a report to the Reinsurer setting forth the premium due hereunder for each Excess Layer, computed in accordance with paragraph C above, and any additional premium due the Reinsurer or return premium due the Company for each such Excess Layer shall be remitted within 30 days of its receipt of said report.

G. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 11

DEFINITIONS

A.  1. “Ultimate Net Loss” means the actual loss paid by the Company or which the Company becomes liable to pay, such loss to include Loss Adjustment Expense, 100% of any Extra Contractual Obligation and 100% of any Loss in Excess of Policy Limits as defined in the Extra Contractual Obligations/Excess of Policy Limits Article.

2. Salvages and all recoveries (including amounts due from all reinsurances that inure to the benefit of this Contract, whether recovered or not), shall be first deducted from such loss to arrive at the amount of liability attaching hereunder.

3. All salvages, recoveries or payments recovered or received subsequent to loss settlement hereunder shall be applied as if recovered or received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

4. The Company shall be deemed to be “liable to pay” a loss when a judgment has been rendered that the Company does not plan to appeal, and/or the Company has obtained a release, and/or the Company has accepted a proof of loss and/or the Company has made a commitment to pay, and/or the Company has scheduled the payment of the loss.

5. Nothing in this clause shall be construed to mean that losses are not recoverable hereunder until the Company’s “Ultimate Net Loss” has been ascertained.

6. Loss Adjustment Expense incurred in obtaining salvages or recoveries, or in the reduction or reversal of any award or judgment, shall be apportioned between the Company and the Reinsurer in the proportion that each benefits from such salvage, recovery, reduction or reversal. However, if such expense exceeds the amount recovered, the expense shall be included in Ultimate Net Loss

B. “Loss Adjustment Expense” means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

1. court costs;

2. costs of supersedeas and appeal bonds;

3. monitoring counsel expenses;

4. legal expenses and costs incurred in connection with coverage questions and legal actions connected thereto, including but not limited to declaratory judgment actions;

5. post-judgment interest;

6. pre-judgment interest, unless included as part of an award or judgment;

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that the information is not material and is of the type that the registrant treats as private or confidential.

 7. a pro rata share of salaries and expenses of Company field employees, calculated in accordance with the time occupied in adjusting such loss, and expenses of other Company employees who have been temporarily diverted from their normal and customary duties and assigned to the field adjustment of losses covered by this Contract;

 8. expenses of the Company officials incurred in connection with losses covered by this Contract;

 9. advertising or other extraordinary communication expenses incurred as a result of a covered Loss Occurrence;

 10. extraordinary expenses arising out of a covered loss occurrence, whether or not they are allocable to a specific claim; and

 11. subrogation, salvage and recovery expenses.

“Loss Adjustment Expense” does not include salaries and expenses of the Company’s employees and officials except as provided in subparagraphs (7) and (8) above, and office and other overhead expenses.

C. 1. “Loss Occurrence” means the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event. However, the duration and extent of any one “Loss Occurrence” shall be limited to all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event except that the term “Loss Occurrence” shall be further defined as follows:

a. As regards any “Named Storm,” all individual losses sustained by the Company arising out of and directly occasioned by such “Named Storm,” without regard to the limitations of duration and extent set forth above. “Named Storm” means any storm or storm system declared by the US National Hurricane Center, US Central Pacific Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service to be a tropical depression, tropical storm or hurricane, and any successors thereof. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm,” once it has merged. A “Named Storm” shall be deemed to begin at the effective time and date of the first watch, warning or other official advisory applicable to such tropical storm, or hurricane, issued by the above referenced governmental meteorological agencies. A “Named Storm” shall be deemed to end 120 hours after the cancellation of the last watch, warning or other official advisory applicable to such tropical storm, hurricane or successor, issued by the above referenced governmental meteorological agencies irrespective of the duration of the timing or spacing between such watches, warnings or other official advisories. If two or more storms are assigned different names by the above-referenced governmental meteorological agencies, each of those storms shall constitute a separate event for purposes of this definition.

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that the information is not material and is of the type that the registrant treats as private or confidential.

b. As regards windstorm, hail, tornado, cyclone, including ensuing collapse and water damage other than “Named Storm,” all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event.

c. As regards riot, riot attending a strike, civil commotion, vandalism and malicious mischief, all individual losses sustained by the Company occurring during any period of 72 consecutive hours within the area of one municipality or county and the municipalities or counties contiguous thereto arising out of and directly occasioned by the same event. The maximum duration of 72 consecutive hours may be extended in respect of individual losses that occur beyond such 72 consecutive hours during the continued occupation of an assured’s premises by strikers, provided such occupation commenced during the aforesaid period.

d. As regards earthquake and fire following directly occasioned by the earthquake, those earthquake losses and individual fire losses that commence during the period of 168 consecutive hours may be included in the Company’s “Loss Occurrence.”

e. As regards firestorms, brush fires and any other fires or series of fires, irrespective of origin, all individual losses sustained by the Company and designated by the Company as forming part of one “Loss Occurrence”, which occur during any period of 168 consecutive hours within an area with a 250 mile radius, the center point of which will be chosen by the Company, may be included in the Company’s Loss Occurrence.

f. As regards “freeze,” only individual losses directly occasioned by collapse, breakage of glass and water damage (caused by bursting of frozen pipes and tanks or freezing and/or melting snow or sleet) may be included in the Company’s “Loss Occurrence.”

2. Except as provided in subparagraph (1)(a) above:

a. The Company may choose the date and time when any such period of consecutive hours commences provided that it is not earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

b. Only one period of consecutive hours shall apply with respect to one event, except that, as respects those “Loss Occurrences” referred to in subparagraphs (1)(b) and (1)(c) above, if the disaster, accident or loss occasioned by the event is of greater duration than 72 consecutive hours, then the Company may divide that disaster, accident or loss into two or more “Loss Occurrences” provided no two periods overlap and no individual loss is included in more than one such period and provided that no period commences earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Losses arising from a combination of two or more perils as a result of the same event shall be considered as having arisen from one “Loss Occurrence.” Furthermore, all losses arising from an event involving a combination of losses described in subparagraphs (1)(a) and (1)(b) may be considered as having arisen from one “Loss Occurrence.” Notwithstanding the foregoing, the hourly limitations as stated above shall not be exceeded as respects the applicable perils, and, except as respects those “Loss Occurrences” involving a “Named Storm” referred to in subparagraph (1)(a) above, no single “Loss Occurrence” shall encompass a time period greater than 168 consecutive hours.

D. “Policy(ies)” means any binder, policy, or contract of insurance or reinsurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Company.

ARTICLE 12

FLORIDA HURRICANE CATASTROPHE FUND

A. As respects Loss Occurrences subject to this Contract, any loss reimbursement recoverable by the Company under the Florida Hurricane Catastrophe Fund (FHCF), shall be deducted in determining Ultimate Net Loss under this Contract, subject to the following:

1. The full reimbursement amount due from the FHCF for coverage under the Mandatory Layer, based on statutory limits of coverage as of June 1, shall be deemed recovered by the Company, whether or not actually received from the FHCF and whether or not reduced because of the FHCF’s inability to pay.

2. Any other FHCF recoveries shall be disregarded for purposes of determining ultimate net loss subject to this Contract.

3. For purposes of allocating recoveries from the FHCF with respect to each Loss Occurrence, only amounts recoverable by applying the pay-out and retention multiples for the FHCF prior to any reduction in retention due to multiple Loss Occurrences in the same annual period shall be included in calculating the deduction from Ultimate Net Loss.

4. If the Company’s aggregate limit of FHCF reimbursement coverage is exhausted from Loss Occurrences commencing during the term of this Contract, and the FHCF, as applicable, does not designate the portion of said limit allocable to each Loss Occurrence, the total FHCF reimbursement received shall be allocated to each individual Loss Occurrence in the proportion that the Company’s losses in that Loss Occurrence bear to the Company’s total losses arising out of all Loss Occurrences to which the reimbursement applies.

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that the information is not material and is of the type that the registrant treats as private or confidential.

5. For purposes of loss recoveries under this Contract prior to the final determination of the Company’s retention and limit under the FHCF, FHCF coverage shall be calculated using the Company’s respective “Projected Payout Multiple” under the FHCF. Upon determination of the Company’s retention and limit under the FHCF, losses will be adjusted, recognizing any adjustment to the “Projected Payout Multiple” caused by a change in the Aggregate Mandatory FHCF Premium or any other adjustments as required by statute to determine the final FHCF layer, but disregarding any change due to a decrease in the statutory limit.

B. Any FHCF reimbursement premiums paid by the Company for FHCF layers that inure to the benefit of this Contract shall be deemed to be premiums paid for inuring reinsurance.

C. Any change to the FHCF resulting from the 2024 Session of the Florida Legislature or rating methodology, if it produces a change in FHCF structure of greater than 10% of FHCF cover provided, may, at the Company’s option, result in the restructuring and re-rating of this Contract at terms to be mutually agreed.

ARTICLE 13

EXTRA CONTRACTUAL OBLIGATIONS/EXCESS OF POLICY LIMITS

A. This Contract shall cover Extra Contractual Obligations, as provided in the definition of Ultimate Net Loss. “Extra Contractual Obligations” shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

B. This Contract shall cover Loss in Excess of Policy Limits, as provided in the definition of Ultimate Net Loss. “Loss in Excess of Policy Limits” shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

C. An Extra Contractual Obligation and/or Loss in Excess of Policy Limits shall be deemed to have occurred on the same date as the loss covered under the Company’s Policy, and shall constitute part of the original loss.

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that the information is not material and is of the type that the registrant treats as private or confidential.

D. For the purposes of the Loss in Excess of Policy Limits coverage hereunder, the word “Loss” shall mean any amounts for which the Company would have been contractually liable to pay had it not been for the limit of the original Policy.

E. Loss Adjustment Expense in respect of Extra Contractual Obligations and/or Loss in Excess of Policy Limits shall be covered hereunder in the same manner as other Loss Adjustment Expense.

F. However, this Article shall not apply where the loss has been incurred due to final legal adjudication of fraud of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the presentation, defense or settlement of any claim covered hereunder.

G. In no event shall coverage be provided to the extent not permitted under law.

ARTICLE 14

NET RETAINED LIABILITY

A. This Contract applies only to that portion of any loss that the Company retains net for its own account (prior to deduction of any reinsurance that inures solely to the benefit of the Company).

B. The amount of the Reinsurer’s liability hereunder in respect of any loss or losses shall not be increased by reason of the inability of the Company to collect from any other reinsurer(s), whether specific or general, any amounts that may have become due from such reinsurer(s), whether such inability arises from the insolvency of such other reinsurer(s) or otherwise.

ARTICLE 15

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the respective Policies of the Company. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

ARTICLE 16

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 17

NOTICE OF LOSS AND LOSS SETTLEMENTS

A. The Company shall advise the Reinsurer promptly of all losses that, in the opinion of the Company, may result in a claim hereunder and of all subsequent developments thereto that may materially affect the position of the Reinsurer. Such reports shall include the Company’s cash flow projection for loss payments resulting from a Loss Occurrence. Such projection shall include the amount of an Advance that the Company estimates will cover anticipated loss payments during the 30 day period immediately following the date of the Company’s report. “Advance” means an amount that, in the opinion of the Company, the Reinsurer will become liable to pay to the Company hereunder. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay to the Company Advance(s).

B. The Company alone and at its full discretion shall adjust, settle or compromise all claims and losses.

C. As respects losses subject to this Contract, all loss settlements made by the Company, whether under strict Policy terms or by way of compromise, and any Extra Contractual Obligations and/or Loss in Excess of Policy Limits, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay or allow, as the case may be, its share of each such settlement immediately upon receipt of proof of loss. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay Advances to the Company, as follows:

1. The Reinsurer shall pay an Advance to the Company within five days after receipt of a cash flow projection report from the Company, as described in paragraph A of this Article.

2. At 14-day intervals thereafter, the Company shall report to the Reinsurer its cash flow projection for the 30 day period immediately following each such report. The Reinsurer shall continue to pay Advances to the Company within five days after receipt of each such report. Such updates and payments shall continue until the Company informs the Reinsurer that it no longer requires Advances for that Loss Occurrence.

ARTICLE 18

LATE PAYMENTS

A. In the event any payment due either party is not received by the Intermediary by the payment due date, the party to whom payment is due may, by notifying the Intermediary in writing, require the debtor party to pay, and the debtor party agrees to pay, an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

1. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

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2. 1/365th of the sum of the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made, plus 1%; times

3. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due, plus interest penalties, has been received by the Intermediary.

B. The due date shall, for purposes of this Article, be determined as follows:

1. Payments from the Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Reinsurer, and shall be overdue 30 days thereafter.

2. Payments from the Company to the Reinsurer shall be due on the dates specified within this Contract. Payments shall be overdue 30 days thereafter except for the first installment of premium, if applicable, which shall be overdue 60 days from inception or 30 days from final line-signing, whichever the later. Reinstatement premium, if applicable, shall have as a due date the date when the Company receives payment for the claim giving rise to such reinstatement premium, and payment shall be overdue 30 days thereafter. In the event a due date is not specifically stated for a given payment, the overdue date shall be 30 days following the date of billing.

C. If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date as defined in paragraph B shall be deemed to be the date upon which the Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

D. Should the Reinsurer dispute a claim presented by the Company and the timeframes set out in paragraph B be exceeded, interest as stipulated in paragraph A shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

E. In the event arbitration is necessary to settle a dispute, the panel shall have the authority to make a determination awarding interest to the prevailing party. Interest, if any, awarded by the panel shall supersede the interest amounts outlined herein.

F. Any interest owed pursuant to this Article may be waived by the party to which it is owed. Waiver of such interest, however, shall not affect the waiving party’s rights to other interest amounts due as a result of this Article.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 19

OFFSET

Each party hereto shall have, and may exercise at any time and from time to time, the right to offset any and all balances due from a party to the other arising under this Contract. In the event of the insolvency of a party hereto, offsets shall only be allowed in accordance with the provisions of any applicable law governing offset entitlement.

ARTICLE 20

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

ARTICLE 21

UNAUTHORIZED REINSURANCE

A. This Article applies:

1. only to the extent a Subscribing Reinsurer does not qualify for credit with any insurance regulatory authority having jurisdiction over the Company’s reserves, or

2. to a Subscribing Reinsurer qualified as a reciprocal jurisdiction reinsurer with any such insurance regulatory authority in the event such Subscribing Reinsurer resists enforcement of a final judgment that is enforceable under the law of the jurisdiction in which it was obtained or a properly enforceable arbitration award, whether obtained by the Company or by its legal successor on behalf of its resolution estate, in which case such Subscribing Reinsurer shall fund 100% of its share of the Reinsurer’s Obligations as hereinafter provided.

B. The Company agrees, in respect of its Policies or bonds falling within the scope of this Contract, that when it files with its insurance regulatory authority, or sets up on its books liabilities as required by law, it shall forward to the Reinsurer a statement showing the proportion of such liabilities applicable to the Reinsurer. The “Reinsurer’s Obligations” shall be defined as follows:

1. unearned premium (if applicable);

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2. outstanding losses that have been reported to the Reinsurer and Loss Adjustment Expense relating thereto;

3. losses and Loss Adjustment Expense paid by the Company but not recovered from the Reinsurer;

4. losses incurred but not reported and Loss Adjustment Expense relating thereto;

5. all other amounts for which the Company cannot take credit on its financial statements unless funding is provided by the Reinsurer.

C. The Reinsurer’s Obligations shall be funded by funds withheld, cash advances, Trust Agreement or a Letter of Credit (LOC). The Reinsurer shall have the option of determining the method of funding provided it is acceptable to the Company and insurance regulatory authorities having jurisdiction over the Company’s reserves.

D. When funding by Trust Agreement, the Reinsurer shall ensure that the Trust Agreement complies with the provisions of the “Trust Agreement Requirements Clause” attached hereto. When funding by a LOC, the Reinsurer agrees to apply for and secure timely delivery to the Company of a clean, irrevocable and unconditional LOC issued by a bank and containing provisions acceptable to the insurance regulatory authorities having jurisdiction over the Company’s reserves in an amount equal to the Reinsurer’s Obligations. Such LOC shall be issued for a period of not less than one year, and shall be automatically extended for one year from its date of expiration or any future expiration date unless 30 days (or such other time period as may be required by insurance regulatory authorities), prior to any expiration date the issuing bank shall notify the Company by certified or registered mail that the issuing bank elects not to consider the LOC extended for any additional period.

E. The Reinsurer and the Company agree that any funding provided by the Reinsurer pursuant to the provisions of this Contract may be drawn upon at any time, notwithstanding any other provision of this Contract, and be utilized by the Company or any successor, by operation of law, of the Company including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Company, for the following purposes, unless otherwise provided for in a separate Trust Agreement:

1. to reimburse the Company for the Reinsurer’s Obligations, the payment of which is due under the terms of this Contract and that has not been otherwise paid;

2. to make refund of any sum that is in excess of the actual amount required to pay the Reinsurer’s Obligations under this Contract (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement);

3. to fund an account with the Company for the Reinsurer’s Obligations. Such cash deposit shall be held in an interest bearing account separate from the Company’s other assets, and interest thereon not in excess of the prime rate shall accrue to the benefit of the Reinsurer. Any taxes payable on accrued interest shall be paid out of the assets in the account that are in excess of the Reinsurer’s Obligations (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement). If the assets are inadequate to pay taxes, any taxes due shall be paid or reimbursed by the Reinsurer;

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4. to pay the Reinsurer’s share of any other amounts the Company claims are due under this Contract.

F. If the amount drawn by the Company is in excess of the actual amount required for subparagraph E(1) or E(3), or in the case of subparagraph E(4), the actual amount determined to be due, the Company shall promptly return to the Reinsurer the excess amount so drawn. All of the foregoing shall be applied without diminution because of insolvency on the part of the Company or the Reinsurer.

G. The issuing bank shall have no responsibility whatsoever in connection with the propriety of withdrawals made by the Company or the disposition of funds withdrawn, except to ensure that withdrawals are made only upon the order of properly authorized representatives of the Company.

H. At annual intervals, or more frequently at the discretion of the Company, but never more frequently than quarterly, the Company shall prepare a specific statement of the Reinsurer’s Obligations for the sole purpose of amending the LOC or other method of funding, in the following manner:

1. If the statement shows that the Reinsurer’s Obligations exceed the balance of the LOC, as of the statement date, the Reinsurer shall, within 30 days after receipt of the statement, secure delivery to the Company of an amendment to the LOC increasing the amount of credit by the amount of such difference. Should another method of funding be used, the Reinsurer shall, within the time period outlined above, increase such funding by the amount of such difference.

2. If, however, the statement shows that the Reinsurer’s Obligations are less than the balance of the LOC (or that 102% of the Reinsurer’s Obligations are less than the trust account balance if funding is provided by a Trust Agreement), as of the statement date, the Company shall, within 30 days after receipt of written request from the Reinsurer, release such excess credit by agreeing to secure an amendment to the LOC reducing the amount of credit available by the amount of such excess credit. Should another method of funding be used, the Company shall, within the time period outlined above, decrease such funding by the amount of such excess.

ARTICLE 22

TAXES

A. In consideration of the terms under which this Contract is issued, the Company undertakes not to claim any deduction of the premium hereon when making Canadian tax returns or when making tax returns, other than Income or Profits Tax returns, to any state or territory of the United States of America or to the District of Columbia.

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B.  1. Each Subscribing Reinsurer has agreed to allow, for the purpose of paying the Federal Excise Tax, the applicable percentage of the premium payable hereon (as imposed under the Internal Revenue Code) to the extent such premium is subject to Federal Excise Tax.

2. In the event of any return of premium becoming due hereunder, the Subscribing Reinsurer shall deduct the applicable percentage of the premium from the amount of the return, and the Company or its agent should take steps to recover the Tax from the U.S. Government.

ARTICLE 23

ACCESS TO RECORDS

A. The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Contract during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Contract or after the expiration of this Contract. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

C. Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

D. For purposes of this Article:

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1. “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

2. “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in-house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

3. “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

ARTICLE 24

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

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4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

provided any party receiving such Confidential Information under subparagraphs B(1), B(3) and B(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure and to use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

ARTICLE 25

INDEMNIFICATION AND ERRORS AND OMISSIONS

A. The Reinsurer is reinsuring, subject to the terms and conditions of this Contract, the obligations of the Company under any Policy. The Company shall be the sole judge as to:

1. what shall constitute a claim or loss covered under any Policy;

2. the Company’s liability thereunder;

3. the amount or amounts that it shall be proper for the Company to pay thereunder.

B. The Reinsurer shall be bound by the judgment of the Company, subject to the terms and conditions of this Contract, as to the obligation(s) and liability(ies) of the Company under any Policy.

C. Any inadvertent error, omission or delay in complying with the terms and conditions of this Contract shall not be held to relieve either party hereto from any liability that would attach to it hereunder if such error, omission or delay had not been made, provided such error, omission or delay is rectified immediately upon discovery.

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ARTICLE 26

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or (2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then, and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

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ARTICLE 27

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

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ARTICLE 28

SERVICE OF SUIT

A. This Article applies only to those Subscribing Reinsurers not domiciled in the United States of America, and/or not authorized in any state, territory and/or district of the United States of America where authorization is required by insurance regulatory authorities.

B. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

C. In the event of the failure of the Reinsurer to perform its obligations hereunder, the Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Reinsurer, once the appropriate court is selected, whether such court is the one originally chosen by the Company and accepted by the Reinsurer or is determined by removal, transfer, or otherwise, as provided for above, shall comply with all requirements necessary to give said court jurisdiction and, in any suit instituted against the Reinsurer upon this Contract, shall abide by the final decision of such court or of any appellate court in the event of an appeal.

D. Service of process in such suit may be made upon:

1. as respects Underwriting Members of Lloyd’s, London: Lloyd’s America, Inc., Attention: Legal Department, 280 Park Avenue, East Tower, 25^th Floor, New York, New York 10017;

2. as respects any other Subscribing Reinsurer: Messrs. Mendes and Mount, 750 Seventh Avenue, New York, New York 10019-6829, or another party specifically designated in the Subscribing Reinsurer’s Interests and Liabilities Agreement attached hereto.

The above-named are authorized and directed to accept service of process on behalf of the Reinsurer in any such suit.

E. Further, pursuant to any statute of any state, territory or district of the United States that makes provision therefor, the Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance, or other officer specified for that purpose in the statute, or his successor or successors in office, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract, and hereby designates the above-named as the person to whom the said officer is authorized to mail such process or a true copy thereof.

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ARTICLE 29

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that Reinsurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America.

ARTICLE 30

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

ARTICLE 31

ENTIRE AGREEMENT

This Contract sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

ARTICLE 32

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 33

INTERMEDIARY

Guy Carpenter & Company, LLC, is hereby recognized as the Intermediary negotiating this Contract for all business hereunder. All communications (including notices, statements, premiums, return premiums, commissions, taxes, losses, Loss Adjustment Expenses, salvages, and loss settlements) relating thereto shall be transmitted to the Company or the Reinsurer through the Intermediary. Payments by the Company to the Intermediary shall be deemed payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be deemed payment to the Company only to the extent that such payments are actually received by the Company.

ARTICLE 34

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

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IN WITNESS WHEREOF, the Company has caused this Contract to be executed by its duly authorized representative(s), who also confirms the Company’s review of and agreement to be bound by the terms and conditions of the Interests and Liabilities Agreements attached to and forming part of this Contract, this 25 day of July, in the year of 2024.

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

including any and/or all companies that are or may hereafter become affiliated therewith

/s/ Matt Larson  Senior Vice President of Risk Management

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

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NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - U.S.A.

1. This Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

2. Without in any way restricting the operation of paragraph (1) of this clause, this Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

I. Nuclear reactor power plants including all auxiliary property on the site, or

II. Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

III. Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

IV. Installations other than those listed in paragraph (2) III above using substantial quantities of radioactive isotopes or other products of nuclear fission.

3. Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate

(a) where Reassured does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

4. Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

5. It is understood and agreed that this clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Reassured to be the primary hazard.

6. The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

7. Reassured to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that

(a) all policies issued by the Reassured on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Reassured on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

12/12/57

NMA 1119

NOTES:	Wherever used herein the terms:
	“Reassured”	shall be understood to mean “Company”, “Reinsured”, “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement”, “Contract”, “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers”, “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

37 of 43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS & SYNDICATES EXCLUSION CLAUSE (CATASTROPHE)

It is hereby understood and agreed that:

A. This Contract excludes loss or liability arising from:

1. Business derived directly or indirectly from any pool, association, or syndicate which maintains its own reinsurance facilities. This subparagraph 1 shall not apply with respect to:

a. Residual market mechanisms created by statute. This Contract shall not extend, however, to afford coverage for liability arising from the inability of any other participant or member in the residual market mechanism to meet its obligations, nor shall this Contract extend to afford coverage for liability arising from any claim against the residual market mechanism brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract). For the purposes of this Clause, the California Earthquake Authority shall be deemed to be a “residual market mechanism.”

b. Inter-agency or inter-government joint underwriting or risk purchasing associations (however styled) created by or permitted by statute or regulation.

2. Those perils insured by the Company that the Company knows, at the time the risk is bound, to be insured by or in excess of amounts insured or reinsured by any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks. This subparagraph 2 shall not apply:

a. If the total insured value over all interests of the risk is less than $[***].

b. To interests traditionally underwritten as Inland Marine or Stock or Contents written on a blanket basis.

c. To Contingent Business Interruption liability, except when it is known to the Company, at the time the risk is bound, that the key location is insured by or through any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks; unless the total insured value over all interests of the risk is less than $[***].

B. With respect to loss or liability arising from the Company’s participation or membership in any residual market mechanism created by statute, the Company may include in its ultimate net loss only amounts for which the Company is assessed as a direct consequence of a covered loss occurrence, subject to the following provisions:

1. Recovery is limited to perils otherwise protected hereunder.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event the terms of the Company’s participation or membership in any such residual market mechanism permit the Company to recoup any such direct assessment attributed to a loss occurrence by way of a specific policy premium surcharge or similar levy on policyholders, the amount received by the Company as a result of such premium surcharge or levy shall reduce the Company’s ultimate net loss for such loss occurrence.

3. The result of any rate increase filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall have no effect on the Company’s ultimate net loss for any covered loss occurrence.

4. The result of any premium tax credit filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall reduce the Company’s ultimate net loss for any covered loss occurrence.

5. The Company may not include in its ultimate net loss any amount resulting from an assessment that, pursuant to the terms of the Company’s participation or membership in the residual market mechanism, the Company is required to pay only after such assessment is collected from the policyholder.

6. The ultimate net loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of a residual market mechanism nor any fines or penalties imposed on the Company for late payment.

7. If, however, a residual market mechanism only provides for assessment based on an aggregate of losses in any one contract or plan year of said mechanism, then the amount of that assessment to be included in the ultimate net loss for any one loss occurrence shall be determined by multiplying the Company’s share of the aggregate assessment by a factor derived by dividing the Company’s ultimate net loss (net of the assessment) with respect to the loss occurrence by the total of all of its ultimate net losses (net of assessments) from all loss occurrences included by the mechanism in determining the assessment.

8/1/2012

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TERRORISM EXCLUSION

(Property Treaty Reinsurance)

Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, it is agreed that this reinsurance agreement excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any act of terrorism, as defined herein, regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

An act of terrorism includes any act, or preparation in respect of action, or threat of action designed to influence the government de jure or de facto of any nation or any political division thereof, or in pursuit of political, religious, ideological, or similar purposes to intimidate the public or a section of the public of any nation by any person or group(s) of persons whether acting alone or on behalf of or in connection with any organisation(s) or government(s) de jure or de facto, and which:

(i) involves violence against one or more persons; or

(ii) involves damage to property; or

(iii) endangers life other than that of the person committing the action; or

(iv) creates a risk to health or safety of the public or a section of the public; or

(v) is designed to interfere with or to disrupt an electronic system.

This reinsurance agreement also excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any action in controlling, preventing, suppressing, retaliating against, or responding to any act of terrorism.

Notwithstanding the above and subject otherwise to the terms, conditions, and limitations of this reinsurance agreement, in respect only of personal lines this reinsurance agreement will pay actual loss or damage (but not related cost or expense) caused by any act of terrorism provided such act is not directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with biological, chemical, radioactive, or nuclear pollution or contamination or explosion.

22/11/02

NMA2930C

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

LIMITED COMMUNICABLE DISEASE EXCLUSION NO. 2

(PROPERTY TREATY REINSURANCE)

1. Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2. Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly caused by or arising from any of the following perils: fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, rainstorm, hail, tornado, cyclone, typhoon, hurricane, earthquake, seaquake, seismic and/or volcanic disturbance/eruption, tsunami, flood, freeze, ice storm, weight of snow or ice, avalanche, meteor/asteroid impact, landslip, landslide, mudslide, bush fire, forest fire, riot, riot attending a strike, civil commotion, vandalism and malicious mischief.

Definitions

3. Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

3.1 the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

3.2 the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

3.3 the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

4. Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5503

15 May 2020

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

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EX-10.15

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.15

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

1 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

TABLE OF CONTENTS

Article		Page
1	Business Covered		4
2	Retention and Limit		4
3	Other Reinsurance		5
4	Term		6
5	Special Termination		6
6	Run-Off Reinsurers		8
7	Territory		11
8	Exclusions		11
9	Special Acceptance		13
10	Premium		14
11	Definitions		15
12	Florida Hurricane Catastrophe Fund		18
13	Extra Contractual Obligations/Excess of Policy Limits		19
14	Net Retained Liability		20
15	Original Conditions		21
16	No Third Party Rights		21
17	Notice of Loss and Loss Settlements		21
18	Late Payments		21
19	Offset		22
20	Currency		23
21	Unauthorized Reinsurance		23
22	Taxes		25
23	Access to Records		26
24	Confidentiality		27
25	Indemnification and Errors and Omissions		28
26	Insolvency		28
27	Arbitration		30
28	Service of Suit		31
29	Sanction Limitation and Exclusion Clause		32
30	Governing Law		32
31	Entire Agreement		32
32	Non-Waiver		32
33	Intermediary		33
34	Mode of Execution		33
35	Commutation		33
	Company Signing Block		34

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

TABLE OF CONTENTS

Attachments		Page
	Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - U.S.A.		35
	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)		37
	Terrorism Exclusion		39
	Limited Communicable Disease Exclusion No. 1 (Property Treaty Reinsurance)		40
	Cyber Loss Limited Exclusion (Property Treaty Reinsurance)		41
	Trust Agreement Requirements Clause		43

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

(the “Contract”)

of

SLIDE INSURANCE COMPANY

Tampa, Florida

(the “Company”)

by

THE SUBSCRIBING REINSURER(S) IDENTIFIED

IN THE INTERESTS AND LIABILITIES AGREEMENT(S)

ATTACHED TO AND FORMING PART OF THIS CONTRACT

(the “Reinsurer”)

ARTICLE 1

BUSINESS COVERED

A. This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of Named Storm(s) and/or Named Perils under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company, subject to the terms and conditions herein contained.

B. The Company shall cede and the Reinsurer shall accept as reinsurance its share of liability for any loss, damage, liability, claim, cost or expense of whatsoever nature, directly caused by, contributed to by, resulting from, arising out of Named Storm(s) and/or Named Perils.

ARTICLE 2

RETENTION AND LIMIT

A. Section A:

1. The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

2. Notwithstanding the provisions of subparagraph A(1) above, no claim shall be made under this Section A unless and until the aggregate incurred Subject Excess Losses arising out of Loss Occurrences commencing during the term of this Contract exceed $[***] part of $[***]. For purposes of this subparagraph, “Subject Excess Losses” means losses which would be otherwise recoverable from the Reinsurer under the provisions of subparagraph A(1) above were it not for the provisions of this subparagraph. The Company shall retain this amount in addition to the Company’s retention with respect to any one Loss Occurrence.

B. Section B:

1. The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

2. Notwithstanding the provisions of subparagraph B(1) above, no claim shall be made under this Section B unless and until the aggregate incurred Subject Excess Losses arising out of Loss Occurrences commencing during the term of this Contract exceed $[***] part of $[***]. For purposes of this subparagraph, “Subject Excess Losses” means losses which would be otherwise recoverable from the Reinsurer under the provisions of subparagraph B(1) above were it not for the provisions of this subparagraph. The Company shall retain this amount in addition to the Company’s retention with respect to any one Loss Occurrence.

C. Section C:

The Reinsurer shall be liable for in respect of each Loss Occurrence, for the Ultimate Net Loss arising from Named Storms over and above the first $[***] of Ultimate Net Loss, but the liability of the Reinsurer arising from Named Storms shall not exceed $[***] part of $[***] as respects any one Loss Occurrence, and $[***] part of $[***] for all losses hereunder during the term of this Contract.

D. Notwithstanding the above, the liability of the Reinsurer as respects the combination of Sections A., B. and C. above shall not exceed $[***], which represents the total shared limit at the Reinsurer’s participation of each section.

E. No claim shall be made under this Contract in any one Loss Occurrence unless at least two risks insured or reinsured by the Company are involved in such Loss Occurrence.

ARTICLE 3

OTHER REINSURANCE

A. The Company shall maintain the following, recoveries under which shall inure to the benefit of Section C of the Retention and Limit Article of this Contract:

1. $[***] excess $[***] in any one Loss Occurrence, single shot;

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. $[***] excess $[***] in any one Loss Occurrence, net of subparagraph A.1. above; single shot;

3. $[***] excess $[***] in any one Loss Occurrence, net of subparagraphs A.1. and A.2. above; single shot; and

4. $[***] excess $[***] in any one Loss Occurrence, net of subparagraphs A.1., A.2. and A.3. above; single shot.

B. The Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Contract.

C. The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Contract.

ARTICLE 4

TERM

This Contract shall take effect at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, applying to Loss Occurrences commencing during the term of this Contract.

ARTICLE 5

SPECIAL TERMINATION

A. The Company may terminate a Subscribing Reinsurer’s percentage share in this Contract at any time by giving written notice to the Subscribing Reinsurer in the event of any of the following circumstances:

1. The Subscribing Reinsurer ceases underwriting operations.

2. A state insurance department or other legal authority orders the Subscribing Reinsurer to cease writing business, or the Subscribing Reinsurer is placed under regulatory supervision.

3. The Subscribing Reinsurer has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

4. The Subscribing Reinsurer’s policyholders’ surplus (or the equivalent under the Subscribing Reinsurer’s accounting system) as reported in such financial statements of the Subscribing Reinsurer as designated by the Company, has been reduced by 20% of the amount thereof at any date during the prior 12-month period (including the period prior to the inception of this Contract).

5. The Subscribing Reinsurer has merged with or has become acquired or controlled by any company, corporation, or individual(s) not controlling the Subscribing Reinsurer’s operations at the inception of this Contract.

6. The Subscribing Reinsurer has retroceded its entire liability under this Contract without the Company’s prior written consent, except for retrocessions to members of the Subscribing Reinsurer’s holding company group.

7. The Subscribing Reinsurer has been assigned an A.M. Best’s rating of less than “A-” and/or an S&P rating of less than “BBB+.” However, as respects Underwriting Members of Lloyd’s, London, a Lloyd’s Market Rating of less than “A-” by A.M. Best and/or less than “BBB+” by S&P shall apply.

8. The Subscribing Reinsurer has transferred or delegated its claims-paying authority, as respects business subject to this Contract, to an unaffiliated entity; however, agreement by a Lloyd’s syndicate to follow claim settlement procedures under the Lloyd’s Claims Scheme (Combined) shall not constitute a transfer or delegation of its claims-paying authority for purposes of this subparagraph.

9. The Subscribing Reinsurer engages in the process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time.

10. The Subscribing Reinsurer in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

11. The Subscribing Reinsurer has failed to post or maintain required collateral to secure its obligations as required under this Contract, and has not cured such deficiency within 30 days following written notice thereof from the Company.

12. There is a severance or obstruction of free and unfettered communication and/or normal commercial and/or financial intercourse between the country in which the Company is incorporated and the country in which the Subscribing Reinsurer is incorporated or has its principal office, as a result of war, currency regulation, or any circumstance arising out of political, financial or economic emergency.

13. The Subscribing Reinsurer resides or is incorporated in countries where any regulation, whether by decree or otherwise, be enforced by the government which shall restrict or prohibit its performance of any or all of its obligations under this Contract or any contract in consideration of which this Contract has been completed.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

For the avoidance of doubt, a 100% retrocede of this Contract to Aeolus Re Ltd. shall not trigger a Special Termination event.

B. Termination shall be effected on a cut-off basis and the Subscribing Reinsurer shall have no liability for Loss Occurrences commencing after the date of termination. The reinsurance premium due the Subscribing Reinsurer hereunder (including any minimum reinsurance premium) shall be prorated based on the period of the Subscribing Reinsurer’s participation hereon, and the Subscribing Reinsurer shall immediately return any excess reinsurance premium received. Reinstatement premium, if any, shall be calculated based on the Subscribing Reinsurer’s reinsurance premium earned during the period of the Subscribing Reinsurer’s participation hereon.

C. Additionally, in the event of any of the circumstances listed in paragraph A of this Article, the Company shall have the option to commute the Subscribing Reinsurer’s liability for losses on Policies covered by this Contract. In the event the Company and the Subscribing Reinsurer cannot agree on the commutation amount, they shall appoint an actuary and/or appraiser to assess such amount and shall share equally any expense of the actuary and/or appraiser. If the Company and the Subscribing Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Subscribing Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Subscribing Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties in respect of liability arising from the Subscribing Reinsurer’s participation under this Contract.

D. The Company’s option to require commutation under paragraph C above shall survive the termination or expiration of this Contract.

ARTICLE 6

RUN-OFF REINSURERS

A. “Run-off Reinsurer” means any Subscribing Reinsurer that:

1. has been ordered by a state insurance department or other legal authority to cease writing business, or has been placed under regulatory supervision or in rehabilitation; or

2. has ceased reinsurance underwriting operations; or

3. has transferred its claims-paying authority to an unaffiliated entity; or

4. engages in a process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time; or

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that the information is not material and is of the type that the registrant treats as private or confidential.

5. in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

Notwithstanding the foregoing, agreement by a Lloyd’s syndicate to follow claim settlements procedures under Lloyd’s Claims Scheme (Combined) shall not constitute a transfer of its claims-paying authority, for purposes of subparagraphs (3) and (5) of this paragraph.

B. Notwithstanding any other provision of this Contract, in the event that a Subscribing Reinsurer becomes a Run-off Reinsurer at any time, the Company may elect, by giving written notice to the Run-off Reinsurer at any time thereafter, that all or any of the following shall apply to the Run-off Reinsurer’s participation hereunder:

1. If the Run-off Reinsurer does not pay a claim or raise a query concerning the claim within 30 days of billing, it shall be estopped from denying such claim and must pay immediately.

2. If payment of any claim has been received from Subscribing Reinsurers constituting at least 70% of the interests and liabilities of all Subscribing Reinsurers that participated on this Contract and are active as of the due date; it being understood that said date shall not be later than 90 days from the date of transmittal by the Intermediary of the initial billing for each such payment, the Run-off Reinsurer shall be estopped from denying such claim and must pay within 10 days following transmittal to the Run-off Reinsurer of written notification of such payments. For purposes of this subparagraph, a Subscribing Reinsurer shall be deemed to be active if it is not a Run-off Reinsurer.

3. In the event any payment due the Company hereunder is not received by the Intermediary by the payment due date, the Run-off Reinsurer shall pay an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

a. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

b. 1/365th of the sum of:

i. the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made; plus

ii. 1% plus 0.5% for each 30 days that the payment is past due, subject to a maximum of 8.0%; times

c. The amount past due, including accrued interest.

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that the information is not material and is of the type that the registrant treats as private or confidential.

Interest shall accumulate until payment of the original amount due plus interest penalties have been received by the Intermediary.

For purposes of this subparagraph, payments from the Run-off Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Run-off Reinsurer, and shall be overdue 30 days thereafter.

If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Run-off Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date, as defined above, shall be deemed to be the date upon which the Run-off Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

Should the Run-off Reinsurer dispute a claim presented by the Company and the timeframes set out above be exceeded, interest as stipulated in this subparagraph shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

4. The Run-off Reinsurer’s liability for losses for Policies covered by this Contract shall be commuted. In the event the Company and the Run-off Reinsurer cannot agree on the commutation amount of the Run-off Reinsurer’s liability under such Policies, they shall appoint an actuary and/or appraiser to assess such liability and shall share equally any expense of the actuary and/or appraiser. If the Company and the Run-off Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Run-off Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Run-off Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties under this Contract.

5. The Run-off Reinsurer shall have no right of access to the Records of the Company if the Run-off Reinsurer has denied payment of any claim hereunder or there is a pending arbitration between the Company and the Run-off Reinsurer regarding any claim hereunder. A reservation of rights shall be considered a denial of a claim.

6. The Run-off Reinsurer shall be precluded from asserting that a claim otherwise payable hereunder is Loss in Excess of Policy Limits and/or Extra Contractual Obligations, if no active Reinsurer has not made such assertion.

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that the information is not material and is of the type that the registrant treats as private or confidential.

7. The Run-off Reinsurer shall immediately provide funding of the Run-off Reinsurer’s share of 100% of liabilities (the “Reinsurer’s Obligations”) as defined in the Unauthorized Reinsurance Article. This subparagraph does not apply to any Run-off Reinsurer to the extent that the Run-off Reinsurer provides funding under the Unauthorized Reinsurance Article or maintains a trust fund, approved by the regulatory authorities having jurisdiction over the Company’s credit for reinsurance, for the payment of claims of the Run-off Reinsurer’s U.S. ceding insurers.

8. In the event that either party demands arbitration of a dispute between the Company and the Run-off Reinsurer, and the amount in dispute is less than $500,000, unless the arbitration notice includes a demand for rescission of this Contract, notwithstanding the terms of the Arbitration Article, the dispute shall be resolved by a sole arbitrator and the following procedures shall apply:

a. The sole arbitrator shall be chosen by mutual agreement of the parties within 15 business days after the demand for arbitration. If the parties have not chosen an arbitrator within the 15 business days after the receipt of the arbitration notice, the arbitrator shall be chosen in accordance with the ARIAS U.S. Streamlined Rules for Small Claims Disputes, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS) and in force on the date the arbitration is demanded. The nominated arbitrator must be available to read any written submissions and hear testimony within 60 calendar days of being chosen.

b. Within 10 business days after the arbitrator has been appointed, the parties shall be notified of deadlines for the submission of briefs and documentary evidence, as determined by the arbitrator. There shall be no discovery or hearing unless the parties agree to engage in limited discovery and/or a hearing. Also, the arbitrator can determine, without the consent of the parties, that a limited hearing is necessary.

C. The Company’s waiver of any rights provided in this Article is not a waiver of that right or other rights at a later date.

ARTICLE 7

TERRITORY

This Contract shall only apply to losses arising out of Policies written in the United States of America, its territories and possessions, Puerto Rico and the District of Columbia.

ARTICLE 8

EXCLUSIONS

This Contract shall not apply to and specifically excludes:

1. Liability assumed by the Company under any form of treaty reinsurance; however, all group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Company’s request and reinsured 100% by the Company shall not be excluded hereunder.

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2. All liability of the Company arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Company of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part.

3. Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial low or confiscation by order of any government or public authority.

4. Financial guarantee and insolvency.

5. Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A. attached to and forming part of this Contract.

6. Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe) attached to and forming part of this Contract.

7. Flood, when written as such.

8. Earthquake, when written as such.

9. Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) NMA2930C amended attached to and forming part of this Contract.

10. All assessments from Citizens Property Insurance Corporation or the Florida Hurricane Catastrophe Fund (hereinafter “FHCF”).

11. Losses excluded by the Limited Communicable Disease Exclusion No. 1 (Property Treaty Reinsurance) LMA5502 attached to and forming part of this Contract.

12. Workers’ Compensation insurance.

13. Marine and Offshore insurance.

14. Aviation and Space insurance.

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that the information is not material and is of the type that the registrant treats as private or confidential.

15. Casualty and Liability insurance.

16. Agricultural insurance.

17. Life and Accident insurance.

18. Financial Lines (Mortgage Credit and Political Risk).

19. Fine Art and Specie insurance.

20. Contingency insurance.

21. Loss and/or damage and/or costs and/or expenses arising from seepage and/or pollution and/or contamination, other than contamination from smoke damage when written as such. Nevertheless, this exclusion does not preclude payment of the cost of the removal of debris of property damaged by a loss otherwise covered hereunder, but subject always to a limit of 25.0% of the Company’s property loss under the Company’s policy.

22. Fidelity and Surety insurance.

23. Accident and Health insurance.

24. Losses in respect of overhead transmission and distribution lines and their supporting structures other than those on or within 500 feet of the insured premises; however, public utilities extension and/or suppliers extension and/or contingent business interruption coverage are not subject to this exclusion, provided that these are not part of a transmitters’ or distributors’ policy.

25. Catastrophe Bonds, Industry Loss Warranty and other Index and parametric insurance and reinsurance.

26. Losses excluded by the Cyber Loss Limited Exclusion (Property Treaty Reinsurance), LMA5411 attached to and forming part of this Contract.

27. Loss, damage, claim, cost, expense, or other sum directly or indirectly arising out of or relating to mold, mildew, fungus or spores of any type, nature or description.

ARTICLE 9

SPECIAL ACCEPTANCE

A. From time to time the Company may request a special acceptance of reinsurance falling outside the scope of the provisions of this Contract. Within ten days of receipt of such a request, each Subscribing Reinsurer shall accept such request, ask for additional information, or reject the request. Any reinsurance that is specially accepted by the Reinsurer shall be covered under this Contract and shall be subject to the terms hereof, except as such terms shall be modified by the special acceptance. If a Subscribing Reinsurer fails to respond to a special acceptance request within ten days, the Subscribing Reinsurer shall be deemed to have agreed to the special acceptance.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. In the event a reinsurer becomes a party to this Contract subsequent to one or more special acceptances hereunder, the new reinsurer shall automatically accept such special acceptance(s) as being covered hereunder. Further, if one or more Subscribing Reinsurers under this Contract agreed to special acceptance(s) under the contract being replaced by this Contract, such special acceptance(s) shall be automatically covered hereunder with respect to the interests and liabilities of such Subscribing Reinsurer(s).

ARTICLE 10

PREMIUM

A. On July 1, 2024 the Company shall pay the Reinsurer a deposit premium equal to $[***] (represents deposit premium for Reinsurer’s participation) for the term of this Contract.

Within 90 days after the termination or expiration of this Contract, the premium paid to the Reinsurer shall adjusted to be equal the greater of subparagraph A.1. or A.2. below:

1. The Modeled Expected Loss for the in-force portfolio at September 30, 2024 (expressed in dollars) multiplied by [***], or

2. minimum premium of:

a. $[***] if a recovery is made from this Contract; or

b. $[***] in the event no recovery is made from this Contract;

due hereunder which represents the minimum premium associated with the Reinsurer’s participation.

B. The Modeled Expected Loss shall be calculated using AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 for subject business.

C. Within 90 days after the termination or expiration of this Contract, the Company shall provide a report to the Reinsurer setting forth the premium due hereunder for each Section, computed in accordance with paragraph A above, and any additional premium due the Reinsurer or return premium due the Company for each such Section shall be remitted within 30 days of its receipt of said report.

D. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

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ARTICLE 11

DEFINITIONS

A.  1. “Ultimate Net Loss” means the actual loss paid by the Company or which the Company becomes liable to pay, such loss to include Loss Adjustment Expense, 100% of any Extra Contractual Obligation and 100% of any Loss in Excess of Policy Limits as defined in the Extra Contractual Obligations/Excess of Policy Limits Article.

2. Salvages and all recoveries (including amounts due from all reinsurances that inure to the benefit of this Contract, whether recovered or not), shall be first deducted from such loss to arrive at the amount of liability attaching hereunder.

3. All salvages, recoveries or payments recovered or received subsequent to loss settlement hereunder shall be applied as if recovered or received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

4. The Company shall be deemed to be “liable to pay” a loss when a judgment has been rendered that the Company does not plan to appeal, and/or the Company has obtained a release, and/or the Company has accepted a proof of loss and/or the Company has made a commitment to pay, and/or the Company has scheduled the payment of the loss.

5. Nothing in this clause shall be construed to mean that losses are not recoverable hereunder until the Company’s “Ultimate Net Loss” has been ascertained.

6. Loss Adjustment Expense incurred in obtaining salvages or recoveries, or in the reduction or reversal of any award or judgment, shall be apportioned between the Company and the Reinsurer in the proportion that each benefits from such salvage, recovery, reduction or reversal. However, if such expense exceeds the amount recovered, the expense shall be included in Ultimate Net Loss

B. “Loss Adjustment Expense” means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

1. court costs;

2. costs of supersedeas and appeal bonds;

3. monitoring counsel expenses;

4. legal expenses and costs incurred in connection with coverage questions and legal actions connected thereto, including but not limited to declaratory judgment actions;

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5. post-judgment interest;

6. pre-judgment interest, unless included as part of an award or judgment;

7. a pro rata share of salaries and expenses of Company field employees, calculated in accordance with the time occupied in adjusting such loss, and expenses of other Company employees who have been temporarily diverted from their normal and customary duties and assigned to the field adjustment of losses covered by this Contract;

8. expenses of the Company officials incurred in connection with losses covered by this Contract;

9. advertising or other extraordinary communication expenses incurred as a result of a covered Loss Occurrence;

10. extraordinary expenses arising out of a covered loss occurrence, whether or not they are allocable to a specific claim; and

11. subrogation, salvage and recovery expenses.

“Loss Adjustment Expense” does not include salaries and expenses of the Company’s employees and officials except as provided in subparagraphs (7) and (8) above, and office and other overhead expenses.

C. 1. “Loss Occurrence” means the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event. However, the duration and extent of any one “Loss Occurrence” shall be limited to all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event except that the term “Loss Occurrence” shall be further defined as follows:

 a. As regards any “Named Storm,” all individual losses sustained by the Company arising out of and directly occasioned by such “Named Storm,” without regard to the limitations of duration and extent set forth above. “Named Storm”, including ensuing loss arising from fire, flood, sprinkler leakage following any Named Storm(s), means any storm or storm system declared by the US National Hurricane Center, US Central Pacific Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service to be a tropical depression, tropical storm or hurricane, and any successors thereof. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm,” once it has merged. A “Named Storm” shall be deemed to begin at the effective time and date of the first watch, warning or other official advisory applicable to such tropical storm, or hurricane, issued by the above referenced governmental meteorological agencies. A “Named Storm” shall be deemed to end 120 hours after the cancellation of the

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last watch, warning or other official advisory applicable to such tropical storm, hurricane or successor, issued by the above referenced governmental meteorological agencies irrespective of the duration of the timing or spacing between such watches, warnings or other official advisories. If two or more storms are assigned different names by the above-referenced governmental meteorological agencies, each of those storms shall constitute a separate event for purposes of this definition.

b. As regards “Severe Convective Storm”, including ensuing collapse and water damage other than “Named Storm,” all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event.

c. As regards “Earthquake” and fire following directly occasioned by the earthquake, those earthquake losses and individual fire losses that commence during the period of 168 consecutive hours may be included in the Company’s “Loss Occurrence.”

e. As regards “Wildfire”, irrespective of origin, all individual losses sustained by the Company and designated by the Company as forming part of one “Loss Occurrence”, which occur during any period of 168 consecutive hours within an area with a 250 mile radius, the center point of which will be chosen by the Company, may be included in the Company’s Loss Occurrence.

f. As regards “freeze,” only individual losses directly occasioned by collapse, breakage of glass and water damage (caused by bursting of frozen pipes and tanks or freezing and/or melting snow or sleet) may be included in the Company’s “Loss Occurrence.”

2. Except as provided in subparagraph (1)(a) above:

a. The Company may choose the date and time when any such period of consecutive hours commences provided that it is not earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

b. Only one period of consecutive hours shall apply with respect to one event, except that, as respects those “Loss Occurrences” referred to in subparagraph (1)(b) above, if the disaster, accident or loss occasioned by the event is of greater duration than 72 consecutive hours, then the Company may divide that disaster, accident or loss into two or more “Loss Occurrences” provided no two periods overlap and no individual loss is included in more than one such period and provided that no period commences earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Losses arising from a combination of two or more perils as a result of the same event shall be considered as having arisen from one “Loss Occurrence.” Furthermore, all losses arising from an event involving a combination of losses described in subparagraphs (1)(a) and (1)(b) may be considered as having arisen from one “Loss Occurrence.” Notwithstanding the foregoing, the hourly limitations as stated above shall not be exceeded as respects the applicable perils, and, except as respects those “Loss Occurrences” involving a “Named Storm” referred to in subparagraph (1)(a) above, no single “Loss Occurrence” shall encompass a time period greater than 168 consecutive hours.

4. “Named Perils” means:

a. ”Severe Convective Storm” meaning any Severe Convective Storm inclusive of Tornado, Hailstorms and Straight-Line Windstorms and including any ensuing Derecho, Lightning and Flood directly caused by Severe Convective Storm.

b. “Earthquake” meaning earthquake, seaquake, earth movement, earthquake shock, shake, liquefaction, quake and shall also include ensuing rockfall, seismic and/or volcanic disturbance / eruption, tidal wave, tsunami and/or tidal surge directly caused by Earthquake.

c. “Wildfire” meaning any fire, forest fire, brush fire, grass fire, firestorm or any other series of fires, regardless of origin, or how the fire spreads.

d. “Winter Storm” meaning any blizzard, freeze and ice storm.

e. “Flood” meaning any temporary coverage with water of an area not normally covered by water, in particular caused by high water in natural watercourse, reservoirs, onshore canals, excluding coverage of an area with water caused by high water in sewage systems.

Furthermore, any ensuing collapse, water damage, flood and fire directly following any of the perils detailed above shall be included in the scope of coverage hereunder

D. “Policy(ies)” means any binder, policy, or contract of insurance or reinsurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Company.

ARTICLE 12

FLORIDA HURRICANE CATASTROPHE FUND

A. As respects Loss Occurrences subject to this Contract, any loss reimbursement recoverable by the Company under the Florida Hurricane Catastrophe Fund (FHCF), shall be deducted in determining Ultimate Net Loss under this Contract, subject to the following:

1. The full reimbursement amount due from the FHCF for coverage under the Mandatory Layer, based on statutory limits of coverage as of June 1, shall be deemed recovered by the Company, whether or not actually received from the FHCF and whether or not reduced because of the FHCF’s inability to pay.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. Any other FHCF recoveries shall be disregarded for purposes of determining ultimate net loss subject to this Contract.

3. For purposes of allocating recoveries from the FHCF with respect to each Loss Occurrence, only amounts recoverable by applying the pay-out and retention multiples for the FHCF prior to any reduction in retention due to multiple Loss Occurrences in the same annual period shall be included in calculating the deduction from Ultimate Net Loss.

4. If the Company’s aggregate limit of FHCF reimbursement coverage is exhausted from Loss Occurrences commencing during the term of this Contract, and the FHCF, as applicable, does not designate the portion of said limit allocable to each Loss Occurrence, the total FHCF reimbursement received shall be allocated to each individual Loss Occurrence in the proportion that the Company’s losses in that Loss Occurrence bear to the Company’s total losses arising out of all Loss Occurrences to which the reimbursement applies.

5. For purposes of loss recoveries under this Contract prior to the final determination of the Company’s retention and limit under the FHCF, FHCF coverage shall be calculated using the Company’s respective “Projected Payout Multiple” under the FHCF. Upon determination of the Company’s retention and limit under the FHCF, losses will be adjusted, recognizing any adjustment to the “Projected Payout Multiple” caused by a change in the Aggregate Mandatory FHCF Premium or any other adjustments as required by statute to determine the final FHCF layer, but disregarding any change due to a decrease in the statutory limit.

B. Any FHCF reimbursement premiums paid by the Company for FHCF layers that inure to the benefit of this Contract shall be deemed to be premiums paid for inuring reinsurance.

C. Any change to the FHCF resulting from the 2024 Session of the Florida Legislature or rating methodology, if it produces a change in FHCF structure of greater than 10% of FHCF cover provided, may, at the Company’s option, result in the restructuring and re-rating of this Contract at terms to be mutually agreed.

ARTICLE 13

EXTRA CONTRACTUAL OBLIGATIONS/EXCESS OF POLICY LIMITS

A. This Contract shall cover Extra Contractual Obligations, as provided in the definition of Ultimate Net Loss. “Extra Contractual Obligations” shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. This Contract shall cover Loss in Excess of Policy Limits, as provided in the definition of Ultimate Net Loss. “Loss in Excess of Policy Limits” shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

C. An Extra Contractual Obligation and/or Loss in Excess of Policy Limits shall be deemed to have occurred on the same date as the loss covered under the Company’s Policy, and shall constitute part of the original loss.

D. For the purposes of the Loss in Excess of Policy Limits coverage hereunder, the word “Loss” shall mean any amounts for which the Company would have been contractually liable to pay had it not been for the limit of the original Policy.

E. Loss Adjustment Expense in respect of Extra Contractual Obligations and/or Loss in Excess of Policy Limits shall be covered hereunder in the same manner as other Loss Adjustment Expense.

F. However, this Article shall not apply where the loss has been incurred due to final legal adjudication of fraud of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the presentation, defense or settlement of any claim covered hereunder.

G. In no event shall coverage be provided to the extent not permitted under law.

ARTICLE 14

NET RETAINED LIABILITY

A. This Contract applies only to that portion of any loss that the Company retains net for its own account (prior to deduction of any reinsurance that inures solely to the benefit of the Company).

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B. The amount of the Reinsurer’s liability hereunder in respect of any loss or losses shall not be increased by reason of the inability of the Company to collect from any other reinsurer(s), whether specific or general, any amounts that may have become due from such reinsurer(s), whether such inability arises from the insolvency of such other reinsurer(s) or otherwise.

ARTICLE 15

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the respective Policies of the Company. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

ARTICLE 16

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

ARTICLE 17

NOTICE OF LOSS AND LOSS SETTLEMENTS

A. Whenever loss settlements made by the Company appear likely to result in a claim hereunder, the Company shall notify the Reinsurer. The Company shall advise the Reinsurer of all subsequent development relating to such claims that, in the opinion of the Company, may materially affect the position of the Reinsurer.

B. All loss settlements, provided they are within the terms of the Policies and within the terms of this Contract, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay all amounts for which it may be liable upon receipt of reasonable evidence of the amount paid by the Company.

ARTICLE 18

LATE PAYMENTS

A. In the event any payment due either party is not received by the Intermediary by the payment due date, the party to whom payment is due may, by notifying the Intermediary in writing, require the debtor party to pay, and the debtor party agrees to pay, an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

1. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

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2. 1/365th of the sum of the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made, plus 1%; times

3. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due, plus interest penalties, has been received by the Intermediary.

B. The due date shall, for purposes of this Article, be determined as follows: Payments from the Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Reinsurer, and shall be overdue 30 days thereafter.

C. If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date as defined in paragraph B shall be deemed to be the date upon which the Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

D. Should the Reinsurer dispute a claim presented by the Company and the timeframes set out in paragraph B be exceeded, interest as stipulated in paragraph A shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

E. In the event arbitration is necessary to settle a dispute, the panel shall have the authority to make a determination awarding interest to the prevailing party. Interest, if any, awarded by the panel shall supersede the interest amounts outlined herein.

F. Any interest owed pursuant to this Article may be waived by the party to which it is owed. Waiver of such interest, however, shall not affect the waiving party’s rights to other interest amounts due as a result of this Article.

ARTICLE 19

OFFSET

Each party hereto shall have, and may exercise at any time and from time to time, the right to offset any and all balances due from a party to the other arising under this Contract. In the event of the insolvency of a party hereto, offsets shall only be allowed in accordance with the provisions of any applicable law governing offset entitlement.

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ARTICLE 20

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

ARTICLE 21

UNAUTHORIZED REINSURANCE

A. This Article applies:

1. only to the extent a Subscribing Reinsurer does not qualify for credit with any insurance regulatory authority having jurisdiction over the Company’s reserves, or

2. to a Subscribing Reinsurer qualified as a reciprocal jurisdiction reinsurer with any such insurance regulatory authority in the event such Subscribing Reinsurer resists enforcement of a final judgment that is enforceable under the law of the jurisdiction in which it was obtained or a properly enforceable arbitration award, whether obtained by the Company or by its legal successor on behalf of its resolution estate, in which case such Subscribing Reinsurer shall fund 100% of its share of the Reinsurer’s Obligations as hereinafter provided.

B. The Company agrees, in respect of its Policies or bonds falling within the scope of this Contract, that when it files with its insurance regulatory authority, or sets up on its books liabilities as required by law, it shall forward to the Reinsurer a statement showing the proportion of such liabilities applicable to the Reinsurer. The “Reinsurer’s Obligations” shall be defined as follows:

1. unearned premium (if applicable);

2. outstanding losses that have been reported to the Reinsurer and Loss Adjustment Expense relating thereto;

3. losses and Loss Adjustment Expense paid by the Company but not recovered from the Reinsurer;

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4. losses incurred but not reported and Loss Adjustment Expense relating thereto;

5. all other amounts for which the Company cannot take credit on its financial statements unless funding is provided by the Reinsurer.

C. The Reinsurer’s Obligations shall be funded by funds withheld, cash advances, Trust Agreement or a Letter of Credit (LOC). The Reinsurer shall have the option of determining the method of funding provided it is acceptable to the Company and insurance regulatory authorities having jurisdiction over the Company’s reserves.

D. When funding by Trust Agreement, the Reinsurer shall ensure that the Trust Agreement complies with the provisions of the “Trust Agreement Requirements Clause” attached hereto. When funding by a LOC, the Reinsurer agrees to apply for and secure timely delivery to the Company of a clean, irrevocable and unconditional LOC issued by a bank and containing provisions acceptable to the insurance regulatory authorities having jurisdiction over the Company’s reserves in an amount equal to the Reinsurer’s Obligations. Such LOC shall be issued for a period of not less than one year, and shall be automatically extended for one year from its date of expiration or any future expiration date unless 30 days (or such other time period as may be required by insurance regulatory authorities), prior to any expiration date the issuing bank shall notify the Company by certified or registered mail that the issuing bank elects not to consider the LOC extended for any additional period.

E. The Reinsurer and the Company agree that any funding provided by the Reinsurer pursuant to the provisions of this Contract may be drawn upon at any time, notwithstanding any other provision of this Contract, and be utilized by the Company or any successor, by operation of law, of the Company including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Company, for the following purposes, unless otherwise provided for in a separate Trust Agreement:

1. to reimburse the Company for the Reinsurer’s Obligations, the payment of which is due under the terms of this Contract and that has not been otherwise paid;

2. to make refund of any sum that is in excess of the actual amount required to pay the Reinsurer’s Obligations under this Contract (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement);

3. to fund an account with the Company for the Reinsurer’s Obligations. Such cash deposit shall be held in an interest bearing account separate from the Company’s other assets, and interest thereon not in excess of the prime rate shall accrue to the benefit of the Reinsurer. Any taxes payable on accrued interest shall be paid out of the assets in the account that are in excess of the Reinsurer’s Obligations (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement). If the assets are inadequate to pay taxes, any taxes due shall be paid or reimbursed by the Reinsurer;

4. to pay the Reinsurer’s share of any other amounts the Company claims are due under this Contract.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

F. If the amount drawn by the Company is in excess of the actual amount required for subparagraph E(1) or E(3), or in the case of subparagraph E(4), the actual amount determined to be due, the Company shall promptly return to the Reinsurer the excess amount so drawn. All of the foregoing shall be applied without diminution because of insolvency on the part of the Company or the Reinsurer.

G. The issuing bank shall have no responsibility whatsoever in connection with the propriety of withdrawals made by the Company or the disposition of funds withdrawn, except to ensure that withdrawals are made only upon the order of properly authorized representatives of the Company.

H. At annual intervals, or more frequently at the discretion of the Company, but never more frequently than quarterly, the Company shall prepare a specific statement of the Reinsurer’s Obligations for the sole purpose of amending the LOC or other method of funding, in the following manner:

1. If the statement shows that the Reinsurer’s Obligations exceed the balance of the LOC, as of the statement date, the Reinsurer shall, within 30 days after receipt of the statement, secure delivery to the Company of an amendment to the LOC increasing the amount of credit by the amount of such difference. Should another method of funding be used, the Reinsurer shall, within the time period outlined above, increase such funding by the amount of such difference.

2. If, however, the statement shows that the Reinsurer’s Obligations are less than the balance of the LOC (or that 102% of the Reinsurer’s Obligations are less than the trust account balance if funding is provided by a Trust Agreement), as of the statement date, the Company shall, within 30 days after receipt of written request from the Reinsurer, release such excess credit by agreeing to secure an amendment to the LOC reducing the amount of credit available by the amount of such excess credit. Should another method of funding be used, the Company shall, within the time period outlined above, decrease such funding by the amount of such excess.

ARTICLE 22

TAXES

A. In consideration of the terms under which this Contract is issued, the Company undertakes not to claim any deduction of the premium hereon when making Canadian tax returns or when making tax returns, other than Income or Profits Tax returns, to any state or territory of the United States of America or to the District of Columbia.

B. 1. Each Subscribing Reinsurer has agreed to allow, for the purpose of paying the Federal Excise Tax, the applicable percentage of the premium payable hereon (as imposed under the Internal Revenue Code) to the extent such premium is subject to Federal Excise Tax.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event of any return of premium becoming due hereunder, the Subscribing Reinsurer shall deduct the applicable percentage of the premium from the amount of the return, and the Company or its agent should take steps to recover the Tax from the U.S. Government.

ARTICLE 23

ACCESS TO RECORDS

A. The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Contract during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Contract or after the expiration of this Contract. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

C. Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

D. For purposes of this Article:

1. “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

2. “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in-house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

3. “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

ARTICLE 24

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder; or

5. all information with respect to this Contract with Aeolus Re Ltd.;

provided any party receiving such Confidential Information under subparagraphs B(1), B(3) B(4) and B(5) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure, if legal permissible, and use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

ARTICLE 25

INDEMNIFICATION AND ERRORS AND OMISSIONS

A. The Reinsurer is reinsuring, subject to the terms and conditions of this Contract, the obligations of the Company under any Policy. The Company shall be the sole judge as to:

1. what shall constitute a claim or loss covered under any Policy;

2. the Company’s liability thereunder;

3. the amount or amounts that it shall be proper for the Company to pay thereunder.

B. The Reinsurer shall be bound by the judgment of the Company, subject to the terms and conditions of this Contract, as to the obligation(s) and liability(ies) of the Company under any Policy.

C. Any inadvertent error, omission or delay in complying with the terms and conditions of this Contract shall not be held to relieve either party hereto from any liability that would attach to it hereunder if such error, omission or delay had not been made, provided such error, omission or delay is rectified immediately upon discovery.

ARTICLE 26

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or (2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then, and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 27

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 28

SERVICE OF SUIT

A. This Article applies only to those Subscribing Reinsurers not domiciled in the United States of America, and/or not authorized in any state, territory and/or district of the United States of America where authorization is required by insurance regulatory authorities.

B. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

C. In the event of the failure of the Reinsurer to perform its obligations hereunder, the Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Reinsurer, once the appropriate court is selected, whether such court is the one originally chosen by the Company and accepted by the Reinsurer or is determined by removal, transfer, or otherwise, as provided for above, shall comply with all requirements necessary to give said court jurisdiction and, in any suit instituted against the Reinsurer upon this Contract, shall abide by the final decision of such court or of any appellate court in the event of an appeal.

D. Service of process in such suit may be made upon Apex Fund Services, 95 N State Route 17, Suite 304 Paramus, NJ 07652.

The above-named is authorized and directed to accept service of process on behalf of the Reinsurer in any such suit.

E. Further, pursuant to any statute of any state, territory or district of the United States that makes provision therefor, the Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance, or other officer specified for that purpose in the statute, or his successor or successors in office, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract, and hereby designates the above-named as the person to whom the said officer is authorized to mail such process or a true copy thereof.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 29

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would constitute material dealings or transactions in any sanctioned country or is in violation of any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America insofar as it does not contravene the legislative provisions applicable to the Reinsurer.

ARTICLE 30

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

ARTICLE 31

ENTIRE AGREEMENT

This Contract sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

ARTICLE 32

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 33

INTERMEDIARY

Guy Carpenter & Company, LLC, is hereby recognized as the Intermediary negotiating this Contract for all business hereunder. All communications (including notices, statements, premiums, return premiums, commissions, taxes, losses, Loss Adjustment Expenses, salvages, and loss settlements) relating thereto shall be transmitted to the Company or the Reinsurer through the Intermediary. Payments by the Company to the Intermediary shall be deemed payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be deemed payment to the Company only to the extent that such payments are actually received by the Company.

ARTICLE 34

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

ARTICLE 35

COMMUTATION

It is understood and agreed that the Subscribing Reinsurer shall have the option, at any time following thirty-six (36) months after the expiration of the risk period, to commute the Contract at the Company’s most recent Loss Amount. Loss amount shall be defined as the sum of (i) losses and loss expenses paid, (ii) reserves for losses reported and outstanding and (iii) reserves for losses incurred but not reported. For the avoidance of doubt, the Loss Amount must be consistent with the amount recorded in the Company’s accounting records.

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that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the Company has caused this Contract to be executed by its duly authorized representative(s), who also confirms the Company’s review of and agreement to be bound by the terms and conditions of the Interests and Liabilities Agreements attached to and forming part of this Contract, this 22 day of July, in the year of 2024.

SLIDE INSURANCE COMPANY

/s/ Matt Larson   Senior Vice President of Risk Management

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

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that the information is not material and is of the type that the registrant treats as private or confidential.

NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - U.S.A.

1. This Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

2. Without in any way restricting the operation of paragraph (1) of this clause, this Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

I. Nuclear reactor power plants including all auxiliary property on the site, or

II. Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

III. Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

IV. Installations other than those listed in paragraph (2) III above using substantial quantities of radioactive isotopes or other products of nuclear fission.

3. Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate

(a) where Reassured does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

4. Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

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that the information is not material and is of the type that the registrant treats as private or confidential.

5. It is understood and agreed that this clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Reassured to be the primary hazard.

6. The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

7. Reassured to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that

(a) all policies issued by the Reassured on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Reassured on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

12/12/57

NMA 1119

NOTES:	Wherever used herein the terms:
	“Reassured”	shall be understood to mean “Company”, “Reinsured”, “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement”, “Contract”, “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers”, “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

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that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS & SYNDICATES EXCLUSION CLAUSE (CATASTROPHE)

It is hereby understood and agreed that:

A. This Contract excludes loss or liability arising from:

1. Business derived directly or indirectly from any pool, association, or syndicate which maintains its own reinsurance facilities. This subparagraph 1 shall not apply with respect to:

a. Residual market mechanisms created by statute. This Contract shall not extend, however, to afford coverage for liability arising from the inability of any other participant or member in the residual market mechanism to meet its obligations, nor shall this Contract extend to afford coverage for liability arising from any claim against the residual market mechanism brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract). For the purposes of this Clause, the California Earthquake Authority shall be deemed to be a “residual market mechanism.”

b. Inter-agency or inter-government joint underwriting or risk purchasing associations (however styled) created by or permitted by statute or regulation.

2. Those perils insured by the Company that the Company knows, at the time the risk is bound, to be insured by or in excess of amounts insured or reinsured by any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks. This subparagraph 2 shall not apply:

a. If the total insured value over all interests of the risk is less than $[***].

b. To interests traditionally underwritten as Inland Marine or Stock or Contents written on a blanket basis.

c. To Contingent Business Interruption liability, except when it is known to the Company, at the time the risk is bound, that the key location is insured by or through any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks; unless the total insured value over all interests of the risk is less than $[***].

B. With respect to loss or liability arising from the Company’s participation or membership in any residual market mechanism created by statute, the Company may include in its ultimate net loss only amounts for which the Company is assessed as a direct consequence of a covered loss occurrence, subject to the following provisions:

1. Recovery is limited to perils otherwise protected hereunder.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event the terms of the Company’s participation or membership in any such residual market mechanism permit the Company to recoup any such direct assessment attributed to a loss occurrence by way of a specific policy premium surcharge or similar levy on policyholders, the amount received by the Company as a result of such premium surcharge or levy shall reduce the Company’s ultimate net loss for such loss occurrence.

3. The result of any rate increase filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall have no effect on the Company’s ultimate net loss for any covered loss occurrence.

4. The result of any premium tax credit filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall reduce the Company’s ultimate net loss for any covered loss occurrence.

5. The Company may not include in its ultimate net loss any amount resulting from an assessment that, pursuant to the terms of the Company’s participation or membership in the residual market mechanism, the Company is required to pay only after such assessment is collected from the policyholder.

6. The ultimate net loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of a residual market mechanism nor any fines or penalties imposed on the Company for late payment.

7. If, however, a residual market mechanism only provides for assessment based on an aggregate of losses in any one contract or plan year of said mechanism, then the amount of that assessment to be included in the ultimate net loss for any one loss occurrence shall be determined by multiplying the Company’s share of the aggregate assessment by a factor derived by dividing the Company’s ultimate net loss (net of the assessment) with respect to the loss occurrence by the total of all of its ultimate net losses (net of assessments) from all loss occurrences included by the mechanism in determining the assessment.

8/1/2012

38 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TERRORISM EXCLUSION

(Property Treaty Reinsurance)

Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, it is agreed that this reinsurance agreement excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any act of terrorism, as defined herein, regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

An act of terrorism includes any act, or preparation in respect of action, or threat of action designed to influence the government de jure or de facto of any nation or any political division thereof, or in pursuit of political, religious, ideological, or similar purposes to intimidate the public or a section of the public of any nation by any person or group(s) of persons whether acting alone or on behalf of or in connection with any organisation(s) or government(s) de jure or de facto, and which:

(i) involves violence against one or more persons; or

(ii) involves damage to property; or

(iii) endangers life other than that of the person committing the action; or

(iv) creates a risk to health or safety of the public or a section of the public; or

(v) is designed to interfere with or to disrupt an electronic system.

This reinsurance agreement also excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any action in controlling, preventing, suppressing, retaliating against, or responding to any act of terrorism.

22/11/02

NMA2930C amended

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

LIMITED COMMUNICABLE DISEASE EXCLUSION NO. 1

(PROPERTY TREATY REINSURANCE)

1. Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2. Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly caused by or arising from any of the following perils: fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, rainstorm, hail, tornado, cyclone, typhoon, hurricane, earthquake, seaquake, seismic and/or volcanic disturbance/eruption, tsunami, flood, freeze, ice storm, weight of snow or ice, avalanche, meteor/asteroid impact, landslip, landslide, mudslide, bush fire, forest fire.

Definitions

3. Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

3.1 the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

3.2 the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

3.3 the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

4. Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5502

15 May 2020

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

CYBER LOSS LIMITED EXCLUSION (PROPERTY TREATY REINSURANCE)

1 Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, this reinsurance agreement excludes any:

1.1 Cyber Loss;

1.2 loss, damage, liability, cost or expense of whatsoever nature directly or indirectly caused by, contributed to by, resulting from, arising out of or in connection with any loss of use, reduction in functionality, repair, replacement, restoration or reproduction of any Data, including any amount pertaining to the value of such Data;

regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2 If the Reinsurers allege that by reason of this exclusion any loss, damage, liability, claim, cost or expense sustained by the Company is not covered by this reinsurance agreement, the burden of proving the contrary shall be upon the Company.

Definitions

3 Cyber Loss means any loss, damage, liability, claim, cost or expense of whatsoever nature directly or indirectly caused by, contributed to by, resulting from, arising out of or in connection with any Cyber Act or Cyber Incident, including, but not limited to, any action taken in controlling, preventing, suppressing or remediating any Cyber Act or Cyber Incident.

4 Cyber Act means an unauthorised, malicious or criminal act or series of related unauthorised, malicious or criminal acts, regardless of time and place, or the threat or hoax thereof involving access to, processing of, use of or operation of any Computer System.

5 Cyber Incident means:

5.1 any error or omission or series of related errors or omissions involving access to, processing of, use of or operation of any Computer System; or

5.2 any partial or total unavailability or failure or series of related partial or total unavailability or failures to access, process, use or operate any Computer System.

6 Computer System means:

6.1 any computer, hardware, software, communications system, electronic device (including, but not limited to, smart phone, laptop, tablet, wearable device), server, cloud or microcontroller including any similar system or any configuration of the aforementioned and including any associated input, output, data storage device, networking equipment or back up facility.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

7 Data means information, facts, concepts, code or any other information of any kind that is recorded or transmitted in a form to be used, accessed, processed, transmitted or stored by a Computer System.

LMA5411

06 March 2020

42 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

44 of 44

EX-10.16

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.16

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (TENTH LAYER)

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

1 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (TENTH LAYER)

TABLE OF CONTENTS

Article		Page
	Preamble		4
1	Business Covered		5
2	Retention and Limit		5
3	Other Reinsurance		5
4	Term		7
5	Special Termination		7
6	Run-Off Reinsurers		9
7	Territory		12
8	Exclusions		12
9	Special Acceptance		14
10	Premium		15
11	Definitions		15
12	Florida Hurricane Catastrophe Fund		19
13	Extra Contractual Obligations/Excess of Policy Limits		20
14	Net Retained Liability		21
15	Original Conditions		21
16	No Third Party Rights		21
17	Notice of Loss and Loss Settlements		21
18	Late Payments		22
19	Offset		23
20	Currency		24
21	Unauthorized Reinsurance		24
22	Taxes		26
23	Access to Records		27
24	Confidentiality		28
25	Indemnification and Errors and Omissions		29
26	Insolvency		29
27	Arbitration		31
28	Service of Suit		32
29	Sanction Limitation and Exclusion Clause		33
30	Governing Law		33
31	Entire Agreement		33
32	Non-Waiver		33
33	Intermediary		34
34	Mode of Execution		34
	Company Signing Block		35

2 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (TENTH LAYER)

TABLE OF CONTENTS

Attachments		Page
	Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - U.S.A.		36
	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)		38
	Terrorism Exclusion		40
	Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance)		41
	Cyber Loss Limited Exclusion Clause (Property Treaty Reinsurance ) No. 1 LMA5410		42
	Trust Agreement Requirements Clause		43

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE EXCESS OF

LOSS REINSURANCE CONTRACT (TENTH LAYER)

the “Contract”)

of

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

(collectively, the “Company”)

by

THE SUBSCRIBING REINSURER(S) IDENTIFIED

IN THE INTERESTS AND LIABILITIES AGREEMENT(S)

ATTACHED TO AND FORMING PART OF THIS CONTRACT

(the “Reinsurer”)

PREAMBLE

A. For purposes of sending and receiving notices and payments required by this Contract, Slide Insurance Company (“Slide Insurance”) shall be the distributor or recipient, as the case may. In no event, however, will Slide Insurance be deemed the agent of any member company.

B. While having no effect on the settlements or liabilities of the parties to this Contract, it is established that:

1. if a Loss Occurrence covered under this Contract involves multiple member companies, Slide Insurance will allocate the Reinsurer’s limit of liability for the Loss Occurrence to each member company involved, proportionately, based on the percentage which the affected member company’s loss bears to the total of all losses contributing to that Loss Occurrence; and

2. with respect to reinsurance premiums due the Reinsurer hereunder, each member company shall be responsible for its proportionate share of the reinsurance premium. The deposit premium, minimum premium, and final reinsurance premium, as determined under the terms of this Contract, shall be apportioned to each member company by Slide Insurance in the same proportion that each member company’s exposure bears to the total subject exposure.

3. Records of these allocations shall be maintained within Slide Insurance in sufficient detail to identify both the Reinsurer’s loss obligations allocated to each member company and each member company’s share of premium allocation.

4 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 1

BUSINESS COVERED

This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of loss or losses under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company, subject to the terms and conditions herein contained.

ARTICLE 2

RETENTION AND LIMIT

ARTICLE 3

A. The Reinsurer shall be liable in respect of each Loss Occurrence for the Ultimate Net Loss over and above an initial Ultimate Net Loss exceeding the inuring reinsurance reflected in the Other Reinsurance Article, subject to a limit of liability to the Reinsurer of $[***] as respects any one Loss Occurrence.

B. The Reinsurer’s liability under this Contract shall not exceed $[***] for all Loss Occurrences commencing during the Term of the Contract.

ARTICLE 3

OTHER REINSURANCE

A. Florida Hurricane Catastrophe Fund

The Company shall purchase or deem to have purchased the following reinsurance, recoveries under which shall inure to the benefit of this Contract, whether recovered or not, subject to the provisions of the Florida Hurricane Catastrophe Fund Article:

For the Slide Insurance Company, the Florida Hurricane Catastrophe Fund (FHCF) mandatory layer.

5 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

B. Other Inuring Reinsurance

1. The Company shall maintain the following reinsurance, recoveries under which shall inure to the benefit of this Contract:

OTHER REINSURANCE - RETENTION AND LIMIT SCHEDULE
Layer	Company’s Retention		Reinsurer’s Limit of Liability
	Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of all Loss Occurrences during the term of this Contract
Second Layer	$	[***]	$	[***]	$	[***]
Third Layer	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]
Seventh Layer	$	[***]	$	[***]	$	[***]
Eighth Layer	$	[***]	$	[***]	$	[***]
Ninth Layer	$	[***]	$	[***]	$	[***]

2. The Company shall maintain the following Purple Re 2023-1 and 2023-2 Class A catastrophe bonds, recoveries under which shall inure to the benefit of this Contract:

PURPLE RE - RETENTION AND LIMIT SCHEDULE
Layer	Company’s Retention		Reinsurer’s Limit of Liability
	Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of all Loss Occurrences during the term of this Contract
Purple Re 2023-1	$	[***]	$	[***]	$	[***]
Purple Re 2023-2	$	[***]	$	[***]	$	[***]

3. As respects each Loss Occurrence, as respects the:

a. Seventh Layer: the Company’s recoveries hereunder shall first be calculated in respect of Purple Re 2023-1 and Purple 2023-2, as set forth above.

b. Eighth Layer: the Company’s recoveries hereunder shall first be calculated in respect of the Seventh Layer, as set forth above.

c. Ninth Layer: the Company’s recoveries hereunder shall first be calculated in respect of the Seventh Layer and Eighth Layer, as set forth above.

4. The Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Contract.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

C. The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Contract.

ARTICLE 4

TERM

This Contract shall take effect at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, applying to Loss Occurrences commencing during the term of this Contract.

ARTICLE 5

SPECIAL TERMINATION

A. The Company may terminate a Subscribing Reinsurer’s percentage share in this Contract at any time by giving written notice to the Subscribing Reinsurer in the event of any of the following circumstances:

1. The Subscribing Reinsurer ceases underwriting operations.

2. A state insurance department or other legal authority orders the Subscribing Reinsurer to cease writing business, or the Subscribing Reinsurer is placed under regulatory supervision.

3. The Subscribing Reinsurer has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

4. The Subscribing Reinsurer’s policyholders’ surplus (or the equivalent under the Subscribing Reinsurer’s accounting system) as reported in such financial statements of the Subscribing Reinsurer as designated by the Company, has been reduced by 20% of the amount thereof at any date during the prior 12-month period (including the period prior to the inception of this Contract).

5. The Subscribing Reinsurer has merged with or has become acquired or controlled by any company, corporation, or individual(s) not controlling the Subscribing Reinsurer’s operations at the inception of this Contract.

6. The Subscribing Reinsurer has retroceded its entire liability under this Contract without the Company’s prior written consent, except for retrocessions to members of the Subscribing Reinsurer’s holding company group.

7 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

7. The Subscribing Reinsurer has been assigned an A.M. Best’s rating of less than “A-” and/or an S&P rating of less than “BBB+.” However, as respects Underwriting Members of Lloyd’s, London, a Lloyd’s Market Rating of less than “A-” by A.M. Best and/or less than “BBB+” by S&P shall apply.

8. The Subscribing Reinsurer has transferred or delegated its claims-paying authority, as respects business subject to this Contract, to an unaffiliated entity; however, agreement by a Lloyd’s syndicate to follow claim settlement procedures under the Lloyd’s Claims Scheme (Combined) shall not constitute a transfer or delegation of its claims-paying authority for purposes of this subparagraph.

9. The Subscribing Reinsurer engages in the process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time.

10. The Subscribing Reinsurer in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

11. The Subscribing Reinsurer has failed to post or maintain required collateral to secure its obligations as required under this Contract, and has not cured such deficiency within 30 days following written notice thereof from the Company.

12. There is a severance or obstruction of free and unfettered communication and/or normal commercial and/or financial intercourse between the country in which the Company is incorporated and the country in which the Subscribing Reinsurer is incorporated or has its principal office, as a result of war, currency regulation, or any circumstance arising out of political, financial or economic emergency.

13. The Subscribing Reinsurer resides or is incorporated in countries where any regulation, whether by decree or otherwise, be enforced by the government which shall restrict or prohibit its performance of any or all of its obligations under this Contract or any contract in consideration of which this Contract has been completed.

B. Termination shall be effected on a cut-off basis and the Subscribing Reinsurer shall have no liability for Loss Occurrences commencing after the date of termination. The reinsurance premium due the Subscribing Reinsurer hereunder (including any minimum reinsurance premium) shall be prorated based on the period of the Subscribing Reinsurer’s participation hereon, and the Subscribing Reinsurer shall immediately return any excess reinsurance premium received. Reinstatement premium, if any, shall be calculated based on the Subscribing Reinsurer’s reinsurance premium earned during the period of the Subscribing Reinsurer’s participation hereon.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

C. Additionally, in the event of any of the circumstances listed in paragraph A of this Article, the Company shall have the option to commute the Subscribing Reinsurer’s liability for losses on Policies covered by this Contract. In the event the Company and the Subscribing Reinsurer cannot agree on the commutation amount, they shall appoint an actuary and/or appraiser to assess such amount and shall share equally any expense of the actuary and/or appraiser. If the Company and the Subscribing Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Subscribing Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Subscribing Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties in respect of liability arising from the Subscribing Reinsurer’s participation under this Contract.

D. The Company’s option to require commutation under paragraph C above shall survive the termination or expiration of this Contract.

ARTICLE 6

RUN-OFF REINSURERS

A. “Run-off Reinsurer” means any Subscribing Reinsurer that:

1. has been ordered by a state insurance department or other legal authority to cease writing business, or has been placed under regulatory supervision or in rehabilitation; or

2. has ceased reinsurance underwriting operations; or

3. has transferred its claims-paying authority to an unaffiliated entity; or

4. engages in a process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time; or

5. in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

Notwithstanding the foregoing, agreement by a Lloyd’s syndicate to follow claim settlements procedures under Lloyd’s Claims Scheme (Combined) shall not constitute a transfer of its claims-paying authority, for purposes of subparagraphs (3) and (5) of this paragraph.

B. Notwithstanding any other provision of this Contract, in the event that a Subscribing Reinsurer becomes a Run-off Reinsurer at any time, the Company may elect, by giving written notice to the Run-off Reinsurer at any time thereafter, that all or any of the following shall apply to the Run-off Reinsurer’s participation hereunder:

1. If the Run-off Reinsurer does not pay a claim or raise a query concerning the claim within 30 days of billing, it shall be estopped from denying such claim and must pay immediately.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

2. If payment of any claim has been received from Subscribing Reinsurers constituting at least 70% of the interests and liabilities of all Subscribing Reinsurers that participated on this Contract and are active as of the due date; it being understood that said date shall not be later than 90 days from the date of transmittal by the Intermediary of the initial billing for each such payment, the Run-off Reinsurer shall be estopped from denying such claim and must pay within 10 days following transmittal to the Run-off Reinsurer of written notification of such payments. For purposes of this subparagraph, a Subscribing Reinsurer shall be deemed to be active if it is not a Run-off Reinsurer.

3. In the event any payment due the Company hereunder is not received by the Intermediary by the payment due date, the Run-off Reinsurer shall pay an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

a. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

b. 1/365th of the sum of:

i. the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made; plus

ii. 1% plus 0.5% for each 30 days that the payment is past due, subject to a maximum of 8.0%; times

c. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due plus interest penalties have been received by the Intermediary.

For purposes of this subparagraph, payments from the Run-off Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Run-off Reinsurer, and shall be overdue 30 days thereafter.

If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Run-off Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date, as defined above, shall be deemed to be the date upon which the Run-off Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

10 of 44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Should the Run-off Reinsurer dispute a claim presented by the Company and the timeframes set out above be exceeded, interest as stipulated in this subparagraph shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

4. The Run-off Reinsurer’s liability for losses for Policies covered by this Contract shall be commuted. In the event the Company and the Run-off Reinsurer cannot agree on the commutation amount of the Run-off Reinsurer’s liability under such Policies, they shall appoint an actuary and/or appraiser to assess such liability and shall share equally any expense of the actuary and/or appraiser. If the Company and the Run-off Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Run-off Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Run-off Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties under this Contract.

5. The Run-off Reinsurer shall have no right of access to the Records of the Company if the Run-off Reinsurer has denied payment of any claim hereunder or there is a pending arbitration between the Company and the Run-off Reinsurer regarding any claim hereunder. A reservation of rights shall be considered a denial of a claim.

6. The Run-off Reinsurer shall be precluded from asserting that a claim otherwise payable hereunder is Loss in Excess of Policy Limits and/or Extra Contractual Obligations, if no active Reinsurer has not made such assertion.

7. The Run-off Reinsurer shall immediately provide funding of the Run-off Reinsurer’s share of 100% of liabilities (the “Reinsurer’s Obligations”) as defined in the Unauthorized Reinsurance Article. This subparagraph does not apply to any Run-off Reinsurer to the extent that the Run-off Reinsurer provides funding under the Unauthorized Reinsurance Article or maintains a trust fund, approved by the regulatory authorities having jurisdiction over the Company’s credit for reinsurance, for the payment of claims of the Run-off Reinsurer’s U.S. ceding insurers.

8. In the event that either party demands arbitration of a dispute between the Company and the Run-off Reinsurer, and the amount in dispute is less than $500,000, unless the arbitration notice includes a demand for rescission of this Contract, notwithstanding the terms of the Arbitration Article, the dispute shall be resolved by a sole arbitrator and the following procedures shall apply:

a. The sole arbitrator shall be chosen by mutual agreement of the parties within 15 business days after the demand for arbitration. If the parties have not chosen an arbitrator within the 15 business days after the receipt of the arbitration notice, the arbitrator shall be chosen in accordance with the ARIAS U.S. Streamlined Rules for Small Claims Disputes, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS) and in force on the date the arbitration is demanded. The nominated arbitrator must be available to read any written submissions and hear testimony within 60 calendar days of being chosen.

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b. Within 10 business days after the arbitrator has been appointed, the parties shall be notified of deadlines for the submission of briefs and documentary evidence, as determined by the arbitrator. There shall be no discovery or hearing unless the parties agree to engage in limited discovery and/or a hearing. Also, the arbitrator can determine, without the consent of the parties, that a limited hearing is necessary.

C. The Company’s waiver of any rights provided in this Article is not a waiver of that right or other rights at a later date.

D. The Company’s rights under this Article shall survive the termination or expiration of this Contract.

ARTICLE 7

TERRITORY

The territorial limits of this Contract shall be identical with those of the Company’s Policies.

ARTICLE 8

EXCLUSIONS

A. This Contract shall not apply to and specifically excludes:

1. Liability assumed by the Company under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Company’s request and reinsured 100% by the Company shall not be excluded hereunder.

2. All liability of the Company arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Company of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause.

4. Financial guarantee and insolvency.

5. Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached to and forming part of this Contract.

6. Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached to and forming part of this Contract.

7. Flood, when written as such.

8. Earthquake, when written as such.

9. Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) NMA2930C, attached to and forming part of this Contract.

10. All assessments from Citizens Property Insurance Corporation or the Florida Hurricane Catastrophe Fund (hereinafter “FHCF”).

11. Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance) LMA5503, attached to and forming part of this Contract.

12. Loss as excluded under the attached Cyber Loss Limited Exclusion Clause (Property Treaty Reinsurance ) No. 1 LMA5410 attached to and forming part of this Contract.

13.  A. Any loss, damage, claim, cost, expense or other sum of whatsoever nature, directly or indirectly caused by, resulting from, arising out of or in connection with any Strike, Riot, Civil Commotion and/or Malicious Act.

B. For the purposes of this Exclusion, Strike, Riot, Civil Commotion and Malicious Act mean:

1. “Strike” means a lockout or total or partial work stoppage to enforce demands made on an employer or to protest against an act or condition.

2. “Riot” means a violent disturbance by a group of persons assembled together for a common purpose which threatens the public peace.

3. “Civil Commotion” means a substantial violent disturbance by a large number of persons assembled together and acting with common purpose or intent.

4. “Malicious Act” means deliberate act(s) causing loss of or damage to property during and/or following Strike, Riot or Civil Commotion, including but not limited to vandalism, looting, theft of or the taking of goods by force.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. However, should any arbitration panel or any judicial, regulatory, or legislative entity having legal jurisdiction invalidate any exclusion in the Company’s Policy or the underlying Policy on which the Company’s Policy follows form, any amount of loss for which the Company is liable because of such invalidation shall not be excluded hereunder. This provision shall not apply to subparagraphs A.9., A.11., A.12. and A.13. above.

C. The exclusions enumerated above shall not apply when they are merely Incidental to the main operations of the insured, provided such main operations are covered by the Company and are not themselves excluded from the scope of this Contract. The Company shall determine what is “Incidental.” This provision shall not apply to subparagraphs A.9., A.11., A.12. and A.13. above.

D. Should the Company, by reason of an inadvertent act, error, or omission, be bound to afford coverage excluded hereunder or should an existing insured extend its operations to include coverage excluded hereunder, the Reinsurer shall waive the exclusion(s). The duration of said waiver shall not extend beyond the time that notice of such coverage has been received by the responsible underwriting authority of the Company plus the minimum time period required thereafter for the Company to terminate such coverage. This provision shall not apply to subparagraphs A.9., A.11., A.12. and A.13. above.

ARTICLE 9

SPECIAL ACCEPTANCE

A. From time to time the Company may request a special acceptance of reinsurance falling outside the scope of the provisions of this Contract. Within three days of receipt of such a request, each Subscribing Reinsurer shall accept such request, ask for additional information, or reject the request. Any reinsurance that is specially accepted by the Reinsurer shall be covered under this Contract and shall be subject to the terms hereof, except as such terms shall be modified by the special acceptance. If a Subscribing Reinsurer fails to respond to a special acceptance request within three days, the Subscribing Reinsurer shall be deemed to have agreed to the special acceptance.

B. Notwithstanding paragraph A above, if Subscribing Reinsurers under each Excess Layer with total percentage shares in the interests and liabilities of the Reinsurer of 50.0% or greater for that Excess Layer agree to a special acceptance, such special acceptance shall be binding on all Subscribing Reinsurers with respect to their respective shares for that Excess Layer. If such percentage agreement is not achieved, such special acceptance shall be made to the Excess Layer only with respect to the interests and liabilities of each Subscribing Reinsurer for that Excess Layer that agrees to the special acceptance.

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. In the event a reinsurer becomes a party to this Contract subsequent to one or more special acceptances hereunder, the new reinsurer shall automatically accept such special acceptance(s) as being covered hereunder. Further, if one or more Subscribing Reinsurers under this Contract agreed to special acceptance(s) under the contract being replaced by this Contract, such special acceptance(s) shall be automatically covered hereunder with respect to the interests and liabilities of such Subscribing Reinsurer(s).

ARTICLE 10

PREMIUM

A. The premium to be paid to the Reinsurer shall be calculated at [***]% multiplied by the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 with respect to the business covered hereunder, subject to a minimum premium of $[***] and a deposit premium of $[***], to be paid the Reinsurer of $[***] on July 1, 2024, $[***] on October 1, 2024 and $[***] on February 1, 2025.

B Hurricane Models include secondary uncertainty, standard hurricane frequencies and demand surge. Hurricane Models exclude storm surge.

C. The Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is estimated at $[***] as of September 30, 2024 (average of $[***] [100-year] and $[***] [20-year]).

D. Within 90 days after the termination or expiration of this Contract, the Company shall provide a report to the Reinsurer setting forth the premium due hereunder, computed in accordance with paragraph A above, and any additional premium due the Reinsurer or return premium due the Company for each such Excess Layer shall be remitted within 30 days of its receipt of said report.

E. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

ARTICLE 11

DEFINITIONS

A.  1. “Ultimate Net Loss” means the actual loss paid by the Company or which the Company becomes liable to pay, such loss to include Loss Adjustment Expense, 100% of any Extra Contractual Obligation and 100% of any Loss in Excess of Policy Limits as defined in the Extra Contractual Obligations/Excess of Policy Limits Article.

2. Salvages and all recoveries (including amounts due from all reinsurances that inure to the benefit of this Contract, whether recovered or not), shall be first deducted from such loss to arrive at the amount of liability attaching hereunder.

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3. All salvages, recoveries or payments recovered or received subsequent to loss settlement hereunder shall be applied as if recovered or received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

4. The Company shall be deemed to be “liable to pay” a loss when a judgment has been rendered that the Company does not plan to appeal, and/or the Company has obtained a release, and/or the Company has accepted a proof of loss and/or the Company has made a commitment to pay, and/or the Company has scheduled the payment of the loss.

5. Nothing in this clause shall be construed to mean that losses are not recoverable hereunder until the Company’s “Ultimate Net Loss” has been ascertained.

6. Loss Adjustment Expense incurred in obtaining salvages or recoveries, or in the reduction or reversal of any award or judgment, shall be apportioned between the Company and the Reinsurer in the proportion that each benefits from such salvage, recovery, reduction or reversal. However, if such expense exceeds the amount recovered, the expense shall be included in Ultimate Net Loss

B. “Loss Adjustment Expense” means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

1. court costs;

2. costs of supersedeas and appeal bonds;

3. monitoring counsel expenses;

4. legal expenses and costs incurred in connection with coverage questions and legal actions connected thereto, including but not limited to declaratory judgment actions;

5. post-judgment interest;

6. pre-judgment interest, unless included as part of an award or judgment;

7. a pro rata share of salaries and expenses of Company field employees, calculated in accordance with the time occupied in adjusting such loss, and expenses of other Company employees who have been temporarily diverted from their normal and customary duties and assigned to the field adjustment of losses covered by this Contract;

8. expenses of the Company officials incurred in connection with losses covered by this Contract;

9. advertising or other extraordinary communication expenses incurred as a result of a covered Loss Occurrence;

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10. extraordinary expenses arising out of a covered loss occurrence, whether or not they are allocable to a specific claim; and

11. subrogation, salvage and recovery expenses.

“Loss Adjustment Expense” does not include salaries and expenses of the Company’s employees and officials except as provided in subparagraphs (7) and (8) above, and office and other overhead expenses.

C.  1. “Loss Occurrence” means the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event. However, the duration and extent of any one “Loss Occurrence” shall be limited to all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event except that the term “Loss Occurrence” shall be further defined as follows:

a. As regards any “Named Storm,” all individual losses sustained by the Company arising out of and directly occasioned by such “Named Storm,” without regard to the limitations of duration and extent set forth above. “Named Storm” means any storm or storm system declared by the US National Hurricane Center, US Central Pacific Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service to be a tropical depression, tropical storm or hurricane, and any successors thereof. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm,” once it has merged. A “Named Storm” shall be deemed to begin at the effective time and date of the first watch, warning or other official advisory applicable to such tropical storm, or hurricane, issued by the above referenced governmental meteorological agencies. A “Named Storm” shall be deemed to end 120 hours after the cancellation of the last watch, warning or other official advisory applicable to such tropical storm, hurricane or successor, issued by the above referenced governmental meteorological agencies irrespective of the duration of the timing or spacing between such watches, warnings or other official advisories. If two or more storms are assigned different names by the above-referenced governmental meteorological agencies, each of those storms shall constitute a separate event for purposes of this definition.

b. As regards windstorm, hail, tornado, cyclone, including ensuing collapse and water damage other than “Named Storm,” all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event.

c. As regards earthquake and fire following directly occasioned by the earthquake, those earthquake losses and individual fire losses that commence during the period of 168 consecutive hours may be included in the Company’s “Loss Occurrence.”

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d. As regards firestorms, brush fires and any other fires or series of fires, irrespective of origin, all individual losses sustained by the Company and designated by the Company as forming part of one “Loss Occurrence”, which occur during any period of 168 consecutive hours within an area with a 250 mile radius, the center point of which will be chosen by the Company, may be included in the Company’s Loss Occurrence.

e. As regards “freeze,” only individual losses directly occasioned by collapse, breakage of glass and water damage (caused by bursting of frozen pipes and tanks or freezing and/or melting snow or sleet) may be included in the Company’s “Loss Occurrence.”

2. Except as provided in subparagraph (1)(a) above:

a. The Company may choose the date and time when any such period of consecutive hours commences provided that it is not earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

b. Only one period of consecutive hours shall apply with respect to one event, except that, as respects those “Loss Occurrences” referred to in subparagraph (1)(b) above, if the disaster, accident or loss occasioned by the event is of greater duration than 72 consecutive hours, then the Company may divide that disaster, accident or loss into two or more “Loss Occurrences” provided no two periods overlap and no individual loss is included in more than one such period and provided that no period commences earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

3. Losses arising from a combination of two or more perils as a result of the same event shall be considered as having arisen from one “Loss Occurrence.” Furthermore, all losses arising from an event involving a combination of losses described in subparagraphs (1)(a) and (1)(b) may be considered as having arisen from one “Loss Occurrence.” Notwithstanding the foregoing, the hourly limitations as stated above shall not be exceeded as respects the applicable perils, and, except as respects those “Loss Occurrences” involving a “Named Storm” referred to in subparagraph (1)(a) above, no single “Loss Occurrence” shall encompass a time period greater than 168 consecutive hours.

D. “Policy(ies)” means any binder, policy, or contract of insurance or reinsurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Company.

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ARTICLE 12

FLORIDA HURRICANE CATASTROPHE FUND

A. As respects Loss Occurrences subject to this Contract, any loss reimbursement recoverable by the Company under the Florida Hurricane Catastrophe Fund (FHCF), shall be deducted in determining Ultimate Net Loss under this Contract, subject to the following:

1. The full reimbursement amount due from the FHCF for coverage under the Mandatory Layer, based on statutory limits of coverage as of June 1, shall be deemed recovered by the Company, whether or not actually received from the FHCF and whether or not reduced because of the FHCF’s inability to pay.

2. Any other FHCF recoveries shall be disregarded for purposes of determining ultimate net loss subject to this Contract.

3. For purposes of allocating recoveries from the FHCF with respect to each Loss Occurrence, only amounts recoverable by applying the pay-out and retention multiples for the FHCF prior to any reduction in retention due to multiple Loss Occurrences in the same annual period shall be included in calculating the deduction from Ultimate Net Loss.

4. If the Company’s aggregate limit of FHCF reimbursement coverage is exhausted from Loss Occurrences commencing during the term of this Contract, and the FHCF, as applicable, does not designate the portion of said limit allocable to each Loss Occurrence, the total FHCF reimbursement received shall be allocated to each individual Loss Occurrence in the proportion that the Company’s losses in that Loss Occurrence bear to the Company’s total losses arising out of all Loss Occurrences to which the reimbursement applies.

5. For purposes of loss recoveries under this Contract prior to the final determination of the Company’s retention and limit under the FHCF, FHCF coverage shall be calculated using the Company’s respective “Projected Payout Multiple” under the FHCF. Upon determination of the Company’s retention and limit under the FHCF, losses will be adjusted, recognizing any adjustment to the “Projected Payout Multiple” caused by a change in the Aggregate Mandatory FHCF Premium or any other adjustments as required by statute to determine the final FHCF layer, but disregarding any change due to a decrease in the statutory limit.

B. Any FHCF reimbursement premiums paid by the Company for FHCF layers that inure to the benefit of this Contract shall be deemed to be premiums paid for inuring reinsurance.

C. Any change to the FHCF resulting from the 2024 Session of the Florida Legislature or rating methodology, if it produces a change in FHCF structure of greater than 10% of FHCF cover provided, may, at the Company’s option, result in the restructuring and re-rating of this Contract at terms to be mutually agreed.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 13

EXTRA CONTRACTUAL OBLIGATIONS/EXCESS OF POLICY LIMITS

A. This Contract shall cover Extra Contractual Obligations, as provided in the definition of Ultimate Net Loss. “Extra Contractual Obligations” shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

B. This Contract shall cover Loss in Excess of Policy Limits, as provided in the definition of Ultimate Net Loss. “Loss in Excess of Policy Limits” shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

C. An Extra Contractual Obligation and/or Loss in Excess of Policy Limits shall be deemed to have occurred on the same date as the loss covered under the Company’s Policy, and shall constitute part of the original loss.

D. For the purposes of the Loss in Excess of Policy Limits coverage hereunder, the word “Loss” shall mean any amounts for which the Company would have been contractually liable to pay had it not been for the limit of the original Policy.

E. Loss Adjustment Expense in respect of Extra Contractual Obligations and/or Loss in Excess of Policy Limits shall be covered hereunder in the same manner as other Loss Adjustment Expense.

F. However, this Article shall not apply where the loss has been incurred due to final legal adjudication of fraud of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the presentation, defense or settlement of any claim covered hereunder.

G. In no event shall coverage be provided to the extent not permitted under law.

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ARTICLE 14

NET RETAINED LIABILITY

A. This Contract applies only to that portion of any loss that the Company retains net for its own account (prior to deduction of any reinsurance that inures solely to the benefit of the Company).

B. The amount of the Reinsurer’s liability hereunder in respect of any loss or losses shall not be increased by reason of the inability of the Company to collect from any other reinsurer(s), whether specific or general, any amounts that may have become due from such reinsurer(s), whether such inability arises from the insolvency of such other reinsurer(s) or otherwise.

ARTICLE 15

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the respective Policies of the Company. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

ARTICLE 16

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

ARTICLE 17

NOTICE OF LOSS AND LOSS SETTLEMENTS

A. The Company shall advise the Reinsurer promptly of all losses that, in the opinion of the Company, may result in a claim hereunder and of all subsequent developments thereto that may materially affect the position of the Reinsurer. Such reports shall include the Company’s cash flow projection for loss payments resulting from a Loss Occurrence. Such projection shall include the amount of an Advance that the Company estimates will cover anticipated loss payments during the 30 day period immediately following the date of the Company’s report. “Advance” means an amount that, in the opinion of the Company, the Reinsurer will become liable to pay to the Company hereunder. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay to the Company Advance(s).

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B. The Company alone and at its full discretion shall adjust, settle or compromise all claims and losses.

C. As respects losses subject to this Contract, all loss settlements made by the Company, whether under strict Policy terms or by way of compromise, and any Extra Contractual Obligations and/or Loss in Excess of Policy Limits, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay or allow, as the case may be, its share of each such settlement immediately upon receipt of proof of loss. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay Advances to the Company, as follows:

1. The Reinsurer shall pay an Advance to the Company within five days after receipt of a cash flow projection report from the Company, as described in paragraph A of this Article.

2. At 14-day intervals thereafter, the Company shall report to the Reinsurer its cash flow projection for the 30 day period immediately following each such report. The Reinsurer shall continue to pay Advances to the Company within five days after receipt of each such report. Such updates and payments shall continue until the Company informs the Reinsurer that it no longer requires Advances for that Loss Occurrence.

ARTICLE 18

LATE PAYMENTS

A. In the event any payment due either party is not received by the Intermediary by the payment due date, the party to whom payment is due may, by notifying the Intermediary in writing, require the debtor party to pay, and the debtor party agrees to pay, an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

1. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

2. 1/365th of the sum of the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made, plus 1%; times

3. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due, plus interest penalties, has been received by the Intermediary.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. The due date shall, for purposes of this Article, be determined as follows:

1. Payments from the Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Reinsurer, and shall be overdue 30 days thereafter.

2. Payments from the Company to the Reinsurer shall be due on the dates specified within this Contract. Payments shall be overdue 30 days thereafter except for the first installment of premium, if applicable, which shall be overdue 60 days from inception or 30 days from final line-signing, whichever the later. Reinstatement premium, if applicable, shall have as a due date the date when the Company receives payment for the claim giving rise to such reinstatement premium, and payment shall be overdue 30 days thereafter. In the event a due date is not specifically stated for a given payment, the overdue date shall be 30 days following the date of billing.

C. If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date as defined in paragraph B shall be deemed to be the date upon which the Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

D. Should the Reinsurer dispute a claim presented by the Company and the timeframes set out in paragraph B be exceeded, interest as stipulated in paragraph A shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

E. In the event arbitration is necessary to settle a dispute, the panel shall have the authority to make a determination awarding interest to the prevailing party. Interest, if any, awarded by the panel shall supersede the interest amounts outlined herein.

F. Any interest owed pursuant to this Article may be waived by the party to which it is owed. Waiver of such interest, however, shall not affect the waiving party’s rights to other interest amounts due as a result of this Article.

ARTICLE 19

OFFSET

A. The Company and the Reinsurer may offset any balance or amount due and owing from one party to the other under the terms of this Contract or any other contract heretofore or hereafter entered into by and between them, whether acting as ceding company or assuming reinsurer. However, in the event of the insolvency of a party hereto, offsets shall be allowed only in accordance with applicable statutes and regulations.

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B. Should the Company go into liquidation or should a receiver be appointed, all amounts due, or that would become due (including all deposits and reinstatements, net of adjustments, if any) either the Company or Reinsurer, whether by reason of premium, losses, or otherwise under this Contract or any other contract heretofore or hereafter entered between the parties (whether such contract is all assumed or ceded), shall be subject to the right of offset at any time and from time to time, and upon the exercise of the same, only the net balance shall be due.

ARTICLE 20

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

ARTICLE 21

UNAUTHORIZED REINSURANCE

A. This Article applies:

1. only to the extent a Subscribing Reinsurer does not qualify for credit with any insurance regulatory authority having jurisdiction over the Company’s reserves, or

2. to a Subscribing Reinsurer qualified as a reciprocal jurisdiction reinsurer with any such insurance regulatory authority in the event such Subscribing Reinsurer resists enforcement of a final judgment that is enforceable under the law of the jurisdiction in which it was obtained or a properly enforceable arbitration award, whether obtained by the Company or by its legal successor on behalf of its resolution estate, in which case such Subscribing Reinsurer shall fund 100% of its share of the Reinsurer’s Obligations as hereinafter provided.

B. The Company agrees, in respect of its Policies or bonds falling within the scope of this Contract, that when it files with its insurance regulatory authority, or sets up on its books liabilities as required by law, it shall forward to the Reinsurer a statement showing the proportion of such liabilities applicable to the Reinsurer. The “Reinsurer’s Obligations” shall be defined as follows:

1. unearned premium (if applicable);

2. outstanding losses that have been reported to the Reinsurer and Loss Adjustment Expense relating thereto;

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3. losses and Loss Adjustment Expense paid by the Company but not recovered from the Reinsurer;

4. losses incurred but not reported and Loss Adjustment Expense relating thereto;

5. all other amounts for which the Company cannot take credit on its financial statements unless funding is provided by the Reinsurer.

C. The Reinsurer’s Obligations shall be funded by funds withheld, cash advances, Trust Agreement or a Letter of Credit (LOC). The Reinsurer shall have the option of determining the method of funding provided it is acceptable to the Company and insurance regulatory authorities having jurisdiction over the Company’s reserves.

D. When funding by Trust Agreement, the Reinsurer shall ensure that the Trust Agreement complies with the provisions of the “Trust Agreement Requirements Clause” attached hereto. When funding by a LOC, the Reinsurer agrees to apply for and secure timely delivery to the Company of a clean, irrevocable and unconditional LOC issued by a bank and containing provisions acceptable to the insurance regulatory authorities having jurisdiction over the Company’s reserves in an amount equal to the Reinsurer’s Obligations. Such LOC shall be issued for a period of not less than one year, and shall be automatically extended for one year from its date of expiration or any future expiration date unless 30 days (or such other time period as may be required by insurance regulatory authorities), prior to any expiration date the issuing bank shall notify the Company by certified or registered mail that the issuing bank elects not to consider the LOC extended for any additional period.

E. The Reinsurer and the Company agree that any funding provided by the Reinsurer pursuant to the provisions of this Contract may be drawn upon at any time, notwithstanding any other provision of this Contract, and be utilized by the Company or any successor, by operation of law, of the Company including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Company, for the following purposes, unless otherwise provided for in a separate Trust Agreement:

1. to reimburse the Company for the Reinsurer’s Obligations, the payment of which is due under the terms of this Contract and that has not been otherwise paid;

2. to make refund of any sum that is in excess of the actual amount required to pay the Reinsurer’s Obligations under this Contract (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement);

3. to fund an account with the Company for the Reinsurer’s Obligations. Such cash deposit shall be held in an interest bearing account separate from the Company’s other assets, and interest thereon not in excess of the prime rate shall accrue to the benefit of the Reinsurer. Any taxes payable on accrued interest shall be paid out of the assets in the account that are in excess of the Reinsurer’s Obligations (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement). If the assets are inadequate to pay taxes, any taxes due shall be paid or reimbursed by the Reinsurer;

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that the information is not material and is of the type that the registrant treats as private or confidential.

4. to pay the Reinsurer’s share of any other amounts the Company claims are due under this Contract.

F. If the amount drawn by the Company is in excess of the actual amount required for subparagraph E(1) or E(3), or in the case of subparagraph E(4), the actual amount determined to be due, the Company shall promptly return to the Reinsurer the excess amount so drawn. All of the foregoing shall be applied without diminution because of insolvency on the part of the Company or the Reinsurer.

G. The issuing bank shall have no responsibility whatsoever in connection with the propriety of withdrawals made by the Company or the disposition of funds withdrawn, except to ensure that withdrawals are made only upon the order of properly authorized representatives of the Company.

H. At annual intervals, or more frequently at the discretion of the Company, but never more frequently than quarterly, the Company shall prepare a specific statement of the Reinsurer’s Obligations for the sole purpose of amending the LOC or other method of funding, in the following manner:

1. If the statement shows that the Reinsurer’s Obligations exceed the balance of the LOC, as of the statement date, the Reinsurer shall, within 30 days after receipt of the statement, secure delivery to the Company of an amendment to the LOC increasing the amount of credit by the amount of such difference. Should another method of funding be used, the Reinsurer shall, within the time period outlined above, increase such funding by the amount of such difference.

2. If, however, the statement shows that the Reinsurer’s Obligations are less than the balance of the LOC (or that 102% of the Reinsurer’s Obligations are less than the trust account balance if funding is provided by a Trust Agreement), as of the statement date, the Company shall, within 30 days after receipt of written request from the Reinsurer, release such excess credit by agreeing to secure an amendment to the LOC reducing the amount of credit available by the amount of such excess credit. Should another method of funding be used, the Company shall, within the time period outlined above, decrease such funding by the amount of such excess.

ARTICLE 22

TAXES

A. In consideration of the terms under which this Contract is issued, the Company undertakes not to claim any deduction of the premium hereon when making Canadian tax returns or when making tax returns, other than Income or Profits Tax returns, to any state or territory of the United States of America or to the District of Columbia.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B.   1. Each Subscribing Reinsurer has agreed to allow, for the purpose of paying the Federal Excise Tax, the applicable percentage of the premium payable hereon (as imposed under the Internal Revenue Code) to the extent such premium is subject to Federal Excise Tax.

2. In the event of any return of premium becoming due hereunder, the Subscribing Reinsurer shall deduct the applicable percentage of the premium from the amount of the return, and the Company or its agent should take steps to recover the Tax from the U.S. Government.

ARTICLE 23

ACCESS TO RECORDS

A. The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Contract during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Contract or after the expiration of this Contract. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

C. Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

D. For purposes of this Article:

1. “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in-house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

3. “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

ARTICLE 24

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

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that the information is not material and is of the type that the registrant treats as private or confidential.

provided any party receiving such Confidential Information under subparagraphs B(1), B(3) and B(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure and to use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

ARTICLE 25

INDEMNIFICATION AND ERRORS AND OMISSIONS

A. The Reinsurer is reinsuring, subject to the terms and conditions of this Contract, the obligations of the Company under any Policy. The Company shall be the sole judge as to:

1. what shall constitute a claim or loss covered under any Policy;

2. the Company’s liability thereunder;

3. the amount or amounts that it shall be proper for the Company to pay thereunder.

B. The Reinsurer shall be bound by the judgment of the Company, subject to the terms and conditions of this Contract, as to the obligation(s) and liability(ies) of the Company under any Policy.

C. Any inadvertent error, omission or delay in complying with the terms and conditions of this Contract shall not be held to relieve either party hereto from any liability that would attach to it hereunder if such error, omission or delay had not been made, provided such error, omission or delay is rectified immediately upon discovery.

ARTICLE 26

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or (2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then, and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 27

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 28

SERVICE OF SUIT

A. This Article applies only to those Subscribing Reinsurers not domiciled in the United States of America, and/or not authorized in any state, territory and/or district of the United States of America where authorization is required by insurance regulatory authorities.

B. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

C. In the event of the failure of the Reinsurer to perform its obligations hereunder, the Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Reinsurer, once the appropriate court is selected, whether such court is the one originally chosen by the Company and accepted by the Reinsurer or is determined by removal, transfer, or otherwise, as provided for above, shall comply with all requirements necessary to give said court jurisdiction and, in any suit instituted against the Reinsurer upon this Contract, shall abide by the final decision of such court or of any appellate court in the event of an appeal.

D. Service of process in such suit may be made upon:

1. as respects Underwriting Members of Lloyd’s, London: Lloyd’s America, Inc., Attention: Legal Department, 280 Park Avenue, East Tower, 25^th Floor, New York, New York 10017;

2. as respects any other Subscribing Reinsurer: Messrs. Mendes and Mount, 750 Seventh Avenue, New York, New York 10019-6829, or another party specifically designated in the Subscribing Reinsurer’s Interests and Liabilities Agreement attached hereto.

The above-named are authorized and directed to accept service of process on behalf of the Reinsurer in any such suit.

E. Further, pursuant to any statute of any state, territory or district of the United States that makes provision therefor, the Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance, or other officer specified for that purpose in the statute, or his successor or successors in office, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract, and hereby designates the above-named as the person to whom the said officer is authorized to mail such process or a true copy thereof.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 29

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that Reinsurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America.

ARTICLE 30

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

ARTICLE 31

ENTIRE AGREEMENT

This Contract sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

ARTICLE 32

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 33

INTERMEDIARY

Guy Carpenter & Company, LLC, is hereby recognized as the Intermediary negotiating this Contract for all business hereunder. All communications (including notices, statements, premiums, return premiums, commissions, taxes, losses, Loss Adjustment Expenses, salvages, and loss settlements) relating thereto shall be transmitted to the Company or the Reinsurer through the Intermediary. Payments by the Company to the Intermediary shall be deemed payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be deemed payment to the Company only to the extent that such payments are actually received by the Company.

ARTICLE 34

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

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that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the Company has caused this Contract to be executed by its duly authorized representative(s), who also confirms the Company’s review of and agreement to be bound by the terms and conditions of the Interests and Liabilities Agreements attached to and forming part of this Contract, this 24 day of July, in the year of 2024.

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

including any and/or all companies that are or may hereafter become affiliated therewith

/s/ Matt Larson   Senior Vice President of Risk Management

PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (TENTH LAYER)

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that the information is not material and is of the type that the registrant treats as private or confidential.

NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - U.S.A.

1. This Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

2. Without in any way restricting the operation of paragraph (1) of this clause, this Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

I. Nuclear reactor power plants including all auxiliary property on the site, or

II. Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

III. Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

IV. Installations other than those listed in paragraph (2) III above using substantial quantities of radioactive isotopes or other products of nuclear fission.

3. Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate

(a) where Reassured does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

4. Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

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that the information is not material and is of the type that the registrant treats as private or confidential.

5. It is understood and agreed that this clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Reassured to be the primary hazard.

6. The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

7. Reassured to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that

(a) all policies issued by the Reassured on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Reassured on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

12/12/57

NMA 1119

NOTES:	Wherever used herein the terms:
	“Reassured”	shall be understood to mean “Company”, “Reinsured”, “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement”, “Contract”, “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers”, “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

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that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS & SYNDICATES EXCLUSION CLAUSE (CATASTROPHE)

It is hereby understood and agreed that:

A. This Contract excludes loss or liability arising from:

1. Business derived directly or indirectly from any pool, association, or syndicate which maintains its own reinsurance facilities. This subparagraph 1 shall not apply with respect to:

a. Residual market mechanisms created by statute. This Contract shall not extend, however, to afford coverage for liability arising from the inability of any other participant or member in the residual market mechanism to meet its obligations, nor shall this Contract extend to afford coverage for liability arising from any claim against the residual market mechanism brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract). For the purposes of this Clause, the California Earthquake Authority shall be deemed to be a “residual market mechanism.”

b. Inter-agency or inter-government joint underwriting or risk purchasing associations (however styled) created by or permitted by statute or regulation.

2. Those perils insured by the Company that the Company knows, at the time the risk is bound, to be insured by or in excess of amounts insured or reinsured by any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks. This subparagraph 2 shall not apply:

a. If the total insured value over all interests of the risk is less than $[***].

b. To interests traditionally underwritten as Inland Marine or Stock or Contents written on a blanket basis.

c. To Contingent Business Interruption liability, except when it is known to the Company, at the time the risk is bound, that the key location is insured by or through any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks; unless the total insured value over all interests of the risk is less than $[***].

B. With respect to loss or liability arising from the Company’s participation or membership in any residual market mechanism created by statute, the Company may include in its ultimate net loss only amounts for which the Company is assessed as a direct consequence of a covered loss occurrence, subject to the following provisions:

1. Recovery is limited to perils otherwise protected hereunder.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event the terms of the Company’s participation or membership in any such residual market mechanism permit the Company to recoup any such direct assessment attributed to a loss occurrence by way of a specific policy premium surcharge or similar levy on policyholders, the amount received by the Company as a result of such premium surcharge or levy shall reduce the Company’s ultimate net loss for such loss occurrence.

3. The result of any rate increase filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall have no effect on the Company’s ultimate net loss for any covered loss occurrence.

4. The result of any premium tax credit filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall reduce the Company’s ultimate net loss for any covered loss occurrence.

5. The Company may not include in its ultimate net loss any amount resulting from an assessment that, pursuant to the terms of the Company’s participation or membership in the residual market mechanism, the Company is required to pay only after such assessment is collected from the policyholder.

6. The ultimate net loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of a residual market mechanism nor any fines or penalties imposed on the Company for late payment.

7. If, however, a residual market mechanism only provides for assessment based on an aggregate of losses in any one contract or plan year of said mechanism, then the amount of that assessment to be included in the ultimate net loss for any one loss occurrence shall be determined by multiplying the Company’s share of the aggregate assessment by a factor derived by dividing the Company’s ultimate net loss (net of the assessment) with respect to the loss occurrence by the total of all of its ultimate net losses (net of assessments) from all loss occurrences included by the mechanism in determining the assessment.

8/1/2012

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TERRORISM EXCLUSION

(Property Treaty Reinsurance)

Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, it is agreed that this reinsurance agreement excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any act of terrorism, as defined herein, regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

An act of terrorism includes any act, or preparation in respect of action, or threat of action designed to influence the government de jure or de facto of any nation or any political division thereof, or in pursuit of political, religious, ideological, or similar purposes to intimidate the public or a section of the public of any nation by any person or group(s) of persons whether acting alone or on behalf of or in connection with any organisation(s) or government(s) de jure or de facto, and which:

(i) involves violence against one or more persons; or

(ii) involves damage to property; or

(iii) endangers life other than that of the person committing the action; or

(iv) creates a risk to health or safety of the public or a section of the public; or

(v) is designed to interfere with or to disrupt an electronic system.

This reinsurance agreement also excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any action in controlling, preventing, suppressing, retaliating against, or responding to any act of terrorism.

Notwithstanding the above and subject otherwise to the terms, conditions, and limitations of this reinsurance agreement, in respect only of personal lines this reinsurance agreement will pay actual loss or damage (but not related cost or expense) caused by any act of terrorism provided such act is not directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with biological, chemical, radioactive, or nuclear pollution or contamination or explosion.

22/11/02

NMA2930C

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

LIMITED COMMUNICABLE DISEASE EXCLUSION NO. 2

(PROPERTY TREATY REINSURANCE)

1. Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2. Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly caused by or arising from any of the following perils: fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, rainstorm, hail, tornado, cyclone, typhoon, hurricane, earthquake, seaquake, seismic and/or volcanic disturbance/eruption, tsunami, flood, freeze, ice storm, weight of snow or ice, avalanche, meteor/asteroid impact, landslip, landslide, mudslide, bush fire, forest fire, riot, riot attending a strike, civil commotion, vandalism and malicious mischief.

Definitions

3. Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

3.1 the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

3.2 the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

3.3 the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

4. Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5503

15 May 2020

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

CYBER LOSS LIMITED EXCLUSION CLAUSE (PROPERTY TREATY REINSURANCE ) NO. 1 LMA5410

1. Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, this reinsurance agreement excludes all loss, damage, liability, cost or expense of whatsoever nature directly or indirectly caused by, contributed to by, resulting from, arising out of or in connection with:

1.1 any loss of, alteration of, or damage to or a reduction in the functionality, availability or operation of a Computer System, unless subject to the provisions of paragraph 2;

1.2 any loss of use, reduction in functionality, repair, replacement, restoration or reproduction of any Data, including any amount pertaining to the value of such Data.

2 Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly occasioned by any of the following perils:

fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, hail, tornado, cyclone, hurricane, earthquake, volcano, tsunami, flood, freeze or weight of snow

Definitions

3 Computer System means any computer, hardware, software, communications system, electronic device (including, but not limited to, smart phone, laptop, tablet, wearable device), server, cloud or microcontroller including any similar system or any configuration of the aforementioned and including any associated input, output, data storage device, networking equipment or back up facility.

4 Data means information, facts, concepts, code or any other information of any kind that is recorded or transmitted in a form to be used, accessed, processed, transmitted or stored by a Computer System.

5 Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5410

06 March 2020

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that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

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EX-10.17

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.17

MULTI YEAR PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

MULTI YEAR PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT TABLE OF CONTENTS
Article		Page
	Preamble		4
1	Business Covered		5
2	Retention and Limit		5
3	Other Reinsurance		6
4	Term		7
5	Special Termination		7
6	Run-Off Reinsurers		10
7	Territory		13
8	Exclusions		13
9	Special Acceptance		15
10	Premium		16
11	Definitions		17
12	Florida Hurricane Catastrophe Fund		20
13	Extra Contractual Obligations/Excess of Policy Limits		21
14	Net Retained Liability		22
15	Original Conditions		23
16	No Third Party Rights		23
17	Notice of Loss and Loss Settlements		23
18	Late Payments		24
19	Offset		25
20	Currency		25
21	Unauthorized Reinsurance		26
22	Taxes		28
23	Access to Records		28
24	Confidentiality		30
25	Indemnification and Errors and Omissions		31
26	Insolvency		31
27	Arbitration		32
28	Service of Suit		33
29	Sanction Limitation and Exclusion Clause		34
30	Governing Law		35
31	Entire Agreement		35
32	Non-Waiver		35
33	Intermediary		35
34	Mode of Execution		36
	Company Signing Block		37

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that the information is not material and is of the type that the registrant treats as private or confidential.

MULTI YEAR PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT TABLE OF CONTENTS
Attachments		Page
	Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - U.S.A.		38
	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)		40
	Terrorism Exclusion		42
	Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance)		43
	Cyber Loss Limited Exclusion Clause (Property Treaty Reinsurance ) No. 1 LMA5410		44
	Trust Agreement Requirements Clause		45

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that the information is not material and is of the type that the registrant treats as private or confidential.

MULTI YEAR PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT

(the “Contract”)

of

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

(collectively, the “Company”)

by

THE SUBSCRIBING REINSURER(S) IDENTIFIED

IN THE INTERESTS AND LIABILITIES AGREEMENT(S)

ATTACHED TO AND FORMING PART OF THIS CONTRACT

(the “Reinsurer”)

PREAMBLE

A. For purposes of sending and receiving notices and payments required by this Contract, Slide Insurance Company (“Slide Insurance”) shall be the distributor or recipient, as the case may. In no event, however, will Slide Insurance be deemed the agent of any member company.

B. While having no effect on the settlements or liabilities of the parties to this Contract, it is established that:

1. if a Loss Occurrence covered under this Contract involves multiple member companies, Slide Insurance will allocate the Reinsurer’s limit of liability for the Loss Occurrence to each member company involved, proportionately, based on the percentage which the affected member company’s loss bears to the total of all losses contributing to that Loss Occurrence; and

2. with respect to reinsurance premiums due the Reinsurer hereunder, each member company shall be responsible for its proportionate share of the reinsurance premium. The deposit premium, minimum premium, and final reinsurance premium, as determined under the terms of this Contract, shall be apportioned to each member company by Slide Insurance in the same proportion that each member company’s exposure bears to the total subject exposure.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Records of these allocations shall be maintained within Slide Insurance in sufficient detail to identify both the Reinsurer’s loss obligations allocated to each member company and each member company’s share of premium allocation.

ARTICLE 1

BUSINESS COVERED

This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of loss or losses under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company, subject to the terms and conditions herein contained.

ARTICLE 2

RETENTION AND LIMIT

A. As respects the first Contract Year, for each Excess Layer of reinsurance provided hereunder, the Reinsurer shall be liable in respect of each Loss Occurrence during the first Contract Year for the Ultimate Net Loss over and above the initial Ultimate Net Loss retention as set forth in the schedule below for the Loss Occurrence during the first Contract Year, subject to a limit of liability to the Reinsurer for each such Loss Occurrence during the first Contract Year, and subject further to a limit of liability for all Loss Occurrences commencing during the first Contract Year during the term of this Contract, as set forth below:

RETENTION AND LIMIT SCHEDULE – FIRST CONTRACT YEAR
Layer	Company’s Retention		Reinsurer’s Limit of Liability
	Ultimate Net Loss in respect of each Loss Occurrence		Ultimate Net Loss in respect of each Loss Occurrence		Annual Aggregate Limit of Liability in respect of all Loss Occurrences during the first Contract Year
First Layer	$	[***]	$	[***]	$	[***]
Second Layer	$	[***]	$	[***]	$	[***]
Third Layer	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]
Seventh Layer	$	[***]	$	[***]	$	[***]
Eighth Layer	$	[***]	$	[***]	$	[***]
Ninth Layer	$	[***]	$	[***]	$	[***]

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

B. As respects the second Contract Year:

1. The amounts reflected in paragraph A, Retention and Limit Schedule above will be recalculated to follow the return period attachment and exhaustion points of the first Contract Year’s Retention and Limit Schedule, using AIR Touchstone v10, Long Term Hurricane Probably Maximum Loss and will be incorporated into this Contract by addendum.

2. The amounts reflected in paragraphs A and B of Article 10 – Premium will be recalculated for each Excess Layer as the product of second Contract Year’s Limit calculated in subparagraph B.1. above and the first Contract Year Rate on Line reflected in paragraph A of Article 10 – Premium and will be incorporated into this Contract by addendum.

3. The Company’s average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss amounts referenced in paragraph D of Article 10 – Premium will be incorporated into this Contract by addendum.

C. As respects each Loss Occurrence, the following shall apply:

1. Eighth Layer, the Company’s recoveries hereunder shall first be calculated in respect of the Seventh Layer in accordance with paragraph A above, with consideration of the inuring recoveries under the Seventh Layer as set forth in the Other Reinsurance Article.

2. Ninth Layer, the Company’s recoveries hereunder shall first be calculated in respect of the Seventh Layer and Eighth Layer in accordance with paragraph A above, with consideration of the inuring recoveries under the Seventh and Eighth Layers as set forth in the Other Reinsurance Article.

ARTICLE 3

OTHER REINSURANCE

A. Florida Hurricane Catastrophe Fund

The Company shall purchase or deem to have purchased the following reinsurance, recoveries under which shall inure to the benefit of this Contract, whether recovered or not, subject to the provisions of the Florida Hurricane Catastrophe Fund Article:

For the Slide Insurance Company, the Florida Hurricane Catastrophe Fund (FHCF) mandatory layer at the 90% coverage level.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

B. Other Inuring Reinsurance

1. The Company shall maintain Purple Re 2023-1 and 2023-2 Class A catastrophe bonds, recoveries under which shall inure to the benefit of the Seventh, Eighth and Ninth Layers of this Contract.

2. The Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Contract.

C. The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Contract.

ARTICLE 4

TERM

This Contract shall take effect at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Eastern Daylight Savings Time June 1, 2026, applying to Loss Occurrences commencing during the term of this Contract, unless cancelled or terminated as otherwise provided herein.

ARTICLE 5

SPECIAL TERMINATION

A. The Company may terminate a Subscribing Reinsurer’s percentage share in this Contract at any time by giving written notice to the Subscribing Reinsurer in the event of any of the following circumstances:

1. The Subscribing Reinsurer ceases underwriting operations.

2. A state insurance department or other legal authority orders the Subscribing Reinsurer to cease writing business, or the Subscribing Reinsurer is placed under regulatory supervision.

3. The Subscribing Reinsurer has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

4. The Subscribing Reinsurer’s policyholders’ surplus (or the equivalent under the Subscribing Reinsurer’s accounting system) as reported in such financial statements of the Subscribing Reinsurer as designated by the Company, has been reduced by 20% of the amount thereof at any date during the prior 12-month period (including the period prior to the inception of this Contract).

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

5. The Subscribing Reinsurer has merged with or has become acquired or controlled by any company, corporation, or individual(s) not controlling the Subscribing Reinsurer’s operations at the inception of this Contract.

6. The Subscribing Reinsurer has retroceded its entire liability under this Contract without the Company’s prior written consent, except for retrocessions to members of the Subscribing Reinsurer’s holding company group.

7. The Subscribing Reinsurer has been assigned an A.M. Best’s rating of less than “A-” and/or an S&P rating of less than “BBB+.” However, as respects Underwriting Members of Lloyd’s, London, a Lloyd’s Market Rating of less than “A-” by A.M. Best and/or less than “BBB+” by S&P shall apply.

8. The Subscribing Reinsurer has transferred or delegated its claims-paying authority, as respects business subject to this Contract, to an unaffiliated entity; however, agreement by a Lloyd’s syndicate to follow claim settlement procedures under the Lloyd’s Claims Scheme (Combined) shall not constitute a transfer or delegation of its claims-paying authority for purposes of this subparagraph.

9. The Subscribing Reinsurer engages in the process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time.

10. The Subscribing Reinsurer in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

11. The Subscribing Reinsurer has failed to post or maintain required collateral to secure its obligations as required under this Contract, and has not cured such deficiency within 30 days following written notice thereof from the Company.

12. There is a severance or obstruction of free and unfettered communication and/or normal commercial and/or financial intercourse between the country in which the Company is incorporated and the country in which the Subscribing Reinsurer is incorporated or has its principal office, as a result of war, currency regulation, or any circumstance arising out of political, financial or economic emergency.

13. The Subscribing Reinsurer resides or is incorporated in countries where any regulation, whether by decree or otherwise, be enforced by the government which shall restrict or prohibit its performance of any or all of its obligations under this Contract or any contract in consideration of which this Contract has been completed.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. The Subscribing Reinsurer may terminate its percentage share in this Contract effective 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, by giving prior written notice to the Company in the event of any of the following circumstances:

1. As of December 31, 2024, both the Company’s

a. NAIC Risk-Based Capital score is less than [***], based on the Company’s December 31, 2024 financial statements; and

b. Policyholders’ Surplus, as reported in the financial statements of the Company as of December 31, 2023, has been reduced by more than [***]% as reported in the financial statements of the Company as of December 31, 2024.

2. The Company’s Financial Stability Rating has either been withdrawn or [***] by

a. Demotech, Inc.; and

b. Kroll Bond Rating Agency, if rated.

3. The Company has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

4. The Company’s ultimate loss for loss arising from Hurricane Ian in 2022 increase more than [***]% between amounts listed in the Company’s balance sheet on June 1, 2024 and amounts listed in the Company’s balance sheet on June 1, 2025.

C. Termination shall be effected on a cut-off basis and the Subscribing Reinsurer shall have no liability for Loss Occurrences commencing after the date of termination. The reinsurance premium due the Subscribing Reinsurer hereunder (including any minimum reinsurance premium) shall be prorated based on the period of the Subscribing Reinsurer’s participation hereon, and the Subscribing Reinsurer shall immediately return any excess reinsurance premium received. Reinstatement premium, if any, shall be calculated based on the Subscribing Reinsurer’s reinsurance premium earned during the period of the Subscribing Reinsurer’s participation hereon.

D. Additionally, in the event of any of the circumstances listed in paragraphs A or B of this Article, the Company shall have the option to commute the Subscribing Reinsurer’s liability for losses on Policies covered by this Contract. In the event the Company and the Subscribing Reinsurer cannot agree on the commutation amount, they shall appoint an actuary and/or appraiser to assess such amount and shall share equally any expense of the actuary and/or appraiser. If the Company and the Subscribing Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Subscribing Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Subscribing Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties in respect of liability arising from the Subscribing Reinsurer’s participation under this Contract.

E. The Company’s option to require commutation under paragraph D above shall survive the termination or expiration of this Contract.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 6

RUN-OFF REINSURERS

A. “Run-off Reinsurer” means any Subscribing Reinsurer that:

1. has been ordered by a state insurance department or other legal authority to cease writing business, or has been placed under regulatory supervision or in rehabilitation; or

2. has ceased reinsurance underwriting operations; or

3. has transferred its claims-paying authority to an unaffiliated entity; or

4. engages in a process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time; or

5. in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

Notwithstanding the foregoing, agreement by a Lloyd’s syndicate to follow claim settlements procedures under Lloyd’s Claims Scheme (Combined) shall not constitute a transfer of its claims-paying authority, for purposes of subparagraphs (3) and (5) of this paragraph.

B. Notwithstanding any other provision of this Contract, in the event that a Subscribing Reinsurer becomes a Run-off Reinsurer at any time, the Company may elect, by giving written notice to the Run-off Reinsurer at any time thereafter, that all or any of the following shall apply to the Run-off Reinsurer’s participation hereunder:

1. If the Run-off Reinsurer does not pay a claim or raise a query concerning the claim within 30 days of billing, it shall be estopped from denying such claim and must pay immediately.

2. If payment of any claim has been received from Subscribing Reinsurers constituting at least 70% of the interests and liabilities of all Subscribing Reinsurers that participated on this Contract and are active as of the due date; it being understood that said date shall not be later than 90 days from the date of transmittal by the Intermediary of the

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that the information is not material and is of the type that the registrant treats as private or confidential.

initial billing for each such payment, the Run-off Reinsurer shall be estopped from denying such claim and must pay within 10 days following transmittal to the Run-off Reinsurer of written notification of such payments. For purposes of this subparagraph, a Subscribing Reinsurer shall be deemed to be active if it is not a Run-off Reinsurer.

3. In the event any payment due the Company hereunder is not received by the Intermediary by the payment due date, the Run-off Reinsurer shall pay an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

a. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

b. 1/365th of the sum of:

i. the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made; plus

ii. 1% plus 0.5% for each 30 days that the payment is past due, subject to a maximum of 8.0%; times

c. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due plus interest penalties have been received by the Intermediary.

For purposes of this subparagraph, payments from the Run-off Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Run-off Reinsurer, and shall be overdue 30 days thereafter.

If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Run-off Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date, as defined above, shall be deemed to be the date upon which the Run-off Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

Should the Run-off Reinsurer dispute a claim presented by the Company and the timeframes set out above be exceeded, interest as stipulated in this subparagraph shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

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that the information is not material and is of the type that the registrant treats as private or confidential.

4. The Run-off Reinsurer’s liability for losses for Policies covered by this Contract shall be commuted. In the event the Company and the Run-off Reinsurer cannot agree on the commutation amount of the Run-off Reinsurer’s liability under such Policies, they shall appoint an actuary and/or appraiser to assess such liability and shall share equally any expense of the actuary and/or appraiser. If the Company and the Run-off Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Run-off Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Run-off Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties under this Contract.

5. The Run-off Reinsurer shall have no right of access to the Records of the Company if the Run-off Reinsurer has denied payment of any claim hereunder or there is a pending arbitration between the Company and the Run-off Reinsurer regarding any claim hereunder. A reservation of rights shall be considered a denial of a claim.

6. The Run-off Reinsurer shall be precluded from asserting that a claim otherwise payable hereunder is Loss in Excess of Policy Limits and/or Extra Contractual Obligations, if no active Reinsurer has not made such assertion.

7. The Run-off Reinsurer shall immediately provide funding of the Run-off Reinsurer’s share of 100% of liabilities (the “Reinsurer’s Obligations”) as defined in the Unauthorized Reinsurance Article. This subparagraph does not apply to any Run-off Reinsurer to the extent that the Run-off Reinsurer provides funding under the Unauthorized Reinsurance Article or maintains a trust fund, approved by the regulatory authorities having jurisdiction over the Company’s credit for reinsurance, for the payment of claims of the Run-off Reinsurer’s U.S. ceding insurers.

8. In the event that either party demands arbitration of a dispute between the Company and the Run-off Reinsurer, and the amount in dispute is less than $500,000, unless the arbitration notice includes a demand for rescission of this Contract, notwithstanding the terms of the Arbitration Article, the dispute shall be resolved by a sole arbitrator and the following procedures shall apply:

a. The sole arbitrator shall be chosen by mutual agreement of the parties within 15 business days after the demand for arbitration. If the parties have not chosen an arbitrator within the 15 business days after the receipt of the arbitration notice, the arbitrator shall be chosen in accordance with the ARIAS U.S. Streamlined Rules for Small Claims Disputes, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS) and in force on the date the arbitration is demanded. The nominated arbitrator must be available to read any written submissions and hear testimony within 60 calendar days of being chosen.

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that the information is not material and is of the type that the registrant treats as private or confidential.

b. Within 10 business days after the arbitrator has been appointed, the parties shall be notified of deadlines for the submission of briefs and documentary evidence, as determined by the arbitrator. There shall be no discovery or hearing unless the parties agree to engage in limited discovery and/or a hearing. Also, the arbitrator can determine, without the consent of the parties, that a limited hearing is necessary.

C. The Company’s waiver of any rights provided in this Article is not a waiver of that right or other rights at a later date.

D. The Company’s rights under this Article shall survive the cancellation, termination or expiration of this Contract.

ARTICLE 7

TERRITORY

The territorial limits of this Contract shall be identical with those of the Company’s Policies.

ARTICLE 8

EXCLUSIONS

A. This Contract shall not apply to and specifically excludes:

1. Liability assumed by the Company under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Company’s request and reinsured 100% by the Company shall not be excluded hereunder.

2. All liability of the Company arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Company of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part.

3. Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause.

4. Financial guarantee and insolvency.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

5. Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached to and forming part of this Contract.

6. Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached to and forming part of this Contract.

7. Flood, when written as such.

8. Earthquake, when written as such.

9. Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) NMA2930C, attached to and forming part of this Contract.

10. All assessments from Citizens Property Insurance Corporation or the Florida Hurricane Catastrophe Fund (hereinafter “FHCF”).

11. Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance) LMA5503, attached to and forming part of this Contract.

12. Loss as excluded under the attached Cyber Loss Limited Exclusion Clause (Property Treaty Reinsurance ) No. 1 LMA5410 attached to and forming part of this Contract.

13.   A. Any loss, damage, claim, cost, expense or other sum of whatsoever nature, directly or indirectly caused by, resulting from, arising out of or in connection with any Strike, Riot, Civil Commotion and/or Malicious Act.

B. For the purposes of this Exclusion, Strike, Riot, Civil Commotion and Malicious Act mean:

1. “Strike” means a lockout or total or partial work stoppage to enforce demands made on an employer or to protest against an act or condition.

2. “Riot” means a violent disturbance by a group of persons assembled together for a common purpose which threatens the public peace.

3. “Civil Commotion” means a substantial violent disturbance by a large number of persons assembled together and acting with common purpose or intent.

4. “Malicious Act” means deliberate act(s) causing loss of or damage to property during and/or following Strike, Riot or Civil Commotion, including but not limited to vandalism, looting, theft of or the taking of goods by force.

B. However, should any arbitration panel or any judicial, regulatory, or legislative entity having legal jurisdiction invalidate any exclusion in the Company’s Policy or the underlying Policy on which the Company’s Policy follows form, any amount of loss for which the Company is liable because of such invalidation shall not be excluded hereunder. This provision shall not apply to subparagraphs A.9., A.11., A.12. and A.13. above.

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. The exclusions enumerated above shall not apply when they are merely Incidental to the main operations of the insured, provided such main operations are covered by the Company and are not themselves excluded from the scope of this Contract. The Company shall determine what is “Incidental.” This provision shall not apply to subparagraphs A.9., A.11., A.12. and A.13. above.

D. Should the Company, by reason of an inadvertent act, error, or omission, be bound to afford coverage excluded hereunder or should an existing insured extend its operations to include coverage excluded hereunder, the Reinsurer shall waive the exclusion(s). The duration of said waiver shall not extend beyond the time that notice of such coverage has been received by the responsible underwriting authority of the Company plus the minimum time period required thereafter for the Company to terminate such coverage. This provision shall not apply to subparagraphs A.9., A.11., A.12. and A.13. above.

ARTICLE 9

SPECIAL ACCEPTANCE

A. From time to time the Company may request a special acceptance of reinsurance falling outside the scope of the provisions of this Contract. Within three days of receipt of such a request, each Subscribing Reinsurer shall accept such request, ask for additional information, or reject the request. Any reinsurance that is specially accepted by the Reinsurer shall be covered under this Contract and shall be subject to the terms hereof, except as such terms shall be modified by the special acceptance. If a Subscribing Reinsurer fails to respond to a special acceptance request within three days, the Subscribing Reinsurer shall be deemed to have agreed to the special acceptance.

B. Notwithstanding paragraph A above, if Subscribing Reinsurers under each Excess Layer with total percentage shares in the interests and liabilities of the Reinsurer of 50.0% or greater for that Excess Layer agree to a special acceptance, such special acceptance shall be binding on all Subscribing Reinsurers with respect to their respective shares for that Excess Layer. If such percentage agreement is not achieved, such special acceptance shall be made to the Excess Layer only with respect to the interests and liabilities of each Subscribing Reinsurer for that Excess Layer that agrees to the special acceptance.

C. In the event a reinsurer becomes a party to this Contract subsequent to one or more special acceptances hereunder, the new reinsurer shall automatically accept such special acceptance(s) as being covered hereunder. Further, if one or more Subscribing Reinsurers under this Contract agreed to special acceptance(s) under the contract being replaced by this Contract, such special acceptance(s) shall be automatically covered hereunder with respect to the interests and liabilities of such Subscribing Reinsurer(s).

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 10

PREMIUM

A. As respects the first Contract Year, each Excess Layer hereunder, the premium to be paid to the Reinsurer shall be calculated at the rates set out below multiplied by the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, of each Contract Year with respect to the business covered hereunder, subject to the minimum and deposit premiums stated hereunder:

	PREMIUM SCHEDULE – FIRST CONTRACT YEAR
Layer	Adjustment Rate			Rate on Line			Deposit Premium		Minimum Premium
First Layer		[***]	%		[***]	%	$	[***]	$	[***]
Second Layer		[***]	%		[***]	%	$	[***]	$	[***]
Third Layer		[***]	%		[***]	%	$	[***]	$	[***]
Fourth Layer		[***]	%		[***]	%	$	[***]	$	[***]
Fifth Layer		[***]	%		[***]	%	$	[***]	$	[***]
Sixth Layer		[***]	%		[***]	%	$	[***]	$	[***]
Seventh Layer		[***]	%		[***]	%	$	[***]	$	[***]
Eighth Layer		[***]	%		[***]	%	$	[***]	$	[***]
Ninth Layer		[***]	%		[***]	%	$	[***]	$	[***]

B. As respects the first Contract Year, each Excess Layer hereunder, the Company shall pay the Reinsurer a deposit premium for the term of this Contract, to be paid as set out below:

DEPOSIT INSTALLMENT SCHEDULE Due at the Date set out below for the first Contract Year
Layer	July 1		October 1		February 1
First Layer	$	[***]	$	[***]	$	[***]
Second Layer	$	[***]	$	[***]	$	[***]
Third Layer	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]
Seventh Layer	$	[***]	$	[***]	$	[***]
Eighth Layer	$	[***]	$	[***]	$	[***]
Ninth Layer	$	[***]	$	[***]	$	[***]

C. Hurricane Models include secondary uncertainty, standard hurricane frequencies and demand surge. Hurricane Models exclude storm surge.

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that the information is not material and is of the type that the registrant treats as private or confidential.

D. The Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is estimated at $[***] as of September 30, 2024 (average of $[***] [100-year] and $[***] [20-year]).

E. Within 90 days following the cancellation, termination or expiration of the first Contract Year, the Company shall provide a report to the Reinsurer setting forth the premium due hereunder for the first Contract Year, each Excess Layer, computed in accordance with paragraph A above, and any additional premium due the Reinsurer or return premium due the Company for the first Contract Year, each such Excess Layer shall be remitted within 30 days of its receipt of said report.

F. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

ARTICLE 11

DEFINITIONS

A.   1. “Ultimate Net Loss” means the actual loss paid by the Company or which the Company becomes liable to pay, such loss to include Loss Adjustment Expense, 100% of any Extra Contractual Obligation and 100% of any Loss in Excess of Policy Limits as defined in the Extra Contractual Obligations/Excess of Policy Limits Article.

2. Salvages and all recoveries (including amounts due from all reinsurances that inure to the benefit of this Contract, whether recovered or not), shall be first deducted from such loss to arrive at the amount of liability attaching hereunder.

3. All salvages, recoveries or payments recovered or received subsequent to loss settlement hereunder shall be applied as if recovered or received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

4. The Company shall be deemed to be “liable to pay” a loss when a judgment has been rendered that the Company does not plan to appeal, and/or the Company has obtained a release, and/or the Company has accepted a proof of loss and/or the Company has made a commitment to pay, and/or the Company has scheduled the payment of the loss.

5. Nothing in this clause shall be construed to mean that losses are not recoverable hereunder until the Company’s “Ultimate Net Loss” has been ascertained.

6. Loss Adjustment Expense incurred in obtaining salvages or recoveries, or in the reduction or reversal of any award or judgment, shall be apportioned between the Company and the Reinsurer in the proportion that each benefits from such salvage, recovery, reduction or reversal. However, if such expense exceeds the amount recovered, the expense shall be included in Ultimate Net Loss

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. “Loss Adjustment Expense” means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

1. court costs;

2. costs of supersedeas and appeal bonds;

3. monitoring counsel expenses;

4. legal expenses and costs incurred in connection with coverage questions and legal actions connected thereto, including but not limited to declaratory judgment actions;

5. post-judgment interest;

6. pre-judgment interest, unless included as part of an award or judgment;

7. a pro rata share of salaries and expenses of Company field employees, calculated in accordance with the time occupied in adjusting such loss, and expenses of other Company employees who have been temporarily diverted from their normal and customary duties and assigned to the field adjustment of losses covered by this Contract;

8. expenses of the Company officials incurred in connection with losses covered by this Contract;

9. advertising or other extraordinary communication expenses incurred as a result of a covered Loss Occurrence;

10. extraordinary expenses arising out of a covered loss occurrence, whether or not they are allocable to a specific claim; and

11. subrogation, salvage and recovery expenses.

“Loss Adjustment Expense” does not include salaries and expenses of the Company’s employees and officials except as provided in subparagraphs (7) and (8) above, and office and other overhead expenses.

C.   1. “Loss Occurrence” means the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event. However, the duration and extent of any one “Loss Occurrence” shall be limited to all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event except that the term “Loss Occurrence” shall be further defined as follows:

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that the information is not material and is of the type that the registrant treats as private or confidential.

a. As regards any “Named Storm,” all individual losses sustained by the Company arising out of and directly occasioned by such “Named Storm,” without regard to the limitations of duration and extent set forth above. “Named Storm” means any storm or storm system declared by the US National Hurricane Center, US Central Pacific Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service to be a tropical depression, tropical storm or hurricane, and any successors thereof. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm,” once it has merged. A “Named Storm” shall be deemed to begin at the effective time and date of the first watch, warning or other official advisory applicable to such tropical storm, or hurricane, issued by the above referenced governmental meteorological agencies. A “Named Storm” shall be deemed to end 120 hours after the cancellation of the last watch, warning or other official advisory applicable to such tropical storm, hurricane or successor, issued by the above referenced governmental meteorological agencies irrespective of the duration of the timing or spacing between such watches, warnings or other official advisories. If two or more storms are assigned different names by the above-referenced governmental meteorological agencies, each of those storms shall constitute a separate event for purposes of this definition.

b. As regards windstorm, hail, tornado, cyclone, including ensuing collapse and water damage other than “Named Storm,” all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event.

c. As regards earthquake and fire following directly occasioned by the earthquake, those earthquake losses and individual fire losses that commence during the period of 168 consecutive hours may be included in the Company’s “Loss Occurrence.”

d. As regards firestorms, brush fires and any other fires or series of fires, irrespective of origin, all individual losses sustained by the Company and designated by the Company as forming part of one “Loss Occurrence”, which occur during any period of 168 consecutive hours within an area with a 250 mile radius, the center point of which will be chosen by the Company, may be included in the Company’s Loss Occurrence.

e. As regards “freeze,” only individual losses directly occasioned by collapse, breakage of glass and water damage (caused by bursting of frozen pipes and tanks or freezing and/or melting snow or sleet) may be included in the Company’s “Loss Occurrence.”

2. Except as provided in subparagraph (1)(a) above:

a. The Company may choose the date and time when any such period of consecutive hours commences provided that it is not earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

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that the information is not material and is of the type that the registrant treats as private or confidential.

b. Only one period of consecutive hours shall apply with respect to one event, except that, as respects those “Loss Occurrences” referred to in subparagraph (1)(b) above, if the disaster, accident or loss occasioned by the event is of greater duration than 72 consecutive hours, then the Company may divide that disaster, accident or loss into two or more “Loss Occurrences” provided no two periods overlap and no individual loss is included in more than one such period and provided that no period commences earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

3. Losses arising from a combination of two or more perils as a result of the same event shall be considered as having arisen from one “Loss Occurrence.” Furthermore, all losses arising from an event involving a combination of losses described in subparagraphs (1)(a) and (1)(b) may be considered as having arisen from one “Loss Occurrence.” Notwithstanding the foregoing, the hourly limitations as stated above shall not be exceeded as respects the applicable perils, and, except as respects those “Loss Occurrences” involving a “Named Storm” referred to in subparagraph (1)(a) above, no single “Loss Occurrence” shall encompass a time period greater than 168 consecutive hours.

D. “Policy(ies)” means any binder, policy, or contract of insurance or reinsurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Company.

E. “Contract Year” means the period from 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024 to 12:01 a.m., Eastern Daylight Savings Time, June 1, 2025, and the period from 12:01 a.m., Eastern Daylight Savings Time, June 1, 2025, to 12:01 a.m., Eastern Daylight Savings Time, June 1, 2026. If this Contract is terminated, however, the final Contract Year shall be from the beginning of the then current Contract Year through the date of termination.

ARTICLE 12

FLORIDA HURRICANE CATASTROPHE FUND

A. As respects Loss Occurrences subject to each Contract Year during the term of this Contract, any loss reimbursement recoverable by the Company under the Florida Hurricane Catastrophe Fund (FHCF), shall be deducted in determining Ultimate Net Loss under each Contract Year, subject to the following:

1. The full reimbursement amount due from the FHCF for coverage under the Mandatory Layer, based on statutory limits of coverage as of June 1, shall be deemed recovered by the Company, whether or not actually received from the FHCF and whether or not reduced because of the FHCF’s inability to pay.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. Any other FHCF recoveries shall be disregarded for purposes of determining ultimate net loss subject to each Contract Year.

3. For purposes of allocating recoveries from the FHCF with respect to each Loss Occurrence, only amounts recoverable by applying the pay-out and retention multiples for the FHCF prior to any reduction in retention due to multiple Loss Occurrences in the same annual period shall be included in calculating the deduction from Ultimate Net Loss.

4. If the Company’s aggregate limit of FHCF reimbursement coverage for a Contract Year is exhausted from Loss Occurrences commencing during the term of the Contract Year, and the FHCF, as applicable, does not designate the portion of said limit allocable to each Loss Occurrence, the total FHCF reimbursement received shall be allocated to each individual Loss Occurrence in the proportion that the Company’s losses in that Loss Occurrence bear to the Company’s total losses arising out of all Loss Occurrences to which the reimbursement applies.

5. For purposes of loss recoveries under each Contract Year prior to the final determination of the Company’s retention and limit under the FHCF, FHCF coverage shall be calculated using the Company’s respective “Projected Payout Multiple” under the FHCF. Upon determination of the Company’s retention and limit under the FHCF, losses will be adjusted, recognizing any adjustment to the “Projected Payout Multiple” caused by a change in the Aggregate Mandatory FHCF Premium or any other adjustments as required by statute to determine the final FHCF layer, but disregarding any change due to a decrease in the statutory limit.

B. Any FHCF reimbursement premiums paid by the Company for FHCF layers that inure to the benefit of each Contract Year shall be deemed to be premiums paid for inuring reinsurance.

C. Any change to the FHCF resulting from the 2024 and 2025 Sessions of the Florida Legislature or rating methodology, if it produces a change in FHCF structure of greater than 10% of FHCF cover provided, may, at the Company’s option, result in the restructuring and re-rating of each Contract Year at terms to be mutually agreed.

ARTICLE 13

EXTRA CONTRACTUAL OBLIGATIONS/EXCESS OF POLICY LIMITS

A. This Contract shall cover Extra Contractual Obligations, as provided in the definition of Ultimate Net Loss. “Extra Contractual Obligations” shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

B. This Contract shall cover Loss in Excess of Policy Limits, as provided in the definition of Ultimate Net Loss. “Loss in Excess of Policy Limits” shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

C. An Extra Contractual Obligation and/or Loss in Excess of Policy Limits shall be deemed to have occurred on the same date as the loss covered under the Company’s Policy, and shall constitute part of the original loss.

D. For the purposes of the Loss in Excess of Policy Limits coverage hereunder, the word “Loss” shall mean any amounts for which the Company would have been contractually liable to pay had it not been for the limit of the original Policy.

E. Loss Adjustment Expense in respect of Extra Contractual Obligations and/or Loss in Excess of Policy Limits shall be covered hereunder in the same manner as other Loss Adjustment Expense.

F. However, this Article shall not apply where the loss has been incurred due to final legal adjudication of fraud of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the presentation, defense or settlement of any claim covered hereunder.

G. In no event shall coverage be provided to the extent not permitted under law.

ARTICLE 14

NET RETAINED LIABILITY

A. This Contract applies only to that portion of any loss that the Company retains net for its own account (prior to deduction of any reinsurance that inures solely to the benefit of the Company).

B. The amount of the Reinsurer’s liability hereunder in respect of any loss or losses shall not be increased by reason of the inability of the Company to collect from any other reinsurer(s), whether specific or general, any amounts that may have become due from such reinsurer(s), whether such inability arises from the insolvency of such other reinsurer(s) or otherwise.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 15

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the respective Policies of the Company. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

ARTICLE 16

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

ARTICLE 17

NOTICE OF LOSS AND LOSS SETTLEMENTS

A. The Company shall advise the Reinsurer promptly of all losses that, in the opinion of the Company, may result in a claim hereunder and of all subsequent developments thereto that may materially affect the position of the Reinsurer. Such reports shall include the Company’s cash flow projection for loss payments resulting from a Loss Occurrence. Such projection shall include the amount of an Advance that the Company estimates will cover anticipated loss payments during the 30 day period immediately following the date of the Company’s report. “Advance” means an amount that, in the opinion of the Company, the Reinsurer will become liable to pay to the Company hereunder. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay to the Company Advance(s).

B. The Company alone and at its full discretion shall adjust, settle or compromise all claims and losses.

C. As respects losses subject to this Contract, all loss settlements made by the Company, whether under strict Policy terms or by way of compromise, and any Extra Contractual Obligations and/or Loss in Excess of Policy Limits, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay or allow, as the case may be, its share of each such settlement immediately upon receipt of proof of loss. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay Advances to the Company, as follows:

1. The Reinsurer shall pay an Advance to the Company within five days after receipt of a cash flow projection report from the Company, as described in paragraph A of this Article.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

2. At 14-day intervals thereafter, the Company shall report to the Reinsurer its cash flow projection for the 30 day period immediately following each such report. The Reinsurer shall continue to pay Advances to the Company within five days after receipt of each such report. Such updates and payments shall continue until the Company informs the Reinsurer that it no longer requires Advances for that Loss Occurrence.

ARTICLE 18

LATE PAYMENTS

A. In the event any payment due either party is not received by the Intermediary by the payment due date, the party to whom payment is due may, by notifying the Intermediary in writing, require the debtor party to pay, and the debtor party agrees to pay, an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

1. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

2. 1/365th of the sum of the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made, plus 1%; times

3. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due, plus interest penalties, has been received by the Intermediary.

B. The due date shall, for purposes of this Article, be determined as follows:

1. Payments from the Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Reinsurer, and shall be overdue 30 days thereafter.

2. Payments from the Company to the Reinsurer shall be due on the dates specified within this Contract. Payments shall be overdue 30 days thereafter except for the first installment of premium, if applicable, which shall be overdue 60 days from inception or 30 days from final line-signing, whichever the later. Reinstatement premium, if applicable, shall have as a due date the date when the Company receives payment for the claim giving rise to such reinstatement premium, and payment shall be overdue 30 days thereafter. In the event a due date is not specifically stated for a given payment, the overdue date shall be 30 days following the date of billing.

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date as defined in paragraph B shall be deemed to be the date upon which the Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

D. Should the Reinsurer dispute a claim presented by the Company and the timeframes set out in paragraph B be exceeded, interest as stipulated in paragraph A shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

E. In the event arbitration is necessary to settle a dispute, the panel shall have the authority to make a determination awarding interest to the prevailing party. Interest, if any, awarded by the panel shall supersede the interest amounts outlined herein.

F. Any interest owed pursuant to this Article may be waived by the party to which it is owed. Waiver of such interest, however, shall not affect the waiving party’s rights to other interest amounts due as a result of this Article.

ARTICLE 19

OFFSET

A. The Company and the Reinsurer may offset any balance or amount due and owing from one party to the other under the terms of this Contract or any other contract heretofore or hereafter entered into by and between them, whether acting as ceding company or assuming reinsurer. However, in the event of the insolvency of a party hereto, offsets shall be allowed only in accordance with applicable statutes and regulations.

B. Should the Company go into liquidation or should a receiver be appointed, all amounts due, or that would become due (including all deposits and reinstatements, net of adjustments, if any) either the Company or Reinsurer, whether by reason of premium, losses, or otherwise under this Contract or any other contract heretofore or hereafter entered between the parties (whether such contract is all assumed or ceded), shall be subject to the right of offset at any time and from time to time, and upon the exercise of the same, only the net balance shall be due.

ARTICLE 20

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 21

UNAUTHORIZED REINSURANCE

A. This Article applies:

1. only to the extent a Subscribing Reinsurer does not qualify for credit with any insurance regulatory authority having jurisdiction over the Company’s reserves, or

2. to a Subscribing Reinsurer qualified as a reciprocal jurisdiction reinsurer with any such insurance regulatory authority in the event such Subscribing Reinsurer resists enforcement of a final judgment that is enforceable under the law of the jurisdiction in which it was obtained or a properly enforceable arbitration award, whether obtained by the Company or by its legal successor on behalf of its resolution estate, in which case such Subscribing Reinsurer shall fund 100% of its share of the Reinsurer’s Obligations as hereinafter provided.

B. The Company agrees, in respect of its Policies or bonds falling within the scope of this Contract, that when it files with its insurance regulatory authority, or sets up on its books liabilities as required by law, it shall forward to the Reinsurer a statement showing the proportion of such liabilities applicable to the Reinsurer. The “Reinsurer’s Obligations” shall be defined as follows:

1. unearned premium (if applicable);

2. outstanding losses that have been reported to the Reinsurer and Loss Adjustment Expense relating thereto;

3. losses and Loss Adjustment Expense paid by the Company but not recovered from the Reinsurer;

4. losses incurred but not reported and Loss Adjustment Expense relating thereto;

5. all other amounts for which the Company cannot take credit on its financial statements unless funding is provided by the Reinsurer.

C. The Reinsurer’s Obligations shall be funded by funds withheld, cash advances, Trust Agreement or a Letter of Credit (LOC). The Reinsurer shall have the option of determining the method of funding provided it is acceptable to the Company and insurance regulatory authorities having jurisdiction over the Company’s reserves.

D. When funding by Trust Agreement, the Reinsurer shall ensure that the Trust Agreement complies with the provisions of the “Trust Agreement Requirements Clause” attached hereto. When funding by a LOC, the Reinsurer agrees to apply for and secure timely delivery to the Company of a clean, irrevocable and unconditional LOC issued by a bank and containing provisions acceptable to the insurance regulatory authorities having jurisdiction over the

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Company’s reserves in an amount equal to the Reinsurer’s Obligations. Such LOC shall be issued for a period of not less than one year, and shall be automatically extended for one year from its date of expiration or any future expiration date unless 30 days (or such other time period as may be required by insurance regulatory authorities), prior to any expiration date the issuing bank shall notify the Company by certified or registered mail that the issuing bank elects not to consider the LOC extended for any additional period.

E. The Reinsurer and the Company agree that any funding provided by the Reinsurer pursuant to the provisions of this Contract may be drawn upon at any time, notwithstanding any other provision of this Contract, and be utilized by the Company or any successor, by operation of law, of the Company including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Company, for the following purposes, unless otherwise provided for in a separate Trust Agreement:

1. to reimburse the Company for the Reinsurer’s Obligations, the payment of which is due under the terms of this Contract and that has not been otherwise paid;

2. to make refund of any sum that is in excess of the actual amount required to pay the Reinsurer’s Obligations under this Contract (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement);

3. to fund an account with the Company for the Reinsurer’s Obligations. Such cash deposit shall be held in an interest bearing account separate from the Company’s other assets, and interest thereon not in excess of the prime rate shall accrue to the benefit of the Reinsurer. Any taxes payable on accrued interest shall be paid out of the assets in the account that are in excess of the Reinsurer’s Obligations (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement). If the assets are inadequate to pay taxes, any taxes due shall be paid or reimbursed by the Reinsurer;

4. to pay the Reinsurer’s share of any other amounts the Company claims are due under this Contract.

F. If the amount drawn by the Company is in excess of the actual amount required for subparagraph E(1) or E(3), or in the case of subparagraph E(4), the actual amount determined to be due, the Company shall promptly return to the Reinsurer the excess amount so drawn. All of the foregoing shall be applied without diminution because of insolvency on the part of the Company or the Reinsurer.

G. The issuing bank shall have no responsibility whatsoever in connection with the propriety of withdrawals made by the Company or the disposition of funds withdrawn, except to ensure that withdrawals are made only upon the order of properly authorized representatives of the Company.

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H. At annual intervals, or more frequently at the discretion of the Company, but never more frequently than quarterly, the Company shall prepare a specific statement of the Reinsurer’s Obligations for the sole purpose of amending the LOC or other method of funding, in the following manner:

1. If the statement shows that the Reinsurer’s Obligations exceed the balance of the LOC, as of the statement date, the Reinsurer shall, within 30 days after receipt of the statement, secure delivery to the Company of an amendment to the LOC increasing the amount of credit by the amount of such difference. Should another method of funding be used, the Reinsurer shall, within the time period outlined above, increase such funding by the amount of such difference.

2. If, however, the statement shows that the Reinsurer’s Obligations are less than the balance of the LOC (or that 102% of the Reinsurer’s Obligations are less than the trust account balance if funding is provided by a Trust Agreement), as of the statement date, the Company shall, within 30 days after receipt of written request from the Reinsurer, release such excess credit by agreeing to secure an amendment to the LOC reducing the amount of credit available by the amount of such excess credit. Should another method of funding be used, the Company shall, within the time period outlined above, decrease such funding by the amount of such excess.

ARTICLE 22

TAXES

A. In consideration of the terms under which this Contract is issued, the Company undertakes not to claim any deduction of the premium hereon when making Canadian tax returns or when making tax returns, other than Income or Profits Tax returns, to any state or territory of the United States of America or to the District of Columbia.

B.   1. Each Subscribing Reinsurer has agreed to allow, for the purpose of paying the Federal Excise Tax, the applicable percentage of the premium payable hereon (as imposed under the Internal Revenue Code) to the extent such premium is subject to Federal Excise Tax.

2. In the event of any return of premium becoming due hereunder, the Subscribing Reinsurer shall deduct the applicable percentage of the premium from the amount of the return, and the Company or its agent should take steps to recover the Tax from the U.S. Government.

ARTICLE 23

ACCESS TO RECORDS

A. The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Contract during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Contract or after the expiration of this Contract. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

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B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

C. Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

D. For purposes of this Article:

1. “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

2. “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in-house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

3. “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

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ARTICLE 24

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

provided any party receiving such Confidential Information under subparagraphs B(1), B(3) and B(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure and to use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

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D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

ARTICLE 25

INDEMNIFICATION AND ERRORS AND OMISSIONS

A. The Reinsurer is reinsuring, subject to the terms and conditions of this Contract, the obligations of the Company under any Policy. The Company shall be the sole judge as to:

1. what shall constitute a claim or loss covered under any Policy;

2. the Company’s liability thereunder;

3. the amount or amounts that it shall be proper for the Company to pay thereunder.

B. The Reinsurer shall be bound by the judgment of the Company, subject to the terms and conditions of this Contract, as to the obligation(s) and liability(ies) of the Company under any Policy.

C. Any inadvertent error, omission or delay in complying with the terms and conditions of this Contract shall not be held to relieve either party hereto from any liability that would attach to it hereunder if such error, omission or delay had not been made, provided such error, omission or delay is rectified immediately upon discovery.

ARTICLE 26

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible

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liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or (2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then, and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

ARTICLE 27

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

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C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

ARTICLE 28

SERVICE OF SUIT

A. This Article applies only to those Subscribing Reinsurers not domiciled in the United States of America, and/or not authorized in any state, territory and/or district of the United States of America where authorization is required by insurance regulatory authorities.

B. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

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C. In the event of the failure of the Reinsurer to perform its obligations hereunder, the Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Reinsurer, once the appropriate court is selected, whether such court is the one originally chosen by the Company and accepted by the Reinsurer or is determined by removal, transfer, or otherwise, as provided for above, shall comply with all requirements necessary to give said court jurisdiction and, in any suit instituted against the Reinsurer upon this Contract, shall abide by the final decision of such court or of any appellate court in the event of an appeal.

D. Service of process in such suit may be made upon:

1. as respects Underwriting Members of Lloyd’s, London: Lloyd’s America, Inc., Attention: Legal Department, 280 Park Avenue, East Tower, 25^th Floor, New York, New York 10017;

2. as respects any other Subscribing Reinsurer: Messrs. Mendes and Mount, 750 Seventh Avenue, New York, New York 10019-6829, or another party specifically designated in the Subscribing Reinsurer’s Interests and Liabilities Agreement attached hereto.

The above-named are authorized and directed to accept service of process on behalf of the Reinsurer in any such suit.

E. Further, pursuant to any statute of any state, territory or district of the United States that makes provision therefor, the Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance, or other officer specified for that purpose in the statute, or his successor or successors in office, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract, and hereby designates the above-named as the person to whom the said officer is authorized to mail such process or a true copy thereof.

ARTICLE 29

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that Reinsurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America.

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ARTICLE 30

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

ARTICLE 31

ENTIRE AGREEMENT

This Contract sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

ARTICLE 32

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

ARTICLE 33

INTERMEDIARY

Guy Carpenter & Company, LLC, is hereby recognized as the Intermediary negotiating this Contract for all business hereunder. All communications (including notices, statements, premiums, return premiums, commissions, taxes, losses, Loss Adjustment Expenses, salvages, and loss settlements) relating thereto shall be transmitted to the Company or the Reinsurer through the Intermediary. Payments by the Company to the Intermediary shall be deemed payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be deemed payment to the Company only to the extent that such payments are actually received by the Company.

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ARTICLE 34

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

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IN WITNESS WHEREOF, the Company has caused this Contract to be executed by its duly authorized representative(s), who also confirms the Company’s review of and agreement to be bound by the terms and conditions of the Interests and Liabilities Agreements attached to and forming part of this Contract, this 24 day of July, in the year of 2024.

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

including any and/or all companies that are or may hereafter become affiliated therewith

/s/ Matt Larson   Senior Vice President of Risk Management

MULTI YEAR PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT

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NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - U.S.A.

1. This Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

2. Without in any way restricting the operation of paragraph (1) of this clause, this Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

I. Nuclear reactor power plants including all auxiliary property on the site, or

II. Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

III. Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

IV. Installations other than those listed in paragraph (2) III above using substantial quantities of radioactive isotopes or other products of nuclear fission.

3. Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate

(a) where Reassured does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

4. Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

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5. It is understood and agreed that this clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Reassured to be the primary hazard.

6. The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

7. Reassured to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that

(a) all policies issued by the Reassured on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Reassured on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

12/12/57

NMA 1119

NOTES:	Wherever used herein the terms:
	“Reassured”	shall be understood to mean “Company”, “Reinsured”, “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement”, “Contract”, “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers”, “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS & SYNDICATES EXCLUSION CLAUSE (CATASTROPHE)

It is hereby understood and agreed that:

A. This Contract excludes loss or liability arising from:

1. Business derived directly or indirectly from any pool, association, or syndicate which maintains its own reinsurance facilities. This subparagraph 1 shall not apply with respect to:

a. Residual market mechanisms created by statute. This Contract shall not extend, however, to afford coverage for liability arising from the inability of any other participant or member in the residual market mechanism to meet its obligations, nor shall this Contract extend to afford coverage for liability arising from any claim against the residual market mechanism brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract). For the purposes of this Clause, the California Earthquake Authority shall be deemed to be a “residual market mechanism.”

b. Inter-agency or inter-government joint underwriting or risk purchasing associations (however styled) created by or permitted by statute or regulation.

2. Those perils insured by the Company that the Company knows, at the time the risk is bound, to be insured by or in excess of amounts insured or reinsured by any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks. This subparagraph 2 shall not apply:

a. If the total insured value over all interests of the risk is less than $[***].

b. To interests traditionally underwritten as Inland Marine or Stock or Contents written on a blanket basis.

c. To Contingent Business Interruption liability, except when it is known to the Company, at the time the risk is bound, that the key location is insured by or through any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks; unless the total insured value over all interests of the risk is less than $[***].

B. With respect to loss or liability arising from the Company’s participation or membership in any residual market mechanism created by statute, the Company may include in its ultimate net loss only amounts for which the Company is assessed as a direct consequence of a covered loss occurrence, subject to the following provisions:

1. Recovery is limited to perils otherwise protected hereunder.

40 of 46

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event the terms of the Company’s participation or membership in any such residual market mechanism permit the Company to recoup any such direct assessment attributed to a loss occurrence by way of a specific policy premium surcharge or similar levy on policyholders, the amount received by the Company as a result of such premium surcharge or levy shall reduce the Company’s ultimate net loss for such loss occurrence.

3. The result of any rate increase filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall have no effect on the Company’s ultimate net loss for any covered loss occurrence.

4. The result of any premium tax credit filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall reduce the Company’s ultimate net loss for any covered loss occurrence.

5. The Company may not include in its ultimate net loss any amount resulting from an assessment that, pursuant to the terms of the Company’s participation or membership in the residual market mechanism, the Company is required to pay only after such assessment is collected from the policyholder.

6. The ultimate net loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of a residual market mechanism nor any fines or penalties imposed on the Company for late payment.

7. If, however, a residual market mechanism only provides for assessment based on an aggregate of losses in any one contract or plan year of said mechanism, then the amount of that assessment to be included in the ultimate net loss for any one loss occurrence shall be determined by multiplying the Company’s share of the aggregate assessment by a factor derived by dividing the Company’s ultimate net loss (net of the assessment) with respect to the loss occurrence by the total of all of its ultimate net losses (net of assessments) from all loss occurrences included by the mechanism in determining the assessment.

8/1/2012

41 of 46

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TERRORISM EXCLUSION

(Property Treaty Reinsurance)

Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, it is agreed that this reinsurance agreement excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any act of terrorism, as defined herein, regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

An act of terrorism includes any act, or preparation in respect of action, or threat of action designed to influence the government de jure or de facto of any nation or any political division thereof, or in pursuit of political, religious, ideological, or similar purposes to intimidate the public or a section of the public of any nation by any person or group(s) of persons whether acting alone or on behalf of or in connection with any organisation(s) or government(s) de jure or de facto, and which:

(i) involves violence against one or more persons; or

(ii) involves damage to property; or

(iii) endangers life other than that of the person committing the action; or

(iv) creates a risk to health or safety of the public or a section of the public; or

(v) is designed to interfere with or to disrupt an electronic system.

This reinsurance agreement also excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any action in controlling, preventing, suppressing, retaliating against, or responding to any act of terrorism.

Notwithstanding the above and subject otherwise to the terms, conditions, and limitations of this reinsurance agreement, in respect only of personal lines this reinsurance agreement will pay actual loss or damage (but not related cost or expense) caused by any act of terrorism provided such act is not directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with biological, chemical, radioactive, or nuclear pollution or contamination or explosion.

22/11/02

NMA2930C

42 of 46

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

LIMITED COMMUNICABLE DISEASE EXCLUSION NO. 2

(PROPERTY TREATY REINSURANCE)

1. Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2. Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly caused by or arising from any of the following perils: fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, rainstorm, hail, tornado, cyclone, typhoon, hurricane, earthquake, seaquake, seismic and/or volcanic disturbance/eruption, tsunami, flood, freeze, ice storm, weight of snow or ice, avalanche, meteor/asteroid impact, landslip, landslide, mudslide, bush fire, forest fire, riot, riot attending a strike, civil commotion, vandalism and malicious mischief.

Definitions

3. Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

3.1 the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

3.2 the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

3.3 the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

4. Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5503

15 May 2020

43 of 46

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

CYBER LOSS LIMITED EXCLUSION CLAUSE (PROPERTY TREATY REINSURANCE ) NO. 1 LMA5410

1. Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, this reinsurance agreement excludes all loss, damage, liability, cost or expense of whatsoever nature directly or indirectly caused by, contributed to by, resulting from, arising out of or in connection with:

1.1 any loss of, alteration of, or damage to or a reduction in the functionality, availability or operation of a Computer System, unless subject to the provisions of paragraph 2;

1.2 any loss of use, reduction in functionality, repair, replacement, restoration or reproduction of any Data, including any amount pertaining to the value of such Data.

2 Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly occasioned by any of the following perils:

fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, hail, tornado, cyclone, hurricane, earthquake, volcano, tsunami, flood, freeze or weight of snow

Definitions

3 Computer System means any computer, hardware, software, communications system, electronic device (including, but not limited to, smart phone, laptop, tablet, wearable device), server, cloud or microcontroller including any similar system or any configuration of the aforementioned and including any associated input, output, data storage device, networking equipment or back up facility.

4 Data means information, facts, concepts, code or any other information of any kind that is recorded or transmitted in a form to be used, accessed, processed, transmitted or stored by a Computer System.

5 Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5410

06 March 2020

44 of 46

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

45 of 46

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

46 of 46

EX-10.18

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.18

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

PROPERTY CATASTROPHE

AGREEMENT OF REINSURANCE

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TABLE OF CONTENTS

to

PROPERTY CATASTROPHE

AGREEMENT OF REINSURANCE

between

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

and

The Subscribing Reinsurer(s) executing the Signing Page(s)

attaching to and forming a part of this Agreement

	Page
GENERAL ARTICLES		1
ARTICLE I – SCOPE OF AGREEMENT		1
ARTICLE II – PARTIES TO THE AGREEMENT		1
ARTICLE III – MANAGEMENT OF CLAIMS AND LOSSES		2
ARTICLE IV – RECOVERIES		2
ARTICLE V – PREMIUM REPORTS AND REMITTANCES		2
ARTICLE VI – ERRORS AND OMISSIONS		2
ARTICLE VII – SPECIAL ACCEPTANCES		2
ARTICLE VIII – RESERVES AND TAXES		4
ARTICLE IX – OFFSET		4
ARTICLE X – INSPECTION OF RECORDS		4
ARTICLE XI – CONFIDENTIALITY		5
ARTICLE XII – TRIA INUREMENT		6
ARTICLE XIII – ARBITRATION		6
ARTICLE XIV – INSOLVENCY OF THE COMPANY		7
ARTICLE XV – SEVERABILITY		8
ARTICLE XVI – GOVERNING LAW		9
ARTICLE XVII – SANCTION LIMITATION AND EXCLUSION		9
ARTICLE XVIII – ENTIRE AGREEMENT		9
ARTICLE XIX – MODE OF EXECUTION		9
EXHIBIT A – EXCESS OF LOSS REINSURANCE (Catastrophe) of Personal Property Business		12
SECTION 1 – BUSINESS SUBJECT TO THIS EXHIBIT		12
SECTION 2 – TERM		12
SECTION 3 – LIABILITY OF THE REINSURER		12
SECTION 4 – DEFINITIONS		13
SECTION 5 – EXCLUSIONS		17
SECTION 6 – OTHER REINSURANCE		21
SECTION 7 – REINSURANCE PREMIUM		22
SECTION 8 – REPORTS AND REMITTANCES		23
SECTION 9 – AUTOMATIC REINSTATEMENT		24
SECTION 10 – FLORIDA HURRICANE CATASTROPHE FUND		24
ATTACHMENTS		26
NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE – USA		26
POOLS, ASSOCIATIONS, AND SYNDICATES EXCLUSION CLAUSE		28

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY CATASTROPHE

AGREEMENT OF REINSURANCE

between

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

4221 W Boy Scout Blvd., Suite 200

Tampa, Florida 33607

(herein collectively referred to as the “Company”)

The Subscribing Reinsurer(s) executing the Signing Page(s)

attaching to and forming a part of this Agreement

(herein referred to as the “Reinsurer”)

GENERAL ARTICLES

In consideration of the promises set forth in this Agreement, the parties agree as follows:

Article I – SCOPE OF AGREEMENT

As a condition precedent to the Reinsurer’s obligations under this Agreement, the Company shall cede to the Reinsurer the business described in this Agreement, and the Reinsurer shall accept such business as reinsurance from the Company.

This Agreement is comprised of the General Articles and the Exhibit(s) listed below and each Exhibit which may be made a part of this Agreement. The terms of the General Articles and of the Exhibit(s) shall determine the rights and obligations of the parties. The terms of the General Articles shall apply to each Exhibit unless specifically amended therein. In the event of termination of all the Exhibits made a part of this Agreement, the General Articles shall automatically terminate when the liability of the Reinsurer under said Exhibits ceases.

EXHIBIT A – EXCESS OF LOSS REINSURANCE (Catastrophe)

of Personal Property Business

Article II – PARTIES TO THE AGREEMENT

This Agreement is solely between the Company and the Reinsurer. Except as otherwise expressly provided in the article entitled INSOLVENCY OF THE COMPANY:

(a) When more than one company is named as a party to this Agreement, the first company named shall be the agent of the other companies as to all matters pertaining to this Agreement.

(b) In no instance shall any insured of the Company, any claimant against an insured of the Company, or any other third party have any rights under this Agreement.

Page 1 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article III – MANAGEMENT OF CLAIMS AND LOSSES

The Company shall investigate and settle or defend all claims and losses. When requested by the Reinsurer, the Company shall permit the Reinsurer, at the expense of the Reinsurer, to be associated with the Company in the defense or settlement of any claim, loss, or legal proceeding which involves or is likely to involve the Reinsurer. All payments of claims or losses by the Company within the terms and limits of its policies which are within the limits set forth in the applicable Exhibit shall be binding on the Reinsurer, subject to the terms of this Agreement.

Article IV – RECOVERIES

The Company shall pay to or credit the Reinsurer with the Reinsurer’s portion of any recovery obtained from salvage, subrogation, other insurance, or otherwise. Adjustment Expense for recoveries shall be deducted from the amount recovered. However, if the Adjustment Expense incurred in obtaining recoveries exceeds the amount recovered, if any, the excess Adjustment Expense shall be apportioned between the parties in proportion to the liability of each party for the loss before the recovery was obtained.

The Reinsurer shall be subrogated to the rights of the Company to the extent of its loss payments to the Company. The Company agrees to enforce its rights of salvage, subrogation, and its rights against insurers or other parties or to assign these rights to the Reinsurer.

If the reinsurance under an Exhibit is on a share basis, the recoveries shall be apportioned between the parties in the same ratio as the amounts of their liabilities bear to the loss. If the reinsurance under an Exhibit is on an excess basis, recoveries shall be distributed to the parties in an order inverse to that in which their liabilities accrued.

Article V – PREMIUM REPORTS AND REMITTANCES

Premium reports and reinsurance premiums or other amounts due either party shall be remitted by a method mutually agreed between the Company and the Reinsurer.

Article VI – ERRORS AND OMISSIONS

The Reinsurer shall not be relieved of liability because of an error or accidental omission of the Company in reporting any claim or loss or any business reinsured under this Agreement, provided that the error or omission is rectified promptly after discovery.

The Reinsurer shall be obligated only for the return of the premium paid for business reported but not reinsured under this Agreement.

Article VII – SPECIAL ACCEPTANCES

Business not within the terms of this Agreement may be submitted to the Reinsurer for special acceptance and, if accepted by the Reinsurer, shall be subject to all of the terms of this Agreement except as modified by the special acceptance.

Page 2 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Page 3 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article VIII – RESERVES AND TAXES

The Reinsurer shall maintain the required reserves as to the Reinsurer’s portion of unearned premium, if any, claims, losses, and Adjustment Expense.

In consideration of the terms under which this Agreement is issued, the Company shall not claim a deduction in respect of the premium hereon when making tax returns, other than income or profits tax returns, to any state or territory of the United States of America or the District of Columbia.

The premium hereon is not subject to Federal Excise Tax, nor is the Reinsurer subject to any withholding under the Foreign Account Tax Compliance Act (“FATCA”). Upon the Company’s request, the Reinsurer shall promptly provide the Company with documentation confirming that the Reinsurer is not subject to any withholding under FATCA.

Article IX – OFFSET

The Company or the Reinsurer may offset any balance, whether on account of premium, commission, claims or losses, Adjustment Expense, salvage, or otherwise, due from one party to the other under this Agreement or under any other agreement heretofore or hereafter entered into between the Company and the Reinsurer.

Article X – INSPECTION OF RECORDS

(a) The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Agreement during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Agreement or after the expiration of this Agreement. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

(b) Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

(c) Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to withhold or defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

Page 4 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(d) For purposes of this Article:

(1) “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

(2) “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

(3) “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

Article XI – CONFIDENTIALITY

(a) The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Agreement (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

(1) are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

(2) have been rightfully received from a third person without obligation of confidentiality; or

(3) were known by the Reinsurer prior to the placement of this Agreement without an obligation of confidentiality.

(b) Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

(1) when required by retrocessionaires as respects business ceded to this Agreement;

(2) when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

(3) when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

(4) when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

Page 5 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

provided any party receiving such Confidential Information under subparagraphs (b)(1), (b)(3) and (b)(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Agreement. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Agreement.

(c) Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure and to use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

(d) The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

Article XII – TRIA INUREMENT

As respects any “insured loss”, as defined in the Terrorism Risk Insurance Act of 2002 as subsequently amended (“the Act”), for which the Reinsurer makes a payment to the Company under this Agreement, the following provisions shall apply.

If the sum of:

(a) Financial assistance provided under the Act to the Company and its affiliates, if any, (as “affiliate” is defined in the Act) with respect to all “insured loss” that applies to each calendar year; and

(b) Amounts recoverable by the Company and its affiliates, if any, under all reinsurance which the Company and its affiliates, if any, purchase, including but not limited to this reinsurance, all other treaty reinsurance and all facultative reinsurance, for any such “insured loss”,

exceeds the amount of the Company’s and its affiliates’, if any, gross “insured loss”, the excess amount shall be allocated to the Reinsurer in the ratio that the Reinsurer’s liability for the “insured loss” under this Agreement bears to the total recoverable reinsurance for the “insured loss” under (b) above.

Upon receipt of payment under the Act by the Company and its affiliates, if any, the Company shall pay to or credit the Reinsurer under this Agreement with the Reinsurer’s share of such excess amount determined in accordance with the preceding paragraph.

Article XIII – ARBITRATION

All unresolved differences of opinion between the Company and the Reinsurer relating to this Agreement, including its formation and validity, shall be submitted to arbitration consisting of one arbitrator chosen by the Company, one arbitrator chosen by the Reinsurer, and a third arbitrator chosen by the first two arbitrators.

Page 6 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

The party demanding arbitration shall communicate its demand for arbitration to the other party by registered or certified mail, identifying the nature of the dispute and the name of its arbitrator, and the other party shall then be bound to name its arbitrator within 30 days after receipt of the demand.

Failure or refusal of the other party to so name its arbitrator shall empower the demanding party to name the second arbitrator. If the first two arbitrators are unable to agree upon a third arbitrator after the second arbitrator is named, each arbitrator shall name three candidates, two of whom shall be declined by the other arbitrator, and the choice shall be made between the two remaining candidates by drawing lots. The arbitrators shall be disinterested and shall be active or retired officers of property or casualty insurance or reinsurance companies.

The arbitrators shall adopt their own rules and procedures and are relieved from judicial formalities. In addition to considering the rules of law and the customs and practices of the insurance and reinsurance business, the arbitrators shall make their award with a view to effecting the intent of this Agreement.

The decision of the majority of the arbitrators shall be in writing and shall be final and binding upon the parties.

Each party shall bear the cost of its own arbitrator and shall jointly and equally bear with the other party the expense of the third arbitrator and other costs of the arbitration. In the event both arbitrators are chosen by one party, the fees of all arbitrators shall be equally divided between the parties.

The arbitration shall be held at the times and places agreed upon by the arbitrators.

Article XIV – INSOLVENCY OF THE COMPANY

When more than one company is named as a party to this Agreement, this Article shall apply severally to each such company.

In the event of a conflict between any provisions of this Article and the laws of the Company’s domiciliary state, this Article shall be automatically amended to conform fully to such laws.

In the event of the insolvency of the Company, the reinsurance proceeds will be paid to the Company or the liquidator, with reasonable provision for verification, on the basis of the claim allowed in the insolvency proceeding without diminution by reason of the inability of the Company to pay all or part of the claim, except where this Agreement, or other written agreement, specifically provides another payee of such reinsurance in the event of insolvency.

The Reinsurer shall be given written notice of the pendency of each claim against the Company on the policy(ies) reinsured hereunder within a reasonable time after such claim is filed in the insolvency proceedings. The Reinsurer shall have the right to investigate each such claim and to interpose, at its own expense, in the proceeding where such claim is to be adjudicated, any defenses which it may deem available to the Company or its liquidator. The expense thus incurred by the Reinsurer shall be chargeable, subject to court approval, against the insolvent Company as part of the expense of liquidation to the extent of a proportionate share of the benefit which may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

Page 7 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article XV – SEVERABILITY

If any provision of this Agreement shall be rendered illegal or unenforceable by the laws, regulations or public policy of any jurisdiction, such provision shall be considered void in such jurisdiction, but this shall not affect the validity or enforceability of any other provision of this Agreement or the enforceability of such provision in any other jurisdiction.

Page 8 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article XVI – GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to choice of law rules.

Article XVII – SANCTION LIMITATION AND EXCLUSION

The Reinsurer shall not be deemed to provide cover and the Reinsurer shall not be liable to pay any claim or provide any benefit under this Agreement to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose the Reinsurer to any sanction, prohibition or restriction applicable to the Reinsurer.

Article XVIII – ENTIRE AGREEMENT

This Agreement constitutes the entire Agreement between the parties with respect to the business reinsured hereunder. Any change or modification to this Agreement shall be made by written amendment to this Agreement and signed by the parties hereto.

Article XIX – MODE OF EXECUTION

The Reinsurer and the Company agree that this Agreement and all amendments hereto may be executed as follows:

(a) By an original written ink signature of paper documents; or

(b) By an exchange of facsimile copies or digitally scanned copies showing the original written ink signature of paper documents; or

(c) By an electronic signature employing any technology to capture a person’s signature, provided the signature is verifiable and is linked to the document signed.

The use of any one or a combination of these modes of execution will constitute a legally binding and valid signature.

Page 9 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the Company has caused this Agreement to be executed through their duly authorized representatives,

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

Signed this	23	day of May, 2024,
	DATE SIGNED BY COMPANY
/s/ Shannon Lucas
COMPANY OFFICER SIGNATURE
Shannon Lucas
PRINTED COMPANY OFFICER NAME
COO / CRO
COMPANY OFFICER TITLE
/s/ Carol Lee
COMPANY WITNESS SIGNATURE

Page 10 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

General Reinsurance Corporation’s Signing Page

General Reinsurance Corporation (hereinafter referred to as the “Subscribing Reinsurer”) agrees to assume the following shares in the interests and liabilities of the Reinsurer under this Agreement:

Third Excess Layer	[***]%
Fourth Excess Layer	[***]%
Fifth Excess Layer	[***]%
Sixth Excess Layer	[***]%
Ninth Excess Layer	[***]%

The shares of the Subscribing Reinsurer shall be separate and apart from the shares of any other reinsurers participating on this Agreement, and the Subscribing Reinsurer shall in no event participate in the interests and liabilities of such other reinsurers.

IN WITNESS WHEREOF, the Subscribing Reinsurer by its duly authorized representative has executed this Agreement as of the date specified below:

GENERAL REINSURANCE CORPORATION

Signed this 23 day of	May	, 2024,
	DATE SIGNED BY GRC
/s/ Richard T. Ruggiero
GRC OFFICER SIGNATURE
Richard T. Ruggiero
PRINTED GRC OFFICER NAME
Senior Vice President
GRC OFFICER TITLE
/s/ Jaclyn Mitchell
GRC WITNESS SIGNATURE

GRC Reference Numbers: Agreement Master No. 77006-24, Treaty ID No. 5023655

Page 11 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

EXHIBIT A – EXCESS OF LOSS REINSURANCE (Catastrophe) of Personal Property Business

Attached to and made a part of

PROPERTY CATASTROPHE AGREEMENT OF REINSURANCE

Section 1 – BUSINESS SUBJECT TO THIS EXHIBIT

This Exhibit shall apply to Personal Property Business written by the Company, which is defined as insurance which is classified in the NAIC form of annual statement as fire (dwelling fire only), allied lines, or homeowners multiple peril (property coverages), except those lines specifically excluded in the section entitled EXCLUSIONS, on risks wherever located in the States of Florida and South Carolina. Risks located outside the States of Florida and South Carolina, may be submitted to the Reinsurer for special acceptance in accordance with the article entitled SPECIAL ACCEPTANCE. This Exhibit excludes coverage for the Company’s Identity Theft Program and Equipment Breakdown.

Section 2 – TERM

This Exhibit shall apply to Loss Events which commence during the period from 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, to 12:01 a.m., Eastern Daylight Savings Time, June 1, 2025.

This Exhibit shall not apply to Loss Events which commence prior to the effective date of this Exhibit and continue during any part of the term of this Exhibit. However, this Exhibit shall apply to Loss Events which commence during and continue beyond the term of this Exhibit and in the computation of the liability of the Reinsurer the entire Ultimate Net Loss resulting from each such Loss Event shall be included, subject to the limitations set forth in paragraph (d) of the section entitled DEFINITIONS.

Section 3 – LIABILITY OF THE REINSURER

(a) The Reinsurer shall pay to the Company, with respect to each Loss Event, the amount of Ultimate Net Loss in excess of the Company Retention of $[***], but not exceeding the Limits of Liability of the Reinsurer of:

(1) Under the Third Excess Cover, the next $[***] of Ultimate Net Loss in excess of $[***]; but not exceeding $[***] with respect to all Loss Events commencing during the term of this Exhibit;

(2) Under the Fourth Excess Cover, the next $[***] of Ultimate Net Loss in excess of $[***]; but not exceeding $[***] with respect to all Loss Events commencing during the term of this Exhibit.

(3) Under the Fifth Excess Cover, the next $[***] of Ultimate Net Loss in excess of $[***]; but not exceeding $[***] with respect to all Loss Events commencing during the term of this Exhibit.

Page 12 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(4) Under the Sixth Excess Cover, the next $[***] of Ultimate Net Loss in excess of $[***]; but not exceeding $[***] with respect to all Loss Events commencing during the term of this Exhibit.

(5) Under the Ninth Excess Cover, the next $[***] of Ultimate Net Loss in excess of $[***] after $[***] otherwise recoverable; but not exceeding $[***] with respect to all Loss Events commencing during the term of this Exhibit.

Section 4 – DEFINITIONS

(a) Company Retention

This term shall mean the amount the Company shall retain for its own account; subject to underlying reinsurance, however, this requirement shall be satisfied if this amount is retained by the Company or its affiliated companies under common management or common ownership.

(b) Ultimate Net Loss

This term shall mean all payments by the Company within the terms and limits of its policies in settlement of claims and losses, including Adjustment Expense, after deduction of salvage and other recoveries, and after deduction of amounts due from all inuring reinsurance whether collectible or not. If the Company becomes insolvent, this definition shall be modified to the extent set forth in the article entitled INSOLVENCY OF THE COMPANY.

Notwithstanding the provisions of the article entitled MANAGEMENT OF CLAIMS AND LOSSES, this term shall also include 100% of Extra Contractual Obligations.

Nothing in this definition shall imply that losses are not recoverable hereunder until the Company’s Ultimate Net Loss has been finally ascertained.

(c) Adjustment Expense

This term shall mean expenditures by the Company pursuant to the terms of its policies, allocated to an individual claim or loss, and made in connection with the investigation, negotiation, appraisal, litigation, or defense of the claim or loss, including court costs, prejudgment interest, and post judgment interest.

This term shall exclude office expenses and the salaries and expenses of employees of the Company or of any subsidiary or related or wholly owned company of the Company, except expenses of employees who have been temporarily diverted from their normal duties and assigned to the field adjustment of losses reinsured hereunder.

Page 13 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(d) Loss Event

(1) Loss Event shall mean the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event. However, the duration and extent of any one “Loss Event” shall be limited to all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event except that the term “Loss Event” shall be further defined as follows:

(i) With respect to any “Named Storm,” all individual losses sustained by the Company arising out of and directly occasioned by such “Named Storm,” without regard to the limitations of duration and extent set forth above. “Named Storm” means any storm or storm system declared by the US National Hurricane Center, US Central Pacific Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service to be a tropical depression, tropical storm or hurricane, and any successors thereof. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm,” once it has merged. A “Named Storm” shall be deemed to begin at the effective time and date of the first watch, warning or other official advisory applicable to such tropical storm, or hurricane, issued by the above referenced governmental meteorological agencies. A “Named Storm” shall be deemed to end 120 hours after the cancellation of the last watch, warning or other official advisory applicable to such tropical storm, hurricane or successor, issued by the above referenced governmental meteorological agencies irrespective of the duration of the timing or spacing between such watches, warnings or other official advisories. If two or more storms are assigned different names by the above-referenced governmental meteorological agencies, each of those storms shall constitute a separate event for purposes of this definition.

(ii) As regards windstorm, hail, tornado, cyclone, including ensuing collapse and water damage other than “Named Storm,” all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event.

(iii) As regards riot, riot attending a strike, civil commotion, vandalism and malicious mischief, all individual losses sustained by the Company occurring during any period of 72 consecutive hours within the area of one municipality or county and the municipalities or counties contiguous thereto arising out of and directly occasioned by the same event. The maximum duration of 72 consecutive hours may be extended in respect of individual losses that occur beyond such 72 consecutive hours during the continued occupation of an assured’s premises by strikers, provided such occupation commenced during the aforesaid period.

Page 14 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(iv) As regards earthquake and fire following directly occasioned by the earthquake, those earthquake losses and individual fire losses that commence during the period of 168 consecutive hours may be included in the Company’s “Loss Event.”

(v) As regards firestorms, brush fires and any other fires or series of fires, irrespective of origin, all individual losses sustained by the Company and designated by the Company as forming part of one “Loss Event”, which occur during any period of 168 consecutive hours within an area with a 250 mile radius, the center point of which will be chosen by the Company, may be included in the Company’s Loss Event.

(vi) As regards “freeze,” only individual losses directly occasioned by collapse, breakage of glass and water damage (caused by bursting of frozen pipes and tanks or freezing and/or melting snow or sleet) may be included in the Company’s “Loss Event.”

(2) Except as provided in subparagraph (d)(1)(i) above,

(i) The Company may choose the date and time when any such period of consecutive hours commences provided that it is not earlier than the date and time of the event of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

(ii) Only one period of consecutive hours shall apply with respect to one event, except that, as respects those “Loss Events” referred to in subparagraph (d)(1)(iii) above, if the disaster, accident or loss occasioned by the event is of greater duration than 72 consecutive hours, then the Company may divide that disaster, accident or loss into two or more “Loss Events” provided no two periods overlap and no individual loss is included in more than one such period and provided that no period commences earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

(3) Losses arising from a combination of two or more perils as a result of the same event shall be considered as having arisen from one “Loss Event.” Furthermore, all losses arising from an event involving a combination of losses described in subparagraphs (d)(1)(i) and (d)(1)(ii) may be considered as having arisen from one “Loss Event.” Notwithstanding the foregoing, the hourly limitations as stated above shall not be exceeded as respects the applicable perils, and, except as respects those “Loss Events” involving a “Named Storm” referred to in subparagraph (d)(1)(i) above, no single “Loss Event” shall encompass a time period greater than 168 consecutive hours.

Page 15 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(e) Company’s Subject Earned Premium

This term shall mean the premium earned by the Company on the business reinsured hereunder, after deduction from such premium earned of the gross earned premium paid for reinsurance which inures to the benefit of this Exhibit.

Page 16 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(f) Extra Contractual Obligations

This term shall mean a loss payment which is not covered under any other provision of this Exhibit resulting from an action brought against the Company alleging negligence, bad faith or other wrongdoing in the Company’s handling of any claim otherwise covered under this Exhibit on a policy reinsured hereunder. Such loss shall be inclusive of attorneys’ fees and expenses recoverable from the Company in such action.

The date on which an Extra Contractual Obligation is incurred by the Company shall be deemed, in all circumstances, to be the date of the original Occurrence.

There shall be no coverage hereunder where the Extra Contractual Obligation has been incurred due to the fraud or criminal conduct of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the investigation, defense or settlement of any claim covered hereunder.

Any insurance or other contract which indemnifies or protects the Company against claims which are the subject matter of this definition shall inure to the benefit of the Reinsurer and shall be deducted to arrive at the amount of the Company’s Net Loss. The Company agrees to pursue a timely recovery under any such insurance or other contract.

Loss otherwise covered hereunder includes punitive damages awarded against the Company where such coverage is permitted by applicable law.

Section 5 – EXCLUSIONS

This Exhibit shall not apply to:

(a) Reinsurance assumed by the Company other than reinsurance of primary business assumed from affiliated companies;

(b) Nuclear incident per the Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance attached hereto. Further, this Exhibit does not apply to loss or damage caused directly or indirectly by nuclear reaction or radiation, or radioactive contamination, but this exclusion does not preclude coverage for loss or damage which are covered under Insurance Services Office, Inc. (“ISO”) basic wordings. If the Company elects to file an exclusion independent of ISO, such exclusion will be deemed a suitable substitute provided the Company has submitted the wording to the Reinsurer and received the Reinsurer’s prior approval;

(c) Pools, associations and syndicates per the Pools, Associations and Syndicates Exclusion Clause attached hereto;

(d) Any liability of the Company arising from its participation or membership in any insolvency fund;

Page 17 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(e) Any loss or damage directly or indirectly arising out of, caused by, or resulting from war, including undeclared or civil war; warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or insurrection, rebellion, revolution, usurped power or action taken by governmental authority in hindering or defending against any of these. Such loss or damage is excluded regardless of any other cause or event contributing to such loss or damage in any way or at any time;

(f) Any loss or damage directly or indirectly arising out of, caused by, or resulting from any Act of Terrorism, as defined in paragraphs (1) and (2) below, which involves (i) pathogenic chemical or biological substances, however caused; (ii) nuclear reaction or radiation, or radioactive contamination, however caused; or (iii) any other cause or event resulting from (i) or (ii) above. Such loss or damage is excluded regardless of any other cause or event contributing to such loss or damage in any way or at any time, or whether such loss or damage is accidental or intentional.

For purposes of this exclusion, the term “Act of Terrorism” means:

(1) Any activity, including the threat of an activity or any preparation for an activity, that (a) causes either (i) damage to property, or (ii) injury to persons; and (b) appears to be intended to: (i) intimidate or coerce a civilian population, or (ii) disrupt any segment of an economy, or (iii) influence the policy of a government by intimidation or coercion, or (iv) affect the conduct of a government by destruction, assassination, kidnapping or hostage-taking, or (v) advance a political, religious or ideological cause.

(2) Any act authorized by a governmental authority for the purpose of preventing, terminating, countering or responding to any act or threat of terrorism or for the purpose of preventing or minimizing the consequences of any act or threat of terrorism.

(g) Risks written on a layered basis, whether primary or excess of loss, or policies written with a deductible or franchise of more than $10,000; however, this exclusion shall not apply to policies which provide a percentage deductible or franchise in connection with windstorm or earthquake;

(h) Loss, damage, costs or expenses arising out of the release, discharge, dispersal, or escape of pollutants; the extraction, removal, clean up, containment, monitoring, or detoxification of pollutants; or the removal, restoration, or replacement of polluted land or water; however, this exclusion does not apply to (1) coverage for loss, damage, costs, or expenses which are covered under ISO or American Association of Insurance Services, Inc. (“AAIS”) basic wordings; (2) any Risk located in a jurisdiction which has not approved the ISO or AAIS wordings; or (3) where other regulatory constraints prohibit the Company from implementing such wordings. If the Company elects to file an endorsement independent of ISO or AAIS, such endorsement will be deemed a suitable substitute provided the Company has submitted the wording to the Reinsurer and received the Reinsurer’s prior approval. Nevertheless, if the insured elects any options for additional coverage or for limits in excess of the basic limits, such options shall not be covered hereunder even if such options are provided by or covered under ISO or AAIS wordings;

Page 18 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(i) Business classified as fidelity or boiler and machinery;

(j) Insurance on growing crops; credit insurance, financial guaranty, residual value and insolvency business; mortgage impairment insurance; and insurance on livestock under so-called “mortality policies”;

(k) Insurance against earthquake;

(l) Insurance against flood, surface water, waves, tidal waves, overflow of any body of water, or their spray, all whether driven by wind or not;

(m) Difference in conditions insurance and similar kinds of insurance, howsoever styled;

(n) Losses with respect to overhead transmission and distribution lines (including those used by cable operators and telecommunications providers) and their supporting structures, other than those on or within 500 feet of the insured premises. However, public utilities extension and/or suppliers extension and/or contingent business interruption coverage are not subject to this exclusion, provided these are not part of a transmitters’ or distributors’ policy;

(o) Railroad rolling stock;

(p) Offshore property Risks;

(q) Inland marine business with respect to the following:

(1) All bridges, dams and tunnels;

(2) Cargo insurance when written as such with respect to ocean, lake, or inland waterways vessels;

(3) Faulty film, tape, processing and editing insurance and cast insurance;

(4) Drilling rigs for natural fuels;

(5) Radio, television, and telephone towers or other towers used in communications;

(r) Watercraft 26 feet or more in overall length;

(s) Loss of, damage to, or failure of, or consequential loss resulting therewith (including but not limited to earnings and extra expense) of satellites, spacecraft, and launch vehicles, including cargo and freight carried therein, in all phases of operation (including but not limited to manufacturing, transit, pre-launch, launch, and in-orbit);

(t) As respects automobile physical damage:

(1) Insurance against collision;

(2) Insurance against theft or larceny;

(3) Manufacturers’ stock at factories or warehouses;

Page 19 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(u) Liability, loss, damage, costs or expenses (including any business interruption or extra expense) directly or indirectly arising out of the theft, loss or disclosure of, or access to, any person’s or organization’s confidential or personal information, including patents, trade secrets, processing methods, customer lists, financial information, credit card information, health information or any other type of nonpublic information;

Page 20 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(v) Notwithstanding any other provision of this Agreement, this Exhibit shall not apply to any liability, loss, damage, cost or expense of whatsoever nature directly or indirectly caused by, arising out of, resulting from or in connection with:

(1) Any actual, alleged, or threat of infectious disease, including but not limited to diseases arising out of coronaviruses, regardless of any other cause or event contributing concurrently or in any other sequence to the loss;

(2) Any action taken or failure to take action in controlling, preventing, suppressing or in any way responding to such actual, alleged, or threat of infectious disease;

(w) Losses directly or indirectly arising out of:

(1) loss of, alteration of, or damage to

or

(2) a reduction in the functionality, availability or operation of

a computer system, hardware, program, software, data, information repository, microchip, integrated circuit or similar device in computer equipment or non-computer equipment, whether the property of the policyholder of the Company or not which may be covered under the Company’s policy are excluded hereunder unless (i) or (ii) above arises out of one or more of the following perils:

Fire, lightning, explosion, windstorm or hail, smoke, aircraft or vehicles, riot or civil commotion, sprinkler leakage, sinkhole collapse, volcanic action, falling objects, weight of snow, ice or sleet, water damage, or flood and/or earthquake and volcanic eruption if the flood and/or earthquake and volcanic eruption coverage endorsement, as applicable, applies to the affected premises.

Section 6 – OTHER REINSURANCE

(a) The parties acknowledge that the Company may maintain catastrophe bonds and other treaty reinsurance within the otherwise recoverable amounts as referenced in the section entitle RETENTION AND LIMIT.

(b) In addition to paragraph (a) above, the Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Agreement.

(c) The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Agreement.

Page 21 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 7 – REINSURANCE PREMIUM

(a) As respects each Excess Layer hereunder, the Company shall pay to the Reinsurer premium calculated at the rates set out below multiplied by the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 with respect to the business covered hereunder, subject to the minimum and deposit premiums stated hereunder:

PREMIUM SCHEDULE
Layer	Adjustment Rate			Deposit Premium		Minimum Premium
Third Excess Layer		[***]	%	$	[***]	$	[***]
Fourth Excess Layer		[***]	%	$	[***]	$	[***]
Fifth Excess Layer		[***]	%	$	[***]	$	[***]
Sixth Excess Layer		[***]	%	$	[***]	$	[***]
Ninth Excess Layer		[***]	%	$	[***]	$	[***]

(b) Notwithstanding the foregoing, in the event the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 for subject business is greater than or equal to 95.0% and less than or equal to 105% of the original estimate as set forth in paragraph D below, there shall be no additional premium due the Reinsurer or return premium due the Company. However, in the event the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is less than 95.0% or greater than 105% of the original estimate as set forth in paragraph E below then the additional premium due the Reinsurer or return premium due the Company shall be determined by the following:

(1) If the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is greater than 105% of the original estimate as set forth in paragraph (d) below, the additional premium due the Reinsurer shall be determined by multiplying the percent, shown as Adjustment Rate for that Excess Layer, computed in accordance with paragraph A above, by the difference between 105% of the original estimate as outlined in paragraph D below and the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024.

(2) If the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss at September 30, 2024 is less than 95.0% of the original estimate as set forth in paragraph D below, the return premium due the Company shall be determined by multiplying the percent, shown as Adjustment Rate for that Excess Layer computed in accordance with paragraph A above, by the difference between the Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 and 95.0% of the original estimate as set forth in paragraph D below, subject to the amount, shown as “Minimum Premium” for that Excess Layer in accordance with paragraph A above.

Page 22 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(c) Hurricane Models include secondary uncertainty, standard hurricane frequencies and demand surge. Hurricane Models exclude storm surge.

(d) The Company’s Average 100-year and 20-year AIR (Touchstone v10) Long Term Hurricane Probable Maximum Loss on September 30, 2024 is estimated at $[***] as of September 30, 2024 (average of $[***] [100-year] and $[***] [20-year]).

Section 8 – REPORTS AND REMITTANCES

(a) Reinsurance Premium

The Company shall pay to the Reinsurer the deposit reinsurance premium stipulated in the section entitled REINSURANCE PREMIUM in four equal installments on July 1^st, October 1^st, January 1^st and April 1^st.

Within 90 days after the termination or expiration of this Agreement, the Company shall provide a report to the Reinsurer setting forth the premium due hereunder for each Excess Layer, computed as stipulated in paragraph (b) of the section entitled REINSURANCE PREMIUM, and any additional premium due the Reinsurer or return premium due the Company for each such Excess Layer, subject to the minimum reinsurance premium, shall be remitted within 30 days of its receipt of said report.

Notwithstanding the dates scheduled for payment of the deposit premium and any adjustment(s) thereto, the full premium is due and owing as of the inception of this Agreement, and the Reinsurer reserves its right to offset against the full premium in accordance with the OFFSET Article.

(b) Claims and Losses

The Company shall report promptly to the Reinsurer, but within no more than 60 days after the Company becomes aware of the Loss Event, each Loss Event which, in the Company’s opinion, may involve the reinsurance afforded by this Exhibit. The Company shall advise the Reinsurer of the estimated amount of Ultimate Net Loss in connection with each Loss Event and of any subsequent changes in such estimate.

Promptly upon receipt of a definitive statement of Ultimate Net Loss from the Company, but within no more than 25 days after receipt of such statement, the Reinsurer shall pay to the Company the Reinsurer’s portion of Ultimate Net Loss. Any subsequent changes in the amount of Ultimate Net Loss shall be reported by the Company to the Reinsurer and the amount due either party shall be remitted promptly, but within no more than 25 days after receipt of such report.

Page 23 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(c) P.C.S. Catastrophe Bulletins

The Company shall furnish to the Reinsurer, upon request, the following information with respect to each catastrophe set forth in the Catastrophe Bulletins published by the Property Claim Services:

(1) The preliminary estimate of the amount recoverable from the Reinsurer;

(2) The Reinsurer’s portion of claims, losses, and Adjustment Expense paid less salvage recovered during each calendar quarter;

(3) The Reinsurer’s portion of reserves for claims, losses, and Adjustment Expense at the end of each calendar quarter.

(d) General

In addition to the reports required by (a), (b), and (c) above, the Company shall furnish such other information as may be required by the Reinsurer for the completion of the Reinsurer’s quarterly and annual statements and internal records.

All reports shall be rendered on forms or in format acceptable to the Company and the Reinsurer.

Section 9 – AUTOMATIC REINSTATEMENT

As regards the Third through Sixth Excess Covers, the Limit of Liability of the Reinsurer under this Exhibit for each Excess Cover with respect to each Loss Event shall be reduced by an amount equal to the amount of liability paid by the Reinsurer under such Excess Cover, but that part of the liability of the Reinsurer that is so reduced shall be automatically reinstated from the commencement of the Loss Event for which payment is made; however, the Limit of Liability of the Reinsurer for each Excess Cover with respect to all Loss Events commencing during the term of this Exhibit shall not exceed the applicable amount set forth in the section entitled LIABILITY OF THE REINSURER.

Section 10 – FLORIDA HURRICANE CATASTROPHE FUND

(a) As respects Loss Events subject to this Agreement, any loss reimbursement recoverable by the Company under the Florida Hurricane Catastrophe Fund (FHCF), shall be deducted in determining Ultimate Net Loss under this Agreement, subject to the following:

(1) The full reimbursement amount due from the FHCF for coverage under the Mandatory Layer, based on statutory limits of coverage as of June 1, shall be deemed recovered by the Company, whether or not actually received from the FHCF and whether or not reduced because of the FHCF’s inability to pay.

(2) Any other FHCF recoveries shall be disregarded for purposes of determining ultimate net loss subject to this Agreement.

Page 24 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(3) For purposes of allocating recoveries from the FHCF with respect to each Loss Event, only amounts recoverable by applying the pay-out and retention multiples for the FHCF prior to any reduction in retention due to multiple Loss Events in the same annual period shall be included in calculating the deduction from Ultimate Net Loss.

(4) If the Company’s aggregate limit of FHCF reimbursement coverage is exhausted from Loss Events commencing during the term of this Agreement, and the FHCF, as applicable, does not designate the portion of said limit allocable to each Loss Event, the total FHCF reimbursement received shall be allocated to each individual Loss Event in the proportion that the Company’s losses in that Loss Event bear to the Company’s total losses arising out of all Loss Events to which the reimbursement applies.

(5) For purposes of loss recoveries under this Agreement prior to the final determination of the Company’s retention and limit under the FHCF, FHCF coverage shall be calculated using the Company’s respective “Projected Payout Multiple” under the FHCF. Upon determination of the Company’s retention and limit under the FHCF, losses will be adjusted, recognizing any adjustment to the “Projected Payout Multiple” caused by a change in the Aggregate Mandatory FHCF Premium or any other adjustments as required by statute to determine the final FHCF layer, but disregarding any change due to a decrease in the statutory limit.

(b) Any FHCF reimbursement premiums paid by the Company for FHCF layers that inure to the benefit of this Agreement shall be deemed to be premiums paid for inuring reinsurance.

(c) Any change to the FHCF resulting from the 2024 Session of the Florida Legislature or rating methodology, if it produces a change in FHCF structure of greater than 10% of FHCF cover provided, may, at the Company’s option, result in the restructuring and re-rating of this Agreement at terms to be mutually agreed.

Page 25 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ATTACHMENTS

NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE – USA

N.M.A. 1119

(1) This Agreement does not cover any loss or liability accruing to the Company directly or indirectly and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

(2) Without in any way restricting the operation of paragraph (1) of this Clause, this Agreement does not cover any loss or liability accruing to the Company, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

(i) Nuclear reactor power plants including all auxiliary property on the site, or

(ii) Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

(iii) Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

(iv) Installations other than those listed in paragraph (2) (iii) above using substantial quantities of radioactive isotopes or other products of nuclear fission.

(3) Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Agreement does not cover any loss or liability by radioactive contamination accruing to the Company, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate:

(a) where the Company does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

(4) Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Agreement does not cover any loss or liability by radioactive contamination accruing to the Company, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

(5) It is understood and agreed that this Clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Company to be the primary hazard.

(6) The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

(7) The Company to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that:

(a) all policies issued by the Company on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

Page 26 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) with respect to any risk located in Canada policies issued by the Company on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

Page 27 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS, AND SYNDICATES EXCLUSION CLAUSE

Section A:

Excluding:

(a) All business derived directly or indirectly from any Pool, Association or Syndicate which maintains its own reinsurance facilities.

(b) Any Pool or Scheme (whether voluntary or mandatory) formed after March 1, 1968 for the purpose of insuring property whether on a country-wide basis or in respect of designated areas. This exclusion shall not apply to so-called Automobile Insurance Plans or other Pools formed to provide coverage for Automobile Physical Damage.

Section B:

It is agreed that business written by the Company for the same perils, which is known at the time to be insured by, or in excess of underlying amounts placed in the following Pools, Associations or Syndicates, whether by way of insurance or reinsurance, is excluded hereunder:

Industrial Risk Insurers,

Associated Factory Mutuals,

Improved Risk Mutuals,

Any Pool, Association or Syndicate formed for the purpose of writing

Oil, Gas or Petro-Chemical Plants and/or Oil or Gas Drilling Rigs,

United States Aircraft Insurance Group,

Canadian Aircraft Insurance Group,

Associated Aviation Underwriters,

American Aviation Underwriters.

Section B does not apply:

(a) Where the Total Insured Value over all interests of the risk in question is less than $[***].

(b) To interests traditionally underwritten as Inland Marine or stock and/or contents written on a blanket basis.

(c) To Contingent Business Interruption, except when the Company is aware that the key location is known at the time to be insured in any Pool, Association or Syndicate named above, other than as provided for under Section B(a).

(d) To risks as follows:

Offices, Hotels, Apartments, Hospitals, Educational Establishments, Public Utilities (other than railroad schedules) and builder’s risks on the classes of risks specified in this subsection (d) only.

Where this clause attaches to Catastrophe Excesses, the following Section C is added:

Section C:

Nevertheless the Reinsurer specifically agrees that liability accruing to the Company from its participation in residual market mechanisms including but not limited to:

(1) The following so-called “Coastal Pools”:

Alabama Insurance Underwriting Association

Louisiana Insurance Underwriting Association

Mississippi Windstorm Underwriting Association

North Carolina Insurance Underwriting Association

South Carolina Windstorm and Hail Underwriting Association

Texas Windstorm Insurance Association

Page 28 of 29

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

AND

(2) All “Fair Plan” and “Rural Risk Plan” business

AND

(3) Citizens Property Insurance Corporation (“CPIC”) and the California Earthquake Authority (“CEA”)

for all perils otherwise protected hereunder shall not be excluded, except, however, that this reinsurance does not include any increase in such liability resulting from:

(i) The inability of any other participant in such “Coastal Pool” and/or “Fair Plan” and/or “Rural Risk Plan” and/or Residual Market Mechanisms to meet its liability.

(ii) Any claim against such “Coastal Pool” and/or “Fair Plan” and/or “Rural Risk Plan” and/or Residual Market Mechanisms, or any participant therein, including the Company, whether by way of subrogation or otherwise, brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract).

Section D:

(1) Notwithstanding Section C above, in respect of the CEA, where an assessment is made against the Company by the CEA, the Company may include in its Ultimate Net Loss only that assessment directly attributable to each separate loss event covered hereunder. The Company’s initial capital contribution to the CEA shall not be included in the Ultimate Net Loss.

(2) Notwithstanding Section C above, in respect of CPIC, where an assessment is made against the Company by CPIC, the maximum loss that the Company may include in the Ultimate Net Loss in respect of any loss event hereunder shall not exceed the lesser of:

(a) The Company’s assessment from CPIC for the accounting year in which the loss event commenced, or

(b) The product of the following:

(i) The Company’s percentage participation in CPIC for the accounting year in which the loss event commenced; and

(ii) CPIC’s total losses in such loss event.

Any assessments for accounting years subsequent to that in which the loss event commenced may not be included in the Ultimate Net Loss hereunder. Moreover, notwithstanding Section C above, in respect of CPIC, the Ultimate Net Loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of CPIC. For the purposes of this Contract, the Company may not include in the Ultimate Net Loss any assessment or any percentage assessment levied by CPIC to meet the obligations of an insolvent insurer member or other party, or to meet any obligations arising from the deferment by CPIC of the collection of monies.

NOTES:	Wherever used herein the terms:
	“Company”	shall be understood to mean “Company,” “Reinsured,” “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement,” “Contract,” “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers,” “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

Page 29 of 29

GENERAL REINSURANCE CORPORATION

EX-10.19

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.19

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

AGREEMENT NO. P640

GENERAL REINSURANCE CORPORATION

A Berkshire Hathaway Company

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TABLE OF CONTENTS

to

PROPERTY FACULTATIVE AGREEMENT OF REINSURANCE

NO. P640

between

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

and

GENERAL REINSURANCE CORPORATION

Article			Page #
Article I	-	SCOPE OF AGREEMENT		1
Article II	-	PARTIES TO THE AGREEMENT		1
Article III	-	COMMENCEMENT AND TERMINATION		1
Article IV	-	BUSINESS SUBJECT TO THIS AGREEMENT		3
Article V	-	LIABILITY OF THE REINSURER		4
Article VI	-	ALLOCATION OF ADJUSTMENT EXPENSE		4
Article VII	-	DEFINITIONS		4
Article VIII	-	EXCLUSIONS		5
Article IX	-	OTHER REINSURANCE		9
Article X	-	REINSURANCE PREMIUM		9
Article XI	-	RISK REPORTS AND REMITTANCES		9
Article XII	-	REPORTS AND CLAIM REMITTANCES		9
Article XIII	-	ERRORS AND OMISSIONS		10
Article XIV	-	SPECIAL ACCEPTANCES		10
Article XV	-	MANAGEMENT OF CLAIMS AND LOSSES		10
Article XVI	-	RECOVERIES		10
Article XVII	-	TRIA INUREMENT		11
Article XVIII	-	RESERVES AND TAXES		11
Article XIX	-	OFFSET		12
Article XX	-	INSPECTION OF RECORDS		12
Article XXI	-	CONFIDENTIALITY		12
Article XXII	-	ARBITRATION		12
Article XXIII	-	INSOLVENCY OF THE COMPANY		13
Article XXIV	-	SEVERABILITY		13
Article XXV	-	GOVERNING LAW		13
Article XXVI	-	ENTIRE AGREEMENT		14
Article XXVII	-	SANCTION LIMITATION AND EXCLUSION		14
Article XXVIII	-	MODE OF EXECUTION		14

Attachments

Appendix A – Reinsurance Rates

Endorsement War & Terrorism

Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - USA

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY FACULTATIVE AGREEMENT OF REINSURANCE

NO. P640

between

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

4221 W Boy Scout Blvd., Suite 200

Tampa, Florida 33607

(herein collectively referred to as the “Company”)

and

GENERAL REINSURANCE CORPORATION

a Delaware corporation

having its principal offices at

[***]

(herein referred to as the “Reinsurer”)

In consideration of the promises set forth in this Agreement, the parties agree as follows:

Article I - SCOPE OF AGREEMENT

As a condition precedent to the Reinsurer’s obligations under this Agreement, the Company shall cede to the Reinsurer, subject to the terms of the article entitled RISK REPORTS AND REMITTANCES, the business described in the article entitled BUSINESS SUBJECT TO THIS AGREEMENT, and the Reinsurer shall accept such business as reinsurance from the Company. The terms of this Agreement shall determine the rights and obligations of the parties.

Article II - PARTIES TO THE AGREEMENT

This Agreement is solely between the Company and the Reinsurer. Except as otherwise expressly provided in the article entitled INSOLVENCY OF THE COMPANY:

(a) When more than one company is named as a party to this Agreement, the first company named shall be the agent of the other companies as to all matters pertaining to this Agreement.

(b) In no instance shall any insured of the Company, any claimant against an insured of the Company, or any other third party have any rights under this Agreement.

Article III - COMMENCEMENT AND TERMINATION

(a) This Agreement shall apply to claims and losses insured under new and renewal policies of the Company becoming effective at and after 12:01 A.M., June 1, 2023, and policies of the Company in force at 12:01 A.M., June 1, 2023, and shall continue in force until terminated in accordance with the provisions set forth below.

- 1 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

This Agreement may be terminated by either party sending to the other, by certified mail to its principal office, notice stating the time and date when, not less than 90 days after the date of mailing of such notice, termination shall be effective. Upon expiration or termination of this Agreement, the Reinsurer shall continue to be liable, with respect to policies in force at the time and date of expiration or termination, for claims and losses taking place until the expiration, cancellation, or next anniversary date, not to exceed one year, of each such policy of the Company, whichever occurs first.

When all reinsurance is expired or terminated, the Reinsurer shall return to the Company the reinsurance premium unearned, if any, calculated on the monthly pro rata basis. The minimum reinsurance premium for the run-off period shall be 100% of the annual minimum reinsurance premium stipulated in the article entitled REINSURANCE PREMIUM regardless of whether or not the termination date of this Agreement coincides with the end of an Agreement Year.

If this Agreement is replaced, renewed, rewritten, or endorsed, the provisions of the Interlocking section, if any, of the successor Agreement/Endorsement shall also apply to this Agreement provided that the successor Agreement/Endorsement specifically references this Agreement.

(b) However, if any of the events listed in paragraphs (1) through (8) below (the “Special Termination Events”) should take place, the Reinsurer shall have the option of terminating this Agreement immediately upon written notice to the Company for any event described in paragraphs (1) through (2) below, or with 30 days’ advance written notice to the Company for any event described in paragraphs (3) through (8) below. Notice shall be sent to the Company’s principal office, to the attention of a senior officer, by certified mail with return receipt or by nationally or internationally recognized courier service with evidence of delivery.

The Reinsurer shall not be liable for claims and losses resulting from Occurrences taking place at and after the effective time and date of termination. Within 25 days after the date of termination, the Company shall render to the Reinsurer a report of the Company’s actual reinsurance premium for the final Agreement Year and shall balance such amount against the reinsurance premium previously paid for the Agreement Year, subject to the minimum reinsurance premium. Any difference due the Reinsurer shall be remitted by the Company with such report.

Special Termination Events:

(1) A state insurance department or other competent authority has ordered the Company to cease writing business or has placed the Company under any form of regulatory supervision;

(2) The Company has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, or trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations;

(3) The Company’s policyholder’s surplus has been reduced by 20% or more of the amount of its policyholder’s surplus at the inception of this Agreement or at the latest anniversary of this Agreement;

- 2 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(4) The Company fails to provide the Reinsurer with timely payment as required by the Agreement;

(5) The Company fails to provide the Reinsurer access to Company records in accordance with the terms of this Agreement;

(6) The Company’s financial strength rating has been suspended or withdrawn, or has been assigned or downgraded to a Demotech rating of less than A and a Kroll Bond Rating Agency rating of less than A;

(7) The Company’s Total Adjusted Capital has fallen below 200% of the NAIC Risk Based Capital Authorized Control Level; or

(8) The Company has announced its intent to or has merged with or become acquired or controlled by any company, corporation, or individual(s) not controlling the Company’s operations at the inception of this Agreement.

Article IV - BUSINESS SUBJECT TO THIS AGREEMENT

Subject to the terms of the article entitled RISK REPORTS AND REMITTANCES, this Agreement shall apply to Property Business written by the Company, which is defined as insurance which is classified in the NAIC form of annual statement as fire, allied lines, or homeowners multiple peril (property coverages) except those lines specifically excluded in the article entitled EXCLUSIONS, on Risks wherever located in the States of Florida, New Jersey, New York, Rhode Island, and South Carolina.

The business subject to this Agreement shall be defined further as homeowners risks as written on the Company’s policy forms on file with the Reinsurer.

There shall be no coverage under this Agreement for Named Windstorms. The term “Named Windstorm” shall mean a storm and all other atmospheric perils arising out of such storm that is identified and named as a Tropical Storm or Hurricane by the NHC. The duration of such Named Windstorm shall be deemed to be:

(a) Beginning at the time a Named Windstorm warning is issued by the NHC for any part of each state in which the Company writes the business reinsured hereunder;

(b) Continuing for the time period which the Named Windstorm conditions exist anywhere in such state; and

(c) Ending 72 hours following the termination of the last Named Windstorm warning by the NHC for any part of such state.

“NHC” means the National Hurricane Center of the National Weather Service, operated by the National Oceanographic and Atmospheric Administration of the United States Government.

- 3 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article V - LIABILITY OF THE REINSURER

The Reinsurer shall pay to the Company, with respect to each Risk of the Company ceded hereunder, the amount of Net Loss sustained by the Company in excess of the Company Retention but not exceeding the Limit of Liability of the Reinsurer as set forth in the Schedule of Reinsurance or the amount of reinsurance ceded to the Reinsurer through the Gen Re Connect internet application between the Company and the Reinsurer, whichever is less. However, in no event shall Net Loss include payments made by the Company under any extension of coverage within the Company’s policy unless limits of liability for that specific coverage have been included in the total amount of insurance reported and ceded through the Gen Re Connect internet application.

SCHEDULE OF REINSURANCE

Class of Business	Company Retention		Limit of Liability of the Reinsurer
Property Business	$	[***]	$	[***]

The liability of the Reinsurer shall not exceed $[***] under this Agreement with respect to all Net Loss and Adjustment Expenses combined on all Risks involved in one Occurrence.

Article VI - ALLOCATION OF ADJUSTMENT EXPENSE

In addition to payments for its share of Net Loss, the Reinsurer shall pay to the Company a share of Adjustment Expenses proportionate to the Reinsurer’s share of Net Loss.

Article VII - DEFINITIONS

(a) Company Retention

This term shall mean the amount the Company and its treaty reinsurers shall retain for their own account, subject to catastrophe reinsurance; however, this requirement shall be satisfied if this amount is retained by the Company or its affiliated companies under common management or common ownership.

(b) Net Loss

This term shall mean all payments by the Company within the terms and limits of its policies in settlement of claims or losses excluding Adjustment Expense.

Subrogation and other recoveries, and amounts due from all other reinsurance (except catastrophe reinsurance and except treaty reinsurance within the Company Retention) whether collectible or not, shall be deducted to arrive at the amount of the Company’s Net Loss.

If the Company becomes insolvent, this definition shall be modified to the extent set forth in the article entitled INSOLVENCY OF THE COMPANY.

- 4 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Nothing in this definition shall imply that losses are not recoverable hereunder until the Company’s Net Loss has been finally ascertained.

(c) Adjustment Expense

This term shall mean expenditures by the Company pursuant to the terms of its policies, allocated to an individual claim or loss, and made in connection with the investigation, negotiation, appraisal, litigation, or defense of the claim or loss, including court costs; prejudgment interest; and postjudgment interest.

This term shall exclude office expenses and the salaries and expenses of employees of the Company or of any subsidiary or related or wholly owned company of the Company, except expenses of employees who have been temporarily diverted from their normal duties and assigned to the field adjustment of losses reinsured hereunder.

(d) Risk

The Company shall be the sole judge of what constitutes each Risk, provided a dwelling and associated coverages shall be considered one Risk.

(e) Total Insured Value

This term shall mean the sum total of values for building, contents, business income, extra expense, accounts receivable, valuable papers, fine arts, and electronic data processing, media, and extra expense according to the policy form written.

(f) Occurrence

This term shall mean a loss or series of losses arising out of one event.

(g) Agreement Year

This term shall mean each twelve-month period commencing on June 1st.

Article VIII - EXCLUSIONS

This Agreement shall not apply to:

(a) Reinsurance assumed by the Company other than reinsurance of primary business assumed from affiliated companies;

(b) Nuclear incident per the Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance attached hereto. Further, this Agreement does not apply to loss or damage caused directly or indirectly by nuclear reaction or radiation, or radioactive contamination, but this exclusion does not preclude coverage for loss or damage which are covered under Insurance Services Office, Inc. (“ISO”) basic wordings. If the Company elects to file an exclusion independent of ISO, such exclusion will be deemed a suitable substitute provided the Company has submitted the wording to the Reinsurer and received the Reinsurer’s prior approval;

- 5 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(c) Any loss or liability accruing to the Company directly or indirectly from any insurance written by or through any pool or association including pools or associations in which membership by the Company is required under any statutes or regulations;

(d) Any liability of the Company arising from its participation or membership in any insolvency fund;

(e) War and terrorism per the Endorsement - War & Terrorism attached hereto;

(f) Loss, damage, costs or expenses arising out of the release, discharge, dispersal, or escape of pollutants; the extraction, removal, clean up, containment, monitoring, or detoxification of pollutants; or the removal, restoration, or replacement of polluted land or water; however, this exclusion does not apply to (1) coverage for loss, damage, costs, or expenses which are covered under ISO or American Association of Insurance Services, Inc. (“AAIS”) basic wordings; (2) any Risk located in a jurisdiction which has not approved the ISO or AAIS wordings; or (3) where other regulatory constraints prohibit the Company from implementing such wordings. If the Company elects to file an endorsement independent of ISO or AAIS, such endorsement will be deemed a suitable substitute provided the Company has submitted the wording to the Reinsurer and received the Reinsurer’s prior approval. Nevertheless, if the insured elects any options for additional coverage or for limits in excess of the basic limits, such options will not be covered hereunder even if such options are provided by or covered under ISO or AAIS wordings;

(g) Business classified as Boiler and Machinery, Equipment Breakdown or Machinery Breakdown, howsoever styled;

(h) Insurance on:

(1) Growing crops;

(2) Fidelity, credit insurance, financial guaranty, residual value and insolvency business;

(3) Mortgage impairment insurance and similar kinds of insurance;

(4) Animals under so-called “mortality” or “fertility” policies;

all howsoever styled;

(i) Difference in conditions insurance and similar kinds of insurance, howsoever styled;

(j) Railroad rolling stock;

(k) Offshore property Risks;

(l) Watercraft, other than watercraft insured under a standard homeowners policy;

(m) Risks written on a layered basis, whether primary or excess of loss, and Risks written on a shared or other than 100% basis;

- 6 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(n) Policies written with a deductible or franchise of more than $10,000; however, this exclusion shall not apply to policies which provide a percentage deductible or franchise in connection with windstorm or earthquake;

(o) Satellites, including any related business interruption or cargo;

(p) Inland marine business with respect to the following:

(1) Bridges, dams, tunnels, piers and wharves;

(2) Cargo insurance when written as such with respect to ocean, lake, or inland waterways vessels;

(3) Faulty film, tape, processing and editing insurance and cast insurance;

(4) Drilling rigs for natural fuels;

(5) Jewelers’ Block, Furriers Block and Furriers Customers policies;

(6) Mining or tunneling equipment while underground;

(7) Transit;

(8) Radio, television, telephone towers or other towers used in communications;

(9) Registered mail and armored car insurance;

(q) Losses with respect to overhead transmission and distribution lines (including those used by cable operators, and telecommunications providers) and their supporting structures, other than those on or within 500 feet of the insured premises;

(r) Insurance against:

(1) Any earth movement (other than sinkhole collapse), such as earthquake, landslide, mine subsidence, man-made earthquake, or earth sinking, rising or shifting; however, this exclusion shall not apply to ensuing loss by fire or explosion not otherwise excluded;

(2) Volcanic eruption, explosion or effusion; however, this exclusion shall not apply to ensuing loss by fire or volcanic action not otherwise excluded.

This exclusion shall not apply to the coverages of accounts receivable, fine arts, valuable papers or electronic data processing equipment, media and extra expense when the perils set forth in (1) and (2) above are written in conjunction with otherwise eligible perils;

(s) Insurance against earthquake sprinkler leakage;

(t) Insurance against flood, surface water, waves, tidal waves, tsunami, overflow of any body of water, or their spray, all whether driven by wind or not;

(u) Risks which have a Total Insured Value of more than $[***];

- 7 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(v) Vacant or unoccupied properties when written as such;

(w) Petrochemical Risks, including oil refining and processing, petrochemical operations, pipelines, tank farms, gas processing, and any hydrocarbon processing;

(x) Mobile homes unless written as part of a commercial multiple peril policy;

(y) Builders risks, renovations, or rehabs, when written as such;

(z) Risks that involve the manufacture or fabrication of chips and/or integrated circuits that operate in a clean room environment;

(aa) Risks which have an insurable value of $5,000,000 or more on: Accounts receivable, Valuable papers, Fine arts, or EDP equipment, media and extra expense;

(bb) Contingent business interruption insurance;

(cc) Risks located in Protection Class 10;

(dd)  (1) Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

(2) As used herein, a Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

(i) the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

(ii) the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

(iii) the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

- 8 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article IX - OTHER REINSURANCE

The obligations of the Company to reinsure business falling within the scope of this Agreement and of the Reinsurer to accept such reinsurance are mandatory and no other reinsurance (either facultative or treaty) is permitted, except catastrophe reinsurance and except treaty reinsurance within the Company Retention. In no event, however, shall the amount required with respect to the Company Retention be reduced.

Article X - REINSURANCE PREMIUM

The Company shall pay to the Reinsurer, with respect to each Risk reinsured hereunder, a reinsurance premium calculated as per the rating scheme outlined in Appendix A, attached hereto, subject to a fully earned annual minimum reinsurance premium of $[***].

Article XI - RISK REPORTS AND REMITTANCES

With respect to business in force at the effective time and date of this Agreement, Risks subject to this Agreement shall be reported by the Company to the Reinsurer no later than 60 days after such effective date. The Company shall pay to the Reinsurer a pro-rated reinsurance premium as of such effective time and date that shall not be subject to the annual minimum reinsurance premium.

With respect to business becoming effective at and after the effective time and date of this Agreement, Risks subject to this Agreement shall be reported by the Company to the Reinsurer through the Gen Re Connect internet application no later than 60 days after which the Company’s liability attaches, increases, or renews.

If the Company fails to notify the Reinsurer within 60 days after the Company’s liability attaches, increases, or renews, of an otherwise eligible Risk, the Risk may be specially accepted in accordance with the article entitled SPECIAL ACCEPTANCES.

The amount due the Reinsurer shall be remitted within 25 days after the close of the month.

Within 60 days after the close of each Agreement Year, the Company shall pay to the Reinsurer the amount, if any, by which the minimum reinsurance premium for the Agreement Year exceeds the actual reinsurance premium for such Agreement Year.

Article XII - REPORTS AND CLAIM REMITTANCES

(a) Claims and Losses

The Company shall report promptly to the Reinsurer, but within no more than 60 days, each claim or loss which, in the Company’s opinion, may involve the reinsurance afforded by this Agreement. The Company shall advise the Reinsurer of the estimated amount of Net Loss and Adjustment Expense in connection with each such claim or loss and of any subsequent changes in such estimates.

- 9 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Promptly upon receipt of a definitive statement of Net Loss and Adjustment Expense from the Company, but within no more than 25 days after receipt of such statement, the Reinsurer shall pay to the Company the Reinsurer’s portion of Net Loss and the Reinsurer’s portion of Adjustment Expense, if any. The Company shall report to the Reinsurer any subsequent changes in the amount of Net Loss and/or Adjustment Expense, and the amount due either party shall be remitted promptly, but within no more than 25 days after the receipt of such report.

(b) Reports

Upon request the Company shall furnish other reports and information as may be required by the Reinsurer for the completion of the Reinsurer’s statements and internal records on forms or in a format mutually acceptable to the Company and the Reinsurer.

Article XIII - ERRORS AND OMISSIONS

The Reinsurer shall not be relieved of liability because of an error or accidental omission, that is transcriptional in nature, of the Company in reporting any claim or loss or any business reinsured under this Agreement, provided that the Risk(s) involving such error or accidental omission is (are) reported to the Reinsurer in accordance with the article entitled RISK REPORTS AND REMITTANCES and provided that such error or accidental omission is rectified immediately after discovery. For Risks reported but not eligible to be reinsured under this Agreement, the Reinsurer shall be obligated only for the return of the premium.

Article XIV - SPECIAL ACCEPTANCES

Business not within the terms of this Agreement may be submitted to the Reinsurer for special acceptance and, if accepted by the Reinsurer, shall be subject to all of the terms of this Agreement except as modified by the special acceptance.

Article XV - MANAGEMENT OF CLAIMS AND LOSSES

The Company shall investigate and settle or defend all claims and losses. When requested by the Reinsurer, the Company shall permit the Reinsurer, at the expense of the Reinsurer, to be associated with the Company in the defense or settlement of any claim, loss, or legal proceeding which involves or is likely to involve the Reinsurer. All payments of claims or losses by the Company within the terms and limits of its policies which are within the limits set forth in this Agreement shall be binding on the Reinsurer, subject to the terms of this Agreement.

Article XVI - RECOVERIES

The Company shall pay to or credit the Reinsurer with the Reinsurer’s portion of any recovery obtained from salvage, subrogation, other insurance, or otherwise. Adjustment Expense for recoveries shall be deducted from the amount recovered. However, if the Adjustment Expense incurred in obtaining recoveries exceeds the amount recovered, if any, the excess Adjustment Expense shall be apportioned between the parties in proportion to the liability of each party for the loss before the recovery was obtained.

- 10 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

The Reinsurer shall be subrogated to the rights of the Company to the extent of its loss payments to the Company. The Company agrees to enforce its rights of salvage, subrogation, and its rights against insurers or to assign these rights to the Reinsurer.

If the reinsurance is on a share basis, the recoveries shall be apportioned between the parties in the same ratio as the amounts of their liabilities bear to the loss. If the reinsurance is on an excess basis, the recoveries shall be distributed to the parties in an order inverse to that in which their liabilities accrued.

Article XVII - TRIA INUREMENT

As respects any “insured loss”, as defined in the Terrorism Risk Insurance Act of 2002 as subsequently amended (“the Act”), for which the Reinsurer makes a payment to the Company under this Agreement, the following provisions shall apply.

If the sum of:

(a) Financial assistance provided under the Act to the Company and its affiliates, if any, (as “affiliate” is defined in the Act) with respect to all “insured loss” that applies to each calendar year; and

(b) Amounts recoverable by the Company and its affiliates, if any, under all reinsurance which the Company and its affiliates, if any, purchase, including but not limited to this reinsurance, all other treaty reinsurance and all facultative reinsurance, for any such “insured loss”,

exceeds the amount of the Company’s and its affiliates’, if any, gross “insured loss”, the excess amount shall be allocated to the Reinsurer in the ratio that the Reinsurer’s liability for the “insured loss” under this Agreement bears to the total recoverable reinsurance for the “insured loss” under (b) above.

Upon receipt of payment under the Act by the Company and its affiliates, if any, the Company shall pay to or credit the Reinsurer under this Agreement with the Reinsurer’s share of such excess amount determined in accordance with the preceding paragraph.

Article XVIII - RESERVES AND TAXES

The Reinsurer shall maintain the required reserves as to the Reinsurer’s portion of unearned premium, if any, claims, losses, and Adjustment Expense.

In consideration of the terms under which this Agreement is issued, the Company shall not claim a deduction in respect of the premium hereon when making tax returns, other than income or profits tax returns, to any state or territory of the United States of America or the District of Columbia.

The premium hereon is not subject to Federal Excise Tax, nor is the Reinsurer subject to any withholding under the Foreign Account Tax Compliance Act (“FATCA”). Upon the Company’s request, the Reinsurer shall promptly provide the Company with documentation confirming that the Reinsurer is not subject to any withholding under FATCA.

- 11 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article XIX - OFFSET

The Company or the Reinsurer may offset any balance, whether on account of premium, commission, claims or losses, Adjustment Expense, salvage, or otherwise, due from one party to the other under this Agreement or under any other agreement heretofore or hereafter entered into between the Company and the Reinsurer.

Article XX - INSPECTION OF RECORDS

The Company shall allow the Reinsurer to inspect, at reasonable times, the records of the Company relevant to the business reinsured under this Agreement, including the Company’s files concerning claims, losses, or legal proceedings which involve or are likely to involve the Reinsurer. The Reinsurer shall be permitted to make copies of such records at its own expense. The Reinsurer’s right of inspection shall continue after the termination of this Agreement.

Article XXI - CONFIDENTIALITY

All terms and conditions of this Agreement and any materials provided in the course of inspection will be kept confidential by the Reinsurer as against third parties, unless the disclosure is required pursuant to process of law or unless the disclosure is to the Reinsurer’s retrocessionaires, financial auditors, governing regulatory bodies, legal counsel, arbitrator(s), or subsidiary reinsurers. Disclosing this information beyond the exceptions set forth above, or using this information for any purpose beyond the scope of this Agreement or the Reinsurer’s proprietary analyses, is expressly forbidden without the prior consent of the Company. This Article shall survive the termination of this Agreement.

Article XXII - ARBITRATION

All unresolved differences of opinion between the Company and the Reinsurer relating to this Agreement, including its formation and validity, shall be submitted to arbitration consisting of one arbitrator chosen by the Company, one arbitrator chosen by the Reinsurer, and a third arbitrator chosen by the first two arbitrators.

The party demanding arbitration shall communicate its demand for arbitration to the other party by registered or certified mail, identifying the nature of the dispute and the name of its arbitrator, and the other party shall then be bound to name its arbitrator within 30 days after receipt of the demand.

Failure or refusal of the other party to so name its arbitrator shall empower the demanding party to name the second arbitrator. If the first two arbitrators are unable to agree upon a third arbitrator after the second arbitrator is named, each arbitrator shall name three candidates, two of whom shall be declined by the other arbitrator, and the choice shall be made between the two remaining candidates by drawing lots. The arbitrators shall be disinterested and shall be active or retired officers of property or casualty insurance or reinsurance companies.

- 12 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

The arbitrators shall adopt their own rules and procedures and are relieved from judicial formalities. In addition to considering the rules of law and the customs and practices of the insurance and reinsurance business, the arbitrators shall make their award with a view to effecting the intent of this Agreement.

The decision of the majority of the arbitrators shall be in writing and shall be final and binding upon the parties.

Each party shall bear the cost of its own arbitrator and shall jointly and equally bear with the other party the expense of the third arbitrator and other costs of the arbitration. In the event both arbitrators are chosen by one party, the fees of all arbitrators shall be equally divided between the parties.

The arbitration shall be held at the times and places agreed upon by the arbitrators.

Article XXIII - INSOLVENCY OF THE COMPANY

When more than one company is named as a party to this Agreement, this Article shall apply severally to each such company.

In the event of a conflict between any provisions of this Article and the laws of the Company’s domiciliary state, this Article shall be automatically amended to conform fully to such laws.

In the event of the insolvency of the Company, the reinsurance proceeds will be paid to the Company or the liquidator, with reasonable provision for verification, on the basis of the claim allowed in the insolvency proceeding without diminution by reason of the inability of the Company to pay all or part of the claim, except where this Agreement, or other written agreement, specifically provides another payee of such reinsurance in the event of insolvency.

The Reinsurer shall be given written notice of the pendency of each claim against the Company on the policy(ies) reinsured hereunder within a reasonable time after such claim is filed in the insolvency proceedings. The Reinsurer shall have the right to investigate each such claim and to interpose, at its own expense, in the proceeding where such claim is to be adjudicated, any defenses which it may deem available to the Company or its liquidator. The expense thus incurred by the Reinsurer shall be chargeable, subject to court approval, against the insolvent Company as part of the expense of liquidation to the extent of a proportionate share of the benefit which may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

Article XXIV - SEVERABILITY

If any provision of this Agreement shall be rendered illegal or unenforceable by the laws, regulations or public policy of any jurisdiction, such provision shall be considered void in such jurisdiction, but this shall not affect the validity or enforceability of any other provision of this Agreement or the enforceability of such provision in any other jurisdiction.

Article XXV - GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to choice of law rules.

- 13 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article XXVI - ENTIRE AGREEMENT

This Agreement constitutes the entire Agreement between the parties with respect to the business reinsured hereunder. Any change or modification to this Agreement shall be made by written amendment to this Agreement and signed by the parties hereto.

Article XXVII - SANCTION LIMITATION AND EXCLUSION

The Reinsurer shall not be deemed to provide cover and the Reinsurer shall not be liable to pay any claim or provide any benefit under this Agreement to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose the Reinsurer to any sanction, prohibition or restriction applicable to the Reinsurer.

Article XXVIII - MODE OF EXECUTION

The Reinsurer and the Company agree that this Agreement and all amendments hereto may be executed as follows:

(a) By an original written ink signature of paper documents; or

(b) By an exchange of facsimile copies or digitally scanned copies showing the original written ink signature of paper documents; or

(c) By an electronic signature employing any technology to capture a person’s signature, provided the signature is verifiable and is linked to the document signed.

The use of any one or a combination of these modes of execution will constitute a legally binding and valid signature.

- 14 -

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed through their duly authorized representatives,

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

this 15 day of August , 2023,

DATE SIGNED BY COMPANY

/s/ Jesse Schalk

COMPANY OFFICER SIGNATURE

Jesse Schalk

PRINTED COMPANY OFFICER NAME

President & CFO, Slide Ins Holdings

COMPANY OFFICER TITLE

/s/ Matt Larson

COMPANY WITNESS SIGNATURE

GENERAL REINSURANCE CORPORATION

and this 31 day of July , 2023,

DATE SIGNED BY GRC

/s/ Richard Farrell

GRC OFFICER SIGNATURE

Richard Farrell

PRINTED GRC OFFICER NAME

Senior Vice President

GRC OFFICER TITLE

/s/ Katherine Turner

GRC WITNESS SIGNATURE

- 15 -

Agreement No. P640

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

APPENDIX A

Attached to and made a part of

AGREEMENT NO. P640

REINSURANCE RATES

Homeowners Excess Rates

	Masonry or Reinforced Masonry construction
TIV Band	Net Excess Rates
$[***] to $[***]		[***]
$[***] to $[***]		[***]
$[***] to $[***]		[***]
$[***] to $[***]		[***]
$[***] to $[***]		[***]
$[***] to $[***]		[***]
$[***] to $[***]		[***]
[***]% debit for Frame or Masonry Veneer
[***]% credit for MNC, Reinforced Concrete, or Fire Resistive
[***]% debit for PC 8
[***]% debit for PC 9
[***]debit for secondary home
Minimum premium per risk; TIV >[***]m @ $[***] / TIV <= $[***]m @ $[***]

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ENDORSEMENT - WAR & TERRORISM

Notwithstanding any other provision of this Agreement, or any provision of the policies reinsured hereunder, this Agreement does not apply to, and the Reinsurer shall have no liability under this Agreement for, any loss or damage directly or indirectly arising out of, caused by, or resulting from war or terrorism as described and qualified below. Such loss or damage is excluded regardless of (i) any other cause or event contributing to such loss or damage in any way or at any time, or (ii) whether such loss or damage is accidental or intentional.

1. War, including undeclared or civil war; warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or insurrection, rebellion, revolution, usurped power or action taken by governmental authority in hindering or defending against any of these. War includes any activity that would be included as an “act of terrorism” in paragraphs 2, 3 and 4 below, but for the fact that such activity was perpetrated by an official, employee or agent of a foreign state acting for or on behalf of such state. However, war shall not include any activity certified as an act of terrorism in accordance with the Terrorism Risk Insurance Act of 2002 as subsequently amended.

2. Any “act of terrorism”, as described in paragraphs 3 and 4 below, but only with respect to loss or damage that is not excluded by paragraph 1 above.

3. Any act by or authorized by a governmental authority for the purpose of preventing, terminating, countering or responding to any act or threat of terrorism or for the purpose of preventing or minimizing the consequences of any act or threat of terrorism.

4. An “act of terrorism” means an activity, including the threat of an activity or any preparation for an activity, that:

a. Causes either:

(1) Damage to property; or

(2) Injury to persons; and

b. Appears to be intended to:

(1) Intimidate or coerce a civilian population; or

(2) Disrupt any segment of an economy; or

(3) Influence the policy of a government by intimidation or coercion; or

(4) Affect the conduct of a government by destruction, assassination, kidnapping or hostage-taking; or

(5) Advance a political, religious or ideological cause.

For the purposes of this exclusion, an “act of terrorism” includes any act certified as an act of terrorism in accordance with the Terrorism Risk Insurance Act of 2002 as subsequently amended.

Provided, however, that an “act of terrorism” for purposes of this exclusion shall not include any act or threat as described above perpetrated by an official, employee or agent of a foreign state acting for or on behalf of such state (and thus falling within paragraph 1 above) unless certified as an act of terrorism in accordance with the Terrorism Risk Insurance Act of 2002 as subsequently amended.

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

This exclusion insofar as it relates to an “act of terrorism” will not apply unless the total of insured real property, building, contents, time element (including but not limited to business income and business interruption), automobile and inland marine losses sustained by all persons and entities affected by the “act of terrorism” (“insured losses”), (in the United States, its territories and possessions, and Puerto Rico), exceeds one hundred million dollars ($100,000,000) as reasonably determined by the Reinsurer using available sources of insured property loss data including ISO’s Property Claim Services and other insurance industry, governmental, or other credible independent sources. Solely for the purpose of determining the total amount of “insured losses” arising from the “act of terrorism”, “insured losses” attributable to multiple “acts of terrorism” will be added together if each such “act of terrorism” was committed within the same 168 consecutive hour period, and all of the “acts of terrorism” reasonably appear to either have been carried out in a coordinated manner or have a related purpose or common leadership, without regard to the geographic distance between each such “act of terrorism”.

In the event this exclusion does not apply to any “act of terrorism” because of the operation of the above paragraph, this Agreement nevertheless does not apply to any element of loss or damage that is otherwise excluded by, or not within the coverage of, the Company’s policies or this Agreement.

If the Company reasonably disagrees with the Reinsurer’s determination of the total insured real property, building, contents, time element (including but not limited to business income and business interruption), automobile and inland marine losses sustained by all persons and entities affected by an “act of terrorism”, then the Company may request that such determination be referred to a nationally recognized accounting firm (to be mutually agreed upon by the Company and the Reinsurer) in accordance with this exclusion.

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - USA

N.M.A. 1119

(1) This Agreement does not cover any loss or liability accruing to the Company directly or indirectly and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

(2) Without in any way restricting the operation of paragraph (1) of this Clause, this Agreement does not cover any loss or liability accruing to the Company, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

(i) Nuclear reactor power plants including all auxiliary property on the site, or

(ii) Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

(iii) Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

(iv) Installations other than those listed in paragraph (2) (iii) above using substantial quantities of radioactive isotopes or other products of nuclear fission.

(3) Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Agreement does not cover any loss or liability by radioactive contamination accruing to the Company, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate:

(a) where the Company does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

(4) Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Agreement does not cover any loss or liability by radioactive contamination accruing to the Company, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

(5) It is understood and agreed that this Clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Company to be the primary hazard.

(6) The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

(7) The Company to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that:

(a) all policies issued by the Company on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Company on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

GENERAL REINSURANCE CORPORATION

EX-10.20

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.20

REINSTATEMENT PREMIUM PROTECTION

REINSURANCE CONTRACT

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

1 of 26

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

REINSTATEMENT PREMIUM PROTECTION REINSURANCE CONTRACT TABLE OF CONTENTS
Article		Page
	Preamble		3
1	Business Covered		4
2	Coverage		4
3	Term		4
4	Special Termination		4
5	Run-Off Reinsurers		6
6	Territory		9
7	Exclusions		9
8	Premium		9
9	Definitions		10
10	Original Conditions		11
11	No Third Party Rights		11
12	Claims and Claim Settlement		11
13	Late Payments		12
14	Offset		13
15	Currency		13
16	Unauthorized Reinsurance		13
17	Taxes		15
18	Access to Records		16
19	Confidentiality		17
20	Indemnification and Errors and Omissions		18
21	Insolvency		19
22	Arbitration		20
23	Service of Suit		21
24	Sanction Limitation and Exclusion Clause		22
25	Governing Law		22
26	Entire Agreement		22
27	Non-Waiver		23
28	Intermediary		23
29	Mode of Execution		23
	Company Signing Block		24
Attachments
	Trust Agreement Requirements Clause		25

2 of 26

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

REINSTATEMENT PREMIUM PROTECTION

REINSURANCE CONTRACT

(the “Contract”)

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

(collectively, the “Company”)

by

THE SUBSCRIBING REINSURER(S) IDENTIFIED

IN THE INTERESTS AND LIABILITIES AGREEMENT(S)

ATTACHED TO AND FORMING PART OF THIS CONTRACT

(the “Reinsurer”)

PREAMBLE

A. For purposes of sending and receiving notices and payments required by this Contract, Slide Insurance Company (“Slide Insurance”) shall be the distributor or recipient, as the case may. In no event, however, will Slide Insurance be deemed the agent of any member company.

B. While having no effect on the settlements or liabilities of the parties to this Contract, it is established that:

1. if a Loss Occurrence covered under this Contract involves multiple member companies, Slide Insurance will allocate the Reinsurer’s payment of the Reinstatement Premium for the Loss Occurrence to each member company involved, proportionately, based on the percentage which the affected member company’s loss bears to the total of all losses contributing to that Loss Occurrence; and

2. with respect to reinsurance premiums due the Reinsurer hereunder, each member company shall be responsible for its proportionate share of the reinsurance premium. The deposit premium, minimum premium, and final reinsurance premium, as determined under the terms of this Contract, shall be apportioned to each member company by Slide Insurance in the same proportion that each member company’s exposure bears to the total subject exposure.

3. Records of these allocations shall be maintained within Slide Insurance in sufficient detail to identify both the Reinsurer’s loss obligations allocated to each member company and each member company’s share of premium allocation.

3 of 26

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 1

BUSINESS COVERED

This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of Reinstatement Premium the Company may become liable to pay under the reinstatement provisions of the Original Contract, subject to the terms and conditions herein contained.

ARTICLE 2

COVERAGE

The Reinsurer shall be liable to pay the Reinstatement Premium obligations under the Original Contract.

ARTICLE 3

TERM

This Contract shall take effect at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, applying to Loss Occurrences commencing during the term of this Contract.

ARTICLE 4

SPECIAL TERMINATION

A. The Company may terminate a Subscribing Reinsurer’s percentage share in this Contract at any time by giving written notice to the Subscribing Reinsurer in the event of any of the following circumstances:

1. The Subscribing Reinsurer ceases underwriting operations.

2. A state insurance department or other legal authority orders the Subscribing Reinsurer to cease writing business, or the Subscribing Reinsurer is placed under regulatory supervision.

3. The Subscribing Reinsurer has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

4 of 26

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

4. The Subscribing Reinsurer’s policyholders’ surplus (or the equivalent under the Subscribing Reinsurer’s accounting system) as reported in such financial statements of the Subscribing Reinsurer as designated by the Company, has been reduced by 20% of the amount thereof at any date during the prior 12-month period (including the period prior to the inception of this Contract).

5. The Subscribing Reinsurer has merged with or has become acquired or controlled by any company, corporation, or individual(s) not controlling the Subscribing Reinsurer’s operations at the inception of this Contract.

6. The Subscribing Reinsurer has retroceded its entire liability under this Contract without the Company’s prior written consent, except for retrocessions to members of the Subscribing Reinsurer’s holding company group.

7. The Subscribing Reinsurer has been assigned an A.M. Best’s rating of less than “A-” and/or an S&P rating of less than “BBB+.” However, as respects Underwriting Members of Lloyd’s, London, a Lloyd’s Market Rating of less than “A-” by A.M. Best and/or less than “BBB+” by S&P shall apply.

8. The Subscribing Reinsurer has transferred or delegated its claims-paying authority, as respects business subject to this Contract, to an unaffiliated entity; however, agreement by a Lloyd’s syndicate to follow claim settlement procedures under the Lloyd’s Claims Scheme (Combined) shall not constitute a transfer or delegation of its claims-paying authority for purposes of this subparagraph.

9. The Subscribing Reinsurer engages in the process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time.

10. The Subscribing Reinsurer in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

11. The Subscribing Reinsurer has failed to post or maintain required collateral to secure its obligations as required under this Contract, and has not cured such deficiency within 30 days following written notice thereof from the Company.

12. There is a severance or obstruction of free and unfettered communication and/or normal commercial and/or financial intercourse between the country in which the Company is incorporated and the country in which the Subscribing Reinsurer is incorporated or has its principal office, as a result of war, currency regulation, or any circumstance arising out of political, financial or economic emergency.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

13. The Subscribing Reinsurer resides or is incorporated in countries where any regulation, whether by decree or otherwise, be enforced by the government which shall restrict or prohibit its performance of any or all of its obligations under this Contract or any contract in consideration of which this Contract has been completed.

B. The Subscribing Reinsurer shall have no liability for Reinstatement Premium arising from Loss Occurrences commencing after termination. The premium due the Subscribing Reinsurer hereunder (including any minimum premium) shall be prorated based on the period of the Subscribing Reinsurer’s participation hereon, and the Subscribing Reinsurer shall immediately return any excess premium received.

ARTICLE 5

RUN-OFF REINSURERS

A. “Run-off Reinsurer” means any Subscribing Reinsurer that:

1. has been ordered by a state insurance department or other legal authority to cease writing business, or has been placed under regulatory supervision or in rehabilitation; or

2. has ceased reinsurance underwriting operations; or

3. has transferred its claims-paying authority to an unaffiliated entity; or

4. engages in a process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time; or

5. in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

Notwithstanding the foregoing, agreement by a Lloyd’s syndicate to follow claim settlements procedures under Lloyd’s Claims Scheme (Combined) shall not constitute a transfer of its claims-paying authority, for purposes of subparagraphs (3) and (5) of this paragraph.

B. Notwithstanding any other provision of this Contract, in the event that a Subscribing Reinsurer becomes a Run-off Reinsurer at any time, the Company may elect, by giving written notice to the Run-off Reinsurer at any time thereafter, that all or any of the following shall apply to the Run-off Reinsurer’s participation hereunder:

1. If the Run-off Reinsurer does not pay a claim or raise a query concerning the claim within 30 days of billing, it shall be estopped from denying such claim and must pay immediately.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. If payment of any claim has been received from Subscribing Reinsurers constituting at least 70% of the interests and liabilities of all Subscribing Reinsurers that participated on this Contract and are active as of the due date; it being understood that said date shall not be later than 90 days from the date of transmittal by the Intermediary of the initial billing for each such payment, the Run-off Reinsurer shall be estopped from denying such claim and must pay within 10 days following transmittal to the Run-off Reinsurer of written notification of such payments. For purposes of this subparagraph, a Subscribing Reinsurer shall be deemed to be active if it is not a Run-off Reinsurer.

3. In the event any payment due the Company hereunder is not received by the Intermediary by the payment due date, the Run-off Reinsurer shall pay an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

a. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

b. 1/365th of the sum of:

i. the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made; plus

ii. 1% plus 0.5% for each 30 days that the payment is past due, subject to a maximum of 8.0%; times

c. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due plus interest penalties have been received by the Intermediary.

For purposes of this subparagraph, payments from the Run-off Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Run-off Reinsurer, and shall be overdue 30 days thereafter.

If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Run-off Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date, as defined above, shall be deemed to be the date upon which the Run-off Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

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that the information is not material and is of the type that the registrant treats as private or confidential.

Should the Run-off Reinsurer dispute a claim presented by the Company and the timeframes set out above be exceeded, interest as stipulated in this subparagraph shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

4. The Run-off Reinsurer’s liability for losses for Policies covered by this Contract shall be commuted. In the event the Company and the Run-off Reinsurer cannot agree on the commutation amount of the Run-off Reinsurer’s liability under such Policies, they shall appoint an actuary and/or appraiser to assess such liability and shall share equally any expense of the actuary and/or appraiser. If the Company and the Run-off Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Run-off Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Run-off Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties under this Contract.

5. The Run-off Reinsurer shall have no right of access to the Records of the Company if the Run-off Reinsurer has denied payment of any claim hereunder or there is a pending arbitration between the Company and the Run-off Reinsurer regarding any claim hereunder. A reservation of rights shall be considered a denial of a claim.

6. The Run-off Reinsurer shall be precluded from asserting that a claim otherwise payable hereunder is Loss in Excess of Policy Limits and/or Extra Contractual Obligations, if no active Reinsurer has not made such assertion.

7. The Run-off Reinsurer shall immediately provide funding of the Run-off Reinsurer’s share of 100% of liabilities (the “Reinsurer’s Obligations”) as defined in the Unauthorized Reinsurance Article. This subparagraph does not apply to any Run-off Reinsurer to the extent that the Run-off Reinsurer provides funding under the Unauthorized Reinsurance Article or maintains a trust fund, approved by the regulatory authorities having jurisdiction over the Company’s credit for reinsurance, for the payment of claims of the Run-off Reinsurer’s U.S. ceding insurers.

8. In the event that either party demands arbitration of a dispute between the Company and the Run-off Reinsurer, and the amount in dispute is less than $500,000, unless the arbitration notice includes a demand for rescission of this Contract, notwithstanding the terms of the Arbitration Article, the dispute shall be resolved by a sole arbitrator and the following procedures shall apply:

a. The sole arbitrator shall be chosen by mutual agreement of the parties within 15 business days after the demand for arbitration. If the parties have not chosen an arbitrator within the 15 business days after the receipt of the arbitration notice, the arbitrator shall be chosen in accordance with the ARIAS U.S. Streamlined Rules for Small Claims Disputes, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS) and in force on the date the arbitration is demanded. The nominated arbitrator must be available to read any written submissions and hear testimony within 60 calendar days of being chosen.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

b. Within 10 business days after the arbitrator has been appointed, the parties shall be notified of deadlines for the submission of briefs and documentary evidence, as determined by the arbitrator. There shall be no discovery or hearing unless the parties agree to engage in limited discovery and/or a hearing. Also, the arbitrator can determine, without the consent of the parties, that a limited hearing is necessary.

c. The Company’s waiver of any rights provided in this Article is not a waiver of that right or other rights at a later date.

ARTICLE 6

TERRITORY

The territorial limits of this Contract shall be identical with those of the Original Contract.

ARTICLE 7

EXCLUSIONS

This Contract shall follow the exclusions set forth in the Original Contract.

ARTICLE 8

PREMIUM

A. The premium for this Contract shall be based on the Excess Layers of the Original Contract. The Company shall pay the Reinsurer a deposit premium in accordance with the schedule set forth below. The adjusted premium to be paid to the Reinsurer for the coverage applicable to each Excess Layer shall be calculated at the Rate on Line set out below multiplied by the final premium due for each Excess Layer of the Original Contract.

PREMIUM SCHEDULE
Layer	Rate on Line			Deposit Premium
Third Layer		[***]	%	$	[***]
Fourth Layer		[***]	%	$	[***]
Fifth Layer		[***]	%	$	[***]
Sixth Layer		[***]	%	$	[***]

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. The deposit premiums set forth in paragraph A above shall be payable to the Reinsurer by the Company in installments as follows:

DEPOSIT INSTALLMENT SCHEDULE
Layer	July 1, 2024		October 1, 2024		January 1, 2025		April 1, 2025
Third Layer	$	[***]	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]	$	[***]

C. Within 90 days after the termination or expiration of this Contract, the Company shall provide a report to the Reinsurer setting forth the premium due hereunder for each Excess Layer, computed in accordance with paragraph A above, and any additional premium due the Reinsurer or return premium due the Company for each such Excess Layer shall be remitted within 30 days of its receipt of said report.

D. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

ARTICLE 9

DEFINITIONS

A. “Original Contract” means the following layers of coverage of the PROPERTY CATASTROPHE EXCESS OF LOSS REINSURANCE CONTRACT, effective at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024 to 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, covering losses under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company:

Layer	Retention per Loss Occurrence		Limit per Loss Occurrence		Annual Aggregate Limit
Third Layer	$	[***]	$	[***]	$	[***]
Fourth Layer	$	[***]	$	[***]	$	[***]
Fifth Layer	$	[***]	$	[***]	$	[***]
Sixth Layer	$	[***]	$	[***]	$	[***]

B. “Reinstatement Premium” means premium paid by the Company for each Excess Layer under the provisions of the Reinstatement Article of the Original Contract. Reinstatement Premium shall be calculated at pro rata of the original reinsurance premium, being pro rata only for the amount being reinstated. If, at the time of a loss settlement under the Original Contract, the reinsurance premium thereunder is not yet known, Reinstatement Premium shall be based upon the deposit premium, subject to adjustment when said reinsurance premium is finally established. Nothing in this clause shall be construed to mean that amounts are not recoverable hereunder until the Company’s final Reinstatement Premium has been ascertained. All recoveries received subsequent to reimbursement hereunder shall be applied as if received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

C. “Loss Occurrence” shall follow the definition set forth in the Original Contract.

D. “Policy(ies)” means any binder, policy, or contract of insurance or reinsurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Company.

ARTICLE 10

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the Original Contract. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

ARTICLE 11

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

ARTICLE 12

CLAIMS AND CLAIM SETTLEMENT

A. The Company shall advise the Reinsurer promptly of all losses that, in the opinion of the Company, may result in a claim hereunder and of all subsequent developments thereto that may materially affect the position of the Reinsurer.

B. The Company alone and at its full discretion shall adjust, settle or compromise all claims and losses.

C. As respects losses subject to the Original Contract, all loss settlements made by the Company, whether under strict Policy terms or by way of compromise, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay or allow, as the case may be, its share of the Reinstatement Premium arising from each such settlement immediately upon receipt of proof of payment.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 13

LATE PAYMENTS

A. In the event any payment due either party is not received by the Intermediary by the payment due date, the party to whom payment is due may, by notifying the Intermediary in writing, require the debtor party to pay, and the debtor party agrees to pay, an interest penalty on the amount past due calculated for each such payment on the last business day of each month as follows:

1. The number of full days that have expired since the overdue date or the last monthly calculation, whichever the lesser; times

2. 1/365th of the sum of the six-month United States Treasury Bill rate as quoted in The Wall Street Journal on the first business day of the month for which the calculation is made, plus 1%; times

3. The amount past due, including accrued interest.

Interest shall accumulate until payment of the original amount due, plus interest penalties, has been received by the Intermediary.

B. The due date shall, for purposes of this Article, be determined as follows:

1. Payments from the Reinsurer to the Company shall be due on the date on which the demand for payment (including delivery of bordereaux or quarterly or monthly reports) is received by the Reinsurer, and shall be overdue 30 days thereafter.

2. Payments from the Company to the Reinsurer shall be due on the dates specified within this Contract. Payments shall be overdue 30 days thereafter except for the first installment of premium, if applicable, which shall be overdue 60 days from inception or 30 days from final line-signing, whichever the later. Reinstatement premium, if applicable, shall have as a due date the date when the Company receives payment for the claim giving rise to such reinstatement premium, and payment shall be overdue 30 days thereafter. In the event a due date is not specifically stated for a given payment, the overdue date shall be 30 days following the date of billing.

C. If the information contained in the Company’s demand for payment is insufficient or not in accordance with the conditions of this Contract, then within 30 days the Reinsurer shall request from the Company all additional information necessary to validate its claim and the payment due date as defined in paragraph B shall be deemed to be the date upon which the Reinsurer received the requested additional information. This paragraph is only for the purpose of establishing when a payment is overdue, and shall not alter the provisions of the Notice of Loss and Loss Settlements Article or other pertinent contractual stipulations.

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that the information is not material and is of the type that the registrant treats as private or confidential.

D. Should the Reinsurer dispute a claim presented by the Company and the timeframes set out in paragraph B be exceeded, interest as stipulated in paragraph A shall be payable for the entire overdue period, but only for the amount of the final settlement with the Reinsurer.

E. In the event arbitration is necessary to settle a dispute, the panel shall have the authority to make a determination awarding interest to the prevailing party. Interest, if any, awarded by the panel shall supersede the interest amounts outlined herein.

F. Any interest owed pursuant to this Article may be waived by the party to which it is owed. Waiver of such interest, however, shall not affect the waiving party’s rights to other interest amounts due as a result of this Article.

ARTICLE 14

OFFSET

Each party hereto shall have, and may exercise at any time and from time to time, the right to offset any and all balances due from a party to the other arising under this Contract. In the event of the insolvency of a party hereto, offsets shall only be allowed in accordance with the provisions of any applicable law governing offset entitlement.

ARTICLE 15

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

ARTICLE 16

UNAUTHORIZED REINSURANCE

A. This Article applies:

1. only to the extent a Subscribing Reinsurer does not qualify for credit with any insurance regulatory authority having jurisdiction over the Company’s reserves, or

2. to a Subscribing Reinsurer qualified as a reciprocal jurisdiction reinsurer with any such insurance regulatory authority in the event such Subscribing Reinsurer resists enforcement of a final judgment that is enforceable under the law of the jurisdiction in which it was obtained or a properly enforceable arbitration award, whether obtained by the Company or by its legal successor on behalf of its resolution estate, in which case such Subscribing Reinsurer shall fund 100% of its share of the Reinsurer’s Obligations as hereinafter provided.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. The Company agrees, in respect of business falling within the scope of this Contract, that when it files with its insurance regulatory authority, or sets up on its books liabilities as required by law, it shall forward to the Reinsurer a statement showing the proportion of such liabilities applicable to the Reinsurer. The “Reinsurer’s Obligations” shall be defined as any amounts due the Company under this Contract, as set up on the Company’s books.

C. The Reinsurer’s Obligations shall be funded by funds withheld, cash advances, Trust Agreement or a Letter of Credit (LOC). The Reinsurer shall have the option of determining the method of funding provided it is acceptable to the Company and insurance regulatory authorities having jurisdiction over the Company’s reserves.

D. When funding by Trust Agreement, the Reinsurer shall ensure that the Trust Agreement complies with the provisions of the “Trust Agreement Requirements Clause” attached hereto. When funding by a LOC, the Reinsurer agrees to apply for and secure timely delivery to the Company of a clean, irrevocable and unconditional LOC issued by a bank and containing provisions acceptable to the insurance regulatory authorities having jurisdiction over the Company’s reserves in an amount equal to the Reinsurer’s Obligations. Such LOC shall be issued for a period of not less than one year, and shall be automatically extended for one year from its date of expiration or any future expiration date unless 30 days (or such other time period as may be required by insurance regulatory authorities), prior to any expiration date the issuing bank shall notify the Company by certified or registered mail that the issuing bank elects not to consider the LOC extended for any additional period.

E. The Reinsurer and the Company agree that any funding provided by the Reinsurer pursuant to the provisions of this Contract may be drawn upon at any time, notwithstanding any other provision of this Contract, and be utilized by the Company or any successor, by operation of law, of the Company including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Company, for the following purposes, unless otherwise provided for in a separate Trust Agreement:

1. to reimburse the Company for the Reinsurer’s Obligations, the payment of which is due under the terms of this Contract and that has not been otherwise paid;

2. to make refund of any sum that is in excess of the actual amount required to pay the Reinsurer’s Obligations under this Contract (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement);

3. to fund an account with the Company for the Reinsurer’s Obligations. Such cash deposit shall be held in an interest bearing account separate from the Company’s other assets, and interest thereon not in excess of the prime rate shall accrue to the benefit of the Reinsurer. Any taxes payable on accrued interest shall be paid out of the assets in the account that are in excess of the Reinsurer’s Obligations (or in excess of 102% of the Reinsurer’s Obligations, if funding is provided by a Trust Agreement). If the assets are inadequate to pay taxes, any taxes due shall be paid or reimbursed by the Reinsurer;

4. to pay the Reinsurer’s share of any other amounts the Company claims are due under this Contract.

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that the information is not material and is of the type that the registrant treats as private or confidential.

F. If the amount drawn by the Company is in excess of the actual amount required for subparagraph E(1) or E(3), or in the case of subparagraph E(4), the actual amount determined to be due, the Company shall promptly return to the Reinsurer the excess amount so drawn. All of the foregoing shall be applied without diminution because of insolvency on the part of the Company or the Reinsurer.

G. The issuing bank shall have no responsibility whatsoever in connection with the propriety of withdrawals made by the Company or the disposition of funds withdrawn, except to ensure that withdrawals are made only upon the order of properly authorized representatives of the Company.

H. At annual intervals, or more frequently at the discretion of the Company, but never more frequently than quarterly, the Company shall prepare a specific statement of the Reinsurer’s Obligations for the sole purpose of amending the LOC or other method of funding, in the following manner:

1. If the statement shows that the Reinsurer’s Obligations exceed the balance of the LOC, as of the statement date, the Reinsurer shall, within 30 days after receipt of the statement, secure delivery to the Company of an amendment to the LOC increasing the amount of credit by the amount of such difference. Should another method of funding be used, the Reinsurer shall, within the time period outlined above, increase such funding by the amount of such difference.

2. If, however, the statement shows that the Reinsurer’s Obligations are less than the balance of the LOC (or that 102% of the Reinsurer’s Obligations are less than the trust account balance if funding is provided by a Trust Agreement), as of the statement date, the Company shall, within 30 days after receipt of written request from the Reinsurer, release such excess credit by agreeing to secure an amendment to the LOC reducing the amount of credit available by the amount of such excess credit. Should another method of funding be used, the Company shall, within the time period outlined above, decrease such funding by the amount of such excess.

ARTICLE 17

TAXES

A. In consideration of the terms under which this Contract is issued, the Company undertakes not to claim any deduction of the premium hereon when making Canadian tax returns or when making tax returns, other than Income or Profits Tax returns, to any state or territory of the United States of America or to the District of Columbia.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B.  1. Each Subscribing Reinsurer has agreed to allow, for the purpose of paying the Federal Excise Tax, the applicable percentage of the premium payable hereon (as imposed under the Internal Revenue Code) to the extent such premium is subject to Federal Excise Tax.

2. In the event of any return of premium becoming due hereunder, the Subscribing Reinsurer shall deduct the applicable percentage of the premium from the amount of the return, and the Company or its agent should take steps to recover the Tax from the U.S. Government.

ARTICLE 18

ACCESS TO RECORDS

A. The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Contract during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Contract or after the expiration of this Contract. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact

C. Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

D. For purposes of this Article:

1. “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

2. “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in-house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

3. “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

ARTICLE 19

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

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that the information is not material and is of the type that the registrant treats as private or confidential.

provided any party receiving such Confidential Information under subparagraphs B(1), B(3) and B(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure and to use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

ARTICLE 20

INDEMNIFICATION AND ERRORS AND OMISSIONS

A. The Reinsurer is reinsuring, subject to the terms and conditions of this Contract, the obligations of the Company under the Original Contract. The Company shall be the sole judge as to:

1. what shall constitute a claim or loss covered under the Original Contract;

2. the Company’s liability thereunder;

3. the amount or amounts that it shall be proper for the Company to pay thereunder.

B. The Reinsurer shall be bound by the judgment of the Company, subject to the terms and conditions of this Contract, as to the obligation(s) and liability(ies) of the Company under the Original Contract.

C. Any inadvertent error, omission or delay in complying with the terms and conditions of this Contract shall not be held to relieve either party hereto from any liability that would attach to it hereunder if such error, omission or delay had not been made, provided such error, omission or delay is rectified immediately upon discovery.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 21

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or (2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then,

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that the information is not material and is of the type that the registrant treats as private or confidential.

and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

ARTICLE 22

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

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that the information is not material and is of the type that the registrant treats as private or confidential.

G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

ARTICLE 23

SERVICE OF SUIT

A. This Article applies only to those Subscribing Reinsurers not domiciled in the United States of America, and/or not authorized in any state, territory and/or district of the United States of America where authorization is required by insurance regulatory authorities.

B. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

C. In the event of the failure of the Reinsurer to perform its obligations hereunder, the Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Reinsurer, once the appropriate court is selected, whether such court is the one originally chosen by the Company and accepted by the Reinsurer or is determined by removal, transfer, or otherwise, as provided for above, shall comply with all requirements necessary to give said court jurisdiction and, in any suit instituted against the Reinsurer upon this Contract, shall abide by the final decision of such court or of any appellate court in the event of an appeal.

D. Service of process in such suit may be made upon:

1. as respects Underwriting Members of Lloyd’s, London: Lloyd’s America, Inc., Attention: Legal Department, 280 Park Avenue, East Tower, 25^th Floor, New York, New York 10017;

2. as respects any other Subscribing Reinsurer: Messrs. Mendes and Mount, 750 Seventh Avenue, New York, New York 10019-6829, or another party specifically designated in the Subscribing Reinsurer’s Interests and Liabilities Agreement attached hereto.

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that the information is not material and is of the type that the registrant treats as private or confidential.

The above-named are authorized and directed to accept service of process on behalf of the Reinsurer in any such suit.

E. Further, pursuant to any statute of any state, territory or district of the United States that makes provision therefor, the Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance, or other officer specified for that purpose in the statute, or his successor or successors in office, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract, and hereby designates the above-named as the person to whom the said officer is authorized to mail such process or a true copy thereof.

ARTICLE 24

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that Reinsurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America.

ARTICLE 25

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

ARTICLE 26

ENTIRE AGREEMENT

This Contract sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 27

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

ARTICLE 28

INTERMEDIARY

Guy Carpenter & Company, LLC, is hereby recognized as the Intermediary negotiating this Contract for all business hereunder. All communications (including notices, statements, premiums, return premiums, commissions, taxes, losses, Loss Adjustment Expenses, salvages, and loss settlements) relating thereto shall be transmitted to the Company or the Reinsurer through the Intermediary. Payments by the Company to the Intermediary shall be deemed payment to the Reinsurer. Payments by the Reinsurer to the Intermediary shall be deemed payment to the Company only to the extent that such payments are actually received by the Company.

ARTICLE 29

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

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that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the Company has caused this Contract to be executed by its duly authorized representative(s), who also confirms the Company’s review of and agreement to be bound by the terms and conditions of the Interests and Liabilities Agreements attached to and forming part of this Contract, this 25 day of July, in the year of 2024.

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

including any and/or all companies that are or may hereafter become affiliated therewith

/s/ Matt Larson    Senior Vice President of Risk Management

REINSTATEMENT PREMIUM PROTECTION

REINSURANCE CONTRACT

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that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

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EX-10.21

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.21

PROPERTY PER RISK EXCESS OF LOSS REINSURANCE CONTRACT

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

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that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY PER RISK EXCESS OF LOSS REINSURANCE CONTRACT

TABLE OF CONTENTS

Article		Page
	Preamble		4
1	Business Covered		5
2	Retention and Limit		5
3	Term		6
4	Special Termination		6
5	Run-Off Reinsurers		8
6	Territory		10
7	Exclusions		10
8	Special Acceptance		11
9	Premium		12
10	Definitions		12
11	Extra Contractual Obligations/Excess of Policy Limits		14
12	Net Retained Liability		15
13	Other Reinsurance		15
14	Original Conditions		15
15	No Third Party Rights		16
16	Notice of Loss and Loss Settlements		16
17	Offset		16
18	Currency		16
19	Taxes		17
20	Access to Records		17
21	Confidentiality		18
22	Indemnification and Errors and Omissions		19
23	Insolvency		20
24	Arbitration		21
25	Service of Suit		22
26	Sanction Limitation and Exclusion Clause		23
27	Governing Law		23
28	Entire Agreement		23
29	Non-Waiver		23
30	Mode of Execution		24
31	Limited Recourse and Bermuda Regulations		24
32	Obligations and Collateral Release		25
	Company Signing Block		29

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that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY PER RISK EXCESS OF LOSS REINSURANCE CONTRACT

TABLE OF CONTENTS

Attachments	Page
Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - U.S.A.		30
Pools, Associations & Syndicates Exclusion Clause (Catastrophe)		32
Terrorism Exclusion		34
Limited Communicable Disease Exclusion No. 2(Property Treaty Reinsurance)		35
Trust Agreement Requirements Clause		36

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that the information is not material and is of the type that the registrant treats as private or confidential.

PROPERTY PER RISK EXCESS OF LOSS REINSURANCE CONTRACT

(the “Contract”)

of

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

(collectively, the “Company”)

and

WHITE ROCK INSURANCE (SAC) LTD., ACTING IN RESPECT OF ITS

SEGREGATED ACCOUNT T104 – SLIDE REINSURANCE

(the “Reinsurer”)

PREAMBLE

A. For purposes of sending and receiving notices and payments required by this Contract, Slide Insurance Company (“Slide Insurance”) shall be the distributor or recipient, as the case may. In no event, however, will Slide Insurance be deemed the agent of any member company.

B. While having no effect on the settlements or liabilities of the parties to this Contract, it is established that:

1. if a Loss Occurrence covered under this Contract involves multiple member companies, Slide Insurance will allocate the Reinsurer’s limit of liability for the Loss Occurrence to each member company involved, proportionately, based on the percentage which the affected member company’s loss bears to the total of all losses contributing to that Loss Occurrence; and

2. with respect to reinsurance premiums due the Reinsurer hereunder, each member company shall be responsible for its proportionate share of the reinsurance premium. The deposit premium, minimum premium, and final reinsurance premium, as determined under the terms of this Contract, shall be apportioned to each member company by Slide Insurance in the same proportion that each member company’s exposure bears to the total subject exposure.

Records of these allocations shall be maintained within Slide Insurance in sufficient detail to identify both the Reinsurer’s loss obligations allocated to each member company and each member company’s share of premium allocation.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 1

BUSINESS COVERED

This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of loss or losses under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company, subject to the terms and conditions herein contained. Further, there will be no coverage under this Contract for Named Windstorms. The term “Named Windstorm” shall mean a storm and all other atmospheric perils arising out of such storm that is identified and named as a Tropical Storm or Hurricane by the NHC. The duration of such Named Windstorm shall be deemed to be:

a) Beginning at the time a Named Windstorm warning is issued by the NHC for any part of each state in which the Company writes the business reinsured hereunder;

b) Continuing for the time period which the Named Windstorm conditions exist anywhere in such state; and

c) Ending 72 hours following the termination of the last Named Windstorm warning by the NHC for any part of such state.

“NHC” means the National Hurricane Center of the National Weather Service, operated by the National Oceanographic and Atmospheric Administration of the United States Government.

ARTICLE 2

RETENTION AND LIMIT

The Reinsurer shall be liable in respect of each loss, each risk, for the Ultimate Net Loss over and above an initial Ultimate Net Loss of $[***] each loss, each risk, subject to a limit of liability to the Reinsurer of $[***]each loss, each risk, and further subject to a limit of liability to the Reinsurer of $[***]each Loss Occurrence. Nevertheless, the Reinsurer’s liability for all losses, all risks, all Loss Occurrences during the term of this Contract shall not exceed $[***].

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 3

TERM

A. This Contract shall take effect at 12:01 a.m., Standard Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Standard Time, June 1, 2025, applying to losses occurring during the term of this Contract. “Standard Time” shall mean the time as described in the original Policy.

B. The Reinsurer shall have no liability for losses occurring after expiration of this Contract.

ARTICLE 4

SPECIAL TERMINATION

A. The Company may terminate the Reinsurer’s percentage share in this Contract at any time by giving written notice to the Reinsurer in the event of any of the following circumstances:

1. The Reinsurer ceases underwriting operations.

2. A state insurance department or other legal authority orders the Reinsurer to cease writing business, or the Reinsurer is placed under regulatory supervision.

3. The Reinsurer has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

5. The Reinsurer has merged with or has become acquired or controlled by any company, corporation, or individual(s) not controlling the Reinsurer’s operations at the inception of this Contract.

6. The Reinsurer has retroceded its entire liability under this Contract without the Company’s prior written consent, except for retrocessions to members of the Reinsurer’s holding company group.

8. The Reinsurer has transferred or delegated its claims-paying authority, as respects business subject to this Contract, to an unaffiliated entity; however, agreement by a Lloyd’s syndicate to follow claim settlement procedures under the Lloyd’s Claims Scheme (Combined) shall not constitute a transfer or delegation of its claims-paying authority for purposes of this subparagraph.

9. The Reinsurer engages in the process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time.

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that the information is not material and is of the type that the registrant treats as private or confidential.

10. The Reinsurer in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

11. The Reinsurer has failed to post or maintain required collateral to secure its obligations as required under this Contract, and has not cured such deficiency within 30 days following written notice thereof from the Company.

12. There is a severance or obstruction of free and unfettered communication and/or normal commercial and/or financial intercourse between the country in which the Company is incorporated and the country in which the Reinsurer is incorporated or has its principal office, as a result of war, currency regulation, or any circumstance arising out of political, financial or economic emergency.

13. The Reinsurer resides or is incorporated in countries where any regulation, whether by decree or otherwise, be enforced by the government which shall restrict or prohibit its performance of any or all of its obligations under this Contract or any contract in consideration of which this Contract has been completed.

B. Termination shall be effected on a cut-off basis and the Reinsurer shall have no liability for Loss Occurrences commencing after the date of termination. The reinsurance premium due the Reinsurer hereunder (including any minimum reinsurance premium) shall be prorated based on the period of the Reinsurer’s participation hereon, and the Reinsurer shall immediately return any excess reinsurance premium received. Reinstatement premium, if any, shall be calculated based on the Reinsurer’s reinsurance premium earned during the period of the Reinsurer’s participation hereon.

C. Additionally, in the event of any of the circumstances listed in paragraph A of this Article, the Company shall have the option to commute the Reinsurer’s liability for losses on Policies covered by this Contract. In the event the Company and the Reinsurer cannot agree on the commutation amount, they shall appoint an actuary and/or appraiser to assess such amount and shall share equally any expense of the actuary and/or appraiser. If the Company and the Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties in respect of liability arising from the Reinsurer’s participation under this Contract.

D. The Company’s option to require commutation under paragraph C above shall survive the termination or expiration of this Contract.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 5

RUN-OFF REINSURERS

A. “Run-off Reinsurer” means any Reinsurer that:

1. has been ordered by a state insurance department or other legal authority to cease writing business, or has been placed under regulatory supervision or in rehabilitation; or

2. has ceased reinsurance underwriting operations; or

3. has transferred its claims-paying authority to an unaffiliated entity; or

4. engages in a process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time; or

5. in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

Notwithstanding the foregoing, agreement by a Lloyd’s syndicate to follow claim settlements procedures under Lloyd’s Claims Scheme (Combined) shall not constitute a transfer of its claims-paying authority, for purposes of subparagraphs (3) and (5) of this paragraph.

B. Notwithstanding any other provision of this Contract, in the event that a Reinsurer becomes a Run-off Reinsurer at any time, the Company may elect, by giving written notice to the Run-off Reinsurer at any time thereafter, that all or any of the following shall apply to the Run-off Reinsurer’s participation hereunder:

1. If the Run-off Reinsurer does not pay a claim or raise a query concerning the claim within 30 days of billing, it shall be estopped from denying such claim and must pay immediately.

2. If payment of any claim has been received from Reinsurers constituting at least 70% of the interests and liabilities of all Reinsurers that participated on this Contract and are active as of the due date; it being understood that said date shall not be later than 90 days from the date of transmittal by the Intermediary of the initial billing for each such payment, the Run-off Reinsurer shall be estopped from denying such claim and must pay within 10 days following transmittal to the Run-off Reinsurer of written notification of such payments. For purposes of this subparagraph, a Reinsurer shall be deemed to be active if it is not a Run-off Reinsurer.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. The Run-off Reinsurer’s liability for losses for Policies covered by this Contract shall be commuted. In the event the Company and the Run-off Reinsurer cannot agree on the commutation amount of the Run-off Reinsurer’s liability under such Policies, they shall appoint an actuary and/or appraiser to assess such liability and shall share equally any expense of the actuary and/or appraiser. If the Company and the Run-off Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Run-off Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Run-off Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties under this Contract.

4. The Run-off Reinsurer shall have no right of access to the Records of the Company if the Run-off Reinsurer has denied payment of any claim hereunder or there is a pending arbitration between the Company and the Run-off Reinsurer regarding any claim hereunder. A reservation of rights shall be considered a denial of a claim.

5. The Run-off Reinsurer shall be precluded from asserting that a claim otherwise payable hereunder is Loss in Excess of Policy Limits and/or Extra Contractual Obligations, if no active Reinsurer has not made such assertion.

6. The Run-off Reinsurer shall immediately provide funding of the Run-off Reinsurer’s share of 100% of liabilities (the “Reinsurer’s Obligations”) as defined in the Unauthorized Reinsurance Article. This subparagraph does not apply to any Run-off Reinsurer to the extent that the Run-off Reinsurer provides funding under the Unauthorized Reinsurance Article or maintains a trust fund, approved by the regulatory authorities having jurisdiction over the Company’s credit for reinsurance, for the payment of claims of the Run-off Reinsurer’s U.S. ceding insurers.

7. In the event that either party demands arbitration of a dispute between the Company and the Run-off Reinsurer, and the amount in dispute is less than $500,000, unless the arbitration notice includes a demand for rescission of this Contract, notwithstanding the terms of the Arbitration Article, the dispute shall be resolved by a sole arbitrator and the following procedures shall apply:

a. The sole arbitrator shall be chosen by mutual agreement of the parties within 15 business days after the demand for arbitration. If the parties have not chosen an arbitrator within the 15 business days after the receipt of the arbitration notice, the arbitrator shall be chosen in accordance with the ARIAS U.S. Streamlined Rules for Small Claims Disputes, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS) and in force on the date the arbitration is demanded. The nominated arbitrator must be available to read any written submissions and hear testimony within 60 calendar days of being chosen.

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b. Within 10 business days after the arbitrator has been appointed, the parties shall be notified of deadlines for the submission of briefs and documentary evidence, as determined by the arbitrator. There shall be no discovery or hearing unless the parties agree to engage in limited discovery and/or a hearing. Also, the arbitrator can determine, without the consent of the parties, that a limited hearing is necessary.

C. The Company’s waiver of any rights provided in this Article is not a waiver of that right or other rights at a later date.

ARTICLE 6

TERRITORY

The territorial limits of this Contract shall be identical with those of the Company’s Policies.

ARTICLE 7

EXCLUSIONS

A. This Contract shall not apply to and specifically excludes:

1. Liability assumed by the Company under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Company’s request and reinsured 100% by the Company shall not be excluded hereunder.

2. All liability of the Company arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Company of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part.

3. Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause.

4. Financial guarantee and insolvency.

5. Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached to and forming part of this Contract.

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6. Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached to and forming part of this Contract.

7. Flood, when written as such.

8. Earthquake, when written as such.

9. Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) NMA2930C, attached to and forming part of this Contract.

10. All assessments from Citizens Property Insurance Corporation or the Florida Hurricane Catastrophe Fund (hereinafter “FHCF”).

11. Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance) LMA5503, attached to and forming part of this Contract.

B. However, should any arbitration panel or any judicial, regulatory, or legislative entity having legal jurisdiction invalidate any exclusion in the Company’s Policy or the underlying Policy on which the Company’s Policy follows form, any amount of loss for which the Company is liable because of such invalidation shall not be excluded hereunder.

C. The exclusions enumerated above shall not apply when they are merely Incidental to the main operations of the insured, provided such main operations are covered by the Company and are not themselves excluded from the scope of this Contract. The Company shall determine what is “Incidental.”

D. Should the Company, by reason of an inadvertent act, error, or omission, be bound to afford coverage excluded hereunder or should an existing insured extend its operations to include coverage excluded hereunder, the Reinsurer shall waive the exclusion(s). The duration of said waiver shall not extend beyond the time that notice of such coverage has been received by the responsible underwriting authority of the Company plus the minimum time period required thereafter for the Company to terminate such coverage.

ARTICLE 8

SPECIAL ACCEPTANCE

From time to time the Company may request a special acceptance of reinsurance falling outside the scope of the provisions of this Contract. Within three days of receipt of such a request, each Reinsurer shall accept such request, ask for additional information, or reject the request. Any reinsurance that is specially accepted by the Reinsurer shall be covered under this Contract and shall be subject to the terms hereof, except as such terms shall be modified by the special acceptance. If a Reinsurer fails to respond to a special acceptance request within three days, the Reinsurer shall be deemed to have agreed to the special acceptance.

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ARTICLE 9

PREMIUM

A. The premium to be paid to the Reinsurer shall be equal to [***]% per $1,000 of the Company’s Average Total Insured Value (TIV) with respect to the business covered hereunder, subject to a minimum premium and deposit premium of $[***] payable on June 1, 2024.

B. Average TIV shall mean the average of the Company’s TIV at June 1, 2024, September 1, 2024, December 1, 2024, March 1, 2025 and June 1, 2025.

C. Within 25 days after the expiration of this Contract, the Company shall furnish to the Reinsurer a statement of the Average TIV Premium Income for the term of this Contract and calculate a premium in accordance with paragraph A of this Article. If the premium due the Reinsurer is greater than the deposit premium paid, an additional premium shall be due and payable for the amount in excess of the deposit. If the premium due the Reinsurer is less than the deposit premium paid, the Reinsurer shall refund the excess premium paid, subject to the minimum premium specified in paragraph A above.

D. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

ARTICLE 10

DEFINITIONS

A. The Company shall be the sole judge of what constitutes “one risk” for purposes of this Contract.

B.  1. “Ultimate Net Loss” means the actual loss paid by the Company or which the Company becomes liable to pay, such loss to include 90% of any Extra Contractual Obligation and 90% of any Loss in Excess of Policy Limits as defined in the Extra Contractual Obligations/Excess of Policy Limits Article, and declaratory judgement expense where there is no loss other than declaratory judgement expense arising out of the claim, but excluding Loss Adjustment Expense, which shall be handled in accordance with subparagraph (6) below.

2. Salvages and all recoveries (including amounts due from all reinsurances that inure to the benefit of this Contract, whether recovered or not), shall be first deducted from such loss to arrive at the amount of liability attaching hereunder.

3. All salvages, recoveries or payments recovered or received subsequent to loss settlement hereunder shall be applied as if recovered or received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

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4. The Company shall be deemed to be “liable to pay” a loss when a judgment has been rendered that the Company does not plan to appeal, and/or the Company has obtained a release, and/or the Company has accepted a proof of loss and/or the Company has made a commitment to pay, and/or the Company has scheduled the payment of the loss.

5. Nothing in this clause shall be construed to mean that losses are not recoverable hereunder until the Company’s “Ultimate Net Loss” has been ascertained.

6. The Reinsurer shall pay to the Company the Reinsurer’s proportion of Loss Adjustment Expense in the ratio that the Reinsurer’s loss payment bears to the total Ultimate Net Loss. However, expense incurred in obtaining salvages or recoveries, or in the reduction or reversal of any award or judgment, shall be apportioned between the Company and the Reinsurer in the proportion that each benefits from such salvage, recovery, reduction, or reversal. Expenses incurred up to the time of the original loss settlement, verdict, judgment or award shall be shared in proportion to what would have been each party’s share. Such payment shall be in addition to the limits stated in the Retention and Limit Article.

C. “Loss Adjustment Expense” means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

1. court costs;

2. costs of supersedeas and appeal bonds;

3. monitoring counsel expenses;

4. legal expenses and costs incurred in connection with coverage questions and legal actions connected thereto, including but not limited to declaratory judgment actions;

5. post-judgment interest;

6. pre-judgment interest, unless included as part of an award or judgment;

7. a pro rata share of salaries and expenses of Company field employees, calculated in accordance with the time occupied in adjusting such loss, and expenses of other Company employees who have been temporarily diverted from their normal and customary duties and assigned to the field adjustment of losses covered by this Contract;

8. expenses of the Company officials incurred in connection with losses covered by this Contract;

9. advertising or other extraordinary communication expenses incurred as a result of a covered Loss Occurrence;

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10. extraordinary expenses arising out of a covered loss occurrence, whether or not they are allocable to a specific claim; and

11. subrogation, salvage and recovery expenses.

“Loss Adjustment Expense” does not include salaries and expenses of the Company’s employees and officials except as provided in subparagraphs (7) and (8) above, and office and other overhead expenses.

D.   1. “Loss Occurrence” means the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event.

ARTICLE 11

EXTRA CONTRACTUAL OBLIGATIONS/EXCESS OF POLICY LIMITS

A. This Contract shall cover Extra Contractual Obligations, as provided in the definition of Ultimate Net Loss. “Extra Contractual Obligations” shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

B. This Contract shall cover Loss in Excess of Policy Limits, as provided in the definition of Ultimate Net Loss. “Loss in Excess of Policy Limits” shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

C. An Extra Contractual Obligation and/or Loss in Excess of Policy Limits shall be deemed to have occurred on the same date as the loss covered under the Company’s Policy, and shall constitute part of the original loss.

D. For the purposes of the Loss in Excess of Policy Limits coverage hereunder, the word “Loss” shall mean any amounts for which the Company would have been contractually liable to pay had it not been for the limit of the original Policy.

E. Loss Adjustment Expense in respect of Extra Contractual Obligations and/or Loss in Excess of Policy Limits shall be covered hereunder in the same manner as other Loss Adjustment Expense.

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F. However, this Article shall not apply where the loss has been incurred due to final legal adjudication of fraud of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the presentation, defense or settlement of any claim covered hereunder.

G. In no event shall coverage be provided to the extent not permitted under law.

ARTICLE 12

NET RETAINED LIABILITY

A. This Contract applies only to that portion of any loss that the Company retains net for its own account (prior to deduction of any reinsurance that inures solely to the benefit of the Company).

B. The amount of the Reinsurer’s liability hereunder in respect of any loss or losses shall not be increased by reason of the inability of the Company to collect from any other reinsurer(s), whether specific or general, any amounts that may have become due from such reinsurer(s), whether such inability arises from the insolvency of such other reinsurer(s) or otherwise.

ARTICLE 13

OTHER REINSURANCE

A. The Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Contract.

B. The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Contract.

ARTICLE 14

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the respective Policies of the Company. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 15

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

ARTICLE 16

NOTICE OF LOSS AND LOSS SETTLEMENTS

A. The Company shall advise the Reinsurer promptly of all losses that, in the opinion of the Company, may result in a claim hereunder and of all subsequent developments thereto that may materially affect the position of the Reinsurer.

B. The Company alone and at its full discretion shall adjust, settle or compromise all claims and losses.

C. As respects losses subject to this Contract, all loss settlements made by the Company, whether under strict Policy terms or by way of compromise, and any Extra Contractual Obligations and/or Loss in Excess of Policy Limits, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay or allow, as the case may be, its share of each such settlement immediately upon receipt of proof of loss, or other evidence of loss the Company has paid or become liable to pay.

ARTICLE 17

OFFSET

Each party hereto shall have and may exercise at any time and from time to time, the right to offset any and all balances due from a party to the other arising under this Contract. In the event of the insolvency of a party hereto, offsets shall only be allowed in accordance with the provisions of any applicable law governing offset entitlement.

ARTICLE 18

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

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ARTICLE 19

TAXES

A. In consideration of the terms under which this Contract is issued, the Company undertakes not to claim any deduction of the premium hereon when making Canadian tax returns or when making tax returns, other than Income or Profits Tax returns, to any state or territory of the United States of America or to the District of Columbia.

B.   1. Each Reinsurer has agreed to allow, for the purpose of paying the Federal Excise Tax, the applicable percentage of the premium payable hereon (as imposed under the Internal Revenue Code) to the extent such premium is subject to Federal Excise Tax.

2. In the event of any return of premium becoming due hereunder, the Reinsurer shall deduct the applicable percentage of the premium from the amount of the return, and the Company or its agent should take steps to recover the Tax from the U.S. Government.

ARTICLE 20

ACCESS TO RECORDS

A. The Reinsurer or its duly authorized representatives shall have the right to visit the offices of the Company to inspect, examine, audit, and verify any of the policy, accounting or claim files (“Records”) relating to business reinsured under this Contract during regular business hours after giving 30 days’ prior notice. This right shall be exercisable during the term of this Contract or after the expiration of this Contract. Notwithstanding the above, the Reinsurer shall not have any right of access to the Records of the Company if it is not current in all undisputed payments due the Company.

B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

C. Notwithstanding the above, the Company reserves the right to withhold from the Reinsurer any Privileged Documents. However, the Company shall permit and not object to the Reinsurer’s access to Privileged Documents in connection with the underlying claim reinsured hereunder following final settlement or final adjudication of the case or cases involving such claim, with prejudice against all claimants and all parties to such adjudications; the Company may defer release of such Privileged Documents if there are subrogation, contribution, or other third party actions with respect to that claim or case, and the Company’s defense might be jeopardized by release of such Privileged Documents. In the event that the Company seeks to defer release of such Privileged Documents, it shall, in consultation with the Reinsurer, take other steps as reasonably necessary to provide the Reinsurer with the information it reasonably requires to indemnify the Company without causing a loss of such privileges or protections. The Reinsurer shall not have access to Privileged Documents relating to any dispute between the Company and the Reinsurer.

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that the information is not material and is of the type that the registrant treats as private or confidential.

D. For purposes of this Article:

1. “Privileged Documents” means any documents that are Attorney-Client Privilege Documents and/or Work Product Privilege Documents.

2. “Attorney-Client Privilege Documents” means communications of a confidential nature between (a) the Company, or anyone retained by or at the direction of the Company, or its in-house or outside legal counsel, or anyone in the control of such legal counsel, and (b) any in-house or outside legal counsel, if such communications relate to legal advice being sought by the Company and/or contain legal advice being provided to the Company.

3. “Work Product Privilege Documents” means communications, written materials and tangible things prepared by or for in-house or outside counsel, or prepared by or for the Company, in anticipation of or in connection with litigation, arbitration, or other dispute resolution proceedings.

ARTICLE 21

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

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3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

provided any party receiving such Confidential Information under subparagraphs B(1), B(3) and B(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure and to use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

ARTICLE 22

INDEMNIFICATION AND ERRORS AND OMISSIONS

A. The Reinsurer is reinsuring, subject to the terms and conditions of this Contract, the obligations of the Company under any Policy. The Company shall be the sole judge as to:

1. what shall constitute a claim or loss covered under any Policy;

2. the Company’s liability thereunder;

3. the amount or amounts that it shall be proper for the Company to pay thereunder.

B. The Reinsurer shall be bound by the judgment of the Company, subject to the terms and conditions of this Contract, as to the obligation(s) and liability(ies) of the Company under any Policy.

C. Any inadvertent error, omission or delay in complying with the terms and conditions of this Contract shall not be held to relieve either party hereto from any liability that would attach to it hereunder if such error, omission or delay had not been made, provided such error, omission or delay is rectified immediately upon discovery.

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ARTICLE 23

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or (2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then,

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and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

ARTICLE 24

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

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G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

ARTICLE 25

SERVICE OF SUIT

A. This Article applies only to those Reinsurers not domiciled in the United States of America, and/or not authorized in any state, territory and/or district of the United States of America where authorization is required by insurance regulatory authorities.

B. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

C. In the event of the failure of the Reinsurer to perform its obligations hereunder, the Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Reinsurer, once the appropriate court is selected, whether such court is the one originally chosen by the Company and accepted by the Reinsurer or is determined by removal, transfer, or otherwise, as provided for above, shall comply with all requirements necessary to give said court jurisdiction and, in any suit instituted against the Reinsurer upon this Contract, shall abide by the final decision of such court or of any appellate court in the event of an appeal.

D. Further, pursuant to any statute of any state, territory or district of the United States that makes provision therefor, the Reinsurer hereby designates the Superintendent, Commissioner or Director of Insurance, or other officer specified for that purpose in the statute, or his successor or successors in office, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract, and hereby designates the above-named as the person to whom the said officer is authorized to mail such process or a true copy thereof.

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ARTICLE 26

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that Reinsurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America.

ARTICLE 27

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules with the exception of any matters related to Article 31 – Limited Recourse and Bermuda Regulation – of the Contract, which shall be governed by the laws of Bermuda. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

ARTICLE 28

ENTIRE AGREEMENT

This Contract sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

ARTICLE 29

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 30

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

ARTICLE 31

LIMITED RECOURSE AND BERUMDA REGULATIONS

A. Segregated Account: This Contract is entered into by White Rock Insurance (SAC) Ltd. (“White Rock”) acting in respect of its segregated account T104, (the “Segregated Account”) for the purposes of section 11(3) of the Segregated Accounts Companies Act 2000 of Bermuda (the “SAC Act”). Each party acknowledges that White Rock is a segregated accounts company under the SAC Act and agrees that its rights and obligations under this Contract are subject to the provisions of the SAC Act.

B. Limited Recourse and No Further Action: Except as expressly provided in this Contract and in accordance with the provisions of sections 11(4) and 17(5) of the SAC Act, the parties agree that their right to claim or proceed against the Segregated Account of White Rock in respect of this Contract is confined to the assets linked to such Segregated Account and, where a claim, liability or obligation of the Subscribing Reinsurer arises from or in connection with this Contract , recourse shall be limited to the assets linked to such Segregated Account as evidenced in the books and records of White Rock.

No such claim, liability or obligation shall extend, and no party shall have recourse, to any asset of White Rock linked to any other segregated account established by White Rock pursuant to the SAC Act or to the general account (as defined in the SAC Act) of White Rock or otherwise. In addition, no asset shall be transferred at any time from the general account of White Rock to any segregated account in connection with satisfying any such claim, liability or obligation unless otherwise expressly agreed in writing by the parties hereto in accordance with the requirements of the SAC Act. If the assets linked to the Segregated Account are insufficient to meet the obligations of the Subscribing Reinsurer under this Contract, the Subscribing Reinsurer’s obligations shall be limited to such assets and the parties shall not be entitled to take any further steps against Subscribing Reinsurer to recover any further sum and no debt shall be owed to the parties by Subscribing Reinsurer or White Rock.

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. Governing Law: The effect of this Limited Recourse and Bermuda Regulations Article and the rights and obligations of any party pursuant to this Limited Recourse and Bermuda Regulations Article shall be governed by the laws of Bermuda with reference to the SAC Act and, for such purpose only, the parties hereto irrevocably submit to the jurisdiction of the Supreme Court of Bermuda. Except as otherwise defined herein or unless the context otherwise requires, terms and expressions defined in this Limited Recourse and Bermuda Regulations Article have the same meanings given to them in the SAC Act.

D. Arbitration: Where this Contract provides for any matter to be referred to an arbitrator, in all such cases (i) the arbitrator shall respect the Limited Recourse and No Further Action provisions provided in paragraph B above, (ii) the arbitrator shall follow and be bound by the SAC Act, and (iii) any award by the arbitrator shall be subject to the SAC Act. For the avoidance of doubt, the arbitrator shall not have the power to make an award that is inconsistent with the Limited Recourse and No Further Action provisions and/or the SAC Act.

E. Conflict: Each party agrees that, if there is an inconsistency between the provisions of this Limited Recourse and Bermuda Regulations Article and any other provisions of this Contract, this Article shall prevail.

ARTICLE 32

OBLIGATIONS AND COLLATERAL RELEASE

A. The Reinsurer will establish a trust fund (“Trust Fund”) for its Obligations (as defined herein) hereunder, pursuant to that certain Trust Agreement by and between the Reinsurer, the Company, and Regions Bank (the “Trust Agreement”). The Trust Fund shall be funded pursuant to the provisions hereof. Collateral deposited in the Trust Fund may be withdrawn on the terms set forth herein and in the Trust Agreement. The Trust Agreement shall be at all times in compliance with the relevant provisions of the Insurance Code of the Company’s state of domicile and the administrative regulations adopted by that state’s insurance department, in order for the Company to receive full statutory financial statement credit for reinsurance provided under this Contract. Collateral deposited in the Trust Fund may be withdrawn at any time, notwithstanding the other provisions of this Contract, and utilized and applied by the Company or any successor, by operation of law, of the Company, including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Company, without diminution because of insolvency on the part of the Company or the Reinsurer, for the following purposes:

1. to reimburse the Company for the Reinsurer’s Obligations, the payment of which is due under the terms of this Contract and that has not been otherwise paid;

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. to make refund of any sum that is in excess of 102% of the amount required to pay the Reinsurer’s Obligations under this Contract;

3. to fund an account with the Company for the Reinsurer’s Obligations. Such cash deposit shall be held in an interest-bearing account separate from the Company’s other assets, and interest thereon not in excess of the prime rate shall accrue to the benefit of the Reinsurer;

4. to pay the Reinsurer’s share of any other amounts the Company claims are due under this Contract.

B. The term “Obligations” shall mean during the term of the Contract, 100% of the limit of the Reinsurer’s liability (being $[***]) hereunder less any unpaid premium (net of brokerage and Federal Excise Tax as applicable) and aggregate amounts previously paid by the Reinsurer in respect of claims under this Contract. Upon expiration of the Contract, the term “Obligations” shall mean the amount as determined in accordance with paragraph D below.

C. If, at expiration of this Contract, the Company, in its commercially reasonable judgment, believes that no claims will impact this Contract, the Company will so notify the Reinsurer and shall fully and finally release from the Trust Fund all collateral contained therein.

D. If, at the expiration of this Contract, the Company, in its commercially reasonable judgment, believes that a loss or losses have occurred that may result in a claim hereunder, the Reinsurer’s Obligations shall be determined as follows, unless otherwise mutually agreed:

1. The Company shall determine the sum of the following, as respects the Ultimate Net Loss for each such loss, as of the Contract expiration date:

a. losses and Loss Adjustment Expense paid by the Company;

b. reserves for losses reported and outstanding;

c. reserves for losses incurred but not reported;

d. reserves for Loss Adjustment Expense.

2. The amount as determined in the foregoing subparagraph, measured as of the applicable determination date (as specified in paragraph E below), multiplied by the appropriate buffer loss factor from the table below, based upon the number of months, which have elapsed since the loss, as follows:

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that the information is not material and is of the type that the registrant treats as private or confidential.

Buffer Loss Factor Table
Number of Calendar Months Since Start of Date of Loss
0 to 6	150	%
>6 to 9	125	%
>9 to 12	110	%
>12 to 15	105	%
>15 to 18	100	%
Thereafter	100	%

As of 67 months after expiration of this Contract (the “Reporting Period”), the amount determined in subparagraphs 1 and 2 above for such date shall be considered the definitive Ultimate Net Loss for each such loss for which the Company and the Reinsurer agree to commute this Contract with final settlement on that basis.

3. The Reinsurer’s Obligations hereunder for each loss as of any determination date shall be the amount determined in accordance with subparagraphs 1 and 2 above, after application of the Company’s retention and the Reinsurer’s limit under this Contract, and deduction of amounts paid by the Reinsurer for that loss.

E. The procedure for determining the amount of collateral required to fund the Reinsurer’s Obligations as set forth in paragraph D above, shall be followed each and every time, if in the opinion of the Company, there are materially new estimates regarding its losses, and each quarter-end, until all the Reinsurer’s Obligations have been extinguished or the Reporting Period is over, whichever is earlier. The information to be used for the determinations of the Reinsurer’s Obligations shall be as reflected on the Company’s official books and records. Furthermore, if so, requested by the Reinsurer, the Company shall provide the information listed in paragraph D above, and accompanied by a written explanation of its estimates within seven Business Days of such request.

F. The Company agrees to release from the Trust Fund all collateral in excess of 102% of the amount required to pay the Reinsurer’s Obligations for its share of actual and possible claims, as determined in accordance with paragraph D above within 10 Business Days of the date of such determination. “Business Day” shall be defined as a day (other than a Saturday or a Sunday) on which banks are open for commercial business in Hamilton, Bermuda, and in New York, New York, U.S.A.

G. Once the collateral held in the Trust Fund has been released in accordance with this Article, the Company shall have no recourse to such Assets. The Reinsurer’s maximum limit of liability hereunder at any time will be equal to the amount then retained in the Trust Fund.

H. At the end of the Reporting Period, this Contract will be commuted based on the Reinsurer’s Obligations at that point. The Company agrees to terminate the Trust Account, and all remaining collateral will be released to the Company and/or the Reinsurer, as applicable, and both parties shall be released from any further obligations under this Contract.

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that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the Company has caused this Contract to be executed by its duly authorized representative(s), this 13 day of August, in the year of 2024.

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

including any and/or all companies that are or may hereafter become affiliated therewith

/s/ Rich Hanson     Chief Financial Officer

PROPERTY PER RISK EXCESS OF LOSS REINSURANCE CONTRACT

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that the information is not material and is of the type that the registrant treats as private or confidential.

and on this 21 day of August, in the year 2024.

WHITE ROCK INSURANCE (SAC) LTD. ACTING IN RESPECT FOR ITS

SEGREGATED ACCOUNT T104 SLIDE (FOR AND ON BEHALF OF THE

“REINSURER”)

/s/ William Luu     /s/ Seadna Kirwan

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

PROPERTY PER RISK EXCESS OF LOSS REINSURANCE CONTRACT

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that the information is not material and is of the type that the registrant treats as private or confidential.

NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - U.S.A.

1. This Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

2. Without in any way restricting the operation of paragraph (1) of this clause, this Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

I. Nuclear reactor power plants including all auxiliary property on the site, or

II. Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

III. Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

IV. Installations other than those listed in paragraph (2) III above using substantial quantities of radioactive isotopes or other products of nuclear fission.

3. Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate

(a) where Reassured does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

4. Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

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that the information is not material and is of the type that the registrant treats as private or confidential.

5. It is understood and agreed that this clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Reassured to be the primary hazard.

6. The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

7. Reassured to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that

(a) all policies issued by the Reassured on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Reassured on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

12/12/57

NMA 1119

NOTES:	Wherever used herein the terms:
	“Reassured”	shall be understood to mean “Company”, “Reinsured”, “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement”, “Contract”, “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers”, “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS & SYNDICATES EXCLUSION CLAUSE (CATASTROPHE)

It is hereby understood and agreed that:

A. This Contract excludes loss or liability arising from:

1. Business derived directly or indirectly from any pool, association, or syndicate which maintains its own reinsurance facilities. This subparagraph 1 shall not apply with respect to:

a. Residual market mechanisms created by statute. This Contract shall not extend, however, to afford coverage for liability arising from the inability of any other participant or member in the residual market mechanism to meet its obligations, nor shall this Contract extend to afford coverage for liability arising from any claim against the residual market mechanism brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract). For the purposes of this Clause, the California Earthquake Authority shall be deemed to be a “residual market mechanism.”

b. Inter-agency or inter-government joint underwriting or risk purchasing associations (however styled) created by or permitted by statute or regulation.

2. Those perils insured by the Company that the Company knows, at the time the risk is bound, to be insured by or in excess of amounts insured or reinsured by any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks. This subparagraph 2 shall not apply:

a. If the total insured value over all interests of the risk is less than $[***].

b. To interests traditionally underwritten as Inland Marine or Stock or Contents written on a blanket basis.

c. To Contingent Business Interruption liability, except when it is known to the Company, at the time the risk is bound, that the key location is insured by or through any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks; unless the total insured value over all interests of the risk is less than $[***].

B. With respect to loss or liability arising from the Company’s participation or membership in any residual market mechanism created by statute, the Company may include in its ultimate net loss only amounts for which the Company is assessed as a direct consequence of a covered loss occurrence, subject to the following provisions:

1. Recovery is limited to perils otherwise protected hereunder.

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that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event the terms of the Company’s participation or membership in any such residual market mechanism permit the Company to recoup any such direct assessment attributed to a loss occurrence by way of a specific policy premium surcharge or similar levy on policyholders, the amount received by the Company as a result of such premium surcharge or levy shall reduce the Company’s ultimate net loss for such loss occurrence.

3. The result of any rate increase filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall have no effect on the Company’s ultimate net loss for any covered loss occurrence.

4. The result of any premium tax credit filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall reduce the Company’s ultimate net loss for any covered loss occurrence.

5. The Company may not include in its ultimate net loss any amount resulting from an assessment that, pursuant to the terms of the Company’s participation or membership in the residual market mechanism, the Company is required to pay only after such assessment is collected from the policyholder.

6. The ultimate net loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of a residual market mechanism nor any fines or penalties imposed on the Company for late payment.

7. If, however, a residual market mechanism only provides for assessment based on an aggregate of losses in any one contract or plan year of said mechanism, then the amount of that assessment to be included in the ultimate net loss for any one loss occurrence shall be determined by multiplying the Company’s share of the aggregate assessment by a factor derived by dividing the Company’s ultimate net loss (net of the assessment) with respect to the loss occurrence by the total of all of its ultimate net losses (net of assessments) from all loss occurrences included by the mechanism in determining the assessment.

8/1/2012

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TERRORISM EXCLUSION

(Property Treaty Reinsurance)

Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, it is agreed that this reinsurance agreement excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any act of terrorism, as defined herein, regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

An act of terrorism includes any act, or preparation in respect of action, or threat of action designed to influence the government de jure or de facto of any nation or any political division thereof, or in pursuit of political, religious, ideological, or similar purposes to intimidate the public or a section of the public of any nation by any person or group(s) of persons whether acting alone or on behalf of or in connection with any organisation(s) or government(s) de jure or de facto, and which:

(i) involves violence against one or more persons; or

(ii) involves damage to property; or

(iii) endangers life other than that of the person committing the action; or

(iv) creates a risk to health or safety of the public or a section of the public; or

(v) is designed to interfere with or to disrupt an electronic system.

This reinsurance agreement also excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any action in controlling, preventing, suppressing, retaliating against, or responding to any act of terrorism.

Notwithstanding the above and subject otherwise to the terms, conditions, and limitations of this reinsurance agreement, in respect only of personal lines this reinsurance agreement will pay actual loss or damage (but not related cost or expense) caused by any act of terrorism provided such act is not directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with biological, chemical, radioactive, or nuclear pollution or contamination or explosion.

22/11/02

NMA2930C

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that the information is not material and is of the type that the registrant treats as private or confidential.

LIMITED COMMUNICABLE DISEASE EXCLUSION NO. 2

(PROPERTY TREATY REINSURANCE)

1. Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2. Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly caused by or arising from any of the following perils: fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, rainstorm, hail, tornado, cyclone, typhoon, hurricane, earthquake, seaquake, seismic and/or volcanic disturbance/eruption, tsunami, flood, freeze, ice storm, weight of snow or ice, avalanche, meteor/asteroid impact, landslip, landslide, mudslide, bush fire, forest fire, riot, riot attending a strike, civil commotion, vandalism and malicious mischief.

Definitions

3. Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

3.1 the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

3.2 the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

3.3 the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

4. Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5503

15 May 2020

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that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

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that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

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EX-10.22

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.22

UNDERLYING PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

issued to

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

1 of 38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

UNDERLYING PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

TABLE OF CONTENTS

Article		Page
	Preamble		4
1	Business Covered		5
2	Retention and Limit		5
3	Term		5
4	Special Termination		5
5	Run-Off Reinsurers		7
6	Territory		9
7	Exclusions		9
8	Special Acceptance		11
9	Premium		11
10	Definitions		12
11	Florida Hurricane Catastrophe Fund		15
12	Extra Contractual Obligations/Excess of Policy Limits		16
13	Net Retained Liability		17
14	Other Reinsurance		18
15	Original Conditions		18
16	No Third Party Rights		18
17	Notice of Loss and Loss Settlements		18
18	Offset		19
19	Currency		19
20	Taxes		19
21	Access to Records		20
22	Confidentiality		20
23	Indemnification and Errors and Omissions		21
24	Insolvency		21
25	Arbitration		22
26	Service of Suit		23
27	Sanction Limitation and Exclusion Clause		24
28	Governing Law		24
29	Entire Agreement		25
30	Non-Waiver		25
31	Mode of Execution		25
32	Limited Recourse and Bermuda Regulations		26
33	Obligations and Collateral Release		27
	Company Signing Block		30

2 of 38

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that the information is not material and is of the type that the registrant treats as private or confidential.

UNDERLYING PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

TABLE OF CONTENTS

Attachments		Page
	Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance - U.S.A.		31
	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)		33
	Terrorism Exclusion		35
	Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance)		36
	Trust Agreement Requirements Clause		37

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

UNDERLYING PROPERTY CATASTROPHE EXCESS OF LOSS

REINSURANCE CONTRACT (PREPAID REINSTATEMENT)

(the “Contract”)

of

SLIDE INSURANCE COMPANY

Tampa, Florida

SLIDE SPECIALTY INSURANCE COMPANY

Ridgeway, South Carolina

including any and/or all companies that are or may hereafter become affiliated therewith

(collectively, the “Company”)

by

WHITE ROCK INSURANCE (SAC) LTD., acting in respect of its segregated account

T104 – SLIDE REINSURANCE

(hereinafter referred to individually as the “Subscribing Reinsurer”

and collectively as the “Reinsurer”)

PREAMBLE

A. For purposes of sending and receiving notices and payments required by this Contract, Slide Insurance Company (“Slide Insurance”) shall be the distributor or recipient, as the case may. In no event, however, will Slide Insurance be deemed the agent of any member company.

B. While having no effect on the settlements or liabilities of the parties to this Contract, it is established that:

1. if a Loss Occurrence covered under this Contract involves multiple member companies, Slide Insurance will allocate the Reinsurer’s limit of liability for the Loss Occurrence to each member company involved, proportionately, based on the percentage which the affected member company’s loss bears to the total of all losses contributing to that Loss Occurrence; and

2. with respect to reinsurance premiums due the Reinsurer hereunder, each member company shall be responsible for its proportionate share of the reinsurance premium. The premium, as determined under the terms of this Contract, shall be apportioned to each member company by Slide Insurance in the same proportion that each member company’s exposure bears to the total subject exposure.

3. records of these allocations shall be maintained within Slide Insurance in sufficient detail to identify both the Reinsurer’s loss obligations allocated to each member company and each member company’s share of premium allocation.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 1

BUSINESS COVERED

This Contract is to indemnify the Company in respect of the liability that may accrue to the Company as a result of loss or losses under Policies classified by the Company as Property, in force at the inception of this Contract, or written or renewed during the term of this Contract by or on behalf of the Company, subject to the terms and conditions herein contained.

ARTICLE 2

RETENTION AND LIMIT

The Reinsurer shall be liable for [***]% of each Loss Occurrence, subject to a limit of liability to the Reinsurer of $[***] (being $[***]at Reinsurer share of [***]%) each Loss Occurrence, and subject further to a limit of liability for all Loss Occurrences commencing during the term of this Contract of $[***], (being $[***]at Reinsurer share of [***]%) .

ARTICLE 3

TERM

This Contract shall take effect at 12:01 a.m., Eastern Daylight Savings Time, June 1, 2024, and shall remain in effect until 12:01 a.m., Eastern Daylight Savings Time June 1, 2025, applying to Loss Occurrences commencing during the term of this Contract.

ARTICLE 4

SPECIAL TERMINATION

A. The Company may terminate a Subscribing Reinsurer’s percentage share in this Contract at any time by giving written notice to the Subscribing Reinsurer in the event of any of the following circumstances:

1. The Subscribing Reinsurer ceases underwriting operations.

2. A state insurance department or other legal authority orders the Subscribing Reinsurer to cease writing business, or the Subscribing Reinsurer is placed under regulatory supervision.

3. The Subscribing Reinsurer has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations.

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that the information is not material and is of the type that the registrant treats as private or confidential.

4. The Subscribing Reinsurer has merged with or has become acquired or controlled by any company, corporation, or individual(s) not controlling the Subscribing Reinsurer’s operations at the inception of this Contract.

5. The Subscribing Reinsurer has retroceded its entire liability under this Contract without the Company’s prior written consent, except for retrocessions to members of the Subscribing Reinsurer’s holding company group.

6. The Subscribing Reinsurer has transferred or delegated its claims-paying authority, as respects business subject to this Contract, to an unaffiliated entity; however, agreement by a Lloyd’s syndicate to follow claim settlement procedures under the Lloyd’s Claims Scheme (Combined) shall not constitute a transfer or delegation of its claims-paying authority for purposes of this subparagraph.

7. The Subscribing Reinsurer engages in the process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time.

8. The Subscribing Reinsurer in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

9. The Subscribing Reinsurer has failed to post or maintain required collateral to secure its obligations as required under this Contract, and has not cured such deficiency within 30 days following written notice thereof from the Company.

10. There is a severance or obstruction of free and unfettered communication and/or normal commercial and/or financial intercourse between the country in which the Company is incorporated and the country in which the Subscribing Reinsurer is incorporated or has its principal office, as a result of war, currency regulation, or any circumstance arising out of political, financial or economic emergency.

11. The Subscribing Reinsurer resides or is incorporated in countries where any regulation, whether by decree or otherwise, be enforced by the government which shall restrict or prohibit its performance of any or all of its obligations under this Contract or any contract in consideration of which this Contract has been completed.

12.

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B. Termination shall be effected on a cut-off basis and the Subscribing Reinsurer shall have no liability for Loss Occurrences commencing after the date of termination. The reinsurance premium due the Subscribing Reinsurer hereunder (including any minimum reinsurance premium) shall be prorated based on the period of the Subscribing Reinsurer’s participation hereon, and the Subscribing Reinsurer shall immediately return any excess reinsurance premium received. Reinstatement premium, if any, shall be calculated based on the Subscribing Reinsurer’s reinsurance premium earned during the period of the Subscribing Reinsurer’s participation hereon.

C. Additionally, in the event of any of the circumstances listed in paragraph A of this Article, the Company shall have the option to commute the Subscribing Reinsurer’s liability for losses on Policies covered by this Contract. In the event the Company and the Subscribing Reinsurer cannot agree on the commutation amount, they shall appoint an actuary and/or appraiser to assess such amount and shall share equally any expense of the actuary and/or appraiser. If the Company and the Subscribing Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Subscribing Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Subscribing Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties in respect of liability arising from the Subscribing Reinsurer’s participation under this Contract.

D. The Company’s option to require commutation under paragraph C above shall survive the termination or expiration of this Contract.

ARTICLE 5

RUN-OFF REINSURERS

A. “Run-off Reinsurer” means any Subscribing Reinsurer that:

1. has been ordered by a state insurance department or other legal authority to cease writing business, or has been placed under regulatory supervision or in rehabilitation; or

2. has ceased reinsurance underwriting operations; or

3. has transferred its claims-paying authority to an unaffiliated entity; or

4. engages in a process of Scheme of Arrangement or similar procedure related to this Contract, including but not limited to an insurance business transfer scheme pursuant to Part VII of the Financial Services and Markets Act 2000 (U.K.), as may be amended from time to time; or

5. in any other way has assigned its interests or delegated its obligations under this Contract to an unaffiliated entity.

Notwithstanding the foregoing, agreement by a Lloyd’s syndicate to follow claim settlements procedures under Lloyd’s Claims Scheme (Combined) shall not constitute a transfer of its claims-paying authority, for purposes of subparagraphs (3) and (5) of this paragraph.

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B. Notwithstanding any other provision of this Contract, in the event that a Subscribing Reinsurer becomes a Run-off Reinsurer at any time, the Company may elect, by giving written notice to the Run-off Reinsurer at any time thereafter, that all or any of the following shall apply to the Run-off Reinsurer’s participation hereunder:

1. If the Run-off Reinsurer does not pay a claim or raise a query concerning the claim within 30 days of billing, it shall be estopped from denying such claim and must pay immediately.

2. If payment of any claim has been received from Subscribing Reinsurers constituting at least 70% of the interests and liabilities of all Subscribing Reinsurers that participated on this Contract and are active as of the due date; it being understood that said date shall not be later than 90 days from the date of transmittal by the Intermediary of the initial billing for each such payment, the Run-off Reinsurer shall be estopped from denying such claim and must pay within 10 days following transmittal to the Run-off Reinsurer of written notification of such payments. For purposes of this subparagraph, a Subscribing Reinsurer shall be deemed to be active if it is not a Run-off Reinsurer.

3. Reserved

4. The Run-off Reinsurer’s liability for losses for Policies covered by this Contract shall be commuted. In the event the Company and the Run-off Reinsurer cannot agree on the commutation amount of the Run-off Reinsurer’s liability under such Policies, they shall appoint an actuary and/or appraiser to assess such liability and shall share equally any expense of the actuary and/or appraiser. If the Company and the Run-off Reinsurer cannot agree on an actuary and/or appraiser, the Company and the Run-off Reinsurer each shall nominate three individuals, of whom the other shall decline two, and the final appointment shall be made by drawing lots. Payment by the Run-off Reinsurer of the amount of liability ascertained shall constitute a complete and final release of both parties under this Contract.

5. The Run-off Reinsurer shall have no right of access to the Records of the Company if the Run-off Reinsurer has denied payment of any claim hereunder or there is a pending arbitration between the Company and the Run-off Reinsurer regarding any claim hereunder. A reservation of rights shall be considered a denial of a claim.

6. The Run-off Reinsurer shall be precluded from asserting that a claim otherwise payable hereunder is Loss in Excess of Policy Limits and/or Extra Contractual Obligations, if no active Reinsurer has not made such assertion.

7. The Run-off Reinsurer shall immediately provide funding of the Run-off Reinsurer’s share of 100% of liabilities (the “Reinsurer’s Obligations”) as defined in the Unauthorized Reinsurance Article. This subparagraph does not apply to any Run-off Reinsurer to the extent that the Run-off Reinsurer provides funding under the Unauthorized Reinsurance Article or maintains a trust fund, approved by the regulatory authorities having jurisdiction over the Company’s credit for reinsurance, for the payment of claims of the Run-off Reinsurer’s U.S. ceding insurers.

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that the information is not material and is of the type that the registrant treats as private or confidential.

8. In the event that either party demands arbitration of a dispute between the Company and the Run-off Reinsurer, and the amount in dispute is less than $500,000, unless the arbitration notice includes a demand for rescission of this Contract, notwithstanding the terms of the Arbitration Article, the dispute shall be resolved by a sole arbitrator and the following procedures shall apply:

a. The sole arbitrator shall be chosen by mutual agreement of the parties within 15 business days after the demand for arbitration. If the parties have not chosen an arbitrator within the 15 business days after the receipt of the arbitration notice, the arbitrator shall be chosen in accordance with the ARIAS U.S. Streamlined Rules for Small Claims Disputes, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS) and in force on the date the arbitration is demanded. The nominated arbitrator must be available to read any written submissions and hear testimony within 60 calendar days of being chosen.

b. Within 10 business days after the arbitrator has been appointed, the parties shall be notified of deadlines for the submission of briefs and documentary evidence, as determined by the arbitrator. There shall be no discovery or hearing unless the parties agree to engage in limited discovery and/or a hearing. Also, the arbitrator can determine, without the consent of the parties, that a limited hearing is necessary.

C. The Company’s waiver of any rights provided in this Article is not a waiver of that right or other rights at a later date.

ARTICLE 6

TERRITORY

The territorial limits of this Contract shall be identical with those of the Company’s Policies.

ARTICLE 7

EXCLUSIONS

A. This Contract shall not apply to and specifically excludes:

1. Liability assumed by the Company under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Company’s request and reinsured 100% by the Company shall not be excluded hereunder.

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2. All liability of the Company arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Company of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part.

3. Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause.

4. Financial guarantee and insolvency.

5. Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached to and forming part of this Contract.

6. Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached to and forming part of this Contract.

7. Flood, when written as such.

8. Earthquake, when written as such.

9. Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) N.M.A. 2930c, attached to and forming part of this Contract.

10. All assessments from Citizens Property Insurance Corporation or the Florida Hurricane Catastrophe Fund (hereinafter “FHCF”).

11. Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance) LMA 5503, attached to and forming part of this Contract.

B. However, should any arbitration panel or any judicial, regulatory, or legislative entity having legal jurisdiction invalidate any exclusion in the Company’s Policy or the underlying Policy on which the Company’s Policy follows form, any amount of loss for which the Company is liable because of such invalidation shall not be excluded hereunder.

C. The exclusions enumerated above shall not apply when they are merely Incidental to the main operations of the insured, provided such main operations are covered by the Company and are not themselves excluded from the scope of this Contract. The Company shall determine what is “Incidental.”

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D. Should the Company, by reason of an inadvertent act, error, or omission, be bound to afford coverage excluded hereunder or should an existing insured extend its operations to include coverage excluded hereunder, the Reinsurer shall waive the exclusion(s). The duration of said waiver shall not extend beyond the time that notice of such coverage has been received by the responsible underwriting authority of the Company plus the minimum time period required thereafter for the Company to terminate such coverage.

ARTICLE 8

SPECIAL ACCEPTANCE

A. From time to time the Company may request a special acceptance of reinsurance falling outside the scope of the provisions of this Contract. Within three days of receipt of such a request, each Subscribing Reinsurer shall accept such request, ask for additional information, or reject the request. Any reinsurance that is specially accepted by the Reinsurer shall be covered under this Contract and shall be subject to the terms hereof, except as such terms shall be modified by the special acceptance. If a Subscribing Reinsurer fails to respond to a special acceptance request within three days, the Subscribing Reinsurer shall be deemed to have agreed to the special acceptance.

B. Notwithstanding paragraph A above, if Subscribing Reinsurers under each Excess Layer with total percentage shares in the interests and liabilities of the Reinsurer of 50.0% or greater for that Excess Layer agree to a special acceptance, such special acceptance shall be binding on all Subscribing Reinsurers with respect to their respective shares for that Excess Layer. If such percentage agreement is not achieved, such special acceptance shall be made to the Excess Layer only with respect to the interests and liabilities of each Subscribing Reinsurer for that Excess Layer that agrees to the special acceptance.

C. In the event a reinsurer becomes a party to this Contract subsequent to one or more special acceptances hereunder, the new reinsurer shall automatically accept such special acceptance(s) as being covered hereunder. Further, if one or more Subscribing Reinsurers under this Contract agreed to special acceptance(s) under the contract being replaced by this Contract, such special acceptance(s) shall be automatically covered hereunder with respect to the interests and liabilities of such Subscribing Reinsurer(s).

ARTICLE 9

PREMIUM

A. The Company shall pay the Reinsurer a reinsurance premium of $[***] (being Reinsurer share of [***]% multiplied by $[***]) for the term of this Contract.

B. The Company shall furnish the Reinsurer with such information as may be required by the Reinsurer for completion of its financial statements.

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C. Payment of the premium will be made by the Company or its representative by deposit of assets into the Trust Fund (as defined below) in the form of eligible securities and/or permitted investments in accordance with the terms of the Trust Agreement hereinafter identified. Such deposit will be deemed satisfaction of any premium payment owed by the Company to the Subscribing Reinsurer under the Contract.

ARTICLE 10

DEFINITIONS

A.  1. “Ultimate Net Loss” means the actual loss paid by the Company or which the Company becomes liable to pay, such loss to include Loss Adjustment Expense, 100% of any Extra Contractual Obligation and 100% of any Loss in Excess of Policy Limits as defined in the Extra Contractual Obligations/Excess of Policy Limits Article.

2. Salvages and all recoveries (including amounts due from all reinsurances that inure to the benefit of this Contract, whether recovered or not), shall be first deducted from such loss to arrive at the amount of liability attaching hereunder.

3. All salvages, recoveries or payments recovered or received subsequent to loss settlement hereunder shall be applied as if recovered or received prior to the aforesaid settlement, and all necessary adjustments shall be made by the parties hereto.

4. The Company shall be deemed to be “liable to pay” a loss when a judgment has been rendered that the Company does not plan to appeal, and/or the Company has obtained a release, and/or the Company has accepted a proof of loss and/or the Company has made a commitment to pay, and/or the Company has scheduled the payment of the loss.

5. Nothing in this clause shall be construed to mean that losses are not recoverable hereunder until the Company’s “Ultimate Net Loss” has been ascertained.

6. Loss Adjustment Expense incurred in obtaining salvages or recoveries, or in the reduction or reversal of any award or judgment, shall be apportioned between the Company and the Reinsurer in the proportion that each benefits from such salvage, recovery, reduction or reversal. However, if such expense exceeds the amount recovered, the expense shall be included in Ultimate Net Loss

B. “Loss Adjustment Expense” means costs and expenses incurred by the Company in connection with the investigation, appraisal, adjustment, settlement, litigation, defense or appeal of a specific claim or loss, or alleged loss, including but not limited to:

1. court costs;

2. costs of supersedeas and appeal bonds;

3. monitoring counsel expenses;

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4. legal expenses and costs incurred in connection with coverage questions and legal actions connected thereto, including but not limited to declaratory judgment actions;

5. post-judgment interest;

6. pre-judgment interest, unless included as part of an award or judgment;

7. a pro rata share of salaries and expenses of Company field employees, calculated in accordance with the time occupied in adjusting such loss, and expenses of other Company employees who have been temporarily diverted from their normal and customary duties and assigned to the field adjustment of losses covered by this Contract;

8. expenses of the Company officials incurred in connection with losses covered by this Contract;

9. advertising or other extraordinary communication expenses incurred as a result of a covered Loss Occurrence;

10. extraordinary expenses arising out of a covered loss occurrence, whether or not they are allocable to a specific claim; and

11. subrogation, salvage and recovery expenses.

“Loss Adjustment Expense” does not include salaries and expenses of the Company’s employees and officials except as provided in subparagraphs (7) and (8) above, and office and other overhead expenses.

C.  1. “Loss Occurrence” means the sum of all individual losses directly occasioned by any one disaster, accident or loss or series of disasters, accidents or losses arising out of one event, provided that any one event (1) exceeds $250,000; (2) involves two or more risks; and (3) is designated as a catastrophe event and assigned a number by the Property Claims Services (hereinafter referred to as “PCS”) unit of Insurance Services Office.

Furthermore, the duration and extent of any one “Loss Occurrence” shall be limited to all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event except that the term “Loss Occurrence” shall be further defined as follows:

a. As regards any “Named Storm,” all individual losses sustained by the Company arising out of and directly occasioned by such “Named Storm,” without regard to the limitations of duration and extent set forth above. “Named Storm” means any storm or storm system declared by the US National Hurricane Center, US Central

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Pacific Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service to be a tropical depression, tropical storm or hurricane, and any successors thereof. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm,” once it has merged. A “Named Storm” shall be deemed to begin at the effective time and date of the first watch, warning or other official advisory applicable to such tropical storm, or hurricane, issued by the above referenced governmental meteorological agencies. A “Named Storm” shall be deemed to end 120 hours after the cancellation of the last watch, warning or other official advisory applicable to such tropical storm, hurricane or successor, issued by the above referenced governmental meteorological agencies irrespective of the duration of the timing or spacing between such watches, warnings or other official advisories. If two or more storms are assigned different names by the above-referenced governmental meteorological agencies, each of those storms shall constitute a separate event for purposes of this definition.

b. As regards windstorm, hail, tornado, cyclone, including ensuing collapse and water damage other than “Named Storm,” all individual losses sustained by the Company occurring during any period of 168 consecutive hours arising out of and directly occasioned by the same event.

c. As regards riot, riot attending a strike, civil commotion, vandalism and malicious mischief, all individual losses sustained by the Company occurring during any period of 72 consecutive hours within the area of one municipality or county and the municipalities or counties contiguous thereto arising out of and directly occasioned by the same event. The maximum duration of 72 consecutive hours may be extended in respect of individual losses that occur beyond such 72 consecutive hours during the continued occupation of an assured’s premises by strikers, provided such occupation commenced during the aforesaid period.

d. As regards earthquake and fire following directly occasioned by the earthquake, those earthquake losses and individual fire losses that commence during the period of 168 consecutive hours may be included in the Company’s “Loss Occurrence.”

e. As regards firestorms, brush fires and any other fires or series of fires, irrespective of origin, all individual losses sustained by the Company and designated by the Company as forming part of one “Loss Occurrence”, which occur during any period of 168 consecutive hours within an area with a 250 mile radius, the center point of which will be chosen by the Company, may be included in the Company’s Loss Occurrence.

f. As regards “freeze,” only individual losses directly occasioned by collapse, breakage of glass and water damage (caused by bursting of frozen pipes and tanks or freezing and/or melting snow or sleet) may be included in the Company’s “Loss Occurrence.”

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2. Except as provided in subparagraph (1)(a) above:

a. The Company may choose the date and time when any such period of consecutive hours commences provided that it is not earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

b. Only one period of consecutive hours shall apply with respect to one event, except that, as respects those “Loss Occurrences” referred to in subparagraphs (1)(b) and (1)(c) above, if the disaster, accident or loss occasioned by the event is of greater duration than 72 consecutive hours, then the Company may divide that disaster, accident or loss into two or more “Loss Occurrences” provided no two periods overlap and no individual loss is included in more than one such period and provided that no period commences earlier than the date and time of the occurrence of the first recorded individual loss sustained by the Company arising out of that disaster, accident or loss.

3. Losses arising from a combination of two or more perils as a result of the same event shall be considered as having arisen from one “Loss Occurrence.” Furthermore, all losses arising from an event involving a combination of losses described in subparagraphs (1)(a) and (1)(b) may be considered as having arisen from one “Loss Occurrence.” Notwithstanding the foregoing, the hourly limitations as stated above shall not be exceeded as respects the applicable perils, and, except as respects those “Loss Occurrences” involving a “Named Storm” referred to in subparagraph (1)(a) above, no single “Loss Occurrence” shall encompass a time period greater than 168 consecutive hours.

D. “Policy(ies)” means any binder, policy, or contract of insurance or reinsurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Company.

ARTICLE 11

FLORIDA HURRICANE CATASTROPHE FUND

A. As respects Loss Occurrences subject to this Contract, any loss reimbursement recoverable by the Company under the Florida Hurricane Catastrophe Fund (FHCF), shall be deducted in determining Ultimate Net Loss under this Contract, subject to the following:

1. The full reimbursement amount due from the FHCF for coverage under the Mandatory Layer, based on statutory limits of coverage as of June 1, shall be deemed recovered by the Company, whether or not actually received from the FHCF and whether or not reduced because of the FHCF’s inability to pay.

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2. Any other FHCF recoveries shall be disregarded for purposes of determining ultimate net loss subject to this Contract.

3. For purposes of allocating recoveries from the FHCF with respect to each Loss Occurrence, only amounts recoverable by applying the pay-out and retention multiples for the FHCF prior to any reduction in retention due to multiple Loss Occurrences in the same annual period shall be included in calculating the deduction from Ultimate Net Loss.

4. If the Company’s aggregate limit of FHCF reimbursement coverage is exhausted from Loss Occurrences commencing during the term of this Contract, and the FHCF, as applicable, does not designate the portion of said limit allocable to each Loss Occurrence, the total FHCF reimbursement received shall be allocated to each individual Loss Occurrence in the proportion that the Company’s losses in that Loss Occurrence bear to the Company’s total losses arising out of all Loss Occurrences to which the reimbursement applies.

5. For purposes of loss recoveries under this Contract prior to the final determination of the Company’s retention and limit under the FHCF, FHCF coverage shall be calculated using the Company’s respective “Projected Payout Multiple” under the FHCF. Upon determination of the Company’s retention and limit under the FHCF, losses will be adjusted, recognizing any adjustment to the “Projected Payout Multiple” caused by a change in the Aggregate Mandatory FHCF Premium or any other adjustments as required by statute to determine the final FHCF layer, but disregarding any change due to a decrease in the statutory limit.

B. Any FHCF reimbursement premiums paid by the Company for FHCF layers that inure to the benefit of this Contract shall be deemed to be premiums paid for inuring reinsurance.

C. Any change to the FHCF resulting from the 2024 Session of the Florida Legislature or rating methodology, if it produces a change in FHCF structure of greater than 10% of FHCF cover provided, may, at the Company’s option, result in the restructuring and re-rating of this Contract at terms to be mutually agreed.

ARTICLE 12

EXTRA CONTRACTUAL OBLIGATIONS/EXCESS OF POLICY LIMITS

A. This Contract shall cover Extra Contractual Obligations, as provided in the definition of Ultimate Net Loss. “Extra Contractual Obligations” shall be defined as those liabilities not covered under any other provision of this Contract and that arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

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B. This Contract shall cover Loss in Excess of Policy Limits, as provided in the definition of Ultimate Net Loss. “Loss in Excess of Policy Limits” shall be defined as Loss in excess of the Policy limit, having been incurred because of, but not limited to, failure by the Company to settle within the Policy limit or failure by the Company to settle within a timely manner or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

C. An Extra Contractual Obligation and/or Loss in Excess of Policy Limits shall be deemed to have occurred on the same date as the loss covered under the Company’s Policy, and shall constitute part of the original loss.

D. For the purposes of the Loss in Excess of Policy Limits coverage hereunder, the word “Loss” shall mean any amounts for which the Company would have been contractually liable to pay had it not been for the limit of the original Policy.

E. Loss Adjustment Expense in respect of Extra Contractual Obligations and/or Loss in Excess of Policy Limits shall be covered hereunder in the same manner as other Loss Adjustment Expense.

F. However, this Article shall not apply where the loss has been incurred due to final legal adjudication of fraud of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the presentation, defense or settlement of any claim covered hereunder.

G. In no event shall coverage be provided to the extent not permitted under law.

ARTICLE 13

NET RETAINED LIABILITY

A. This Contract applies only to that portion of any loss that the Company retains net for its own account (prior to deduction of any reinsurance that inures solely to the benefit of the Company).

B. The amount of the Reinsurer’s liability hereunder in respect of any loss or losses shall not be increased by reason of the inability of the Company to collect from any other reinsurer(s), whether specific or general, any amounts that may have become due from such reinsurer(s), whether such inability arises from the insolvency of such other reinsurer(s) or otherwise.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 14

OTHER REINSURANCE

A. The Company shall be permitted to carry other reinsurance, recoveries under which shall inure to the benefit of this Contract.

B. The Company shall be permitted to carry underlying reinsurance, recoveries under which shall inure solely to the benefit of the Company and be entirely disregarded in applying all of the provisions of this Contract.

ARTICLE 15

ORIGINAL CONDITIONS

All reinsurance under this Contract shall be subject to the same terms, conditions, waivers and interpretations, and to the same modifications and alterations as the respective Policies of the Company. However, in no event shall this be construed in any way to provide coverage outside the terms and conditions set forth in this Contract.

ARTICLE 16

NO THIRD PARTY RIGHTS

This Contract is solely between the Company and the Reinsurer, and in no instance shall any insured, claimant or other third party have any rights under this Contract except as may be expressly provided otherwise herein.

ARTICLE 17

NOTICE OF LOSS AND LOSS SETTLEMENTS

A. The Company shall advise the Reinsurer promptly of all losses that, in the opinion of the Company, may result in a claim hereunder and of all subsequent developments thereto that may materially affect the position of the Reinsurer. Such reports shall include the Company’s cash flow projection for loss payments resulting from a Loss Occurrence. Such projection shall include the amount of an Advance that the Company estimates will cover anticipated loss payments during the 30 day period immediately following the date of the Company’s report. “Advance” means an amount that, in the opinion of the Company, the Reinsurer will become liable to pay to the Company hereunder. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay to the Company Advance(s).

B. The Company alone and at its full discretion shall adjust, settle or compromise all claims and losses.

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that the information is not material and is of the type that the registrant treats as private or confidential.

C. As respects losses subject to this Contract, all loss settlements made by the Company, whether under strict Policy terms or by way of compromise, and any Extra Contractual Obligations and/or Loss in Excess of Policy Limits, shall be binding upon the Reinsurer, and the Reinsurer agrees to pay or allow, as the case may be, its share of each such settlement immediately upon receipt of proof of loss. The Reinsurer shall, in addition to any payments by the Reinsurer of Ultimate Net Loss hereunder, pay Advances to the Company, as follows:

1. The Reinsurer shall pay an Advance to the Company within five days after receipt of a cash flow projection report from the Company, as described in paragraph A of this Article.

2. At 14-day intervals thereafter, the Company shall report to the Reinsurer its cash flow projection for the 30 day period immediately following each such report. The Reinsurer shall continue to pay Advances to the Company within five days after receipt of each such report. Such updates and payments shall continue until the Company informs the Reinsurer that it no longer requires Advances for that Loss Occurrence.

ARTICLE 18

OFFSET

Each party hereto shall have, and may exercise at any time and from time to time, the right to offset any and all balances due from a party to the other arising under this Contract. In the event of the insolvency of a party hereto, offsets shall only be allowed in accordance with the provisions of any applicable law governing offset entitlement.

ARTICLE 19

CURRENCY

A. Where the word “Dollars” and/or the sign “$” appear in this Contract, they shall mean United States Dollars, and all payments hereunder shall be in United States Dollars.

B. For purposes of this Contract, where the Company receives premiums or pays losses in currencies other than United States Dollars, such premiums or losses shall be converted into United States Dollars at the actual rates of exchange at which these premiums or losses are entered in the Company’s books.

ARTICLE 20

TAXES

In consideration of the terms under which this Contract is issued, the Company shall not claim a deduction in respect of the premium hereon when making tax returns, other than income or profits tax returns, to any state or territory of the United States of America or the District of Columbia.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 21

ACCESS TO RECORDS

A. By giving the Company 30 days of prior notice, the Reinsurer or its designated representatives shall have access at any reasonable time to underwriting, claims and accounting files of the Company which pertain in any way to this Contract. However, a Subscribing Reinsurer or its designated representatives shall not have any right of access to the records of the Company if it is not current in all undisputed payments due the Company, nor shall any right of access be construed to allow the Reinsurer the right to delay or withhold payment for any undisputed losses which shall fall due hereunder. “Undisputed” as used herein shall mean any amount that the Subscribing Reinsurer has not contested in writing to the Company specifying the reason(s) why the payments are disputed.

B. Prior to the access and review by the Reinsurer of certain books and records, the Company may redact names and any other information the Company, in its sole judgment, considers proprietary and any information the Company is required by law or regulation to redact.

ARTICLE 22

CONFIDENTIALITY

A. The Reinsurer hereby acknowledges that the documents, information and data provided to it by the Company, whether directly or through an authorized agent, in connection with the placement and execution of this Contract (“Confidential Information”) are proprietary and confidential to the Company. Confidential Information shall not include documents, information or data that the Reinsurer can show:

1. are publicly known or have become publicly known through no unauthorized act of the Reinsurer;

2. have been rightfully received from a third person without obligation of confidentiality; or

3. were known by the Reinsurer prior to the placement of this Contract without an obligation of confidentiality.

B. Absent the written consent of the Company, the Reinsurer shall not disclose any Confidential Information to any third parties, including any affiliated companies, except:

1. when required by retrocessionaires as respects business ceded to this Contract;

2. when required by regulators performing an audit of the Reinsurer’s records and/or financial condition; or

3. when required by external auditors performing an audit of the Reinsurer’s records in the normal course of business; or

4. when required by attorneys or arbitrators in connection with an actual or potential dispute hereunder;

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provided any party receiving such Confidential Information under subparagraphs B(1), B(2), B(3) and B(4) herein is advised by the Reinsurer of the confidential nature of the information and agrees to abide by the restrictions set forth in this Contract. Further, the Reinsurer agrees not to use any Confidential Information for any purpose not related to the performance of its obligations or enforcement of its rights under this Contract.

C. Notwithstanding the above, in the event that the Reinsurer is required by court order, other legal process or any regulatory authority to release or disclose any or all of the Confidential Information, the Reinsurer agrees to provide the Company with written notice of same at least 10 days prior to such release or disclosure and to use its best efforts to assist the Company in maintaining the confidentiality provided for in this Article.

D. The provisions of this Article shall extend to the officers, directors and employees of the Reinsurer and its affiliates, and shall be binding upon their successors and assigns.

ARTICLE 23

INDEMNIFICATION AND ERRORS AND OMISSIONS

Inadvertent delays, errors or omissions made in connection with this Contract or any transaction hereunder shall not relieve either party from any liability which would have attached had such delay, error or omission not occurred, provided always that such error or omission is rectified as soon as possible after discovery.

ARTICLE 24

INSOLVENCY

A. If more than one reinsured company is referenced within the definition of “Company” in the Preamble to this Contract, this Article shall apply severally to each such company. Further, this Article and the laws of the domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

B. In the event of the insolvency of the Company, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Company, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Company, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Company or because the liquidator, receiver, conservator or statutory successor of the Company has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor

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of the Company shall give written notice to the Reinsurer of the pendency of a claim against the Company indicating the Policy or bond reinsured, which claim would involve a possible liability on the part of the Reinsurer within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Company or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Company as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

C. Where two or more reinsurers are involved in the same claim and a majority in interest elect to interpose defense to such claim, the expense shall be apportioned in accordance with the terms of this reinsurance Contract as though such expense had been incurred by the Company.

D. As to all reinsurance made, ceded, renewed or otherwise becoming effective under this Contract, the reinsurance shall be payable as set forth above by the Reinsurer to the Company or to its liquidator, receiver, conservator or statutory successor, (except as provided by Section 4118(a)(1)(A) of the New York Insurance Law, provided the conditions of 1114(c) of such law have been met, if New York law applies) or except (1) where the Contract specifically provides another payee in the event of the insolvency of the Company, or (2) where the Reinsurer, with the consent of the direct insured or insureds, has assumed such Policy obligations of the Company as direct obligations of the Reinsurer to the payees under such Policies and in substitution for the obligations of the Company to such payees. Then, and in that event only, the Company, with the prior approval of the certificate of assumption on New York risks by the Superintendent of Financial Services of the State of New York, or with the prior approval of such other regulatory authority as may be applicable, is entirely released from its obligation and the Reinsurer shall pay any loss directly to payees under such Policy.

ARTICLE 25

ARBITRATION

A. Any dispute arising out of the interpretation, performance or breach of this Contract, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested.

B. One arbitrator shall be chosen by each party and the two arbitrators shall then choose an impartial third arbitrator who shall preside at the hearing. If either party fails to appoint its arbitrator within 30 days after being requested to do so by the other party, the latter, after 10 days’ prior notice by certified or registered mail of its intention to do so, may appoint the second arbitrator.

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C. If the two arbitrators do not agree on a third arbitrator within 60 days of their appointment, the third arbitrator shall be chosen in accordance with the procedures for selecting the third arbitrator in force on the date the arbitration is demanded, established by the AIDA Reinsurance and Insurance Arbitration Society – U.S. (ARIAS). The arbitrators shall be persons knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

D. Within 30 days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

E. The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Contract, the arbitrators may at their discretion, consider underwriting and placement information provided by the Company to the Reinsurer, as well as any correspondence exchanged by the parties that is related to this Contract. The arbitration shall take place in Tampa, Florida, or at such other place as the parties shall agree. The decision of any two arbitrators shall be in writing and shall be final and binding. The panel is empowered to grant interim relief as it may deem appropriate.

F. The panel shall interpret this Contract as an honorable engagement rather than as merely a legal obligation and shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

G. Each party shall bear the expense of its own arbitrator and shall jointly and equally bear with the other party the cost of the third arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

ARTICLE 26

SERVICE OF SUIT

(Applicable if the Subscribing Reinsurer is not domiciled in the United States of America, and/or is not authorized in any state, territory or district of the United States where authorization is required by insurance regulatory authorities)

A. This Article shall not be read to conflict with or override the obligations of the parties to arbitrate their disputes as provided for in the Arbitration Article. This Article is intended as an aid to compelling arbitration or enforcing such arbitration or arbitral award, not as an alternative to the Arbitration Article for resolving disputes arising out of this Contract.

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that the information is not material and is of the type that the registrant treats as private or confidential.

B. In the event the Subscribing reinsurer fails to perform its obligations hereunder, the Subscribing Reinsurer, at the request of the Company, shall submit to the jurisdiction of a court of competent jurisdiction within the United States. Nothing in this Article constitutes or should be understood to constitute a waiver of the Subscribing Reinsurer’s rights to commence an action in any court of competent jurisdiction in the United States, to remove an action to a United States District Court, or to seek a transfer of a case to another court as permitted by the laws of the United States or of any state in the United States. The Subscribing reinsurer, once the appropriate Court is accepted by the Subscribing Reinsurer or is determined by removal, transfer or otherwise, as provided for above, shall comply with all requirements necessary to give said Court jurisdiction and, in any suit instituted against any of the Subscribing Reinsurers upon this Contract, shall abide by the final decision of such Court or of any Appellate Court in the event of an appeal.

C. Further, pursuant to any statute of any state, territory or district of the United States which makes provision therefor, the Subscribing Reinsurer hereby designates the party named in its Interests and Liabilities Agreement, or if no party is named therein, the Superintendent, Commissioner or Director of Insurance or other officer specified for that purpose in the statute, or his or her successor or successors in office, as its true and lawful attorney upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the Company or any beneficiary hereunder arising out of this Contract.

ARTICLE 27

SANCTION LIMITATION AND EXCLUSION CLAUSE

No Reinsurer shall be deemed to provide cover and no Reinsurer shall be liable to pay any claim or provide any benefit hereunder to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose that Reinsurer to any sanction, prohibition or restriction under United Nations resolutions or the trade or economic sanctions, laws or regulations of the European Union, United Kingdom or United States of America.

ARTICLE 28

GOVERNING LAW

This Contract shall be governed as to performance, administration and interpretation by the laws of the State of Florida, exclusive of conflict of law rules with the exception of any matters related to Article 32 – Limited Recourse and Bermuda Regulation – of the Contract, which shall be governed by the laws of Bermuda. However, with respect to credit for reinsurance, the rules of all applicable states shall apply.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 29

ENTIRE AGREEMENT

This Contract, together with any addenda or related Interests and Liabilities Agreement, sets forth all of the duties and obligations between the Company and the Reinsurer and supersedes any and all prior or contemporaneous written agreements with respect to matters referred to in this Contract. This Contract may not be modified or changed except by an amendment to this Contract in writing signed by both parties. However, this Article shall not be construed as limiting the admissibility of evidence regarding the formation, interpretation, purpose or intent of this Contract.

ARTICLE 30

NON-WAIVER

The failure of the Company or the Reinsurer to insist on compliance with this Contract or to exercise any right or remedy hereunder shall not constitute a waiver of any rights contained in this Contract nor prevent either party from thereafter demanding full and complete compliance nor prevent either party from exercising such remedy in the future.

ARTICLE 31

MODE OF EXECUTION

A. This Contract may be executed by:

1. an original written ink signature of paper documents;

2. an exchange of facsimile copies showing the original written ink signature of paper documents;

3. electronic signature technology employing computer software and a digital signature or digitizer pen pad to capture a person’s handwritten signature in such a manner that the signature is unique to the person signing, is under the sole control of the person signing, is capable of verification to authenticate the signature and is linked to the document signed in such a manner that if the data is changed, such signature is invalidated.

B. The use of any one or a combination of these methods of execution shall constitute a legally binding and valid signing of this Contract. This Contract may be executed in one or more counterparts, each of which, when duly executed, shall be deemed an original.

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that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE 32

LIMITED RECOURSE AND BERUMDA REGULATIONS

A. Segregated Account: This Contract is entered into by White Rock Insurance (SAC) Ltd. (“White Rock”) acting in respect of its segregated account T104, (the “Segregated Account”) for the purposes of section 11(3) of the Segregated Accounts Companies Act 2000 of Bermuda (the “SAC Act”). Each party acknowledges that White Rock is a segregated accounts company under the SAC Act and agrees that its rights and obligations under this Contract are subject to the provisions of the SAC Act.

B. Limited Recourse and No Further Action: Except as expressly provided in this Contract and in accordance with the provisions of sections 11(4) and 17(5) of the SAC Act, the parties agree that their right to claim or proceed against the Segregated Account of White Rock in respect of this Contract is confined to the assets linked to such Segregated Account and, where a claim, liability or obligation of the Subscribing Reinsurer arises from or in connection with this Contract , recourse shall be limited to the assets linked to such Segregated Account as evidenced in the books and records of White Rock.

No such claim, liability or obligation shall extend, and no party shall have recourse, to any asset of White Rock linked to any other segregated account established by White Rock pursuant to the SAC Act or to the general account (as defined in the SAC Act) of White Rock or otherwise. In addition, no asset shall be transferred at any time from the general account of White Rock to any segregated account in connection with satisfying any such claim, liability or obligation unless otherwise expressly agreed in writing by the parties hereto in accordance with the requirements of the SAC Act. If the assets linked to the Segregated Account are insufficient to meet the obligations of the Subscribing Reinsurer under this Contract, the Subscribing Reinsurer’s obligations shall be limited to such assets and the parties shall not be entitled to take any further steps against Subscribing Reinsurer to recover any further sum and no debt shall be owed to the parties by Subscribing Reinsurer or White Rock.

C. Governing Law: The effect of this Limited Recourse and Bermuda Regulations Article and the rights and obligations of any party pursuant to this Limited Recourse and Bermuda Regulations Article shall be governed by the laws of Bermuda with reference to the SAC Act and, for such purpose only, the parties hereto irrevocably submit to the jurisdiction of the Supreme Court of Bermuda. Except as otherwise defined herein or unless the context otherwise requires, terms and expressions defined in this Limited Recourse and Bermuda Regulations Article have the same meanings given to them in the SAC Act.

D. Arbitration: Where this Contract provides for any matter to be referred to an arbitrator, in all such cases (i) the arbitrator shall respect the Limited Recourse and No Further Action provisions provided in paragraph B above, (ii) the arbitrator shall follow and be bound by the SAC Act, and (iii) any award by the arbitrator shall be subject to the SAC Act. For the avoidance of doubt, the arbitrator shall not have the power to make an award that is inconsistent with the Limited Recourse and No Further Action provisions and/or the SAC Act.

E. Conflict: Each party agrees that, if there is an inconsistency between the provisions of this Limited Recourse and Bermuda Regulations Article and any other provisions of this Contract, this Article shall prevail.

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ARTICLE 33

OBLIGATIONS AND COLLATERAL RELEASE

A. The Reinsurer will establish a trust fund (“Trust Fund”) for its Obligations (as defined herein) hereunder, pursuant to that certain Trust Agreement by and between the Reinsurer, the Company, and Regions Bank (the “Trust Agreement”). The Trust Fund shall be funded pursuant to the provisions hereof. Collateral deposited in the Trust Fund may be withdrawn on the terms set forth herein and in the Trust Agreement. The Trust Agreement shall be at all times in compliance with the relevant provisions of the Insurance Code of the Company’s state of domicile and the administrative regulations adopted by that state’s insurance department, in order for the Company to receive full statutory financial statement credit for reinsurance provided under this Contract. Collateral deposited in the Trust Fund may be withdrawn at any time, notwithstanding the other provisions of this Contract, and utilized and applied by the Company or any successor, by operation of law, of the Company, including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Company, without diminution because of insolvency on the part of the Company or the Reinsurer, for the following purposes:

1. to reimburse the Company for the Reinsurer’s Obligations, the payment of which is due under the terms of this Contract and that has not been otherwise paid;

2. to make refund of any sum that is in excess of 102% of the amount required to pay the Reinsurer’s Obligations under this Contract;

3. to fund an account with the Company for the Reinsurer’s Obligations. Such cash deposit shall be held in an interest-bearing account separate from the Company’s other assets, and interest thereon not in excess of the prime rate shall accrue to the benefit of the Reinsurer;

4. to pay the Reinsurer’s share of any other amounts the Company claims are due under this Contract.

B. The term “Obligations” shall mean during the term of the Contract, 100% of the limit of the Reinsurer’s liability hereunder less any unpaid minimum premium (net of brokerage and Federal Excise Tax as applicable) and aggregate amounts previously paid by the Reinsurer in respect of claims under this Contract. Upon expiration of the Contract, the term “Obligations” shall mean the amount as determined in accordance with paragraph D below.

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C. If, at expiration of this Contract, the Company, in its commercially reasonable judgment, believes that no claims will impact this Contract, the Company will so notify the Reinsurer and shall fully and finally release from the Trust Fund all collateral contained therein.

D. If, at the expiration of this Contract, the Company, in its commercially reasonable judgment, believes that a Loss Occurrence or Loss Occurrences have occurred that may result in a claim hereunder, the Reinsurer’s Obligations shall be determined as follows, unless otherwise mutually agreed:

1. The Company shall determine the sum of the following, as respects the Ultimate Net Loss for each such Loss Occurrence, as of the Contract expiration date:

a. losses and Loss Adjustment Expense paid by the Company;

b. reserves for losses reported and outstanding;

c. reserves for losses incurred but not reported;

d. reserves for Loss Adjustment Expense.

2. The amount as determined in the foregoing subparagraph, measured as of the applicable determination date (as specified in paragraph E below), multiplied by the appropriate buffer loss factor from the table below, based upon the number of months, which have elapsed since the loss occurrence, as follows:

Buffer Loss Factor Table
Number of Calendar Months Since Start of Date of Loss Occurrence
0 to 6	150	%
>6 to 9	125	%
>9 to 12	110	%
>12 to 15	105	%
>15 to 18	100	%
Thereafter	100	%

As of 67 months after expiration of this Contract (the “Reporting Period”), the amount determined in subparagraphs 1 and 2 above for such date shall be considered the definitive Ultimate Net Loss for each such Loss Occurrence for which the Company and the Reinsurer agree to commute this Contract with final settlement on that basis.

3. The Reinsurer’s Obligations hereunder for each Loss Occurrence as of any determination date shall be the amount determined in accordance with subparagraphs 1 and 2 above, after application of the Company’s retention and the Reinsurer’s limit under this Contract, and deduction of amounts paid by the Reinsurer for that Loss Occurrence.

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E. The procedure for determining the amount of collateral required to fund the Reinsurer’s Obligations as set forth in paragraph D above, shall be followed each and every time, if in the opinion of the Company, there are materially new estimates regarding its losses, and each quarter-end, until all the Reinsurer’s Obligations have been extinguished or the Reporting Period is over, whichever is earlier. The information to be used for the determinations of the Reinsurer’s Obligations shall be as reflected on the Company’s official books and records. Furthermore, if so, requested by the Reinsurer, the Company shall provide the information listed in paragraph D above, and accompanied by a written explanation of its estimates within seven Business Days of such request.

F. The Company agrees to release from the Trust Fund all collateral in excess of 102% of the amount required to pay the Reinsurer’s Obligations for its share of actual and possible claims, as determined in accordance with paragraph D above within 10 Business Days of the date of such determination. “Business Day” shall be defined as a day (other than a Saturday or a Sunday) on which banks are open for commercial business in Hamilton, Bermuda, and in New York, New York, U.S.A.

G. Once the collateral held in the Trust Fund has been released in accordance with this Article, the Company shall have no recourse to such Assets. The Reinsurer’s maximum limit of liability hereunder at any time will be equal to the amount then retained in the Trust Fund.

H. At the end of the Reporting Period, this Contract will be commuted based on the Reinsurer’s Obligations at that point. The Company agrees to terminate the Trust Account, and all remaining collateral will be released to the Company and/or the Reinsurer, as applicable, and both parties shall be released from any further obligations under this Contract.

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In Witness Whereof, the Company by its duly authorized representative has executed Contract as of the date specified below:

This 13th day of August in the year 2024.

Slide Insurance Company (for and on behalf of the “Company’’)

/s/ Rick Hanson         Chief Financial Officer     

In Witness Whereof, the Company by its duly authorized representative has executed this Contract as of the date specified below:

This 21st day of August in the year 2024.

White Rock Insurance (SAC) Ltd. Acting in respect for its segregated account T104 Slide (for and on behalf of the “Reinsurer”)

/s/ William Luu         /s/ Seadna Kirwan       

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NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE - U.S.A.

1. This Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

2. Without in any way restricting the operation of paragraph (1) of this clause, this Reinsurance does not cover any loss or liability accruing to the Reassured, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

I. Nuclear reactor power plants including all auxiliary property on the site, or

II. Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

III. Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

IV. Installations other than those listed in paragraph (2) III above using substantial quantities of radioactive isotopes or other products of nuclear fission.

3. Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate

(a) where Reassured does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

4. Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Reinsurance does not cover any loss or liability by radioactive contamination accruing to the Reassured, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

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that the information is not material and is of the type that the registrant treats as private or confidential.

5. It is understood and agreed that this clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Reassured to be the primary hazard.

6. The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

7. Reassured to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that

(a) all policies issued by the Reassured on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Reassured on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

12/12/57

NMA 1119

NOTES:	Wherever used herein the terms:
	“Reassured”	shall be understood to mean “Company”, “Reinsured”, “Reassured” or whatever other term is used in the attached reinsurance document to designate the reinsured company or companies.
	“Agreement”	shall be understood to mean “Agreement”, “Contract”, “Policy” or whatever other term is used to designate the attached reinsurance document.
	“Reinsurers”	shall be understood to mean “Reinsurers”, “Underwriters” or whatever other term is used in the attached reinsurance document to designate the reinsurer or reinsurers.

32 of 38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

POOLS, ASSOCIATIONS & SYNDICATES EXCLUSION CLAUSE (CATASTROPHE)

It is hereby understood and agreed that:

A. This Contract excludes loss or liability arising from:

1. Business derived directly or indirectly from any pool, association, or syndicate which maintains its own reinsurance facilities. This subparagraph 1 shall not apply with respect to:

a. Residual market mechanisms created by statute. This Contract shall not extend, however, to afford coverage for liability arising from the inability of any other participant or member in the residual market mechanism to meet its obligations, nor shall this Contract extend to afford coverage for liability arising from any claim against the residual market mechanism brought by or on behalf of any insolvency fund (as defined in the Insolvency Fund Exclusion Clause incorporated in this Contract). For the purposes of this Clause, the California Earthquake Authority shall be deemed to be a “residual market mechanism.”

b. Inter-agency or inter-government joint underwriting or risk purchasing associations (however styled) created by or permitted by statute or regulation.

2. Those perils insured by the Company that the Company knows, at the time the risk is bound, to be insured by or in excess of amounts insured or reinsured by any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks. This subparagraph 2 shall not apply:

a. If the total insured value over all interests of the risk is less than $[***].

b. To interests traditionally underwritten as Inland Marine or Stock or Contents written on a blanket basis.

c. To Contingent Business Interruption liability, except when it is known to the Company, at the time the risk is bound, that the key location is insured by or through any pool, association or syndicate formed for the purpose of insuring oil, gas, or petro-chemical plants; oil or gas drilling rigs; and/or aviation risks; unless the total insured value over all interests of the risk is less than $[***].

B. With respect to loss or liability arising from the Company’s participation or membership in any residual market mechanism created by statute, the Company may include in its ultimate net loss only amounts for which the Company is assessed as a direct consequence of a covered loss occurrence, subject to the following provisions:

1. Recovery is limited to perils otherwise protected hereunder.

33 of 38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

2. In the event the terms of the Company’s participation or membership in any such residual market mechanism permit the Company to recoup any such direct assessment attributed to a loss occurrence by way of a specific policy premium surcharge or similar levy on policyholders, the amount received by the Company as a result of such premium surcharge or levy shall reduce the Company’s ultimate net loss for such loss occurrence.

3. The result of any rate increase filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall have no effect on the Company’s ultimate net loss for any covered loss occurrence.

4. The result of any premium tax credit filing permitted by the terms of the Company’s participation or membership in any such residual market mechanism following any assessment shall reduce the Company’s ultimate net loss for any covered loss occurrence.

5. The Company may not include in its ultimate net loss any amount resulting from an assessment that, pursuant to the terms of the Company’s participation or membership in the residual market mechanism, the Company is required to pay only after such assessment is collected from the policyholder.

6. The ultimate net loss hereunder shall not include any monies expended to purchase or retire bonds as a consequence of being a member of a residual market mechanism nor any fines or penalties imposed on the Company for late payment.

7. If, however, a residual market mechanism only provides for assessment based on an aggregate of losses in any one contract or plan year of said mechanism, then the amount of that assessment to be included in the ultimate net loss for any one loss occurrence shall be determined by multiplying the Company’s share of the aggregate assessment by a factor derived by dividing the Company’s ultimate net loss (net of the assessment) with respect to the loss occurrence by the total of all of its ultimate net losses (net of assessments) from all loss occurrences included by the mechanism in determining the assessment.

8/1/2012

34 of 38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TERRORISM EXCLUSION

(Property Treaty Reinsurance)

Notwithstanding any provision to the contrary within this reinsurance agreement or any endorsement thereto, it is agreed that this reinsurance agreement excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any act of terrorism, as defined herein, regardless of any other cause or event contributing concurrently or in any other sequence to the loss.

An act of terrorism includes any act, or preparation in respect of action, or threat of action designed to influence the government de jure or de facto of any nation or any political division thereof, or in pursuit of political, religious, ideological, or similar purposes to intimidate the public or a section of the public of any nation by any person or group(s) of persons whether acting alone or on behalf of or in connection with any organisation(s) or government(s) de jure or de facto, and which:

(i) involves violence against one or more persons; or

(ii) involves damage to property; or

(iii) endangers life other than that of the person committing the action; or

(iv) creates a risk to health or safety of the public or a section of the public; or

(v) is designed to interfere with or to disrupt an electronic system.

This reinsurance agreement also excludes loss, damage, cost, or expense directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with any action in controlling, preventing, suppressing, retaliating against, or responding to any act of terrorism.

Notwithstanding the above and subject otherwise to the terms, conditions, and limitations of this reinsurance agreement, in respect only of personal lines this reinsurance agreement will pay actual loss or damage (but not related cost or expense) caused by any act of terrorism provided such act is not directly or indirectly caused by, contributed to by, resulting from, or arising out of or in connection with biological, chemical, radioactive, or nuclear pollution or contamination or explosion.

22/11/02

NMA2930C

35 of 38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

LIMITED COMMUNICABLE DISEASE EXCLUSION NO. 2

(PROPERTY TREATY REINSURANCE)

1. Notwithstanding any provision to the contrary within this reinsurance agreement, this reinsurance agreement excludes any loss, damage, liability, claim, cost or expense of whatsoever nature, directly or indirectly caused by, contributed to by, resulting from, arising out of, or in connection with a Communicable Disease or the fear or threat (whether actual or perceived) of a Communicable Disease regardless of any other cause or event contributing concurrently or in any other sequence thereto.

2. Subject to the other terms, conditions and exclusions contained in this reinsurance agreement, this reinsurance agreement will cover physical damage to property insured under the original policies and any Time Element Loss directly resulting therefrom where such physical damage is directly caused by or arising from any of the following perils: fire, lightning, explosion, aircraft or vehicle impact, falling objects, windstorm, rainstorm, hail, tornado, cyclone, typhoon, hurricane, earthquake, seaquake, seismic and/or volcanic disturbance/eruption, tsunami, flood, freeze, ice storm, weight of snow or ice, avalanche, meteor/asteroid impact, landslip, landslide, mudslide, bush fire, forest fire, riot, riot attending a strike, civil commotion, vandalism and malicious mischief.

Definitions

3. Communicable Disease means any disease which can be transmitted by means of any substance or agent from any organism to another organism where:

3.1 the substance or agent includes, but is not limited to, a virus, bacterium, parasite or other organism or any variation thereof, whether deemed living or not, and

3.2 the method of transmission, whether direct or indirect, includes but is not limited to, airborne transmission, bodily fluid transmission, transmission from or to any surface or object, solid, liquid or gas or between organisms, and

3.3 the disease, substance or agent can cause or threaten damage to human health or human welfare or can cause or threaten damage to, deterioration of, loss of value of, marketability of or loss of use of property.

4. Time Element Loss means business interruption, contingent business interruption or any other consequential losses.

LMA5503

15 May 2020

36 of 38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TRUST AGREEMENT REQUIREMENTS CLAUSE

A. Except as provided in paragraph B of this Clause, if the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Requires the Reinsurer to establish a trust account for the benefit of the Company, and specifies what the Trust Agreement is to cover;

2. Stipulates that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash (United States legal tender), certificates of deposit (issued by a United States bank and payable in United States legal tender), and investments of the types permitted by the regulatory authorities having jurisdiction over the Company’s reserves, or any combination of the three, provided that the investments are issued by an institution that is not the parent, subsidiary or affiliate of either the Reinsurer or the Company;

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the Company, or the trustee upon the direction of the Company, may whenever necessary negotiate these assets without consent or signature from the Reinsurer or any other entity;

4. Requires that all settlements of account between the Company and the Reinsurer be made in cash or its equivalent; and

5. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the Company or the Reinsurer.

B. If a ceding insurer is domiciled in California and the Reinsurer satisfies its funding obligations under the Unauthorized Reinsurance Article by providing a Trust Agreement, the Reinsurer shall ensure that the Trust Agreement:

1. Provides that assets deposited in the trust account shall be valued according to their current fair market value and shall consist only of cash in United States dollars, certificates of deposit issued by a United States financial institution as defined in California Insurance Code Section 922.7(a) and payable in United States dollars, and investments permitted by the California Insurance Code, or any combination of the above.

2. Provides that investments in or issued by an entity controlling, controlled by or under common control with either the grantor or the beneficiary of the trust shall not exceed 5% of total investments.

37 of 38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

3. Requires the Reinsurer, prior to depositing assets with the trustee, to execute assignments or endorsements in blank, or to transfer legal title to the trustee of all shares, obligations or any other assets requiring assignments, in order that the ceding insurer, or the trustee upon the direction of the ceding insurer, may, whenever necessary, negotiate these assets without consent or signature from the Reinsurer or any other entity.

4. Provides that assets in the trust account shall be withdrawn only as permitted in this Contract, without diminution because of the insolvency of the ceding insurer or the Reinsurer.

C. If there are multiple ceding insurers that collectively comprise the Company, “regulatory authorities” as referenced in subparagraph A(2) above, shall mean the individual ceding insurer’s domestic regulator.

38 of 38

EX-10.23

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.23

EXECUTION VERSION

REINSURANCE AGREEMENT

(Purple Re Ltd. Series 2023-1 Class A Principal At-Risk Variable Rate Notes)

by and between

PURPLE RE LTD.

(the “Reinsurer”)

and

SLIDE INSURANCE COMPANY, individually and on behalf of any additional affiliates

that now or in the future underwrite business covered by this Agreement (collectively, the “Ceding Insurer”)

Effective as of April 17, 2023

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

Page

ARTICLE I DEFINITIONS		1
Section 1.01	Definitions	1
Section 1.02	Interpretation	24
ARTICLE II TERM		25
Section 2.01	Term	25
Section 2.02	Early Termination	25
Section 2.03	Extension	25
Section 2.04	Partial Limit Reduction	27
Section 2.05	Optional Termination	27
ARTICLE III BUSINESS COVERED		27
Section 3.01	Coverage and Limits	27
Section 3.02	Subject Business	27
Section 3.03	Follow the Fortunes	28
Section 3.04	No Third Party Rights	28
Section 3.05	Agent	28
Section 3.06	Addition and Removal of Cedent	28
ARTICLE IV TERRITORIAL LIMIT		28
Section 4.01	Territorial Limit	28
ARTICLE V COVERAGE LIMIT		28
Section 5.01	Initial Limit and Outstanding Limit	28
ARTICLE VI PAYMENT OF LOSSES AND REVIEW OF CLAIMS		29
Section 6.01	Reinsurer Payment	29
Section 6.02	Proof of Loss Claims	30
Section 6.03	Claims Procedures	30
Section 6.04	Certification of Loss Reserves	30
Section 6.05	No Liability for Payments under this Reinsurance Agreement	30
Section 6.06	Salvage and Subrogation	30
ARTICLE VII REINSURANCE PREMIUM		31
Section 7.01	Reinsurance Premiums	31
Section 7.02	Additional Payments	32
Section 7.03	Premium Calculation	33
Section 7.04	Taxes	33

i

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

(continued)

		Page
ARTICLE VIII NOTICES AND REPORTS			33
Section 8.01	Extension Notice		33
Section 8.02	Early Termination Notice		34
Section 8.03	Reset Agent Failure Event		34
Section 8.04	Claims Reviewer Failure Event		34
Section 8.05	Manager Failure Event		34
Section 8.06	Ceding Insurer Loss Report		34
Section 8.07	Event Notice		35
Section 8.08	Reduced Interest Event, Reduced Interest Event Termination		35
Section 8.09	Reduced Extension Spread Limit Statement		35
Section 8.10	Copies of Reports and Notices		35
ARTICLE IX OFFSET			36
Section 9.01	Offset		36
ARTICLE X REINSURANCE TRUST ACCOUNT			36
Section 10.01	Establishment of Reinsurance Trust Account		36
Section 10.02	Transfers to Reinsurance Trust Account		36
Section 10.03	Title of Assets in Reinsurance Trust Account		36
Section 10.04	Income		36
Section 10.05	Withdrawal from Reinsurance Trust Account		37
Section 10.06	Return of Assets		37
ARTICLE XI RESET			38
Section 11.01	Reset Agent Agreement		38
Section 11.02	Updated Data and Updated Stated Reinsurance		38
Section 11.03	Data Review and Reset Procedures		38
Section 11.04	Reset Calculations		38
Section 11.05	Substitute Reset		39
Section 11.06	Reset Report		39
Section 11.07	Duplicate Escrow Models		40
Section 11.08	Substitute Actual Growth Factor		40

ii

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

(continued)

		Page
ARTICLE XII COMMUTATION			40
Section 12.01	Commutation		40
ARTICLE XIII TRUE-UP INTEREST AMOUNT			41
Section 13.01	True-Up Interest Amount		41
ARTICLE XIV DEFAULT			41
Section 14.01	Termination Following an Event of Default		41
ARTICLE XV ACCESS TO BOOKS AND RECORDS			42
Section 15.01	Ceding Insurer’s Records		42
Section 15.02	Confidentiality		42
Section 15.03	Reinsurer’s Records		42
Section 15.04	Disclosure of Tax Structure		42
ARTICLE XVI MEDIATION AND ARBITRATION			43
Section 16.01	Mediation		43
Section 16.02	Arbitration		43
ARTICLE XVII GOVERNING LAW AND JURISDICTION			44
Section 17.01	Governing Law		44
Section 17.02	Jurisdiction		44
Section 17.03	Service of Process		44
ARTICLE XVIII COVENANTS OF REINSURER AND CEDING INSURER			45
Section 18.01	Amendment of Indenture		45
Section 18.02	Covenant by the Reinsurer		45
Section 18.03	Enforcement of Rights		45
Section 18.04	Extinguishment of Obligations		45
Section 18.05	Non-Petition		46
ARTICLE XIX INSOLVENCY			46

iii

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

(continued)

		Page
ARTICLE XX MISCELLANEOUS			46
Section 20.01	Liability of Officers, Directors, Members, Agents and Employees		46
Section 20.02	Integration		47
Section 20.03	Assignment; Third Party Beneficiaries		47
Section 20.04	Amendment		47
Section 20.05	Other Reinsurance		47
Section 20.06	Errors and Omissions		47
Section 20.07	Notice		48
Section 20.08	Payment Instruction.		49
Section 20.09	Currency		49
Section 20.10	Exhibits and Schedules		49
Section 20.11	Survival		50
Section 20.12	Severability		50
Section 20.13	Counterparts		50

iv

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

LIST OF EXHIBITS AND SCHEDULES

Exhibit A	Form of Extension Notice
Exhibit B	Form of Extension Reduced Interest Certificate
Exhibit C	Form of Extension Period Termination Notice
Exhibit D	Form of Proof of Loss Claim
Exhibit E	Form of Early Termination Notice
Exhibit F	Form of Supplemental Premium Certificate
Exhibit G	Form of Reset Failure Notice
Exhibit H	Form of Approval of Replacement Reset Agent
Exhibit I	Form of Reinsurance Trust Agreement
Exhibit J	Form of Ceding Insurer Default Notice
Exhibit K	Form of Event Notice
Exhibit L	Form of Reduced Interest Event Certificate
Exhibit M	Form of True-Up Interest Amount Certificate
Exhibit N	Form of Claims Reviewer Failure Notice
Exhibit O	Form of Approval of Replacement Claims Reviewer
Exhibit P	Form of Manager Failure Notice
Exhibit Q	Form of Approval of Replacement Manager
Exhibit R	Form of Claims Reviewer Agreement
Exhibit S	Form of Loss Reserve Specialist Agreement
Exhibit T	Form of Variable Reset Notice
Exhibit U	Form of Substitute Reset Notice
Exhibit V	Form of Optional Termination Notice
Attachment 1	Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A.
Attachment 2	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)
Attachment 3	Terrorism Exclusion (Property Treaty Reinsurance) - N.M.A. 2930c
Attachment 4	Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance)

v

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

REINSURANCE AGREEMENT

(Purple Re Ltd. Series 2023-1 Class A Principal At-Risk Variable Rate Notes)

This REINSURANCE AGREEMENT (this “Reinsurance Agreement”), effective as of April 17, 2023, is entered into by and between PURPLE RE LTD., a Bermuda exempted company limited by shares registered as a special purpose insurer under the Bermuda Insurance Act 1978 rules and related regulations, each as amended (the “Reinsurer”), and Slide Insurance Company (“SIC”), individually and on behalf of any additional affiliates of SIC that now or in the future underwrite business covered by this Reinsurance Agreement (collectively, the “Ceding Insurer”).

W I T N E S S E T H:

The Reinsurer hereby reinsures the Ceding Insurer to the extent and on the terms and conditions and subject to the exceptions, exclusions and limitations hereinafter set forth in this Reinsurance Agreement.

ARTICLE I

DEFINITIONS

Section 1.01 Definitions. All capitalized terms in this Reinsurance Agreement shall have the meaning set forth in this Article I. All capitalized terms used but not defined herein shall have the meaning ascribed to them in the Indenture.

“30-Day Amount” means, if elected by the Ceding Insurer on the date of any Proof of Loss Claim, the amount of Loss Reserves that are estimated by the Ceding Insurer to become Paid Losses within thirty (30) calendar days following such date; provided, that the 30-Day Amount may not exceed the lower of (i) 100% of the Ceding Insurer’s Loss Reserves as of such date and (ii) 80% of the Ceding Insurer’s Paid Losses for the immediately preceding 60-day period.

“30-Day Reimbursement Amount” has the meaning set forth in the definition of “Loss Payment Amount.”

“Actual Growth Factor” means, for any Covered Event, the ratio of the Average Annual Loss of the Subject Business exposed to Losses from Named Storms in the Covered Area as of the last day of the month immediately preceding the Date of Loss of such Covered Event, to the Average Annual Loss of (i) the Initial Data for Covered Events occurring in the first Annual Risk Period and (ii) the applicable Updated Data for Covered Events occurring in the second Annual Risk Period or third Annual Risk Period.

“Actual Reduced Interest Event Amount” means, for purposes of the calculation of the True-Up Interest Amount, for a Covered Event, as of any Payment Date, an amount equal to (a) the product of (i) the Ultimate Net Loss (calculated based on Paid Losses and, if applicable, any Loss Reserves), which Ultimate Net Loss, if less than the Attachment Level, will be deemed to be an amount equal to the Attachment Level and, if greater than the Exhaustion Level, will be deemed to be an amount equal to the Exhaustion Level, as set forth in the applicable Notice of Loss Payment Amount from the Claims Reviewer, with such Loss Reserves having been reviewed

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

by the Loss Reserve Specialist, minus the Attachment Level for the applicable Annual Risk Period and (ii) the Insurance Percentage in effect for such Annual Risk Period, minus (b) the sum of all Loss Payment Amounts resulting from such Covered Event or already paid to the Ceding Insurer up to and including such Payment Date; provided, however, that the aggregate Actual Reduced Interest Event Amounts for all Covered Events shall not exceed the Outstanding Limit nor be less than zero as of the date of determination. If, in respect of a Covered Event, the anticipated final Notice of Loss Payment Amount was not received when due but a final Claims Reviewer Report was received when due, then such final Claims Reviewer Report may be relied upon for purposes of determining the Actual Reduced Interest Event Amount for such Covered Event. If the final Claims Reviewer Report was also not received when due because of a Claims Reviewer Report Delivery Failure Event, the applicable Proof of Loss Claim may be relied upon for purposes of determining the Actual Reduced Interest Amount for such Covered Event.

“AIR” means AIR Worldwide Corporation.

“Annual Risk Period” means each of the following:

(a) the first Annual Risk Period will commence from and including 12:00:00 a.m. Eastern time on the day after the Issuance Date to and including 11:59:59 p.m. Eastern time on April 17, 2024;

(b) the second Annual Risk Period will commence from and including 12:00:00 a.m. Eastern time on April 18, 2024 to and including 11:59:59 p.m. Eastern time on April 17, 2025; and

(c) the third Annual Risk Period will commence from and including 12:00:00 a.m. Eastern time on April 18, 2025 to and including 11:59:59 p.m. Eastern time on April 17, 2026.

If an Annual Risk Period expires while a Covered Event is in progress, subject to the conditions to coverage contained in this Reinsurance Agreement, the Ultimate Net Loss for such Covered Event shall be covered under this Reinsurance Agreement in such expired Annual Risk Period and the Reset applicable to any subsequent Annual Risk Period will not affect the Ceding Insurer’s recoveries with respect to such Covered Event.

“Arbitration Parties” has the meaning set forth in Section 16.02.

“Attachment Level” means $[***] for the first Annual Risk Period and for each subsequent Annual Risk Period, the applicable Updated Attachment Level.

“Augmented UNL” has the meaning specified in the definition of Extension Threshold Payment Amount.

“Average Annual Loss” means the annual expected loss (based on the standard catalog in the Escrow Models for Named Storm) of the Subject Business in the Covered Area as calculated by the Reset Agent using the (a) Escrow Models without application of any Attachment Level, Exhaustion Level, Loss Adjustment Expense Factor or Stated Reinsurance and with a 100% Insurance Percentage and (b) (i) the Initial Data with respect to the first Annual Risk Period, (ii)

2

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

the applicable Updated Data with respect to the second Annual Risk Period or Third Annual Risk Period or (iii) with respect to the calculation of the Actual Growth Factor, the Ceding Insurer’s Subject Business exposed to Losses from Named Storms in the Covered Area as of the last day of the month immediately preceding the Date of Loss of a relevant Covered Event. The Average Annual Loss for Named Storm (based on the standard catalog in the Escrow Models) for the first Annual Risk Period as calculated by the Reset Agent based on the Initial Data is $[***].

“Basic Documents” means the Indenture, the Series Supplement, this Reinsurance Agreement, the Reinsurance Trust Agreement, the Management Agreement, the Claims Reviewer Agreement, the Deed of Charge, the Reset Agent Agreement, the Loss Reserve Specialist Agreement and the Escrow Agreement, in each case, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“Business Day” means a day other than (a) a Saturday, (b) a Sunday or (c) a day on which banking institutions or trust companies in any of the City of Hamilton, Bermuda, the City of London, England, or the City of New York, New York are authorized or required by applicable law, regulation or executive order to remain closed.

“Ceding Insurer” has the meaning set forth in the preamble.

“Ceding Insurer Additional Withdrawal” has the meaning set forth in Section 10.06.

“Ceding Insurer Additional Withdrawal Interest” has the meaning set forth in Section 10.06.

“Ceding Insurer Additional Withdrawal Return Amount” means any failure of the Ceding Insurer to pay any 30-Day Reimbursement Amount when due hereunder or to return any amount in respect of a Ceding Insurer Additional Withdrawal.

“Ceding Insurer Default” means a failure by the Ceding Insurer to make, when due, any payment of Reinsurance Premium or 30-Day Reimbursement Amount, as required to be made by the Ceding Insurer under this Reinsurance Agreement.

“Ceding Insurer Loss Report” has the meaning set forth in Section 8.06.

“Claims Procedures” has the meaning set forth in the Claims Reviewer Agreement.

“Claims Review Letter” means the letter, substantially in the form of Exhibit A attached to the Claims Reviewer Agreement.

“Claims Reviewer” means Towers Watson (Bermuda) Ltd. or any successor Claims Reviewer under the Claims Reviewer Agreement.

“Claims Reviewer Agreement” means the Claims Reviewer Agreement between the Reinsurer and the Claims Reviewer, dated as of the Effective Date, as the same may be from time to time amended, supplemented, replaced or otherwise modified and in effect.

3

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Claims Reviewer Failure Event” has the meaning set forth in the definition of Early Termination Event II.

“Commutation” means a Full Commutation.

“Commutation Date” means the date on which a Full Commutation becomes effective.

“Covered Area” means the Initial Covered Area and, following a Reset, the Updated Covered Area.

“Covered Event” means any Named Storm with a Date of Loss during the Risk Period that results in Losses under one or more Policies in the Subject Business in the Covered Area.

“Data Criteria” has the meaning set forth in the Reset Agent Agreement.

“Data File” has the meaning set forth in the Reset Agent Agreement.

“Data Review and Reset Procedures” has the meaning set forth in the Reset Agent Agreement.

“Date of Loss” has the meaning ascribed to such term in the definition of “Named Storm.”

“Early Termination Date” means if an Early Termination Event has occurred, the first Payment Date that occurs on or after the later of (i) the date that is ten (10) Business Days following such Early Termination Event, subject to an Extension Event (other than in connection with an Early Termination Event III); provided, that if an Early Termination Event occurs less than ten (10) Business Days prior to the Scheduled Termination Date or an Extended Termination Date, then, subject to an Extension Event (other than in connection with an Early Termination Event III), if any, the date in this clause (i) will be the Scheduled Termination Date or such Extended Termination Date, as the case may be, and (ii) if the Ceding Insurer has at any time delivered a Reduced Interest Event Certificate and paid (or will pay as of the immediately following Payment Date) interest at the Reduced Interest Spread, the date that is thirty-two (32) Business Days after the date the Ceding Insurer has delivered a True-Up Interest Amount Certificate to the Reinsurer, subject in each case to timely delivery to the Indenture Trustee of any information needed by it for any interest calculation in connection with this Reinsurance Agreement; provided that if the Ceding Insurer elects an Extension Event following an Early Termination Event (other than in connection with an Early Termination Event III) on or before the applicable Extension Determination Date, the Early Termination Date will be determined in accordance with such Extension Event.

“Early Termination Event” means an Early Termination Event I, an Early Termination Event II, an Early Termination Event III, an Early Termination Event IV, an Early Termination Event V or an Early Termination Event VI, as applicable.

4

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Early Termination Event I” means an event that occurs on the date that the Outstanding Limit is or is expected to be equal to or less than 10% of the Initial Limit, and the Ceding Insurer, at its option, has given an Early Termination Notice to the Reinsurer and the Indenture Trustee to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days from the date of such written notice, provided that an Early Termination Event I cannot occur on any Payment Date prior to the end of the first Annual Risk Period; provided, further, that if a 30-Day Amount was included in the calculation of Ultimate Net Loss in the preceding one month period, such Outstanding Limit would have been equal to or less than 10% of the Initial Limit even without the application of such 30-Day Amount.

“Early Termination Event II” means an event that occurs on the date that the Ceding Insurer, at its option, has given written notice to the Reinsurer (with a copy to the Indenture Trustee) that it has elected to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days after the date of such written notice if (i) the Reset Agent becomes incapable of performing, or fails to timely perform, a Reset or a calculation of the applicable Average Annual Loss or Growth Limitation Factor, as applicable (“Reset Agent Failure Event”), the Claims Reviewer becomes incapable of performing, or fails to timely perform, the Claims Procedures (“Claims Reviewer Failure Event”) or the Manager becomes incapable of performing, or fails to timely perform, its duties under the Administration Agreement (“Manager Failure Event”) and (ii) the Reinsurer is unable to identify (with the cooperation of the Ceding Insurer), a Replacement Reset Agent, Replacement Claims Reviewer or replacement Manager, as applicable, within forty-five (45) calendar days after such Reset Agent Failure Event, Claims Reviewer Failure Event or Manager Failure Event, as applicable.

“Early Termination Event III” means an event that occurs on the date on which an Event of Default has arisen under Section 14.01 of this Reinsurance Agreement.

“Early Termination Event III Premium” means the additional repayment amount payable upon the occurrence of an Early Termination Event III equal to the sum of the present values, discounted at the applicable Risk Interest Spread (applicable for the Annual Risk Period in which such Early Termination Event III occurred), of each of the scheduled payments of (i) the Risk Interest Spread calculated on the Outstanding Risk Limit determined as of the Early Termination Date for each Premium Payment Period (or portion thereof) from the Early Termination Date to and including April 17, 2026 and (ii) the Non-Risk Period Interest Spread calculated on the Outstanding Limit determined as of the Early Termination Date for each Premium Payment Period (or portion thereof) from but excluding April 17, 2026 to but excluding the Scheduled Termination Date.

“Early Termination Event IV” means an event that occurs on the date on which the Ceding Insurer, at its option, has given an Early Termination Notice to the Reinsurer and the Indenture Trustee that it has elected to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days from the date of such written notice (i) following the certification by the Reinsurer in writing that due to unsatisfied liabilities the Reinsurer is not able to pay its expenses or liabilities as they fall due and (ii) the maximum annual Supplemental Premium has been paid to the Reinsurer.

5

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Early Termination Event V” means an event that occurs on the date on which the Ceding Insurer, at its option, has given an Early Termination Notice to the Reinsurer and the Indenture Trustee that it has elected to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days from the date of such written notice if, in the Ceding Insurer’s sole judgment (following written advice of the Ceding Insurer’s counsel with a copy provided to the Reinsurer and the Indenture Trustee) as a result of any amendment to, implementation of, effectiveness of, change in, or issuance of the laws (including taxation) of any jurisdiction (including a change in any official interpretation or application thereof) becoming effective that (i) creates a substantial likelihood that the Reinsurer will be unable to make full payment of interest on the Outstanding Limit or will be unable to make full payment of the Outstanding Limit on the Scheduled Termination Date, (ii) materially increases the tax paid by the Ceding Insurer by disallowing all or part of the deduction for U.S. federal tax purposes for Reinsurance Premium payments payable by the Ceding Insurer to the Reinsurer under this Reinsurance Agreement, or (iii) materially increases the amounts payable by the Ceding Insurer under this Reinsurance Agreement (including by reason of an increase in the amount of any taxes that the Ceding Insurer is required to pay to the relevant taxation authority).

“Early Termination Event VI” means an event that occurs on the date that the Ceding Insurer has given written notice to the Reinsurer (with a copy to the Indenture Trustee) that it elects to terminate this Reinsurance Agreement on the April Payment Date that is at least ten (10) Business Days after the date of such written notice if the ultimate parent company of the Ceding Insurer has publicly announced a Material Transaction that, as determined in the Ceding Insurer’s sole discretion, could result in a material change in the Subject Business.

“Early Termination Notice” has the meaning set forth in Section 8.02.

“Effective Date” means April 17, 2023.

“Escrow Agent” means InnovaSafe, Inc. or any successor thereto or assign thereof under the Escrow Agreement.

“Escrow Agreement” means the Escrow Agreement among the Reinsurer, the Reset Agent and the Escrow Agent, dated as of the Effective Date, as the same may be from time to time amended, supplemented, replaced or otherwise modified and in effect.

“Escrow Material” or “Escrow Materials” shall have the meaning set forth in the Escrow Agreement.

“Escrow Models” means Version 18.1 of the AIR Hurricane Model for the United States and the AIR Tropical Cyclone Model for Hawaii version 3.10, each as implemented in Touchstone 10.0.0 Touchstone Re 10.0.0, which were used to generate the risk analyses used to generate the risk analyses in the AIR Expert Risk Analysis Results as set forth in Annex C of the Reinsurer’s Confidential Offering Circular Supplement No. 1, and any certified copy of such model, each provided by the Reset Agent.

6

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Estimated Reduced Interest Event Amount” means, for each Covered Event and as of any Payment Date, an amount equal to:

(a) the product of (x) the Ultimate Net Loss (calculated based on Paid Losses, the 30-Day Amount and Loss Reserves (excluding the 30-Day Amount)), which Ultimate Net Loss, if less than the Attachment Level, will be deemed to be an amount equal to the Attachment Level and, if greater than the Exhaustion Level, will be deemed to be an amount equal to the Exhaustion Level, minus the Attachment Level in effect for the applicable Annual Risk Period and (y) the Insurance Percentage in effect for such Annual Risk Period, minus

(b) the sum of all Loss Payment Amounts resulting from such Covered Event already paid to the Ceding Insurer up to and including such Payment Date; provided, however, that the aggregate Estimated Reduced Interest Event Amounts for all Covered Events shall not exceed the Outstanding Limit nor be less than zero as of the date of determination.

“Event Notice” has the meaning set forth in Section 8.07.

“Event of Default” has the meaning set forth in Section 14.01.

“Exclusions” means:

a) Liability assumed by the Ceding Insurer under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Ceding Insurer’s request and reinsured 100% by the Ceding Insurer shall not be excluded under the Reinsurance Agreement;

b) All liability of the Ceding Insurer arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Ceding Insurer of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part;

c) Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause;

d) Financial guarantee and insolvency;

e) Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached hereto as Attachment 1;

7

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

f) Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached hereto as Attachment 2;

g) Flood, when written as such;

h) Earthquake, when written as such;

i) Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) - N.M.A. 2930c, attached hereto as Attachment 3;

j) All assessments from Citizens Property Insurance Corporation, the Florida Hurricane Catastrophe Fund (“FHCF”), or similar residual market insurance company in any other state in which the Ceding Insurer operates (including, but not limited to, the South Carolina Wind and Hail Underwriting Association);

k) Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance), attached hereto as Attachment 4;

l) the aggregate ECO/XPL Losses for any Covered Event that are in excess of 90% of the Ultimate Net Loss (calculated exclusive of such aggregate ECO/XPL Losses) for such Covered Event; and

m) Loss adjustment expenses, which will only be covered and compensated pursuant to the application of the Loss Adjustment Expense Factor.

“Exhaustion Level” means $[***] for the first Annual Risk Period and the Updated Exhaustion Level for the second Annual Risk Period and the third Annual Risk Period.

“Extended Termination Date” means, with respect to the date to which time the maturity of the Notes may be extended following the occurrence of one or more Extension Events, the twenty-fourth (24^th) day of each month during the Extension Period (or if such date is not a Business Day, the next succeeding Business Day), but in no event shall such date be later than the Final Extended Termination Date.

“Extension Determination Date” means the date which is three (3) Business Days prior to the Early Termination Date, the Optional Termination Date, the Scheduled Termination Date or any Extended Termination Date, as the case may be.

“Extension Event” means an Extension Event I, an Extension Event II or an Extension Event III.

“Extension Event I” has the meaning set forth in Section 2.03(b).

“Extension Event I Spread” means [***]% per annum.

“Extension Event II” has the meaning set forth in Section 2.03(c).

8

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Extension Event II Spread” means [***]% per annum.

“Extension Event III” has the meaning set forth in Section 2.03(c).

“Extension Event III Spread” means [***]% per annum.

“Extension Event Spread” means any of the Extension Event I Spread, the Extension Event II Spread, the Extension Event III Spread and the Remaining Extension Spread, as applicable.

“Extension Notice” means a written notice, substantially in the form attached hereto as Exhibit A, from the Ceding Insurer to the Reinsurer (with a copy to the Indenture Trustee) on or prior to an Extension Determination Date stating that an Extension Event has occurred, and, if applicable, any Partial Limit Reduction Event and the Outstanding Limit after payment of the Partial Limit Reduction Amount on the Partial Limit Reduction Date.

“Extension Period” has the meaning set forth in the Indenture.

“Extension Period Termination Notice” means a written notice, substantially in the form attached hereto as Exhibit C, from the Ceding Insurer to the Reinsurer and the Indenture Trustee terminating the Extension Period.

“Extension Reduced Interest Certificate” means an Extension Reduced Interest Certificate I or an Extension Reduced Interest Certificate II.

“Extension Reduced Interest Certificate I” means a certificate delivered hereunder to the Reinsurer, the Indenture Trustee and the Claims Reviewer by the Ceding Insurer, substantially in the form attached hereto as Exhibit B, certifying that the Ultimate Net Loss (including Paid Losses and Loss Reserves and based on either the Growth Limitation Factor as reported by the Reset Agent, or if not available at least ten (10) Business Days prior to the Extension Determination Date, the Growth Limitation Factor as estimated and certified by the Ceding Insurer as having been calculated consistent with the methodology prescribed in the definition of Substitute Actual Growth Factor for a Covered Event, as of the date of the certificate, is estimated by the Ceding Insurer to be an amount equal to or greater than seventy-five percent (75%) of the applicable Attachment Level.

“Extension Reduced Interest Certificate II” means a certificate delivered hereunder to the Reinsurer, the Indenture Trustee and the Claims Reviewer by the Ceding Insurer, substantially in the form attached hereto as Exhibit B, certifying that the Ultimate Net Loss (including Paid Losses and Loss Reserves and based on either the Growth Limitation Factor as reported by the Reset Agent, or if not available at least ten (10) Business Days prior to the Extension Determination Date, the Growth Limitation Factor as estimated and certified by the Ceding Insurer as having been calculated consistent with the methodology prescribed in the definition of Substitute Actual Growth Factor for a Covered Event, as of the date of the certificate, is estimated by the Ceding Insurer to be an amount equal to or greater than one hundred percent (100%) of the applicable Attachment Level.

9

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Extension Reduced Interest Event” means an Extension Reduced Interest Event I or an Extension Reduced Interest Event II.

“Extension Reduced Interest Event I” means (i) the receipt of an Extension Reduced Interest Certificate I by the Reinsurer, the Indenture Trustee and the Claims Reviewer and (ii) delivery by the Claims Reviewer of an Extension Reduced Interest Report.

“Extension Reduced Interest Event II” means (i) the receipt of an Extension Reduced Interest Certificate II by the Reinsurer, the Indenture Trustee and the Claims Reviewer and (ii) delivery by the Claims Reviewer of an Extension Reduced Interest Report.

“Extension Reduced Interest Report” means, with respect to an Extension Reduced Interest Certificate, a report from the Claims Reviewer, substantially in the form of Exhibit C attached to the Claims Reviewer Agreement, confirming the performance of Claims Procedures with respect to the applicable amounts and calculations set forth in such Extension Reduced Interest Certificate.

“Extension Spread Amount” has the meaning set forth in Section 7.01(c).

“Extension Threshold Payment Amount” means, for each Accrual Period during an Extension, an augmented Ultimate Net Loss amount calculated as of the first day of such Accrual Period for each Covered Event by (i) multiplying the resulting amount after Step 1 in the Ultimate Net Loss definition by the applicable Threshold Factor (including Loss Reserves) for each Covered Event (the resulting Ultimate Net Loss when factoring such Threshold Factor, “Augmented UNL”) and (ii) applying such Augmented UNL value to the Net Payment Amount formula (including the other definitions that form the basis of the calculation thereof) in order to determine a notional amount of loss within the applicable Layer for each Covered Event using the Augmented UNL.

“Extra Contractual Obligations” means those liabilities not covered under any other provision of this Reinsurance Agreement and which arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Ceding Insurer to settle within the applicable Policy limit, or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

“FHCF” has the meaning specified in the definition of Exclusion.

“FHCF Reinsurance” means the mandatory Florida Hurricane Catastrophe Fund reimbursement participation of the Ceding Insurer.

“Final Extended Termination Date” means April 24, 2030 (or if such day is not a Business Day, the next succeeding Business Day).

“First Payment Date” means May 24, 2023 (or if such day is not a Business Day, the next succeeding Business Day).

10

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Florida Statute Reinsurance” has the meaning set forth in the definition of Ultimate Net Loss.

“Full Commutation” has the meaning set forth in Section 12.01(b).

“Full Commutation Date” has the meaning set forth in Section 12.01(b).

“Growth Allowance Factor” means [***].

“Growth Limitation Factor” means for a Covered Event, the lesser of (i) 1.00 and (ii) the ratio of the Growth Allowance Factor to the Actual Growth Factor or Substitute Actual Growth Factor, as applicable.

“Growth Limitation Factor Calculation Report” means a report delivered by the Reset Agent to the Ceding Insurer, the Reinsurer and the Indenture Trustee in the form attached as Exhibit D to the Reset Agent Agreement.

“Indenture” means the indenture among the Reinsurer, the Indenture Trustee and The Bank of New York Mellon, London Branch, as paying agent and account bank, dated as of April 17, 2023, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect, including, without limitation, by the Series Supplement.

“Indenture Trustee” means The Bank of New York Mellon or any successor trustee under the Indenture.

“Initial Covered Area” means the States of Florida and South Carolina.

“Initial Data” means the Ceding Insurer’s Subject Business exposed to Losses from Named Storms in the Covered Area as of December 31, 2022 for SIC and February 1, 2023 for the UPC Policies and projected to September 30, 2023.

“Initial Issuance Premium” has the meaning set forth in Section 7.02(a).

“Initial Limit” means $[***].

“Initial Loss Adjustment Expense Factor” shall mean [***], which is used to reflect allocated loss adjustment expenses incurred in investigating, processing and settling losses that can be attributed to specific claims, primarily consisting of payments to outside vendors, such as lawyers and independent claim adjusters.

“Initial Modeled Annual Attachment Probability” means [***]%, which is the modeled annual occurrence attachment probability (based on the base case analysis, as further described in the AIR Expert Risk Analysis Results section of the Confidential Offering Circular Supplement No. 1).

“Initial Modeled Annual Expected Loss” means [***]%, which is the modeled annual expected loss (based on the base case analysis, as further described in the AIR Expert Risk Analysis Results section of the Confidential Offering Circular Supplement No. 1) associated with a Layer from $[***] to $[***], based on the Escrow Models, the Initial Data and the Initial Stated Reinsurance.

11

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Initial Risk Interest Spread” means [***]% per annum.

“Initial Stated Reinsurance” means the Florida Statute Reinsurance, as applicable.

“Insurance Percentage” means [***]% for the first Annual Risk Period and the Updated Insurance Percentage for each subsequent Annual Risk Period.

“Interest Calculation Convention” means that all payments of Risk Interest Spread, Reduced Interest Spread, Non-Risk Period Interest Spread and Extension Event Spread, as well as any Underpayment Amount and Overpayment Amount under this Reinsurance Agreement will be calculated on the basis of the actual number of days elapsed and a 360-day year. All payments of Permitted Investments Yield will not be calculated on a 360-day year but rather will be calculated on the basis described in the definition thereof.

“Interest Spread Amount” has the meaning set forth in Section 7.01(b).

“Layer” means, for the applicable Annual Risk Period, the difference in U.S. dollars between the Exhaustion Level and the Attachment Level.

“Limit Reduction” means, as of any Payment Date, an amount equal to the sum of (i) all Loss Payment Amounts, if any, paid or payable by the Reinsurer to the Ceding Insurer on such Payment Date and (ii) any Partial Limit Reduction Amount on such Payment Date; provided that, in no event shall the aggregate amount of Limit Reductions (after taking into account any 30-Day Reimbursement Amounts) exceed the Initial Limit.

“Loss Adjustment Expense Factor” means Initial Loss Adjustment Expense Factor and, following any Reset, the Updated Loss Adjustment Expense Factor.

“Loss Amount” means, for each Covered Event, an amount equal to the product of (a) the Ultimate Net Loss in respect of such Covered Event minus the Attachment Level for the applicable Annual Risk Period in which the Date of Loss of such Covered Event occurred; and (b) the Insurance Percentage for such Annual Risk Period, provided, that the Loss Amount for a Covered Event shall not be less than zero. The Ultimate Net Loss used in the calculation of Loss Amount cannot exceed the Exhaustion Level applicable for such Annual Risk Period. If the Ultimate Net Loss used in the calculation of Loss Amount is less than the Attachment Level applicable for such Annual Risk Period, then the Ultimate Net Loss will equal such Attachment Level.

“Loss in Excess of Policy Limit Obligations” means any amounts for which the Ceding Insurer would have been contractually liable to pay had it not been for the limit of the applicable original Policy and having been incurred because of the Ceding Insurer’s failure to settle within the Policy limit or by reason of alleged or actual negligence, fraud, or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured, or in the preparation or prosecution of an appeal consequent upon such action.

12

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Loss Payment Amount” means, for each Covered Event as of each Payment Date, an amount equal to (i) the Loss Amount calculated in respect of such Covered Event for such Payment Date minus (ii) the Loss Amount calculated in respect of such Covered Event for the immediately preceding Payment Date for which a Proof of Loss Claim was submitted (if the result of such calculation is less than zero, the absolute value of such result is referred to herein as the “30-Day Reimbursement Amount”); provided, that any Loss Payment Amount shall not be greater than the Outstanding Limit on the immediately prior Payment Date or the Effective Date, as applicable. Any changes to the Ultimate Net Loss after the date of the latest Proof of Loss Claim used in the calculations for the final Notice of Loss Payment Amount upon Partial Commutation or Full Commutation and termination of this Reinsurance Agreement will not have an impact on the calculation of the Loss Payment Amount.

“Loss Reserve Certificate” means the certificate substantially in the form attached as Exhibit A to the Loss Reserve Specialist Agreement.

“Loss Reserve Specialist” means Towers Watson (Bermuda) Ltd., in its capacity as the provider of services under the Loss Reserve Specialist Agreement, or its successors or assigns, as the external third party loss reserve specialist engaged by the Issuer.

“Loss Reserve Specialist Agreement” means the Loss Reserve Specialist Agreement, dated as of the Effective Date, by and between the Loss Reserve Specialist and the Reinsurer, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“Loss Reserves” means, for each Covered Event, the liability established by the Ceding Insurer under this Reinsurance Agreement to reflect the estimated unpaid losses by the Ceding Insurer resulting from such Covered Event (including incurred but not reported losses but, for the avoidance of doubt, excluding any losses arising from Exclusions), that the Ceding Insurer expects to ultimately be required to pay under the Policies, provided, however, that for the purpose of calculating (i) the Loss Payment Amount upon Partial Commutation or Full Commutation and termination of this Reinsurance Agreement; (ii) any Actual Reduced Interest Event Amount for such Covered Event; and (iii) for any Extension Reduced Interest Certificate for such Covered Event, Loss Reserves shall mean the amount estimated by the Ceding Insurer in a manner consistent with the Ceding Insurer’s reserving practices as applied in the preparations of its published financial statements and, solely with respect to clauses (i) and (ii) above, Loss Reserves shall mean, if the Loss Reserve Specialist concludes that the Loss Reserves specified by the Ceding Insurer are not reasonable, the lower of the amount specified by the Ceding Insurer and the amount that represents the actuarial central estimate of Loss Reserves by the Loss Reserve Specialist. Loss Reserves shall not include any deduction for amounts that the Ceding Insurer may recover through salvage or subrogation.

“Losses” means the sum of (i) Paid Losses, (ii) the 30-Day Amount, if any (other than with respect to a Commutation Date, the determination of an Estimated Reduced Interest Event Amount or Actual Reduced Interest Event Amount, and an Extension Reduced Interest Certificate), and (iii) Loss Reserves (only with respect to a Commutation Date, an Estimated Reduced Interest Event Amount or Actual Reduced Interest Event Amount, and an Extension Reduced Interest Certificate). For the avoidance of doubt, clauses (ii) and (iii) will not apply simultaneously to any calculation of Losses. For each Covered Event, Losses will include 90% of any Extra Contractual Obligations and Loss in Excess of Policy Limit Obligations (collectively, “ECO/XPL Losses”) incurred with respect to the Subject Business.

13

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Material Transaction” means any change in Control of the Ceding Insurer, or any material acquisition, disposition, business combination or sale, whether through sale or purchase of securities or assets, bulk reinsurance, merger, amalgamation or other corporate reorganization, or otherwise, between, among or involving: a) the Ceding Insurer or any Affiliate thereof, and b) any insurance holding company, insurer (whether organized as a stock insurance company, mutual insurance company, reciprocal, Lloyd’s syndicate or otherwise, irrespective of the manner of organization thereof), or any Affiliate of any such insurance holding company or insurer, but excluding any such insurance holding company, insurer, or Affiliate that, prior to such change in Control, acquisition, disposition, business combination, sale, or reinsurance, is an Affiliate of the Ceding Insurer. For the purposes of this definition: “Control” means the possession, directly or indirectly, of the power to direct or cause the management of a person or entity, whether through the ability to exercise voting power, by contract or otherwise; and “Affiliate” means a person or entity that directly or indirectly Controls, is Controlled by, or is under common Control with, another person or entity. The occurrence of a Material Transaction shall be determined in the sole discretion of the Ceding Insurer.

“Manager Failure Event” has the meaning set forth in the definition of Early Termination Event II.

“Maximum Attachment Probability” means [***]%, which is the modeled annual occurrence attachment probability based on the Escrow Models and Updated Data.

“Maximum Expected Loss” means [***]%, which is the modeled one-year expected loss based on the Escrow Models and the Updated Data.

“Minimum Attachment Level” means the lowest attachment level (to the nearest one million dollars) that results in the highest modeled annual occurrence exceedance probability equal to or less than Maximum Attachment Probability.

“Minimum Expected Loss” shall be [***]%, which is the modeled one-year expected loss based on the Escrow Models and the Updated Data.

“Named Storm” means any storm or storm system declared by the Named Storm Reporting Agency to be a tropical cyclone, a tropical depression, a tropical storm, a hurricane, an extra-tropical cyclone, a post-tropical cyclone or a sub-tropical cyclone (whether inside or outside the Covered Area) (or similar term utilized for the same purpose), including all events or perils directly resulting from such storm or storm system, which may include, by way of example and not limitation, hurricane, wind, gusts, rough waves, typhoon, hail, rain, tornadoes, cyclones, lightning, ensuing flood, storm surge, water damage, fire following, sprinkler leakage, riots, vandalism, and collapse. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm” once it has merged. If two or more storms are assigned different names by the Named Storm Reporting Agency, each of those storms shall constitute a separate event for purposes of this definition. The duration of the Named Storm is the time period:

• from and after 12:00:00 a.m. Eastern Time on the date a “watch”, “warning”, advisory or other bulletin (whether for wind, flood or otherwise) is first issued for such Named Storm by the Named Storm Reporting Agency with respect to such storm or storm system for any part of the Covered Area (the commencement of such Named Storm, the “Date of Loss”);

14

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

• continuing for a time period thereafter during which such Named Storm continues, regardless of its category rating or lack thereof and regardless of whether a “watch”, “warning”, advisory or other bulletin remains in force for such Named Storm; and

• ending at 11:59:59 p.m. Eastern Time on the fourth (4^th) calendar day following the day when (a) the discontinuation or cancellation of the last “watch” or “warning” is issued by the Named Storm Reporting Agency or (b) if the Named Storm Reporting Agency does not issue a “watch” or “warning”, the discontinuation or cancellation of the last advisory or bulletin is issued by the Named Storm Reporting Agency, with respect to such storm or storm system, for any part of the Covered Area (the “Named Storm End Date”). Notwithstanding the foregoing, if the Named Storm Reporting Agency does not issue a “watch” or “warning” or advisory or other bulletin for any part of the Covered Area in respect of a Named Storm, then the duration shall be any period of 168 consecutive hours as determined by the Ceding Insurer; provided, that the Ceding Insurer has assigned a catastrophe code to such event.

“Named Storm End Date” has the meaning ascribed to such term in the definition of Named Storm.

“Named Storm Reporting Agency” means the US National Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service or any replacement selected by the Ceding Insurer in accordance with this Reinsurance Agreement. If the Named Storm Reporting Agency ceases to exist or ceases to provide the information necessary to determine (a) whether a peril constitutes a Named Storm or (b) the Named Storm End Date, then a replacement reporting agency that is generally recognized in the insurance industry will be selected by the Ceding Insurer to act as Named Storm Reporting Agency.

“Net Payment Amount” means, on each Payment Date, the sum of all Loss Payment Amounts for all Covered Events for all Payment Dates up to and including such Payment Date.

“Non-Risk Period Interest Spread” means [***]% per annum.

“Notes” means the $[***] Series 2023-1 Class A Principal At-Risk Variable Rate Notes due April 24, 2026 issued by the Reinsurer.

15

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Notice of Event of Default” means a written notice substantially in the form attached hereto as Exhibit J given by the Reinsurer to the Ceding Insurer specifying an Event of Default.

“Notice of Loss Payment Amount” means a notice substantially in the form attached as Exhibit B to the Claims Reviewer Agreement.

“Obligation” has the meaning set forth in Section 10.05.

“Optional Termination Date” means, if the Ceding Insurer elects an Optional Termination Event (and subject to any Extension Event), on only one of (i) the Payment Date occurring in April 2024 or (ii) the Payment Date occurring in April 2025.

“Optional Termination Event” means an event that occurs on the date on which the Ceding Insurer, at its option, has given an Optional Termination Notice to the Reinsurer and the Indenture Trustee that it has elected to terminate this Reinsurance Agreement at least ten (10) Business Days (but no more than seventy-five (75) calendar days) prior to the applicable Optional Termination Date.

“Optional Termination Event Premium” means the additional repayment amount payable upon the occurrence of an Optional Termination Event equal to: (i) with respect to an Optional Termination Event election on the Optional Termination Date occurring on the April 2024 Optional Termination Date, [***]% of the Outstanding Limit (after giving effect to any Loss Payment Amount or 30-Day Reimbursement Amount made on such date) or (ii) with respect to an Optional Termination Event election on the Optional Termination Date occurring on the April 2025 Optional Termination Date, [***]% of the Outstanding Limit (after giving effect to any Loss Payment Amount or 30-Day Reimbursement Amount made on such date).

“Optional Termination Notice” means written notice by the Ceding Insurer to the Reinsurer of its election to terminate this Reinsurance Agreement, substantially in the form of Exhibit V attached hereto.

“Outstanding Limit” means, as of any Payment Date, an amount equal to the Initial Limit as reduced by the aggregate of all Limit Reductions, if any, and as increased by the aggregate of all 30-Day Reimbursement Amounts paid or payable, if any, in each case on all Payment Date on or prior to such Payment Date.

“Outstanding Reduced Interest Event Limit” means, as of any Payment Date, an amount equal to the sum of all Estimated Reduced Interest Event Amounts for all Covered Events prior to and including such Payment Date; provided, that the Outstanding Reduced Interest Event Limit shall not be less than zero nor greater than the Outstanding Limit.

“Outstanding Risk Limit” means, as of any Payment Date, an amount equal to the Outstanding Limit less the Outstanding Reduced Interest Event Limit; provided, that the Outstanding Risk Limit shall not be less than zero nor greater than the Outstanding Limit.

“Overpayment Amount” has the meaning set forth in the definition of True-Up Interest amount.

16

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Paid Claims Rate” means the ratio of Ultimate Net Loss including Paid Losses for a Covered Event divided by Ultimate Net Loss including Paid Losses and Loss Reserves for such Covered Event.

“Paid Losses” means the amount of losses actually paid by the Ceding Insurer in settlement of claims or liability from a Covered Event to the Subject Business not including losses arising from the Exclusions

“Partial Commutation” has the meaning set forth in Section 12.01(a).

“Partial Commutation Date” has the meaning set forth in Section 12.01(a).

“Partial Limit Reduction Amount” has the meaning set forth in Section 2.04(a).

“Partial Limit Reduction Date” has the meaning set forth in Section 2.04(b).

“Partial Limit Reduction Event” has the meaning set forth in Section 2.04(a)

“Payment Date” means (i) the twenty-fourth (24^th) of each calendar month (each, a “Monthly Payment Date”), commencing on the First Payment Date and continuing to, but excluding, the Scheduled Termination Date; (ii) the Scheduled Termination Date; and (iii) if there are one or more Extension Events, the twenty-fourth (24^th) day of each month during the Extension Period (each, an “Extended Termination Date”); provided, that, in each case, if any such day is not a Business Day, the Payment Date shall be on the next succeeding Business Day; provided, further, that if an Early Termination Event or Optional Termination Event occurs, the final Payment Date will be on the Early Termination Date or Optional Termination Date, as applicable (subject to any Extension Event other than in the case of an Early Termination Event III).

“Permitted Investments” has the meaning set forth in the Series Supplement.

“Permitted Investments Yield” has the meaning set forth in the Series Supplement.

“Person” or “Persons” means any individual, corporation, estate, partnership, joint venture, association, joint stock company, limited liability company, trust (including any beneficiary thereof), unincorporated organization, or government or any agency or political subdivision thereof.

“Policy” or “Policies” has the meaning specified in Section 3.02.

“Preliminary Updated Attachment Level” means the lowest attachment level (to the nearest one million dollars) such that the modeled annual occurrence exceedance probability is the highest percentage equal to or less than the Initial Modeled Annual Attachment Probability.

“Preliminary Updated Exhaustion Level” means the lowest exhaustion level (to the nearest one million dollars) such that the modeled expected loss is the highest percentage equal to or less than the Initial Modeled Annual Expected Loss (when utilizing the Preliminary Updated Attachment Level).

17

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Premium Payment Period” means, in respect of each Payment Date, the period from and including the immediately preceding Payment Date (or the Effective Date, in the case of the First Payment Date) to, but not including, such Payment Date.

“Prime Rate” means the rate of interest per annum as published from time to time by The Wall Street Journal, or its successor, as the prime rate; each change in the prime rate shall be effective from and including the date such change is published.

“Proof of Loss Claim” means a letter from the Ceding Insurer to the Reinsurer, the Indenture Trustee, the Claims Reviewer and, if applicable, the Loss Reserve Specialist substantially in the form attached hereto as Exhibit D, which sets out the components and calculation for the Ultimate Net Loss related to each Covered Event and the Loss Payment Amount payable to the Ceding Insurer on any Payment Date or 30-Day Reimbursement Amount payable by the Ceding Insurer, as applicable, as well as the resulting Net Payment Amount and the Outstanding Limit.

“Reduced Extension Spread Limit” means, for each Accrual Period during an Extension, an amount equal to (i) the Extension Threshold Payment Amount (which is calculated using the Threshold Factors and includes Loss Reserves), minus (ii) the Net Payment Amount as of the first day of such Accrual Period (which is calculated without application of the Threshold Factors); provided, that if the Reduced Extension Spread Limit is less than $0, it will be deemed to be equal to $0, and if it is greater than the Outstanding Limit, it will be deemed to be equal to the Outstanding Limit

“Reduced Extension Spread Limit Statement” has the meaning set forth in Section 8.09.

“Reduced Interest Event” means, for any Covered Event, (i) the receipt by the Reinsurer, the Indenture Trustee and the Claims Reviewer of a certificate (a “Reduced Interest Event Certificate”) substantially in the form attached hereto as Exhibit L from the Ceding Insurer advising of the Estimated Reduced Interest Event Amount in respect of such Covered Event and (ii) receipt by the Reinsurer and the Indenture Trustee of an Event Notice from the Ceding Insurer.

“Reduced Interest Event Certificate” has the meaning set forth in the definition of Reduced Interest Event.

“Reduced Interest Spread” means [***]% per annum.

“Reinsurance Agreement” has the meaning set forth in the recitals hereto.

“Reinsurer Payment” has the meaning set forth in Section 6.01(a).

“Reinsurance Premium” has the meaning set forth in Section 7.01.

“Reinsurance Trust Account” has the meaning set forth in Section 10.01.

“Reinsurance Trust Agreement” has the meaning set forth in Section 10.01.

18

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Reinsurance Trustee” means The Bank of New York Mellon or its successor or assign.

“Reinsurer” has the meaning set forth in the preamble to this Reinsurance Agreement.

“Reinsurer’s Agent” has the meaning set forth in Section 17.03.

“Remaining Extension Spread Limit” means, for each Accrual Period during an Extension, an amount equal to (i) the Outstanding Limit as of the first day of such Accrual Period, minus (ii) the Reduced Extension Spread Limit as of the first day of such Accrual Period, in each case after giving effect to any Limit Reduction or 30-Day Reimbursement Amount on such first day; provided, that, if the Remaining Extension Spread Limit is less than $0, it will be deemed to be equal to $0

“Replacement Claims Reviewer” means, in the case of a Claims Reviewer Failure Event, an entity acceptable to the Ceding Insurer and the Reinsurer engaged as replacement claims reviewer in accordance with the Claims Reviewer Agreement; provided, that such entity (i) is not an affiliate of the Ceding Insurer and (ii) performs such duties outside the United States and/or the United Kingdom.

“Replacement Reset Agent” means, in the case of a Reset Agent Failure Event, any entity acceptable to the Ceding Insurer and the Reinsurer engaged as replacement modeling agent in accordance with the Reset Agent Agreement; provided, that such Replacement Reset Agent (i) is a current licensee of any AIR loss-estimation model; (ii) is not a catastrophe reinsurer or carrier for the Ceding Insurer and (iii) is not an affiliate of the Ceding Insurer.

“Reset” has the meaning set forth in Section 11.04(a).

“Reset Agent” means AIR Worldwide Corporation, a wholly-owned subsidiary of Insurance Services Office, Inc. or any successor thereto, and if a replacement reset agent has been identified upon the failure of AIR Worldwide Corporation to perform its duties under the Reset Agent Agreement, such Replacement Reset Agent.

“Reset Agent Agreement” means the reset agent agreement, dated as of the Effective Date, by and between the Reset Agent and the Reinsurer, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“Reset Agent Failure Event” has the meaning set forth in the definition of Early Termination Event II.

“Reset Calculation Date” means a date no later than February 15, 2024 in connection with the second Annual Risk Period and no later than February 15, 2025 in connection with the third Annual Risk Period.

“Reset Date” means the first day of each subsequent Annual Risk Period.

“Reset Report” has the meaning set forth in Section 11.06.

19

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Residual Interest Amount” means an amount calculated by the Indenture Trustee equal to the sum of the present values, discounted at the Initial Risk Interest Spread, of the premium accrued at the Risk Interest Spread that would have been payable for each of the Premium Payment Periods (or partial Premium Payment Periods) from the first day of the Premium Payment Period immediately prior to the Premium Payment Period in which the Outstanding Limit was reduced to zero to, and including the last day of the first Annual Risk Period.

“Risk Interest Spread” means the Initial Risk Interest Spread; provided, that if the Ceding Insurer elects a Variable Reset for (i) the second Annual Risk Period, the applicable Updated Risk Interest Spread for such Annual Risk Period will apply for the Premium Payment Periods (or portions thereof) relating to the second Annual Risk Period and (ii) for the third Annual Risk Period, the applicable Updated Risk Interest Spread for such Annual Risk Period will apply for the Premium Payment Periods (or portions thereof) relating to the third Annual Risk Period. For the avoidance of doubt, if more than one Risk Interest Spread applies to an Premium Payment Period, interest for such Premium Payment Period will be calculated on a pro rata basis using the Interest Calculation Convention based on the number of calendar days during which each such Risk Interest Spread is applicable.

“Risk Period” means period commencing from and including 12:00:00 a.m., Eastern time, on the day after the Issuance Date to and including the earlier of (i) 11:59:59 p.m. Eastern time on April 17, 2026, (ii) in the event of an Early Termination Event (other than Early Termination Event III), 11:59:59 p.m. Eastern time on the tenth (10^th) Business Day prior to the applicable Early Termination Date, (iii) in the event of an Optional Termination Event, 11:59:59 p.m. Eastern time on the last day of the current Annual Risk Period, and (iv) in the event of an Early Termination Event III, 11:59:59 p.m. Eastern time on the date on which an Early Termination Event III occurs.

“Risk Spread Calculation” means the following calculation to be used by the Reset Agent for computing the Updated Risk Interest Spread in the event that the Ceding Insurer elects a Variable Reset for the second Annual Risk Period or the third Annual Risk Period:

(a) use the Updated Data that meets the Data Criteria, the applicable Loss Adjustment Expense Factor, the Escrow Models, the Stated Reinsurance, the Updated Attachment Level and Updated Exhaustion Level (as specified by the Ceding Insurer in the applicable Variable Reset Notice) to compute the Updated Modeled Annual Expected Loss; and

(b) use the Initial Risk Interest Spread, Initial Modeled Annual Expected Loss and Updated Modeled Annual Expected Loss to compute the updated Risk Interest Spread (“Updated Risk Interest Spread”) according to the following formula:

If EL_u < EL_i then RIS_u = RIS_i + [***] x (EL_u – EL_i)

otherwise RIS_u = RIS_i + [***] x (EL_u – EL_i)

where:

RIS_i = Initial Risk Interest Spread

RIS_u = Updated Risk Interest Spread

EL_i = Initial Modeled Annual Expected Loss

EL_u = Updated Modeled Annual Expected Loss

20

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

The calculation of the Updated Risk Interest Spread will be rounded to the nearest 1/1000th of 1.000%.

“Scheduled Termination Date” means April 24, 2026 (or if such day is not a Business Day, the next succeeding Business Day).

“Series Supplement” means the series supplement in respect of the Notes by and among the Reinsurer, the Indenture Trustee and also in its capacity as class agent and The Bank of New York Mellon, London Branch in its capacity as paying agent and account bank, dated as of the Effective Date, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“SIC” has the meaning specified in the recitals.

“Stated Reinsurance” means the Initial Stated Reinsurance or the Updated Stated Reinsurance, as applicable. The applicable Stated Reinsurance will consist of the Florida Statute Reinsurance, as applicable, and will inure to the benefit of this Reinsurance Agreement for the corresponding Annual Risk Period. The Stated Reinsurance may not match the actual reinsurance purchased by the Ceding Insurer for each Annual Risk Period.

“Subject Business” has the meaning set forth in Section 3.02.

“Substitute Actual Growth Factor” means, for a Covered Event, the ratio of: (i) the total insured value of the Ceding Insurer’s exposure with respect to the Subject Business in the Covered Area (“Total Insured Value”) in force as of the last day of the most recent calendar month preceding the month in which such Covered Event occurred (as determined by the Ceding Insurer in accordance with its general practices), to (ii) the Total Insured Value of (a) the Initial Data for the first Annual Risk Period and (b) the Updated Data as of the second Annual Risk Period and the third Annual Risk Period.

“Substitute Reset” has the meaning set forth in Section 11.05(a).

“Substitute Reset Notice” has the meaning set forth in Section 11.05(a).

“Supplemental Premium Certificate” has the meaning set forth in Section 7.02(b).

“Supplemental Premium” has the meaning set forth in Section 7.02(b).

“Termination Date” means the earliest to occur of the Early Termination Date, the Optional Termination Date and the Scheduled Termination Date or, following an Extension Event, the relevant Extended Termination Date.

21

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Threshold Factor” means, for each Covered Event, the percentage corresponding to the number of months that have elapsed since the Date of Loss for such Covered Event as set forth in the table below. The Threshold Factor shall be determined as of the first day of the applicable Accrual Period during an Extension:

Number of months elapsed since Date of Loss*	Threshold Factor
0 to 6		[***]%
>6 to 9		[***]%
>9 to 12		[***]%
>12 to 15		[***]%
>15 to 18		[***]%
>18 to 21		[***]%
>21 to 24		[***]%
>24 and thereafter		[***]%

provided, that if the range of months set forth above ends on a day that is not a Business Day, such range shall be deemed extended to the next succeeding Business Day.

* From and including the lower bound within the applicable range set forth above to, but excluding, the upper bound within the applicable range set forth above.

“Total Insured Value” has the meaning set forth in the definition of Substitute Actual Growth Factor.

“True-Up Interest Amount” means the amount calculated as follows:

(a) for each Premium Payment Period commencing after the end of the first Annual Risk Period (and for the partial Premium Payment Period during which the first Annual Risk Period ends, from the day after the first Annual Risk Period ends to and including the last day of such partial Premium Payment Period) and for each Covered Event, if (a) the Estimated Reduced Interest Event Amount as of the first day of the Premium Payment Period minus (b) the Actual Reduced Interest Event Amount as of the first day of the Premium Payment Period is positive, then such positive amount multiplied by the difference between the Risk Interest Spread and Reduced Interest Spread for such Premium Payment Period is the “Underpayment Amount” for such Premium Payment Period and such Annual Risk Period;

(b) for each Premium Payment Period commencing after the end of the first Annual Risk Period (and for the partial Premium Payment Period during which the first Annual Risk Period ends, from the day after the first Annual Risk Period ends to and including the last day of such partial Premium Payment Period) and for each Covered Event, if (i) the Estimated Reduced Interest Event Amount as of the first day of the Premium Payment Period minus (ii) the Actual Reduced Interest Event Amount as of the first day of the Premium Payment Period is negative, then such negative amount multiplied by the difference between the Risk Interest Spread and Reduced Interest Spread for such Premium Payment Period is the “Overpayment Amount” for such Premium Payment Period and such Annual Risk Period;

(c) the sum over all Premium Payment Periods commencing after the end of the first Annual Risk Period (and for the partial Premium Payment Period during which the first Annual Risk Period ends, from the day after the first Annual Risk Period ends to and including the last day of such partial Premium Payment Period) and all Covered Events, of the Underpayment

22

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Amounts, the Overpayment Amounts and accrual of compounded interest on such Underpayment Amounts and Overpayment Amounts at a rate of return that would generate an amount equal to the applicable Permitted Investments Yield for the relevant Premium Payment Periods; provided that the applicable Permitted Investments Yield for the final Premium Payment Period is deemed to be the Permitted Investments Yield for the immediately prior Premium Payment Period; and

(d) if the amount in clause (c) above is positive, then such positive amount calculated in clause (c) is the True-Up Interest Amount; however, if the amount calculated in clause (c) is negative, the True-Up Interest Amount will be zero.

“True-Up Interest Amount Certificate” has the meaning set forth in Section 13.01.

“True-Up Interest Amount Report” has the meaning set forth in Section 13.01.

“Ultimate Net Loss” means, for each Covered Event, the amount determined by performing the calculations in Steps 1 through 4 immediately below:

Step 1 — multiplying all Losses under the Subject Business for such Covered Event by the applicable Growth Limitation Factor;

Step 2 — multiplying the amount determined in Step 1 by the applicable Loss Adjustment Expense Factor (the amount determined in Step 2 is “Adjusted Losses”); and

Step 3 — if applicable, determine the FHCF Reinsurance and any other reinsurance provided for or established by Florida statute (“Florida Statute Reinsurance”) elected at such time (calculated using the amount determined in Step 1 and, for FHCF Reinsurance, the then-current projected FHCF Reinsurance coverage layer or, if available, the actual FHCF Reinsurance coverage layer), if any, and subtract such amount(s) from the amount determined in Step 2;

provided, that the Ultimate Net Loss (i) will for purposes of any Loss Payment Amount be calculated based on only Paid Losses and the applicable 30-Day Amount prior to Commutation of the applicable Covered Event or final Commutation and termination of this Reinsurance Agreement; and (ii) will be based on Paid Losses and Loss Reserves for purposes of (x) calculating the Loss Payment Amount upon Commutation for the applicable Covered Event or final Commutation and termination of this Reinsurance Agreement, (y) calculating any Estimated Reduced Interest Event Amount and Actual Reduced Interest Event Amount for a Covered Event and (z) any Extension Reduced Interest Certificate. Following determination of the actual FHCF Reinsurance attachment and exhaustion levels in connection with Step 3 above, if applicable, the Ultimate Net Loss will be recalculated accordingly, which may result in a Loss Payment Amount or a 30-Day Reimbursement Amount.

Nothing in this definition shall be construed to mean that Losses are not recoverable hereunder until the Ceding Insurer’s Ultimate Net Loss has been ascertained.

“Underpayment Amount” has the meaning set forth in the definition of “True-Up Interest Amount”.

23

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“UPC Policies” means approximately 71,000 United Property and Casualty Insurance Company policies assumed by SIC and included in the Subject Business.

“Updated Attachment Level” has the meaning set forth in Section 11.04(b).

“Updated Covered Area” means the Initial Covered Area and any other states in the United States and the District of Columbia as specified by the Ceding Insurer on or prior to the Reset Calculation Date.

“Updated Data” means exposure data relating to the Ceding Insurer’s Subject Business exposed to Losses from Named Storms in the Covered Area within four months of the Reset Calculation Date, and which may include, at the Ceding Insurer’s option, exposure projections for such Annual Risk Period.

“Updated Exhaustion Level” has the meaning set forth in Section 11.04(b).

“Updated Insurance Percentage” means, an updated insurance percentage, calculated at each Reset, derived from dividing the Outstanding Limit (after giving effect to any adjustment to the Outstanding Limit on the Payment Date immediately preceding the Reset Date) by the Layer, provided, that such percentage shall not be greater than 100%.

“Updated Loss Adjustment Expense Factor” means, in connection with a Reset and effective for the next succeeding Annual Risk Period, the Loss Adjustment Expense Factor provided, however, such factor may not be less than [***] nor greater than [***].

“Updated Modeled Annual Expected Loss” has the meaning set forth in Section 11.04(b).

“Updated Risk Interest Spread” has the meaning set forth in the definition of Risk Spread Calculation.

“Updated Stated Reinsurance” means the updated Florida Statute Reinsurance, if any, provided by the Ceding Insurer to the Issuer and the Reset Agent for the second or third Annual Risk Period on an estimated or actual basis on or prior to the Reset Calculation Date.

“Variable Reset” has the meaning set forth in Section 11.04(b).

“Variable Reset Notice” has the meaning set forth in Section 11.04(b).

Section 1.02 Interpretation. When a reference is made in this Reinsurance Agreement to an Article, Section, Exhibit, or Schedule, such reference shall be to an Article or Section of, or an Exhibit or Schedule to, this Reinsurance Agreement unless otherwise indicated. A party may use, provide or take an action referenced by any such Exhibit or Schedule in substantially the form provided and as modified, amended, replaced or supplemented to cure any ambiguity or error or to incorporate additional information as may be provided. For avoidance of doubt, changes to captions, printing format, pagination, and changes to addresses (provided that the change of address provisions of the applicable notice sections are followed) will not cause any such Exhibit or Schedule to fail to be in substantially the form provided. The Article and Section

24

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

headings and table of contents contained in this Reinsurance Agreement are solely for the purpose of reference, are not part of the agreement of the parties and shall not affect in any way the meaning or interpretation of this Reinsurance Agreement. Whenever the words “include,” “includes” or “including” are used in this Reinsurance Agreement, they shall be deemed to be followed by the words “without limitation.” The words “hereof,” “herein” and “hereunder” and words of similar import when used in this Reinsurance Agreement shall refer to this Reinsurance Agreement as a whole and not to any particular provision of this Reinsurance Agreement. The definitions contained in this Reinsurance Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such term. References to a Person are also to its permitted successors and assigns.

ARTICLE II

TERM

Section 2.01 Term. This Reinsurance Agreement shall become effective on the Effective Date and shall remain in force until the Termination Date, unless terminated before such date as provided for herein. This Reinsurance Agreement may not be cancelled or terminated prior to the later of: (a) the Scheduled Termination Date; and (b) any Extended Termination Date (but in no event later than the Final Extended Termination Date), except upon the occurrence of an Early Termination Event or Optional Termination Event (subject to any Extension Event except in the case of an Early Termination Event III).

Section 2.02 Early Termination. In the event of an Early Termination Event, this Reinsurance Agreement shall terminate on the Early Termination Date, provided that if the Ceding Insurer elects an Extension Event following an Early Termination Event (other than in connection with an Early Termination Event III) on or before the applicable Extension Determination Date, the Early Termination Event shall be disregarded.

Section 2.03 Extension. (a) The Ceding Insurer may, at its option, extend the term of this Reinsurance Agreement by (i) providing the Reinsurer and the Indenture Trustee with an Extension Notice on or prior to an Extension Determination Date and (ii) paying the applicable extension-related Reinsurance Premiums as required under Section 7.01.

(b) The Ceding Insurer may elect to extend the term of this Reinsurance Agreement to a date that is one (1) calendar month after the Early Termination Date (other than in connection with an Early Termination Event III), Optional Termination Date, Scheduled Termination Date or any Extended Termination Date, as applicable, by providing an Extension Notice to the Reinsurer and the Indenture Trustee on or prior to any Extension Determination Date. Thereafter, the term of this Reinsurance Agreement will automatically continue to be extended for up to forty-seven (47) additional periods of one (1) calendar month each until the Ceding Insurer elects to terminate Extension Event I or convert Extension Event I into Extension Event II or Extension Event III, in each case, by providing an Extension Notice to the Reinsurer and the Indenture Trustee prior to the Extension Determination Date preceding the applicable Extended Termination Date provided, that the term of this Reinsurance Agreement shall not be extended beyond the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III (an “Extension Event I”).

25

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(c) The Ceding Insurer may elect to extend the term of this Reinsurance Agreement beyond the Early Termination Date (other than in connection with an Early Termination Event III), Optional Termination Date, Scheduled Termination Date or any Extended Termination Date, as applicable, to a date that is one (1) calendar month after the Early Termination Date, Optional Termination Date, Scheduled Termination Date or such Extended Termination Date, as applicable (an “Extension Event II”), if: (A) an Extension Notice is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee on or prior to the Extension Determination Date immediately preceding the Early Termination Date, Optional Termination Date, Scheduled Termination Date or the Extended Termination Date, as applicable; and (B) an Extension Reduced Interest Certificate I is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee confirming an Extension Reduced Interest Event I has occurred. Thereafter, the extension will remain in effect for up to forty-seven (47) additional periods of one (1) calendar month each until the Ceding Insurer elects to terminate Extension Event II or the Ceding Insurer converts Extension Event II into Extension Event I or Extension Event III, in each case, by providing written notice to the Reinsurer and the Indenture Trustee prior to the Extension Determination Date preceding the applicable Extended Termination Date; provided, that the term of this Reinsurance Agreement shall not be extended beyond the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III.

(d) The Ceding Insurer may elect to extend the term of this Reinsurance Agreement beyond the Early Termination Date (other than in connection with an Early Termination Event III), the Optional Termination Date, the Scheduled Termination Date or any Extended Termination Date, as applicable, to a date that is one (1) calendar month after the Early Termination Date, the Optional Termination Date, Scheduled Termination Date or such Extended Termination Date, as applicable (each, an “Extension Event III”), if: (A) an Extension Notice is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee on or prior to the Extension Determination Date immediately preceding the Early Termination Date, Optional Termination Date, Scheduled Termination Date or the Extended Termination Date, as applicable; and (B) either a Notice of Loss Payment Amount has been provided or an Extension Reduced Interest Certificate II is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee confirming an Extension Reduced Interest Event III has occurred. Thereafter, the extension will remain in effect for up to forty-seven (47) additional periods of one (1) calendar month each until the Ceding Insurer elects to terminate Extension Event III or the Ceding Insurer converts Extension Event III into Extension Event I or Extension Event II, in each case, by providing written notice to the Reinsurer and the Indenture Trustee prior to the Extension Determination Date preceding the applicable Extended Termination Date; provided, that the term of this Reinsurance Agreement shall not be extended beyond the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III.

(e) The period of time for presentation and approval of any Proof of Loss Claim for Losses will continue automatically following the occurrence of an Extension Event until the Final Extended Termination Date unless, on or prior to an Extension Determination Date, the Ceding Insurer provides an Extension Period Termination Notice to the Reinsurer and the Indenture Trustee, in which case, the Extension Period shall terminate on the Extended Termination Date immediately following such Extension Determination Date; provided, that the Extension Period shall not end later than the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III.

26

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(f) Notwithstanding any Extension Event, the Risk Period will not be extended and the Reinsurer shall not be liable for losses related to any Named Storm with a Date of Loss after the end of the Risk Period. However, if the Risk Period expires while a Covered Event is in progress, subject to the conditions to coverage contained in this Reinsurance Agreement, the Ultimate Net Loss for such Covered Event shall be covered under this Reinsurance Agreement as if such Covered Event had fully occurred within the Risk Period.

Section 2.04 Partial Limit Reduction. (a) As of any Payment Date on or after the Early Termination Date, the Optional Termination Date or the Scheduled Termination Date the Ceding Insurer may elect (such election, a “Partial Limit Reduction Event”) to reduce the Outstanding Risk Limit by an amount equal to a portion of the Outstanding Risk Limit (“Partial Limit Reduction Amount”) on such Payment Date by the notice procedure described in clause (c) of this Section 2.04.

(b) If a Partial Limit Reduction Event has occurred, the Outstanding Limit shall be reduced by the Partial Limit Reduction Amount on the first Payment Date that occurs at least ten (10) calendar days after the date of such Partial Limit Reduction Event, subject to timely delivery to the Indenture Trustee of any information needed by it for any interest calculation in connection with this Reinsurance Agreement (“Partial Limit Reduction Date”), and the Ceding Insurer shall instruct the Reinsurance Trustee to transfer the amount of any such Partial Limit Reduction Amount to the Reinsurer on such date.

(c) The Ceding Insurer shall provide an Extension Notice on or prior to the applicable Partial Limit Reduction Date, notifying of a Partial Limit Reduction Event and the Partial Limit Reduction Amount on the applicable Payment Date.

Section 2.05 Optional Termination. The Ceding Insurer may terminate this Reinsurance Agreement by providing an Optional Termination Notice, substantially in the form of Exhibit V attached hereto, to the Reinsurer and the Indenture Trustee at least ten (10) Business Days (but not more than seventy-five (75) calendar days) prior to the applicable Optional Termination Date (an “Optional Termination Event”). In the event of an Optional Termination Event, the Ceding Insurer shall pay the Optional Termination Event Premium to the Reinsurer on the applicable Optional Termination Date, regardless of the occurrence of an Extension Event.

ARTICLE III

BUSINESS COVERED

Section 3.01 Coverage and Limits. Subject to the Outstanding Limit, this Reinsurance Agreement requires that the Reinsurer indemnify the Ceding Insurer for Loss Payment Amounts. The Ceding Insurer cedes and the Reinsurer accepts all Loss Payment Amounts on the terms and conditions, and subject to the exceptions, exclusions and limitations set forth in this Reinsurance Agreement.

Section 3.02 Subject Business. The “Subject Business” means the Ceding Insurer’s in-force insurance portfolio (which consists of any binder, policy or contract of insurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Ceding Insurer (“Policies”)) exposed to Covered Events that is in force as of the commencement date of the Risk Period and any new and renewal Policies exposed to Covered Events becoming effective during the Risk Period.

27

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 3.03 Follow the Fortunes. Coverage under this Reinsurance Agreement will be subject in all respects to the same interpretations (whether judicial or otherwise), terms, conditions, waivers, alterations and modifications as the Policies comprising the Subject Business, the true intent being that the Reinsurer will in every respect follow the fortunes of the Ceding Insurer with respect to the Subject Business, subject to the terms, conditions and limits of this Reinsurance Agreement, including the Exclusions. Subject always to the Exclusions, all Losses, whether under strict terms or by way of compromise, shall be binding on the Reinsurer, subject to Claims Procedures and estimation by the Loss Reserve Specialist of Loss Reserves, if applicable.

Section 3.04 No Third Party Rights. This Reinsurance Agreement is solely between the Ceding Insurer and the Reinsurer, and in no instances shall any insured, claimant or other third party have any rights under this Reinsurance Agreement, except as may be expressly set forth herein.

Section 3.05 Agent. SIC will act as agent of the companies comprising the Ceding Insurer for purposes of sending and receiving notices required or permitted under this Reinsurance Agreement and for purposes of remitting or receiving any monies due to or from the Reinsurer under this Reinsurance Agreement.

Section 3.06 Addition and Removal of Cedent. SIC, as agent for the Ceding Insurer, may, upon thirty (30) calendar days prior written notice to the Reinsurer, elect to add insurance company subsidiaries of Slide Insurance Holdings, Inc. (including entities that become a subsidiary after the Issuance Date) to Schedule I attached hereto; provided, that, the business to be ceded by such subsidiary under this Reinsurance Agreement is substantially similar to the Subject Business. If SIC adds a subsidiary to this Reinsurance Agreement on a Reset Date (in connection with a Reset), it will include in the Updated Data for such Reset information relating to the Policies issued by such subsidiary. Insurance company subsidiaries of Slide Insurance Holdings, Inc. may be removed from the definition of Ceding Insurer at any time upon written notice by SIC to the Reinsurer, with such removal to be effective as of the date of such notice.

ARTICLE IV

TERRITORIAL LIMIT

Section 4.01 Territorial Limit. The liability of the Reinsurer under this Reinsurance Agreement will be limited to losses for risks located within the Covered Area.

ARTICLE V

COVERAGE LIMIT

Section 5.01 Initial Limit and Outstanding Limit. The maximum amount recoverable under this Reinsurance Agreement shall not exceed the Initial Limit. The amount recoverable under this Reinsurance Agreement as of any date shall not exceed the Outstanding Limit as of such date, prior to giving effect to any adjustments to the Outstanding Limit as of such date.

28

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE VI

PAYMENT OF LOSSES AND REVIEW OF CLAIMS

Section 6.01 Reinsurer Payment. (a) Upon receipt of a Notice of Loss Payment Amount from the Claims Reviewer at least five (5) Business Days prior to a Payment Date, the Reinsurer shall make a payment (an “Reinsurer Payment”) on such Payment Date to the Ceding Insurer, in an amount equal to the sum of the Loss Payment Amounts for all applicable Covered Events as of such Payment Date. If the Ceding Insurer has elected a Partial Commutation for a Covered Event, the final settlement of all liabilities in respect of such Covered Event, shall include payment of any Loss Reserves in respect of such Covered Event on the applicable Partial Commutation Date. All Reinsurer Payments shall be paid by the Reinsurer to the Ceding Insurer in cash or its equivalent.

(b) For the avoidance of doubt, the Reinsurer shall not be liable for any Reinsurer Payment unless and until the Reinsurer has received (i) a Proof of Loss Claim from the Ceding Insurer setting out the calculations of the Loss Payment, (ii) except as provided in clause (c) below, a Notice of Loss Payment Amount from the Claims Reviewer with respect to such Proof of Loss Claim, and (iii) the Growth Limitation Factor Calculation Report from the Reset Agent with respect to such Covered Event; provided, that in the event of a Reset Agent Failure Event, the Ceding Insurer shall calculate a Substitute Actual Growth Factor and the Growth Limitation Factor Calculation Report shall not be required.

(c) If the Notice of Loss Payment Amount with respect to any Proof of Loss Claim is not received by the Reinsurer, the Indenture Trustee, the Reinsurance Trustee and the Ceding Insurer at least five (5) Business Days prior to the applicable Payment Date (other than because of the Ceding Insurer’s failure to comply with this Reinsurance Agreement or because of the inability of the Claims Reviewer to achieve the confidence level and error rate level set forth in the Claims Reviewer Agreement), then the Ceding Insurer will be entitled to receive payment of the entire Loss Payment Amount based on the entire amount of Paid Losses and 30-Day Amount (or Loss Reserves on the applicable Partial Commutation Date or Final Extended Termination Date, as applicable) specified in such Proof of Loss Claim as being due by the Reinsurer to the Ceding Insurer. Any adjustments reflected in a Notice of Loss Payment Amount subsequently provided to the Ceding Insurer will be reflected in a subsequent Proof of Loss Claim, if any. The Ceding Insurer will not be obligated to pay interest to the Reinsurer in respect of any overpayment to the Ceding Insurer due to the failure to receive timely such Notice of Loss Payment Amount.

(d) The Reinsurer’s obligations to pay Reinsurer Payments to the Ceding Insurer under this Reinsurance Agreement are limited to the liquidation proceeds of the Permitted Investments held in the Reinsurance Trust Account.

29

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 6.02 Proof of Loss Claims. (a) A Proof of Loss Claim may be presented from time to time by the Ceding Insurer to the Reinsurer, the Indenture Trustee, the Claims Reviewer and, if applicable, the Loss Reserve Specialist, along with any additional data reasonably requested by the Claims Reviewer pursuant to the terms of the Claims Reviewer Agreement; provided, that any Proof of Loss Claim submitted less than thirty-two (32) Business Days (or with respect to any Proof of Loss Claim which only includes the 30-Day Amount, less than eight (8) Business Days) prior to a Payment Date (other than the Final Extended Termination Date) shall not result in payment of a Loss Payment Amount, if any, by the Reinsurer until the second Payment Date following the date of submission of such Proof of Loss Claim. Proof of Loss Claims delivered with respect to a Payment Date (other than the Final Extended Termination Date or a Partial Commutation Date in respect of the applicable Covered Event) may include only Paid Losses and the 30-Day Amount.

(b) A final Proof of Loss Claim may be presented by the Ceding Insurer to the Reinsurer, the Indenture Trustee, the Claims Reviewer and the Loss Reserve Specialist on the date which is no later than thirty-two (32) Business Days prior to the Final Extended Termination Date, if any, or any Partial Commutation Date, which Proof of Loss Claim may include a claim for Loss Reserves as well as for Paid Losses relating to the Covered Event commuted on such Final Extended Termination Date or Partial Commutation Date, as applicable.

Section 6.03 Claims Procedures. The Reinsurer will cause the Claims Reviewer to perform the Claims Procedures and other services under the Claims Reviewer Agreement, attached hereto as Exhibit R, subject to the terms and conditions described therein. The Ceding Insurer will provide the Reinsurer and the Claims Reviewer with access to information reasonably requested by and required to perform the Claims Procedures.

Section 6.04 Certification of Loss Reserves. The Reinsurer will cause the Loss Reserve Specialist to perform the services under the Loss Reserve Specialist Agreement, attached hereto as Exhibit S, subject to the terms and conditions described therein.

Section 6.05 No Liability for Payments under this Reinsurance Agreement. Neither the Claims Reviewer nor the Loss Reserve Specialist is obligated in any way to make payments under this Reinsurance Agreement.

Section 6.06 Salvage and Subrogation. (a) In determining Ultimate Net Loss under this Reinsurance Agreement, the Reinsurer will be credited with the cash recoveries, if any, actually received by the Ceding Insurer from salvage or subrogation (i.e., cash reimbursements actually obtained or recovery actually made by the Ceding Insurer, less any reimbursement lawfully due to the insureds of the Ceding Insurer or otherwise required) on account of claims and settlements involving reinsurance under this Reinsurance Agreement. The Ceding Insurer will agree to enforce its rights to salvage or subrogation relating to any loss, a part of which loss was sustained by the Reinsurer, and to prosecute all claims arising out of such rights if, in the Ceding Insurer’s opinion, it is commercially reasonable to do so.

(b) Any cash amounts that the Ceding Insurer receives through any sale of its rights to salvage and subrogation in connection with a Covered Event will be treated as salvage and subrogation recoveries actually received by the Ceding Insurer under this Reinsurance Agreement. Any non-cash salvage and subrogation recoveries received by the Ceding Insurer will be disregarded for purposes of this Reinsurance Agreement.

30

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(c) Notwithstanding anything to the contrary set forth herein, (i) Loss Reserves will not include any deduction for amounts that the Ceding Insurer may recover through salvage or subrogation and (ii) the Ceding Insurer will not be required to extend the term of this Reinsurance Agreement or delay a commutation hereunder because of salvage or subrogation that the Ceding Insurer may recover.

ARTICLE VII

REINSURANCE PREMIUM

Section 7.01 Reinsurance Premiums. The Ceding Insurer shall make premium payments to the Reinsurer with respect to each applicable Premium Payment Period, on or before the Business Day immediately preceding each Payment Date (each, a “Reinsurance Premium”) as follows:

(a) up to and including the end of the Risk Period, an amount equal to the sum of:

(i) for the Premium Payment Period days from and including the Effective Date to but excluding the first day of the first Annual Risk Period, even if such day is not a Payment Date, premium accrued at the Non-Risk Period Interest Spread will be calculated and paid on the Initial Limit;

(ii) for the Premium Payment Period days from and including the first day of the first Annual Risk Period to and including the last day of the first Annual Risk Period, even if such day is not a Payment Date, an amount equal to premium accrued at the applicable Risk Interest Spread will be calculated and paid on the Initial Limit;

(iii) for the Premium Payment Period days from and including the first day of the second Annual Risk Period to and including the last day of the Risk Period: the sum of (i) interest accrued at the applicable Risk Interest Spread calculated on the Outstanding Risk Limit as of the first day of the applicable Accrual Period and (ii) interest accrued at the Reduced Interest Spread calculated on the Outstanding Reduced Interest Event Limit as of the first day of the applicable Accrual Period;

(iv) for the Premium Payment Period days that occur from but excluding the last day of the Risk Period to but excluding such Early Termination Date, the Optional Termination Date or the Scheduled Termination Date, as applicable, interest accrued at the Non-Risk Period Interest Spread calculated on the Outstanding Limit as of the first day of the applicable Accrual Period;

provided, that, if the Outstanding Limit is reduced to zero (without application of any 30-Day Amount in the determination of such Outstanding Limit) as a result of one or more Loss Payment Amounts on any of the Payment Dates prior to the end of the first Annual Risk Period, the Residual Interest Amount will be paid on such Payment Date, in addition to the accrued interest for the prior Accrual Period, and no further interest will be paid under this Reinsurance Agreement ((i) to (iv) collectively, the “Interest Spread Amount”);

31

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(v) the True-Up Interest Amount, if any;

(vi) the Optional Termination Event Premium, if any; and

(vii) in the event of an Early Termination Event III, the Early Termination Event III Premium;

(b) during an Extension Period, if any, an amount equal to the sum of:

(i) if an Extension Event I has been elected for such Accrual Period, interest accrued at the Extension Event I Spread calculated on the Outstanding Limit as of the first day of the Accrual Period;

(ii) if an Extension Event II or an Extension Event III has been elected for such Accrual Period, the sum of (A) interest accrued at the Extension Event II Spread or Extension Event III Spread, as applicable, calculated on the Reduced Extension Spread Limit as of the first day of the Accrual Period and (B) interest accrued at the Remaining Extension Spread calculated on the Remaining Extension Spread Limit as of the first day of the Accrual Period ((i) and (ii) collectively, the “Extension Spread Amount”);

(iii) the True-Up Interest Amount, if any;

(c) the Ceding Insurer will also pay to the Reinsurer, on or before the Business Day immediately preceding each Payment Date, an amount equal to the 30-Day Reimbursement Amount, if any.

Section 7.02 Additional Payments. The Ceding Insurer will make certain additional premium payments to the Reinsurer under this Reinsurance Agreement as follows:

(a) Initial Issuance Premiums. On the Effective Date and, to the extent not paid on the Effective Date, following a written notice or invoice to the Ceding Insurer, an aggregate amount equal to the amount of expenses to be paid on or about the Effective Date (“Initial Issuance Premium”); and

(b) Supplemental Premium. From time to time in an amount certified by the Reinsurer, substantially in the form attached hereto as Exhibit F (“Supplemental Premium Certificate”), to be an amount of expenses incurred or expected to be incurred by the Reinsurer as a result of third-party services provided to the Reinsurer (“Supplemental Premium”), provided, that the Supplemental Premiums paid hereunder shall be subject to a maximum in any calendar year of $[***] in the aggregate under this Reinsurance Agreement (which shall not include the Initial Issuance Premium under this Reinsurance Agreement); provided, further, that from time to time, the Reinsurer may provide a Supplemental Premium Certificate referencing estimated amounts of Supplemental Premiums. Any estimated amounts will be subject to true-up, with any required payments being made by the owing party, within ninety (90) calendar days after the final distributions have been made to all holders of the Notes in respect thereof.

32

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 7.03 Premium Calculation. The Reinsurance Premium (other than the Optional Termination Event Premium) shall be computed on the basis of the actual number of days elapsed in the applicable Premium Payment Period and a 360-day year.

Section 7.04 Taxes. (a) All payments by the Ceding Insurer to the Reinsurer under this Reinsurance Agreement, including, for the avoidance of doubt, Ceding Insurer Additional Withdrawal Interest payable in accordance with Section 10.06(a), will be made free and clear of, and without deduction or withholding for or on account of, any and all present or future withholding taxes, unless required by law. If the Ceding Insurer is required by law to deduct or withhold any withholding taxes from or in respect of any amount payable under this Reinsurance Agreement:

(i) the Ceding Insurer shall pay the full amount deducted or withheld in respect of withholding taxes to the relevant taxation or governmental authority in accordance with the applicable law; and

(ii) the sum payable by the Ceding Insurer to the Reinsurer shall be increased as may be necessary so that, after the Ceding Insurer has made all required deductions and withholdings (including taxes, deductions and withholdings applicable to additional sums payable under this paragraph), the Reinsurer will receive an amount equal to the sum it would have received had no such deductions or withholdings been made in respect of withholding taxes.

(b) The Ceding Insurer shall pay any United States federal excise tax on any Reinsurance Premium, Initial Issuance Premium or Supplemental Premium payable hereunder.

(c) The Ceding Insurer shall pay any stamp taxes imposed on this Reinsurance Agreement.

(d) The Reinsurer will deliver or cause to be delivered to the Ceding Insurer, upon request, a U.S. Internal Revenue Service Force W-8BEN-E or successor applicable form, and such other properly completed and executed documentation, agreements, or certifications as would permit the Reinsurer to receive payments hereunder without withholding or at a reduced rate of withholding and whose delivery would not materially prejudice the legal or commercial position of the Reinsurer.

ARTICLE VIII

NOTICES AND REPORTS

Section 8.01 Extension Notice. To elect an Extension Event, the Ceding Insurer must provide an Extension Notice to the Reinsurer and the Indenture Trustee on or prior the Extension Determination Date preceding the earliest of the Scheduled Termination Date, the Optional Termination Date and the Early Termination Date. Once elected, an Extension Event shall remain in place until the Final Extended Termination Date unless such Extension Event is terminated pursuant to the terms of this Reinsurance Agreement.

33

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 8.02 Early Termination Notice. The Ceding Insurer shall have the right to give notice of early termination of this Reinsurance Agreement to the Reinsurer substantially in the form attached hereto as Exhibit E (“Early Termination Notice”), which will cause an Early Termination Event I, an Early Termination Event II, an Early Termination Event IV, an Early Termination Event V or an Early Termination Event VI, as applicable.

Section 8.03 Reset Agent Failure Event. In the event of any Reset Agent Failure Event, the Reinsurer shall promptly notify the Ceding Insurer of such failure and shall use its best efforts to appoint a substitute Reset Agent in accordance with the terms of the Reset Agent Agreement. Such notice shall be substantially in the form attached hereto as Exhibit G. Upon the receipt of the notification of a Reset Failure and a substitute Reset Agent, then, if requested in such notice, the Ceding Insurer shall promptly notify the Reinsurer whether the proposed substitute Reset Agent is satisfactory to the Ceding Insurer and, if so, confirm that the proposed substitute Reset Agent is not affiliated with the Ceding Insurer. Such notice shall be substantially in the form attached hereto as Exhibit H.

Section 8.04 Claims Reviewer Failure Event. In the event of any Claims Reviewer Failure Event, the Reinsurer shall promptly notify the Ceding Insurer of such failure and shall use its best efforts to appoint a substitute Claims Reviewer in accordance with the terms of the Claims Reviewer Agreement. Such notice shall be substantially in the form attached hereto as Exhibit N. Upon the receipt of the notification of a Claims Reviewer Failure Event and a substitute Claims Reviewer, then, if requested in such notice, the Ceding Insurer shall promptly notify the Reinsurer whether the proposed substitute Claims Reviewer is satisfactory to the Ceding Insurer and, if so, confirm that the proposed substitute Claims Reviewer is not affiliated with the Ceding Insurer. Such notice shall be substantially in the form attached hereto as Exhibit O.

Section 8.05 Manager Failure Event. In the event of Manager Failure Event, the Reinsurer shall promptly notify the Ceding Insurer of such failure and shall use its best efforts to appoint a substitute Manager in accordance with the terms of the Management Agreement. Such notice shall be substantially in the form attached hereto as Exhibit P. Upon the receipt of the notification of a Manager Failure Event and a substitute Manager, then, if requested in such notice, the Ceding Insurer shall promptly notify the Reinsurer whether the proposed substitute Manager is satisfactory to the Ceding Insurer and, if so, confirm that the proposed substitute Manager is not affiliated with the Ceding Insurer. Such notice shall be substantially in the form attached hereto as Exhibit Q.

Section 8.06 Ceding Insurer Loss Report. The Ceding Insurer will provide a monthly report (each, a “Ceding Insurer Loss Report”) as of the end of each calendar month commencing after the occurrence of the first Covered Event for which the Ceding Insurer determines that the Ultimate Net Loss (including Paid Losses, 30-Day Amount and Loss Reserves (excluding the 30-Day Amount)) is equal to or greater than 50% of the applicable Attachment Level for such Annual Risk Period and continuing to (i) the final payment of the Loss Payment Amount for all Covered Events for which Proof of Loss Claims have been submitted, (ii) the Termination Date or (iii) the Ceding Insurer determines a future Loss Payment Amount is unlikely for any relevant Covered Events. The Ceding Insurer will deliver to the Reinsurer and the Indenture Trustee a Ceding Insurer Loss Report within fifteen (15) calendar days after the end of each applicable month for which a report is due containing the following information: (a) Paid Losses, 30-Day Amount and estimated Loss Reserves (as determined by the Ceding Insurer) for each Covered Event as of the last day of the applicable calendar month; and (b) the estimated Loss Payment Amount calculated using the items provided in clause (a) for each Covered Event.

34

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 8.07 Event Notice. The Ceding Insurer may give one or more written notices to the Reinsurer, the Indenture Trustee, the Claims Reviewer and the Loss Reserve Specialist of the occurrence of one or more Covered Events, and, if accompanied by a Proof of Loss Claim, may request therein that the Claims Reviewer provide a Notice of Loss Payment Amount with respect to one or more Covered Events. Each such notice (an “Event Notice”) shall be substantially in the form attached hereto as Exhibit K. An Event Notice may include a Proof of Loss Claim.

Section 8.08 Reduced Interest Event, Reduced Interest Event Termination. A Reduced Interest Event for a Covered Event will occur upon receipt of (i) an Event Notice by the Reinsurer and the Indenture Trustee and (ii) a Reduced Interest Event Certificate by the Reinsurer, the Indenture Trustee and the Claims Reviewer, each sent by the Ceding Insurer and advising of an Estimated Reduced Interest Event Amount in respect of such Covered Event. After the occurrence of a Reduced Interest Event, the Outstanding Risk Limit and Outstanding Reduced Interest Event Limit shall be adjusted accordingly in respect of the applicable Payment Date. No Reduced Interest Event will be effective prior to the first anniversary of the Effective Date or during the Extension Period; however, during the Extension Period, True-Up Interest Amounts, if any, will continue to be calculated in respect of prior Premium Payment Periods for which a Reduced Interest Event was in effect. There may be multiple non-concurrent Reduced Interest Events with respect to the Notes. A Reduced Interest Event will have no effect on the Reinsurer’s obligations with respect to any Covered Events, whenever occurring, and will not reduce the Outstanding Limit.

Section 8.09 Reduced Extension Spread Limit Statement. No less than five (5) Business Days prior to each Extension Determination Date, the Ceding Insurer shall deliver a statement, (each, a “Reduced Extension Spread Limit Statement”) to the Reinsurer (with a copy to the Indenture Trustee) specifying (i) the Reduced Extension Spread Limit and (ii) the Remaining Extension Spread Limit to be used in connection with the succeeding Accrual Period. The Reduced Extension Spread Limit Statement shall constitute Available Information.

Section 8.10 Copies of Reports and Notices. So long as the Outstanding Limit is greater than zero, the Reinsurer shall promptly deliver, or cause to be delivered, to the Ceding Insurer copies of all reports and written notices given or received by the Reinsurer under the Basic Documents (including Available Information), except for reports and written notices given or received under this Reinsurance Agreement.

35

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE IX

OFFSET

Section 9.01 Offset. Neither the Ceding Insurer nor the Reinsurer shall have the right to offset any balance or balances, on account of premiums or on account of a Covered Event, due from one party to the other under this Reinsurance Agreement, against any balance or balances due and payable to one party from the other whether under this Reinsurance Agreement, any other reinsurance agreement or otherwise.

ARTICLE X

REINSURANCE TRUST ACCOUNT

Section 10.01 Establishment of Reinsurance Trust Account. On or before the Effective Date, the Reinsurer shall enter into a trust agreement substantially in the form attached hereto as Exhibit I (“Reinsurance Trust Agreement”) and establish a trust account (“Reinsurance Trust Account”) with the Reinsurance Trustee for the benefit of the SIC, as beneficiary on behalf of itself and of the companies constituting the Ceding Insurer. To the extent that an applicable insurance regulatory authority determines that the terms of this Reinsurance Agreement or the Reinsurance Trust Agreement are insufficient to permit each of the companies constituting the Ceding Insurer to take full credit on its respective statutory financial statements for the reinsurance provided by this Reinsurance Agreement, the Reinsurer agrees to take such reasonable action that is acceptable to the Ceding Insurer and all applicable insurance regulatory authorities as is reasonably required for such entity to obtain full statutory accounting credit on its respective statutory financial statements, provided that such action is consistent with the terms of the Indenture and the Reinsurance Trust Agreement.

Section 10.02 Transfers to Reinsurance Trust Account. On the Effective Date, the Reinsurer shall irrevocably deposit all of the gross proceeds from the sale of the Notes into the Reinsurance Trust Account. Funds in the Reinsurance Trust Account shall be invested in Permitted Investments pursuant to the Reinsurance Trust Agreement.

Section 10.03 Title of Assets in Reinsurance Trust Account. The Reinsurer shall execute, prior to depositing assets with the Reinsurance Trustee, assignments, endorsements in blank, or transfer legal title to the Reinsurance Trustee of all shares, obligations or any other assets requiring assignments, in order that the Reinsurance Trustee, may whenever necessary transfer, assign or negotiate any such assets without consent or signature from the Reinsurer or any other Person.

Section 10.04 Income. The Reinsurer shall be entitled to all dividends, interest, earned discount and other income resulting from the investment of the assets, including Permitted Investments Yield, in the Reinsurance Trust Account. On the Business Day prior to each Payment Date, the Reinsurance Trustee will transfer any income received in respect of the Permitted Investments not previously transferred to the Indenture Trustee on behalf of the Reinsurer. The Indenture Trustee will use such amounts to make payments under the Indenture in respect of interest on the Notes.

36

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 10.05 Withdrawal from Reinsurance Trust Account. (a) The assets held in the Reinsurance Trust Account will be available to satisfy any obligations of the Reinsurer to the Ceding Insurer under this Reinsurance Agreement, without diminution because of the insolvency of the Ceding Insurer or the Reinsurer.

(b) The Reinsurer and the Ceding Insurer agree that the assets in the Reinsurance Trust Account may be withdrawn by the Ceding Insurer at any time, notwithstanding any other provisions in this Reinsurance Agreement and shall be utilized and applied by the Ceding Insurer or its successor by operation of law, including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Ceding Insurer, without diminution because of insolvency on the part of the Ceding Insurer or the Reinsurer, only for the following purposes:

(i) to pay or reimburse the Ceding Insurer for any Reinsurer Payments payable by the Reinsurer to the Ceding Insurer under this Reinsurance Agreement or for unearned premiums due to the Ceding Insurer, if not otherwise paid by the Reinsurer in accordance with the terms of this Reinsurance Agreement;

(ii) to make payment to the Reinsurer of any amounts held in the Reinsurance Trust Account that exceed the greater of (A) 100% of the actual amount required to fund the Reinsurer’s maximum potential obligation to the Ceding Insurer with respect to the Outstanding Limit in effect under this Reinsurance Agreement after reductions for any payments previously made by the Reinsurer under this Reinsurance Agreement or (B) 102% of the Reinsurer’s entire Obligations to the Ceding Insurer due, owing and unsatisfied under this Reinsurance Agreement; or

(iii) where the Ceding Insurer has received notification of termination of the Reinsurance Trust Account and where the Reinsurer’s entire Obligation with respect to the Outstanding Limit in effect under this Reinsurance Agreement remains unliquidated and non-discharged ten (10) calendar days prior to such termination date, to withdraw amounts equal to such unliquidated and any non-discharged Obligation and deposit such amounts in a separate account, in the name of the Ceding Insurer, in any United States bank or trust company, apart from its general assets, in trust for the uses and purposes specified in (i) and (ii) above as may remain executory after such withdrawal and for any period after such termination date and subject to all of the same terms and conditions set forth in the Reinsurance Trust Agreement.

“Obligation” shall mean obligations in accordance with any credit-for-reinsurance laws and regulations applicable to each of the companies comprising the Ceding Insurer.

Section 10.06 Return of Assets. In the event that the Ceding Insurer withdraws assets from the Reinsurance Trust Account for the purposes set forth in Section 10.05(b)(i) in excess of actual amounts required to meet the Reinsurer’s obligations to the Ceding Insurer, or in excess of amounts determined to be due under Section 10.05(b)(ii) (in each case, a “Ceding Insurer Additional Withdrawal”), the Ceding Insurer shall promptly pay the Ceding Insurer Additional Withdrawal Return Amount relating to such Ceding Insurer Additional Withdrawal to the Reinsurer (which hereby directs such payment to be made to the Reinsurance Trust Account). If the Ceding Insurer fails to return such excess, the Ceding Insurer will be required to pay the

37

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Reinsurer, on the last Business Day of each month, interest on such excess amounts not yet returned at a per annum rate equal to the Prime Rate and calculated by the Ceding Insurer on the basis of the actual number of days elapsed in the applicable period and a 360-day year comprised of twelve 30-day months (“Ceding Insurer Additional Withdrawal Interest”), until such excess amounts are returned and any interest owed thereon is paid. The Ceding Insurer shall notify the Reinsurer on the date of any such payment that it has made such payment, stating the amount thereof.

ARTICLE XI

RESET

Section 11.01 Reset Agent Agreement. The Reinsurer shall enter into the Reset Agent Agreement with the Reset Agent pursuant to which the Reset Agent will perform certain analyses and calculations using Updated Data, the applicable Stated Reinsurance, the Loss Adjustment Expense Factor and the Escrow Models, as described in the Reset Agent Agreement.

Section 11.02 Updated Data and Updated Stated Reinsurance. In connection with the second Annual Risk Period and the third Annual Risk Period, the Ceding Insurer shall provide to the Reset Agent on or prior to each Reset Calculation Date, the applicable Updated Data in conformity with the Data Criteria. After the submission of an Event Notice, the Ceding Insurer shall be required to provide the applicable Updated Data, in conformity with the Data Criteria, to the Reset Agent. In connection with the second Annual Risk Period and the third Annual Risk Period, the Ceding Insurer may provide to the Reset Agent on or prior to each Reset Calculation Date, the applicable Updated Stated Reinsurance, if any.

Section 11.03 Data Review and Reset Procedures. The Reinsurer shall cause the Reset Agent, upon receipt of the Updated Data by the Reset Agent, to perform the Data Review and Reset Procedures. Pursuant to the Reset Agent Agreement, the Reset Agent must document the Data Review and Reset Procedures, along with options to be used in the analysis. The Reinsurer shall cause the Reset Agent to provide the Ceding Insurer with a notice as to whether the Updated Data meet the Data Criteria within ten (10) Business Days following receipt by the Reset Agent of such data. The Ceding Insurer agrees to cooperate with the Reset as set forth the Reset Agent Agreement.

Section 11.04 Reset Calculations. (a) No later than the applicable Reset Calculation Date, the Ceding Insurer will provide to the Reset Agent the applicable Updated Data and the applicable Updated Stated Reinsurance and the Reset Agent will reset (each, a “Reset”) the Attachment Level, the Exhaustion Level and the Insurance Percentage, effective as of the Reset Date using the applicable Updated Data, the Loss Adjustment Expense Factor, the Escrow Models and the applicable Stated Reinsurance. The Reset Agent will also compute the Average Annual Loss using the applicable Updated Data for such Annual Risk Period.

(b) No later than April 1, 2024 in connection with the second Annual Risk Period and April 1, 2025 in connection with the third Annual Risk Period, the Ceding Insurer may elect, by notice substantially similar to the form attached hereto as Exhibit T (“Variable Reset Notice”) to the Reset Agent, to update (“Variable Reset”) (i) the Attachment Level (“Updated

38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Attachment Level”) to an amount that must be greater than or equal to the Minimum Attachment Level and (ii) the Exhaustion Level (“Updated Exhaustion Level”) to an amount as selected by the Ceding Insurer; provided, that the Layer’s modeled one-year expected loss (when using the Updated Attachment Level) must be less than or equal to the Maximum Expected Loss and greater than or equal to the Minimum Expected Loss. If the Ceding Insurer makes such election to update the Attachment Level and Exhaustion Level, the Reset Agent will perform a Risk Spread Calculation. The Reset Agent shall also compute an updated annual expected loss (rounded to the nearest 1/100th of 1.00%) using the Updated Attachment Level and the Updated Exhaustion Level (“Updated Modeled Annual Expected Loss”). If the Ceding Insurer makes no such election, the Updated Attachment Level and the Updated Exhaustion Level shall be set to the Preliminary Updated Attachment Level and the Preliminary Updated Exhaustion Level and the Reset Agent will not perform a Risk Spread Calculation.

Section 11.05 Substitute Reset. (a) If a Reset Agent Failure Event occurs and a Replacement Reset Agent cannot be identified within forty-five (45) calendar days from the termination of the Reset Agent Agreement, the Ceding Insurer may at its option elect to trigger an Early Termination Event II or may alternatively update (a “Substitute Reset”) the Attachment Level, the Exhaustion Level and the Insurance Percentage as follows and will deliver to the Reinsurer, the Indenture Trustee and the Claims Reviewer a notice similar to the form attached hereto as Exhibit U (“Substitute Reset Notice”) setting out such calculations:

(i) the Updated Attachment Level will be calculated by dividing the total insured value of the applicable Updated Data by the total insured value of the Initial Data or the Updated Data used by the Reset Agent for the last successfully conducted Reset, as applicable, and multiplying the resulting quotient by the Attachment Level in effect prior to such Substitute Reset;

(ii) the Updated Exhaustion Level will increase or decrease by the same U.S. dollar amount that the Updated Attachment Level increased or decreased; and

(iii) the Updated Insurance Percentage will be the percentage derived from dividing the Outstanding Limit (after giving effect to any adjustment to the Outstanding Limit on the Payment Date immediately preceding the Reset Date) by the Layer; provided, that such Updated Insurance Percentage will not be greater than 100%.

The Claims Reviewer will perform specified arithmetical procedures to agree that the Substitute Reset has been calculated in accordance with the foregoing formula. If the Claims Reviewer fails to timely perform such arithmetical procedures, then the Ceding Insurer will be entitled to have the Substitute Reset take effect by providing written notice thereof to the Reinsurer.

(b) The Substitute Reset will be effective as a Reset for all purposes under this Reinsurance Agreement, except that the Ceding Insurer reserves the right to trigger an Early Termination Event in respect of such Reset Agent Failure Event.

Section 11.06 Reset Report. The Reinsurer shall cause the Reset Agent to deliver, or shall cause to be delivered, the reset report (“Reset Report”) pursuant to the Reset Agent Agreement, and any other report or notice delivered thereunder, to the Reinsurer, the Indenture Trustee, the Ceding Insurer, the Claims Reviewer and, if applicable, the Loss Reserve Specialist, no later than three (3) Business Days prior to the applicable Reset Date.

39

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 11.07 Duplicate Escrow Models. The Reset Agent will retain a copy of each Escrow Models certified by the Reset Agent to be a duplicate version that is identical to the Escrow Models deposited with the Escrow Agent. The Reset Agent may use such certified copy of the Escrow Models to perform any services required. In any such instance, such certified copy of each such Escrow Models will be deemed to be such Escrow Models.

Section 11.08 Growth Limitation Factor Calculation Report. Upon receipt by the Reset Agent of an Event Notice from the Ceding Insurer and, within fifteen (15) Business Days after the submission of such Event Notice, the applicable data meeting the Data Criteria from the Ceding Insurer required to calculate the Average Annual Loss for such Covered Event, the Reinsurer shall cause the Reset Agent to calculate the Growth Limitation Factor and deliver a Growth Limitation Factor Calculation Report to the Reinsurer and the Ceding Insurer.

Section 11.09 Substitute Actual Growth Factor. If a Reset Agent Failure Event occurs and a Replacement Reset Agent cannot be identified within forty-five (45) days, in case of a Covered Event the Ceding Insurer shall calculate the Substitute Actual Growth Factor. Pursuant to the Claims Reviewer Agreement, the Claims Reviewer is required to perform agreed-upon arithmetical procedures to verify that the Substitute Actual Growth Factor has been calculated in accordance with the definition thereof, but will not perform such procedures in connection with an Extension Reduced Interest Event. If the Claims Reviewer does not perform such procedures within the time period set forth therefor in the Claims Reviewer Agreement, the Ceding Insurer’s Substitute Actual Growth Factor shall be final and binding on the Reinsurer and the Ceding Insurer for all purposes under this Reinsurance Agreement.

ARTICLE XII

COMMUTATION

Section 12.01 Commutation. (a) On or after the Early Termination Date (provided that this Reinsurance Agreement is extended pursuant to an Extension Event) or the Scheduled Termination Date, as applicable, the Ceding Insurer may elect to settle all remaining claims and obligations solely with respect to a Covered Event under this Reinsurance Agreement (a “Partial Commutation”), provided, that (i) at least eighteen (18) months have elapsed since the Date of Loss of such Covered Event and (ii) the Paid Claims Rate is at least 95% for such Covered Event. Following a Partial Commutation no further Loss Payment Amount will be owed to the Ceding Insurer for such Covered Event. Such Partial Commutation shall occur on the “Partial Commutation Date”, which is the first Payment Date (i) at least ten (10) Business Days from the date of election thereof or (ii) when this Reinsurance Agreement is terminated in full on the Final Extended Termination Date. On the Partial Commutation Date, the Reinsurer and the Ceding Insurer will settle all remaining claims and obligations under this Reinsurance Agreement with respect to the relevant Covered Event by the Reinsurer paying and the Ceding Insurer accepting all payments due to the Ceding Insurer under this Reinsurance Agreement (less any amounts previously paid under this Reinsurance Agreement), which settlement shall include payment of any Loss Reserves, subject to (a) the Claims Procedures being performed by the Claims Reviewer

40

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

with respect to Paid Losses and (b) the amount of any Loss Reserves included in such settlement being assessed for reasonableness by the Loss Reserve Specialist and, if deemed to be unreasonable by the Loss Reserve Specialist, the Loss Reserves shall be equal to the lesser of (i) the amount of Loss Reserves claimed by the Ceding Insurer in the Proof of Loss Claim delivered with respect to the Partial Commutation Date and (ii) the amount that represents the reasonable best estimate of Loss Reserves by the Loss Reserve Specialist. The Outstanding Limit shall be reduced by the amount of such Partial Commutation as of the Partial Commutation Date.

(b) The parties shall effect a commutation of this Reinsurance Agreement in its entirety (“Full Commutation”) on the Termination Date (the “Full Commutation Date”). On the Full Commutation Date, (i) the Ceding Insurer shall pay to the Reinsurer all amounts owing and unpaid under Article VII in respect of the Premium Payment Period ended on or prior to the Full Commutation Date and (ii) the Reinsurer shall pay to the Ceding Insurer any Reinsurer Payment due on such Full Commutation Date.

ARTICLE XIII

TRUE-UP INTEREST AMOUNT

Section 13.01 True-Up Interest Amount. The True-Up Interest Amount will be calculated only upon the final Commutation and termination of this Reinsurance Agreement in its entirety and paid on the Termination Date. No later than thirty-two (32) Business Days prior to the Termination Date, the Ceding Insurer shall deliver to the Reinsurer, the Indenture Trustee, the Claims Reviewer and the Loss Reserve Specialist a True-Up Interest Amount Certificate (the “True-Up Interest Amount Certificate”) substantially in the form attached hereto as Exhibit M. The True-Up Interest Amount Certificate will be subjected to the Claims Procedures by the Claims Reviewer. The Claims Reviewer will deliver to the Reinsurer, the Indenture Trustee and the Ceding Insurer a report (“True-Up Interest Amount Report”) in respect of its review of a True-Up Interest Amount Certificate on a date that is no later than five (5) Business Days prior to the Termination Date.

ARTICLE XIV

DEFAULT

Section 14.01 Termination Following an Event of Default. Unless a Ceding Insurer Default is cured within five (5) Business Days of its occurrence, such Ceding Insurer Default shall constitute an “Event of Default,” which shall result in an Early Termination Event III. Within one (1) Business Day following the occurrence of a Ceding Insurer Default, the Reinsurer shall send to the Ceding Insurer a notice substantially in the form attached hereto as Exhibit J, provided that a failure by the Reinsurer to give such notice within such timeframe shall not prejudice the effectiveness of a notice subsequently given by the Reinsurer.

41

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE XV

ACCESS TO BOOKS AND RECORDS

Section 15.01 Ceding Insurer’s Records. The Reinsurer, the Claims Reviewer, the Loss Reserve Specialist or their designated representatives may at any mutually agreeable time audit, inspect and make copies of the Ceding Insurer’s books, records and documents which pertain in any way to this Reinsurance Agreement. It is agreed that the Reinsurer’s right of the audit and inspection shall continue as long as either party hereto has a claim against the other arising out of this Reinsurance Agreement.

Section 15.02 Confidentiality. (a) The Reinsurer agrees on behalf of itself and any representatives, agents, employees, or independent contractors that any information and records of the Ceding Insurer which they access or are provided with pursuant to this ARTICLE XV or any other Basic Document shall be treated as confidential and shall not be used or further disclosed (whether directly or indirectly) to any Person for any purpose other than as necessary for the administration or enforcement of this Reinsurance Agreement. The restrictions as outlined in this ARTICLE XV shall not apply to communication or disclosures that the Reinsurer is required to make to its accountants, actuaries and auditors, outside legal counsel, or disclosures required upon subpoena or other duly-issued order of a court or other governmental agency or regulatory authority.

(b) The Reinsurer shall require the Claims Reviewer, the Loss Reserve Specialist, and any other independent contractors of the Reinsurer that have access to the Ceding Insurer’s information and records, to maintain the confidentiality of such information and records and shall make the Ceding Insurer a third party beneficiary of such obligation to maintain confidentiality, subject to exceptions substantially the same as the exceptions under the Claims Reviewer Agreement and the Loss Reserve Specialist Agreement.

(c) The Reinsurer shall not authorize any such Person or entity to disclose any such information or records and shall enforce its respective confidentiality agreements with those Persons or entities.

Section 15.03 Reinsurer’s Records. The Ceding Insurer at all times shall have the right to inspect the books and records of the Reinsurer which relate to this Reinsurance Agreement. This right shall survive the termination of this Reinsurance Agreement.

Section 15.04 Disclosure of Tax Structure. Notwithstanding anything herein to the contrary, the obligations of confidentiality contained herein, as they relate to the transactions contemplated by this Reinsurance Agreement, shall not apply to the U.S. federal tax structure or tax treatment of the transactions contemplated by this Reinsurance Agreement and each party hereto (and any employee, representative, or agent of any party hereto) may disclose to any and all persons and entities, without limitation of any kind, the U.S. federal, state or local tax structure and tax treatment of the transactions contemplated by this Reinsurance Agreement. The preceding sentence is intended to cause the transactions contemplated by this Reinsurance Agreement not to be treated as having been offered under conditions of confidentiality for purposes of Section 1.6011-4(b)(3) (or any successor provision) of the Treasury Regulations promulgated under Section 6011 of the United States Internal Revenue Code of 1986, as amended, and shall be construed in a manner consistent with such purpose.

42

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE XVI

MEDIATION AND ARBITRATION

Section 16.01 Mediation. If a dispute between the Reinsurer and the Ceding Insurer, arising out of the provisions of this Reinsurance Agreement or concerning its interpretation or validity and whether arising before or after termination of this Reinsurance Agreement has not been settled through negotiation, both parties agree to try in good faith to settle such dispute by nonbinding mediation, before resorting to arbitration.

Section 16.02 Arbitration. (a) Any dispute arising out of the interpretation, performance or breach of this Reinsurance Agreement, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators in New York, New York. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested. The Ceding Insurer and the Reinsurer each hereby agree to become a party to any arbitration proceeding brought pursuant to this Reinsurance Agreement (the Ceding Insurer, and the Reinsurer, the “Arbitration Parties”).

(b) One arbitrator shall be chosen by each Arbitration Party and such chosen arbitrators shall, before instituting the hearing, choose an impartial third arbitrator who shall also preside at the hearing. If either Arbitration Party fails to appoint its arbitrator within thirty (30) calendar days after being requested to do so by the other party, the arbitrator who has been appointed, after ten (10) calendar days’ prior notice by certified or registered mail of its intention to do so, may choose the second arbitrator.

(c) The arbitrators shall be persons, who are former insurance or reinsurance executives, knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

(d) Within thirty (30) calendar days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

(e) The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Reinsurance Agreement, the arbitrators may at their discretion, consider underwriting and placement information provided by the Ceding Insurer to the Reinsurer, as well as any correspondence exchanged by the Arbitration Parties that is related to this Reinsurance Agreement. The arbitration shall take place in such place as the Arbitration Parties shall agree. The decision of the three arbitrators shall be in writing and shall be final and binding as to the Arbitration Parties and all issues in common under this Reinsurance Agreement. The panel is empowered to grant interim relief as it may deem appropriate.

43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(f) The panel shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

(g) Each Arbitration Party shall bear the expense of its own arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

ARTICLE XVII

GOVERNING LAW AND JURISDICTION

Section 17.01 Governing Law. This Reinsurance Agreement shall be governed by and construed in accordance with the laws of the State of New York, including General Obligations Law § 5-1401, but otherwise without regard to conflicts of law principles.

Section 17.02 Jurisdiction. Without limiting the applicability of Section 16.01 and Section 16.02, with respect to any suit, action or proceeding relating to this Reinsurance Agreement, each party hereto irrevocably:

(a) submits to the exclusive jurisdiction of any federal or New York State court located in New York City, Borough of Manhattan;

(b) waives any objection which it may have at any time to the laying of venue of any suit, action or proceeding brought in any such court, waives any claim that such proceedings have been brought in an inconvenient forum and further waives the right to object, with respect to such suit, action or proceeding, that such court does not have any jurisdiction over such party;

(c) waives any claim to punitive, exemplary or multiplied damages from the other; and

(d) waives any right to trial by jury.

Section 17.03 Service of Process. The Reinsurer hereby appoints C T Corporation System, 28 Liberty Street, New York, New York 10005, as its agent for service of process in New York (the “Reinsurer’s Agent”) upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the other party or any beneficiary hereunder arising out of this Reinsurance Agreement, and the Reinsurer’s Agent is authorized and directed to accept such service of process on behalf of the Reinsurer and, upon the request of the Reinsurer, to give a written undertaking to the Reinsurer that it will enter a general appearance upon the Reinsurer’s behalf in the event such a suit shall be instituted.

44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE XVIII

COVENANTS OF REINSURER AND CEDING INSURER

Section 18.01 Amendment of Indenture. The Reinsurer has entered into the Indenture with the Indenture Trustee, a copy of which has been provided to the Ceding Insurer. The Reinsurer shall not amend, supplement or modify Section 10.1 of the Indenture, any provision of the Indenture that subjects a provision of the Indenture to Section 10.1 of the Indenture, any other provision of the Indenture in any way that could have a material adverse effect on the Ceding Insurer in connection with its rights or obligations hereunder or any provision of the Indenture that requires the consent of Ceding Insurer, without the prior written consent of the Ceding Insurer.

Section 18.02 Covenant by the Reinsurer. The Reinsurer shall comply with all covenants in the Basic Documents as in effect on the date hereof, and as may be amended from time to time.

Section 18.03 Enforcement of Rights. The Reinsurer shall, in consultation with the Ceding Insurer and at its own expense, promptly take all such lawful action as will be necessary to:

(a) protect and enforce its rights against any third party under or in connection with the Basic Documents (excluding this Reinsurance Agreement);

(b) compel or secure the performance and observance by the other parties to the Basic Documents of each of their obligations to the Reinsurer under or in connection with any of the Basic Documents (excluding this Reinsurance Agreement); and

(c) exercise any and all rights, remedies, powers and privileges lawfully available to the Reinsurer under or in connection with any Basic Documents (excluding this Reinsurance Agreement).

Section 18.04 Extinguishment of Obligations. Notwithstanding anything to the contrary in this Reinsurance Agreement, all obligations of and any claims against the Reinsurer hereunder shall be will be limited recourse obligations of the Reinsurer payable solely from the Reinsurance Trust Account, and all such obligations and claims shall be extinguished and shall not thereafter revive in the event that, at any time, the assets in the Reinsurance Trust Account are exhausted. The Ceding Insurer shall have no further claim thereafter against the Reinsurer, its directors, officers or shareholders for any shortfall in the Collateral (as defined in the Indenture). The Ceding Insurer shall only have recourse to the Reinsurance Trust Account for satisfaction of the Reinsurer’s obligations hereunder. The proceeds of the issuance of the Reinsurer’s ordinary shares ($1.00) and any assets in the Expense Account (as defined in the Indenture), and any interest income earned on such excluded amounts, shall not form part of the assets available to satisfy the Reinsurer’s obligations hereunder. The provisions of this Section 18.04 shall survive the termination of this Reinsurance Agreement.

45

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 18.05 Non-Petition. The Ceding Insurer, by entering into this Reinsurance Agreement, hereby covenants and agrees that it will not at any time institute against the Reinsurer, or join in any institution against the Reinsurer of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or other proceedings under any United States federal, United States state or non-United States bankruptcy or foreign law (including under Part IV A of the Bermuda Conveyancing Act 1983) in connection with any obligations hereunder until the expiration of one year (or, if longer, the applicable preference period under any applicable bankruptcy or similar law) and one day from the date on which all notes under any series issued pursuant to the Indenture are no longer outstanding. The provisions of this Section 18.05 shall survive the termination of this Reinsurance Agreement.

ARTICLE XIX

INSOLVENCY

(a) This Article shall apply severally to each company included in the definition of “Ceding Insurer”. Further, this Article and the laws of the applicable domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

(b) In the event of the insolvency of the Ceding Insurer, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Ceding Insurer, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Ceding Insurer, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Ceding Insurer or because the liquidator, receiver, conservator or statutory successor of the Ceding Insurer has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Ceding Insurer shall give written notice to the Reinsurer of the pendency of a claim against the Ceding Insurer that might become a liability on the part of the Reinsurer under this Reinsurance Agreement within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Ceding Insurer or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Ceding Insurer as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Ceding Insurer solely as a result of the defense undertaken by the Reinsurer.

ARTICLE XX

MISCELLANEOUS

Section 20.01 Liability of Officers, Directors, Members, Agents and Employees. (a) No liability shall attach in favor of the Reinsurer against any officer, director, member, agent or employee of the Ceding Insurer but the Reinsurer shall look solely to the assets of the Ceding Insurer for satisfaction of this Reinsurance Agreement.

46

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) No liability shall attach in favor of the Ceding Insurer against any officer, director, member, agent or employee of the Reinsurer but the Ceding Insurer shall look solely to the assets of the Reinsurer for satisfaction of this Reinsurance Agreement.

Section 20.02 Integration. This Reinsurance Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all other prior negotiations, commitments, agreements and understandings, both written and oral, between the parties or either of them with respect to the subject matter hereof.

Section 20.03 Assignment; Third Party Beneficiaries. (a) Neither this Reinsurance Agreement nor any rights or obligations hereunder may be assigned or otherwise transferred by either party hereto (including by operation of law) without the prior written consent of the other party.

(b) The Ceding Insurer hereby consents to the Reinsurer’s assignment to the Indenture Trustee pursuant to the Indenture of all the Reinsurer’s rights, title, interest and benefit in, to and under this Reinsurance Agreement for the benefit of the holders of the Notes as collateral for the Reinsurer’s obligations under the Notes. For the avoidance of doubt, no provision of this Reinsurance Agreement will impose any liability on the Ceding Insurer to any holders of the Notes, at law, in equity or otherwise.

(c) Subject to Section 20.03(b), nothing in this Reinsurance Agreement is intended to confer any rights or remedies under or by reason of this Reinsurance Agreement on any Persons other than the parties hereto and their respective successors and assigns.

Section 20.04 Amendment. The parties hereto shall not permit any amendments or modifications to this Reinsurance Agreement or agree to voluntary termination of this Reinsurance Agreement, except as otherwise permitted under this Reinsurance Agreement.

Section 20.05 Other Reinsurance. The Ceding Insurer shall be permitted to carry reinsurance in addition to the Stated Reinsurance (including, but not limited to, inter-company reinsurance), recoveries under which shall inure solely to the benefit of the Ceding Insurer and be entirely disregarded in applying all of the provisions of this Agreement, including determining the Ultimate Net Loss (other than with respect to any Stated Reinsurance, which shall be determined on a deemed basis, whether or not collectable).

Section 20.06 Errors and Omissions. Any inadvertent act, delay, omission or error by either party will not relieve the other party of any liability which would have attached under this Reinsurance Agreement, provided that such act, delay, omission or error shall not impose any greater liability on the Reinsurer than would have attached hereunder if such act, delay, omission or error had not occurred, and is rectified promptly or reasonably upon discovery by the responsible party.

47

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 20.07 Notice. Any written notice required to be provided under this Reinsurance Agreement, including, but not limited to, any Extension Notice or Early Termination Notice, shall be effective if provided by facsimile transmission, email transmission with a Portable Document Format (PDF) attachment or by physical delivery to:

(a) if to the Reinsurer, to:

Purple Re Ltd.

c/o Marsh Management Services (Bermuda) Ltd.

7 Par-la-Ville Road

Hamilton HM11

Telephone: [***]

Facsimile: [***]

Email: [***]

(b) if to the Ceding Insurer, to:

Slide Insurance Company

4221 W Boy Scout Blvd, Suite 200

Tampa

FL 33607

Attention: Jesse Schalk, President and CFO of Slide Insurance Holdings

Telephone: [***]

Email: [***]

(c) if to the Indenture Trustee, to:

The Bank of New York Mellon

240 Greenwich Street, Floor 7E

New York, New York 10286

Attention: Corporate Trust, Structured Finance – Purple Re 2023-1

Telephone: [***]

Facsimile: [***]

Email: [***]

(d) if to the Claims Reviewer, to:

Towers Watson (Bermuda) Ltd.

Wellesley House, 2nd Floor

90 Pitts Bay Road

Pembroke, HM 08

Bermuda

Attention: ICT – Purple Re Cat Bond 2023-1

Telephone No.: [***]Email: [***]

with a copy to:

Willis Towers Watson

51 Lime Street

London EC3M 7DQ

United Kingdom

Attention: Legal Department

Email: [***]

48

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(e) if to the Reset Agent, to:

AIR Worldwide Corporation

Lafayette City Center

Two Avenue de Lafayette, 2^nd Floor

Boston, Massachusetts 02111

U.S.A.

Attention: Manager, Consulting Services

Telephone No.: [***]Facsimile No.: [***]

Email: [***]

or to such other address or individual person as each party may designate for itself by like notice.

Section 20.08 Payment Instruction.

(a) All payments to the Ceding Insurer under this Reinsurance Agreement shall, if payable directly to the Ceding Insurer, be made via wire transfer to the following account:

[***]

(b) All payments to the Reinsurer under this Reinsurance Agreement set forth in Sections 7.01(a), 7.01(b) and 7.01(c) shall be made to the Reinsurer via wire transfer to the following account:

[***]

(c) All payments to the Reinsurer under this Reinsurance Agreement set forth in Section 7.02 shall be made to the Reinsurer via wire transfer to the following account:

[***]

(d) All payments to the Reinsurer under this Reinsurance Agreement set forth in Section 7.01(c) and Section 10.06 shall be made to the Reinsurer via wire transfer to the following account:

[***]

Section 20.09 Currency. Where the word “Dollars” and/or the sign “$” appear in this Reinsurance Agreement, they shall mean United States dollars. All amounts due to either party hereunder shall be payable in United States currency.

Section 20.10 Exhibits and Schedules. A party may use, provide or take an action referenced by any Exhibit or Schedule in substantially the form provided and as modified, amended, replaced or supplemented to cure any ambiguity or error or to incorporate additional information as may be provided. For avoidance of doubt, changes to captions, printing format, pagination and changes to addresses (provided that the change of address provisions of the applicable notice sections are followed) will not cause any such exhibit or schedule to fail to be in substantially the form provided.

49

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 20.11 Survival. All obligations, representations, and warrantees made in this Reinsurance Agreement shall survive the termination of this Reinsurance Agreement and shall continue in force and effect until all obligations of the parties hereunder have been discharged in full.

Section 20.12 Severability. If any provision (or portion of a provision) of this Reinsurance Agreement shall be held to be invalid, illegal, or unenforceable according to the laws, regulations, or public policy of any jurisdiction, the validity, legality, and enforceability of the remaining provisions (and such portions of provisions) shall in no way be affected or impaired thereby, and such invalidity, illegality, or unenforceability of such provision (or such portion of a provision) in such jurisdiction shall not affect the validity, legality, or enforceability of such provision (or such portion of a provision) in any other jurisdiction.

Section 20.13 Counterparts. This Reinsurance Agreement may be executed in any number of counterparts, each of which shall be an original, but such counterparts shall together constitute but one and the same instrument. Delivery of an executed counterparty of a signature page of this Reinsurance Agreement in Portable Document Format (PDF) or by facsimile transmission shall be as effective as delivery of a manually executed original counterpart of this Reinsurance Agreement.

[Remainder of page intentionally blank. Signature page follows.]

50

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the parties hereto have caused this Reinsurance Agreement to be duly executed by their respective officers, thereunto duly authorized, all as of the day and year first written above.

PURPLE RE LTD.
By:	/s/ Nicolas Plianthos
	Name: Nicolas Plianthos
	Title: Director
SLIDE INSURANCE COMPANY
By:	/s/ Bruce Lucas
	Name: Bruce Lucas
	Title: CEO

EX-10.24

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.24

EXECUTION VERION

REINSURANCE AGREEMENT

(Purple Re Ltd. Series 2023-2 Class A Principal At-Risk Variable Rate Notes)

by and between

PURPLE RE LTD.

(the “Reinsurer”)

and

SLIDE INSURANCE COMPANY, individually and on behalf of any additional affiliates

that now or in the future underwrite business covered by this Agreement (collectively, the “Ceding Insurer”)

Effective as of July 5, 2023

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

		Page
ARTICLE I DEFINITIONS			1
Section 1.01	Definitions		1
Section 1.02	Interpretation		25
ARTICLE II TERM			25
Section 2.01	Term		25
Section 2.02	Early Termination		25
Section 2.03	Extension		25
Section 2.04	Partial Limit Reduction		27
Section 2.05	Optional Termination		27
ARTICLE III BUSINESS COVERED			28
Section 3.01	Coverage and Limits		28
Section 3.02	Subject Business		28
Section 3.03	Follow the Fortunes		28
Section 3.04	No Third Party Rights		28
Section 3.05	Agent		28
Section 3.06	Addition and Removal of Cedent		28
ARTICLE IV TERRITORIAL LIMIT			29
Section 4.01	Territorial Limit		29
ARTICLE V COVERAGE LIMIT			29
Section 5.01	Initial Limit and Outstanding Limit		29
ARTICLE VI PAYMENT OF LOSSES AND REVIEW OF CLAIMS			29
Section 6.01	Reinsurer Payment		29
Section 6.02	Proof of Loss Claims		30
Section 6.03	Claims Procedures		30
Section 6.04	Certification of Loss Reserves		30
Section 6.05	No Liability for Payments under this Reinsurance Agreement		30
Section 6.06	Salvage and Subrogation		31
ARTICLE VII REINSURANCE PREMIUM			31
Section 7.01	Reinsurance Premiums		31
Section 7.02	Additional Payments		32
Section 7.03	Premium Calculation		33
Section 7.04	Taxes		33

i

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

(continued)

		Page
ARTICLE VIII NOTICES AND REPORTS			34
Section 8.01	Extension Notice		34
Section 8.02	Early Termination Notice		34
Section 8.03	Reset Agent Failure Event		34
Section 8.04	Claims Reviewer Failure Event		34
Section 8.05	Manager Failure Event		34
Section 8.06	Ceding Insurer Loss Report		35
Section 8.07	Event Notice		35
Section 8.08	Reduced Interest Event, Reduced Interest Event Termination		35
Section 8.09	Reduced Extension Spread Limit Statement		35
Section 8.10	Copies of Reports and Notices		36
ARTICLE IX OFFSET			36
Section 9.01	Offset		36
ARTICLE X REINSURANCE TRUST ACCOUNT			36
Section 10.01	Establishment of Reinsurance Trust Account		36
Section 10.02	Transfers to Reinsurance Trust Account		36
Section 10.03	Title of Assets in Reinsurance Trust Account		36
Section 10.04	Income		37
Section 10.05	Withdrawal from Reinsurance Trust Account		37
Section 10.06	Return of Assets		38
ARTICLE XI RESET			38
Section 11.01	Reset Agent Agreement		38
Section 11.02	Updated Data and Updated Stated Reinsurance		38
Section 11.03	Data Review and Reset Procedures		38
Section 11.04	Reset Calculations		38
Section 11.05	Substitute Reset		39
Section 11.06	Reset Report		40
Section 11.07	Duplicate Escrow Models		40
Section 11.08	Substitute Actual Growth Factor		40

ii

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

(continued)

		Page
ARTICLE XII COMMUTATION			40
Section 12.01	Commutation		40
ARTICLE XIII TRUE-UP INTEREST AMOUNT			41
Section 13.01	True-Up Interest Amount		41
ARTICLE XIV DEFAULT			41
Section 14.01	Termination Following an Event of Default		41
ARTICLE XV ACCESS TO BOOKS AND RECORDS			42
Section 15.01	Ceding Insurer’s Records		42
Section 15.02	Confidentiality		42
Section 15.03	Reinsurer’s Records		42
Section 15.04	Disclosure of Tax Structure		42
ARTICLE XVI MEDIATION AND ARBITRATION			43
Section 16.01	Mediation		43
Section 16.02	Arbitration		43
ARTICLE XVII GOVERNING LAW AND JURISDICTION			44
Section 17.01	Governing Law		44
Section 17.02	Jurisdiction		44
Section 17.03	Service of Process		44
ARTICLE XVIII COVENANTS OF REINSURER AND CEDING INSURER			45
Section 18.01	Amendment of Indenture		45
Section 18.02	Covenant by the Reinsurer		45
Section 18.03	Enforcement of Rights		45
Section 18.04	Extinguishment of Obligations		45
Section 18.05	Non-Petition		46
ARTICLE XIX INSOLVENCY			46

iii

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

(continued)

		Page
ARTICLE XX MISCELLANEOUS			46
Section 20.01	Liability of Officers, Directors, Members, Agents and Employees		46
Section 20.02	Integration		47
Section 20.03	Assignment; Third Party Beneficiaries		47
Section 20.04	Amendment		47
Section 20.05	Other Reinsurance		47
Section 20.06	Errors and Omissions		47
Section 20.07	Notice		48
Section 20.08	Payment Instruction		49
Section 20.09	Currency		49
Section 20.10	Exhibits and Schedules		49
Section 20.11	Survival		49
Section 20.12	Severability		50
Section 20.13	Counterparts		50

iv

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

LIST OF EXHIBITS AND SCHEDULES

Exhibit A	Form of Extension Notice
Exhibit B	Form of Extension Reduced Interest Certificate
Exhibit C	Form of Extension Period Termination Notice
Exhibit D	Form of Proof of Loss Claim
Exhibit E	Form of Early Termination Notice
Exhibit F	Form of Supplemental Premium Certificate
Exhibit G	Form of Reset Failure Notice
Exhibit H	Form of Approval of Replacement Reset Agent
Exhibit I	Form of Reinsurance Trust Agreement
Exhibit J	Form of Ceding Insurer Default Notice
Exhibit K	Form of Event Notice
Exhibit L	Form of Reduced Interest Event Certificate
Exhibit M	Form of True-Up Interest Amount Certificate
Exhibit N	Form of Claims Reviewer Failure Notice
Exhibit O	Form of Approval of Replacement Claims Reviewer
Exhibit P	Form of Manager Failure Notice
Exhibit Q	Form of Approval of Replacement Manager
Exhibit R	Form of Claims Reviewer Agreement
Exhibit S	Form of Loss Reserve Specialist Agreement
Exhibit T	Form of Variable Reset Notice
Exhibit U	Form of Substitute Reset Notice
Exhibit V	Form of Optional Termination Notice
Attachment 1	Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A.
Attachment 2	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)
Attachment 3	Terrorism Exclusion (Property Treaty Reinsurance) - N.M.A. 2930c
Attachment 4	Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance)

v

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

REINSURANCE AGREEMENT

(Purple Re Ltd. Series 2023-2 Class A Principal At-Risk Variable Rate Notes)

This REINSURANCE AGREEMENT (this “Reinsurance Agreement”), effective as of July 5, 2023, is entered into by and between PURPLE RE LTD., a Bermuda exempted company limited by shares and registered as a special purpose insurer under the Bermuda Insurance Act 1978 and related rules and regulations, each as amended (the “Reinsurer”), and Slide Insurance Company (“SIC”), individually and on behalf of any additional affiliates of SIC that now or in the future underwrite business covered by this Reinsurance Agreement (collectively, the “Ceding Insurer”).

W I T N E S S E T H:

The Reinsurer hereby reinsures the Ceding Insurer to the extent and on the terms and conditions and subject to the exceptions, exclusions and limitations hereinafter set forth in this Reinsurance Agreement.

ARTICLE I

DEFINITIONS

Section 1.01 Definitions. All capitalized terms in this Reinsurance Agreement shall have the meaning set forth in this Article I. All capitalized terms used but not defined herein shall have the meaning ascribed to them in the Indenture.

“30-Day Amount” means, if elected by the Ceding Insurer on the date of any Proof of Loss Claim, the amount of Loss Reserves that are estimated by the Ceding Insurer to become Paid Losses within thirty (30) calendar days following such date; provided, that the 30-Day Amount may not exceed the lower of (i) 100% of the Ceding Insurer’s Loss Reserves as of such date and (ii) 80% of the Ceding Insurer’s Paid Losses for the immediately preceding 60-day period.

“30-Day Reimbursement Amount” has the meaning set forth in the definition of “Loss Payment Amount.”

“Actual Growth Factor” means, for any Covered Event, the ratio of the Average Annual Loss of the Subject Business exposed to Losses from Named Storms in the Covered Area as of the last day of the month immediately preceding the Date of Loss of such Covered Event, to the Average Annual Loss of (i) the Initial Data for Covered Events occurring in the first Annual Risk Period and (ii) the applicable Updated Data for Covered Events occurring in the second Annual Risk Period or third Annual Risk Period.

“Actual Reduced Interest Event Amount” means, for purposes of the calculation of the True-Up Interest Amount, for a Covered Event, as of any Payment Date, an amount equal to (a) the product of (i) the Ultimate Net Loss (calculated based on Paid Losses and, if applicable, any Loss Reserves), which Ultimate Net Loss, if less than the Attachment Level, will be deemed to be an amount equal to the Attachment Level and, if greater than the Exhaustion Level, will be deemed to be an amount equal to the Exhaustion Level, as set forth in the applicable Notice of Loss Payment Amount from the Claims Reviewer, with such Loss Reserves having been reviewed

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

by the Loss Reserve Specialist, minus the Attachment Level for the applicable Annual Risk Period and (ii) the Insurance Percentage in effect for such Annual Risk Period, minus (b) the sum of all Loss Payment Amounts resulting from such Covered Event or already paid to the Ceding Insurer up to and including such Payment Date; provided, however, that the aggregate Actual Reduced Interest Event Amounts for all Covered Events shall not exceed the Outstanding Limit nor be less than zero as of the date of determination. If, in respect of a Covered Event, the anticipated final Notice of Loss Payment Amount was not received when due but a final Claims Reviewer Report was received when due, then such final Claims Reviewer Report may be relied upon for purposes of determining the Actual Reduced Interest Event Amount for such Covered Event. If the final Claims Reviewer Report was also not received when due because of a Claims Reviewer Report Delivery Failure Event, the applicable Proof of Loss Claim may be relied upon for purposes of determining the Actual Reduced Interest Amount for such Covered Event.

“AIR” means AIR Worldwide Corporation.

“Annual Risk Period” means each of the following:

(a) the first Annual Risk Period will commence from and including 12:00:00 a.m. Eastern time on the day after the Issuance Date to and including 11:59:59 p.m. Eastern time on May 31, 2024;

(b) the second Annual Risk Period will commence from and including 12:00:00 a.m. Eastern time on June 1, 2024 to and including 11:59:59 p.m. Eastern time on May 31, 2025; and

(c) the third Annual Risk Period will commence from and including 12:00:00 a.m. Eastern time on June 1, 2025 to and including 11:59:59 p.m. Eastern time on May 31, 2026.

If an Annual Risk Period expires while a Covered Event is in progress, subject to the conditions to coverage contained in this Reinsurance Agreement, the Ultimate Net Loss for such Covered Event shall be covered under this Reinsurance Agreement in such expired Annual Risk Period and the Reset applicable to any subsequent Annual Risk Period will not affect the Ceding Insurer’s recoveries with respect to such Covered Event.

“Arbitration Parties” has the meaning set forth in Section 16.02.

“Attachment Level” means $[***] for the first Annual Risk Period and for each subsequent Annual Risk Period, the applicable Updated Attachment Level.

“Augmented UNL” has the meaning specified in the definition of Extension Threshold Payment Amount.

“Average Annual Loss” means the annual expected loss (based on the standard catalog in the Escrow Models for Named Storm) of the Subject Business in the Covered Area as calculated by the Reset Agent using the (a) Escrow Models without application of any Attachment Level, Exhaustion Level, Loss Adjustment Expense Factor or Stated Reinsurance and with a 100% Insurance Percentage and (b) (i) the Initial Data with respect to the first Annual Risk Period, (ii)

2

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

the applicable Updated Data with respect to the second Annual Risk Period or Third Annual Risk Period or (iii) with respect to the calculation of the Actual Growth Factor, the Ceding Insurer’s Subject Business exposed to Losses from Named Storms in the Covered Area as of the last day of the month immediately preceding the Date of Loss of a relevant Covered Event. The Average Annual Loss for Named Storm (based on the standard catalog in the Escrow Models) for the first Annual Risk Period as calculated by the Reset Agent based on the Initial Data is $[***].

“Basic Documents” means the Indenture, the Series Supplement, this Reinsurance Agreement, the Reinsurance Trust Agreement, the Management Agreement, the Claims Reviewer Agreement, the Deed of Charge, the Reset Agent Agreement, the Loss Reserve Specialist Agreement and the Escrow Agreement, in each case, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“Business Day” means a day other than (a) a Saturday, (b) a Sunday or (c) a day on which banking institutions or trust companies in any of the City of Hamilton, Bermuda, the City of London, England, or the City of New York, New York are authorized or required by applicable law, regulation or executive order to remain closed.

“Ceding Insurer” has the meaning set forth in the preamble.

“Ceding Insurer Additional Withdrawal” has the meaning set forth in Section 10.06.

“Ceding Insurer Additional Withdrawal Interest” has the meaning set forth in Section 10.06.

“Ceding Insurer Additional Withdrawal Return Amount” means any failure of the Ceding Insurer to pay any 30-Day Reimbursement Amount when due hereunder or to return any amount in respect of a Ceding Insurer Additional Withdrawal.

“Ceding Insurer Default” means a failure by the Ceding Insurer to make, when due, any payment of Reinsurance Premium or 30-Day Reimbursement Amount, as required to be made by the Ceding Insurer under this Reinsurance Agreement.

“Ceding Insurer Loss Report” has the meaning set forth in Section 8.06.

“Claims Procedures” has the meaning set forth in the Claims Reviewer Agreement.

“Claims Review Letter” means the letter, substantially in the form of Exhibit A attached to the Claims Reviewer Agreement.

“Claims Reviewer” means Towers Watson (Bermuda) Ltd. or any successor Claims Reviewer under the Claims Reviewer Agreement.

“Claims Reviewer Agreement” means the Claims Reviewer Agreement between the Reinsurer and the Claims Reviewer, dated as of the Effective Date, as the same may be from time to time amended, supplemented, replaced or otherwise modified and in effect.

3

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Claims Reviewer Failure Event” has the meaning set forth in the definition of Early Termination Event II.

“Commutation” means a Full Commutation.

“Commutation Date” means the date on which a Full Commutation becomes effective.

“Covered Area” means the Initial Covered Area and, following a Reset, the Updated Covered Area.

“Covered Event” means any Named Storm with a Date of Loss during the Risk Period that results in Losses under one or more Policies in the Subject Business in the Covered Area.

“Data Criteria” has the meaning set forth in the Reset Agent Agreement.

“Data File” has the meaning set forth in the Reset Agent Agreement.

“Data Review and Reset Procedures” has the meaning set forth in the Reset Agent Agreement.

“Date of Loss” has the meaning ascribed to such term in the definition of “Named Storm.”

“Early Termination Date” means if an Early Termination Event has occurred, the first Payment Date that occurs on or after the later of (i) the date that is ten (10) Business Days following such Early Termination Event, subject to an Extension Event (other than in connection with an Early Termination Event III); provided, that if an Early Termination Event occurs less than ten (10) Business Days prior to the Scheduled Termination Date or an Extended Termination Date, then, subject to an Extension Event (other than in connection with an Early Termination Event III), if any, the date in this clause (i) will be the Scheduled Termination Date or such Extended Termination Date, as the case may be, and (ii) if the Ceding Insurer has at any time delivered a Reduced Interest Event Certificate and paid (or will pay as of the immediately following Payment Date) interest at the Reduced Interest Spread, the date that is thirty-two (32) Business Days after the date the Ceding Insurer has delivered a True-Up Interest Amount Certificate to the Reinsurer; provided that if the Ceding Insurer elects an Extension Event following an Early Termination Event (other than in connection with an Early Termination Event III) on or before the applicable Extension Determination Date, the Early Termination Date will be determined in accordance with such Extension Event.

“Early Termination Event” means an Early Termination Event I, an Early Termination Event II, an Early Termination Event III, an Early Termination Event IV, an Early Termination Event V or an Early Termination Event VI, as applicable.

4

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Early Termination Event I” means an event that occurs on the date that the Outstanding Limit is or is expected to be equal to or less than 10% of the Initial Limit, and the Ceding Insurer, at its option, has given an Early Termination Notice to the Reinsurer and the Indenture Trustee to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days from the date of such written notice, provided that an Early Termination Event I cannot occur on any Payment Date prior to the end of the first Annual Risk Period; provided, further, that if a 30-Day Amount was included in the calculation of Ultimate Net Loss in the preceding one month period, such Outstanding Limit would have been equal to or less than 10% of the Initial Limit even without the application of such 30-Day Amount.

“Early Termination Event II” means an event that occurs on the date that the Ceding Insurer, at its option, has given written notice to the Reinsurer (with a copy to the Indenture Trustee) that it has elected to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days after the date of such written notice if (i) the Reset Agent becomes incapable of performing, or fails to timely perform, a Reset or a calculation of the applicable Average Annual Loss or Growth Limitation Factor, as applicable (“Reset Agent Failure Event”), the Claims Reviewer becomes incapable of performing, or fails to timely perform, the Claims Procedures (“Claims Reviewer Failure Event”) or the Manager becomes incapable of performing, or fails to timely perform, its duties under the Administration Agreement (“Manager Failure Event”) and (ii) the Reinsurer is unable to identify (with the cooperation of the Ceding Insurer), a Replacement Reset Agent, Replacement Claims Reviewer or replacement Manager, as applicable, within forty-five (45) calendar days after such Reset Agent Failure Event, Claims Reviewer Failure Event or Manager Failure Event, as applicable.

“Early Termination Event III” means an event that occurs on the date on which an Event of Default has arisen under Section 14.01 of this Reinsurance Agreement.

“Early Termination Event III Premium” means the additional repayment amount payable upon the occurrence of an Early Termination Event III equal to the sum of the present values, discounted at the applicable Risk Interest Spread (applicable for the Annual Risk Period in which such Early Termination Event III occurred), of each of the scheduled payments of (i) the Risk Interest Spread calculated on the Outstanding Risk Limit determined as of the Early Termination Date for each Premium Payment Period (or portion thereof) from the Early Termination Date to and including May 31, 2026 and (ii) the Non-Risk Period Interest Spread calculated on the Outstanding Limit determined as of the Early Termination Date for each Premium Payment Period (or portion thereof) from but excluding May 31, 2026 to but excluding the Scheduled Termination Date.

“Early Termination Event IV” means an event that occurs on the date on which the Ceding Insurer, at its option, has given an Early Termination Notice to the Reinsurer and the Indenture Trustee that it has elected to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days from the date of such written notice (i) following the certification by the Reinsurer in writing that due to unsatisfied liabilities the Reinsurer is not able to pay its expenses or liabilities as they fall due and (ii) the maximum annual Supplemental Premium has been paid to the Reinsurer.

“Early Termination Event V” means an event that occurs on the date on which the Ceding Insurer, at its option, has given an Early Termination Notice to the Reinsurer and the Indenture Trustee that it has elected to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days from the date of such written notice if, in the Ceding

5

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Insurer’s sole judgment (following written advice of the Ceding Insurer’s counsel with a copy provided to the Reinsurer and the Indenture Trustee) as a result of any amendment to, implementation of, effectiveness of, change in, or issuance of the laws (including taxation) of any jurisdiction (including a change in any official interpretation or application thereof) becoming effective that (i) creates a substantial likelihood that the Reinsurer will be unable to make full payment of interest on the Outstanding Limit or will be unable to make full payment of the Outstanding Limit on the Scheduled Termination Date, (ii) materially increases the tax paid by the Ceding Insurer by disallowing all or part of the deduction for U.S. federal tax purposes for Reinsurance Premium payments payable by the Ceding Insurer to the Reinsurer under this Reinsurance Agreement, or (iii) materially increases the amounts payable by the Ceding Insurer under this Reinsurance Agreement (including by reason of an increase in the amount of any taxes that the Ceding Insurer is required to pay to the relevant taxation authority).

“Early Termination Event VI” means an event that occurs on the date that the Ceding Insurer has given written notice to the Reinsurer (with a copy to the Indenture Trustee) that it elects to terminate this Reinsurance Agreement on the June Payment Date that is at least ten (10) Business Days after the date of such written notice if the ultimate parent company of the Ceding Insurer has publicly announced a Material Transaction that, as determined in the Ceding Insurer’s sole discretion, could result in a material change in the Subject Business.

“Early Termination Notice” has the meaning set forth in Section 8.02.

“Effective Date” means July 5, 2023.

“Escrow Agent” means InnovaSafe, Inc. or any successor thereto or assign thereof under the Escrow Agreement.

“Escrow Agreement” means the Escrow Agreement among the Reinsurer, the Reset Agent and the Escrow Agent, dated as of the Effective Date, as the same may be from time to time amended, supplemented, replaced or otherwise modified and in effect.

“Escrow Material” or “Escrow Materials” shall have the meaning set forth in the Escrow Agreement.

“Escrow Models” means Version 18.1 of the AIR Hurricane Model for the United States and the AIR Tropical Cyclone Model for Hawaii version 3.10, each as implemented in Touchstone 10.0.0 Touchstone Re 10.0.0, which were used to generate the risk analyses used to generate the risk analyses in the AIR Expert Risk Analysis Results as set forth in Annex C of the Reinsurer’s Confidential Offering Circular Supplement No. 2, and any certified copy of such model, each provided by the Reset Agent.

“Estimated Reduced Interest Event Amount” means, for each Covered Event and as of any Payment Date, an amount equal to:

(a) the product of (x) the Ultimate Net Loss (calculated based on Paid Losses, the 30-Day Amount and Loss Reserves (excluding the 30-Day Amount)), which Ultimate Net Loss, if less than the Attachment Level, will be deemed to be an amount equal to the Attachment Level and, if greater than the Exhaustion Level, will be deemed to be an amount equal to the Exhaustion Level, minus the Attachment Level in effect for the applicable Annual Risk Period and (y) the Insurance Percentage in effect for such Annual Risk Period, minus

6

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) the sum of all Loss Payment Amounts resulting from such Covered Event already paid to the Ceding Insurer up to and including such Payment Date; provided, however, that the aggregate Estimated Reduced Interest Event Amounts for all Covered Events shall not exceed the Outstanding Limit nor be less than zero as of the date of determination.

“Event Notice” has the meaning set forth in Section 8.07.

“Event of Default” has the meaning set forth in Section 14.01.

“Exclusions” means:

a) Liability assumed by the Ceding Insurer under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Ceding Insurer’s request and reinsured 100% by the Ceding Insurer shall not be excluded under the Reinsurance Agreement;

b) All liability of the Ceding Insurer arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Ceding Insurer of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part;

c) Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause;

d) Financial guarantee and insolvency;

e) Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached hereto as Attachment 1;

f) Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached hereto as Attachment 2;

g) Flood, when written as such;

7

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

h) Earthquake, when written as such;

i) Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) - N.M.A. 2930c, attached hereto as Attachment 3;

j) All assessments from Citizens Property Insurance Corporation, the Florida Hurricane Catastrophe Fund (“FHCF”), or similar residual market insurance company in any other state in which the Ceding Insurer operates (including, but not limited to, the South Carolina Wind and Hail Underwriting Association);

k) Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance), attached hereto as Attachment 4;

l) the aggregate ECO/XPL Losses for any Covered Event that are in excess of 90% of the Ultimate Net Loss (calculated exclusive of such aggregate ECO/XPL Losses) for such Covered Event; and

m) Loss adjustment expenses, which will only be covered and compensated pursuant to the application of the Loss Adjustment Expense Factor.

“Exhaustion Level” means $[***]for the first Annual Risk Period and the Updated Exhaustion Level for the second Annual Risk Period and the third Annual Risk Period.

“Extended Termination Date” means, with respect to the date to which time the maturity of the Notes may be extended following the occurrence of one or more Extension Events, the fifth (5^th) day of each month during the Extension Period (or if such date is not a Business Day, the next succeeding Business Day), but in no event shall such date be later than the Final Extended Termination Date.

“Extension Determination Date” means the date which is three (3) Business Days prior to the Early Termination Date, the Optional Termination Date, the Scheduled Termination Date or any Extended Termination Date, as the case may be.

“Extension Event” means an Extension Event I, an Extension Event II or an Extension Event III.

“Extension Event I” has the meaning set forth in Section 2.03(b).

“Extension Event I Spread” means [***]% per annum.

“Extension Event II” has the meaning set forth in Section 2.03(c).

“Extension Event II Spread” means [***]% per annum.

“Extension Event III” has the meaning set forth in Section 2.03(c).

“Extension Event III Spread” means [***]% per annum.

8

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Extension Event Spread” means any of the Extension Event I Spread, the Extension Event II Spread, the Extension Event III Spread and the Remaining Extension Spread, as applicable.

“Extension Notice” means a written notice, substantially in the form attached hereto as Exhibit A, from the Ceding Insurer to the Reinsurer (with a copy to the Indenture Trustee) on or prior to an Extension Determination Date stating that an Extension Event has occurred, and, if applicable, any Partial Limit Reduction Event and the Outstanding Limit after payment of the Partial Limit Reduction Amount on the Partial Limit Reduction Date.

“Extension Period” has the meaning set forth in the Indenture.

“Extension Period Termination Notice” means a written notice, substantially in the form attached hereto as Exhibit C, from the Ceding Insurer to the Reinsurer and the Indenture Trustee terminating the Extension Period.

“Extension Reduced Interest Certificate” means an Extension Reduced Interest Certificate I or an Extension Reduced Interest Certificate II.

“Extension Reduced Interest Certificate I” means a certificate delivered hereunder to the Reinsurer, the Indenture Trustee and the Claims Reviewer by the Ceding Insurer, substantially in the form attached hereto as Exhibit B, certifying that the Ultimate Net Loss (including Paid Losses and Loss Reserves and based on either the Growth Limitation Factor as reported by the Reset Agent, or if not available at least ten (10) Business Days prior to the Extension Determination Date, the Growth Limitation Factor as estimated and certified by the Ceding Insurer as having been calculated consistent with the methodology prescribed in the definition of Substitute Actual Growth Factor for a Covered Event, as of the date of the certificate, is estimated by the Ceding Insurer to be an amount equal to or greater than seventy-five percent (75%) of the applicable Attachment Level.

“Extension Reduced Interest Certificate II” means a certificate delivered hereunder to the Reinsurer, the Indenture Trustee and the Claims Reviewer by the Ceding Insurer, substantially in the form attached hereto as Exhibit B, certifying that the Ultimate Net Loss (including Paid Losses and Loss Reserves and based on either the Growth Limitation Factor as reported by the Reset Agent, or if not available at least ten (10) Business Days prior to the Extension Determination Date, the Growth Limitation Factor as estimated and certified by the Ceding Insurer as having been calculated consistent with the methodology prescribed in the definition of Substitute Actual Growth Factor for a Covered Event, as of the date of the certificate, is estimated by the Ceding Insurer to be an amount equal to or greater than one hundred percent (100%) of the applicable Attachment Level.

“Extension Reduced Interest Event” means an Extension Reduced Interest Event I or an Extension Reduced Interest Event II.

“Extension Reduced Interest Event I” means (i) the receipt of an Extension Reduced Interest Certificate I by the Reinsurer, the Indenture Trustee and the Claims Reviewer and (ii) delivery by the Claims Reviewer of an Extension Reduced Interest Report.

9

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Extension Reduced Interest Event II” means (i) the receipt of an Extension Reduced Interest Certificate II by the Reinsurer, the Indenture Trustee and the Claims Reviewer and (ii) delivery by the Claims Reviewer of an Extension Reduced Interest Report.

“Extension Reduced Interest Report” means, with respect to an Extension Reduced Interest Certificate, a report from the Claims Reviewer, substantially in the form of Exhibit C attached to the Claims Reviewer Agreement, confirming the performance of Claims Procedures with respect to the applicable amounts and calculations set forth in such Extension Reduced Interest Certificate.

“Extension Spread Amount” has the meaning set forth in Section 7.01(c).

“Extension Threshold Payment Amount” means, for each Accrual Period during an Extension, an augmented Ultimate Net Loss amount calculated as of the first day of such Accrual Period for each Covered Event by (i) multiplying the resulting amount after Step 1 in the Ultimate Net Loss definition by the applicable Threshold Factor (including Loss Reserves) for each Covered Event (the resulting Ultimate Net Loss when factoring such Threshold Factor, “Augmented UNL”) and (ii) applying such Augmented UNL value to the Net Payment Amount formula (including the other definitions that form the basis of the calculation thereof) in order to determine a notional amount of loss within the applicable Layer for each Covered Event using the Augmented UNL.

“Extra Contractual Obligations” means those liabilities not covered under any other provision of this Reinsurance Agreement and which arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Ceding Insurer to settle within the applicable Policy limit, or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

“FHCF” has the meaning specified in the definition of Exclusion.

“FHCF Reinsurance” means the mandatory Florida Hurricane Catastrophe Fund reimbursement participation of the Ceding Insurer.

“Final Extended Termination Date” means June 5, 2030 (or if such day is not a Business Day, the next succeeding Business Day).

“First Payment Date” means August 7, 2023 (or if such day is not a Business Day, the next succeeding Business Day).

“Florida Statute Reinsurance” has the meaning set forth in the definition of Ultimate Net Loss.

“Full Commutation” has the meaning set forth in Section 12.01(b).

“Full Commutation Date” has the meaning set forth in Section 12.01(b).

10

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Growth Allowance Factor” means [***].

“Growth Limitation Factor” means for a Covered Event, the lesser of (i) 1.00 and (ii) the ratio of the Growth Allowance Factor to the Actual Growth Factor or Substitute Actual Growth Factor, as applicable.

“Growth Limitation Factor Calculation Report” means a report delivered by the Reset Agent to the Ceding Insurer, the Reinsurer and the Indenture Trustee in the form attached as Exhibit D to the Reset Agent Agreement.

“Indenture” means the indenture among the Reinsurer, the Indenture Trustee and The Bank of New York Mellon, London Branch, as paying agent and account bank, dated as of April 17, 2023, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect, including, without limitation, by the Series Supplement.

“Indenture Trustee” means The Bank of New York Mellon or any successor trustee under the Indenture.

“Initial Covered Area” means the States of Florida and South Carolina.

“Initial Data” means the Ceding Insurer’s Subject Business exposed to Losses from Named Storms in the Covered Area as of December 31, 2022 for SIC and February 1, 2023 for the UPC Policies and projected to September 30, 2023.

“Initial Issuance Premium” has the meaning set forth in Section 7.02(a).

“Initial Limit” means $[***].

“Initial Loss Adjustment Expense Factor” shall mean [***], which is used to reflect allocated loss adjustment expenses incurred in investigating, processing and settling losses that can be attributed to specific claims, primarily consisting of payments to outside vendors, such as lawyers and independent claim adjusters.

“Initial Modeled Annual Attachment Probability” means [***]%, which is the modeled annual occurrence attachment probability (based on the base case analysis, as further described in the AIR Expert Risk Analysis Results section of the Confidential Offering Circular Supplement No. 2).

“Initial Modeled Annual Expected Loss” means [***]%, which is the modeled annual expected loss (based on the base case analysis, as further described in the AIR Expert Risk Analysis Results section of the Confidential Offering Circular Supplement No. 2) associated with a Layer from $[***] to $[***], based on the Escrow Models, the Initial Data and the Initial Stated Reinsurance.

“Initial Risk Interest Spread” means [***]% per annum.

“Initial Stated Reinsurance” means the Florida Statute Reinsurance, as applicable, and the Series 2023-1 Notes.

11

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Insurance Percentage” means [***]% for the first Annual Risk Period and the Updated Insurance Percentage for each subsequent Annual Risk Period.

“Interest Calculation Convention” means that all payments of Risk Interest Spread, Reduced Interest Spread, Non-Risk Period Interest Spread and Extension Event Spread, as well as any Underpayment Amount and Overpayment Amount under this Reinsurance Agreement will be calculated on the basis of the actual number of days elapsed and a 360-day year. All payments of Permitted Investments Yield will not be calculated on a 360-day year but rather will be calculated on the basis described in the definition thereof.

“Interest Spread Amount” has the meaning set forth in Section 7.01(b).

“Layer” means, for the applicable Annual Risk Period, the difference in U.S. dollars between the Exhaustion Level and the Attachment Level.

“Limit Reduction” means, as of any Payment Date, an amount equal to the sum of (i) all Loss Payment Amounts, if any, paid or payable by the Reinsurer to the Ceding Insurer on such Payment Date and (ii) any Partial Limit Reduction Amount on such Payment Date; provided that, in no event shall the aggregate amount of Limit Reductions (after taking into account any 30-Day Reimbursement Amounts) exceed the Initial Limit.

“Loss Adjustment Expense Factor” means Initial Loss Adjustment Expense Factor and, following any Reset, the Updated Loss Adjustment Expense Factor.

“Loss Amount” means, for each Covered Event, an amount equal to the product of (a) the Ultimate Net Loss in respect of such Covered Event minus the Attachment Level for the applicable Annual Risk Period in which the Date of Loss of such Covered Event occurred; and (b) the Insurance Percentage for such Annual Risk Period, provided, that the Loss Amount for a Covered Event shall not be less than zero. The Ultimate Net Loss used in the calculation of Loss Amount cannot exceed the Exhaustion Level applicable for such Annual Risk Period. If the Ultimate Net Loss used in the calculation of Loss Amount is less than the Attachment Level applicable for such Annual Risk Period, then the Ultimate Net Loss will equal such Attachment Level.

“Loss in Excess of Policy Limit Obligations” means any amounts for which the Ceding Insurer would have been contractually liable to pay had it not been for the limit of the applicable original Policy and having been incurred because of the Ceding Insurer’s failure to settle within the Policy limit or by reason of alleged or actual negligence, fraud, or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured, or in the preparation or prosecution of an appeal consequent upon such action.

“Loss Payment Amount” means, for each Covered Event as of each Payment Date, an amount equal to (i) the Loss Amount calculated in respect of such Covered Event for such Payment Date minus (ii) the Loss Amount calculated in respect of such Covered Event for the immediately preceding Payment Date for which a Proof of Loss Claim was submitted (if the result of such calculation is less than zero, the absolute value of such result is referred to herein as the “30-Day Reimbursement Amount”); provided, that any Loss Payment Amount shall not be greater than the Outstanding Limit on the immediately prior Payment Date or the Effective Date, as applicable. Any changes to the Ultimate Net Loss after the date of the latest Proof of Loss Claim used in the calculations for the final Notice of Loss Payment Amount upon Partial Commutation or Full Commutation and termination of this Reinsurance Agreement will not have an impact on the calculation of the Loss Payment Amount.

12

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Loss Reserve Certificate” means the certificate substantially in the form attached as Exhibit A to the Loss Reserve Specialist Agreement.

“Loss Reserve Specialist” means Towers Watson (Bermuda) Ltd., in its capacity as the provider of services under the Loss Reserve Specialist Agreement, or its successors or assigns, as the external third party loss reserve specialist engaged by the Issuer.

“Loss Reserve Specialist Agreement” means the Loss Reserve Specialist Agreement, dated as of the Effective Date, by and between the Loss Reserve Specialist and the Reinsurer, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“Loss Reserves” means, for each Covered Event, the liability established by the Ceding Insurer under this Reinsurance Agreement to reflect the estimated unpaid losses by the Ceding Insurer resulting from such Covered Event (including incurred but not reported losses but, for the avoidance of doubt, excluding any losses arising from Exclusions), that the Ceding Insurer expects to ultimately be required to pay under the Policies, provided, however, that for the purpose of calculating (i) the Loss Payment Amount upon Partial Commutation or Full Commutation and termination of this Reinsurance Agreement; (ii) any Actual Reduced Interest Event Amount for such Covered Event; and (iii) for any Extension Reduced Interest Certificate for such Covered Event, Loss Reserves shall mean the amount estimated by the Ceding Insurer in a manner consistent with the Ceding Insurer’s reserving practices as applied in the preparations of its published financial statements and, solely with respect to clauses (i) and (ii) above, Loss Reserves shall mean, if the Loss Reserve Specialist concludes that the Loss Reserves specified by the Ceding Insurer are not reasonable, the lower of the amount specified by the Ceding Insurer and the amount that represents the actuarial central estimate of Loss Reserves by the Loss Reserve Specialist. Loss Reserves shall not include any deduction for amounts that the Ceding Insurer may recover through salvage or subrogation.

“Losses” means the sum of (i) Paid Losses, (ii) the 30-Day Amount, if any (other than with respect to a Commutation Date, the determination of an Estimated Reduced Interest Event Amount or Actual Reduced Interest Event Amount, and an Extension Reduced Interest Certificate), and (iii) Loss Reserves (only with respect to a Commutation Date, an Estimated Reduced Interest Event Amount or Actual Reduced Interest Event Amount, and an Extension Reduced Interest Certificate). For the avoidance of doubt, clauses (ii) and (iii) will not apply simultaneously to any calculation of Losses. For each Covered Event, Losses will include 90% of any Extra Contractual Obligations and Loss in Excess of Policy Limit Obligations (collectively, “ECO/XPL Losses”) incurred with respect to the Subject Business.

13

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Material Transaction” means any change in Control of the Ceding Insurer, or any material acquisition, disposition, business combination or sale, whether through sale or purchase of securities or assets, bulk reinsurance, merger, amalgamation or other corporate reorganization, or otherwise, between, among or involving: a) the Ceding Insurer or any Affiliate thereof, and b) any insurance holding company, insurer (whether organized as a stock insurance company, mutual insurance company, reciprocal, Lloyd’s syndicate or otherwise, irrespective of the manner of organization thereof), or any Affiliate of any such insurance holding company or insurer, but excluding any such insurance holding company, insurer, or Affiliate that, prior to such change in Control, acquisition, disposition, business combination, sale, or reinsurance, is an Affiliate of the Ceding Insurer. For the purposes of this definition: “Control” means the possession, directly or indirectly, of the power to direct or cause the management of a person or entity, whether through the ability to exercise voting power, by contract or otherwise; and “Affiliate” means a person or entity that directly or indirectly Controls, is Controlled by, or is under common Control with, another person or entity. The occurrence of a Material Transaction shall be determined in the sole discretion of the Ceding Insurer.

“Manager Failure Event” has the meaning set forth in the definition of Early Termination Event II.

“Maximum Attachment Probability” means [***]%, which is the modeled annual occurrence attachment probability based on the Escrow Models and Updated Data.

“Maximum Expected Loss” means [***]%, which is the modeled one-year expected loss based on the Escrow Models and the Updated Data.

“Minimum Attachment Level” means the lowest attachment level (to the nearest one million dollars) that results in the highest modeled annual occurrence exceedance probability equal to or less than Maximum Attachment Probability.

“Minimum Expected Loss” shall be [***]%, which is the modeled one-year expected loss based on the Escrow Models and the Updated Data.

“Named Storm” means any storm or storm system declared by the Named Storm Reporting Agency to be a tropical cyclone, a tropical depression, a tropical storm, a hurricane, an extra-tropical cyclone, a post-tropical cyclone or a sub-tropical cyclone (whether inside or outside the Covered Area) (or similar term utilized for the same purpose), including all events or perils directly resulting from such storm or storm system, which may include, by way of example and not limitation, hurricane, wind, gusts, rough waves, typhoon, hail, rain, tornadoes, cyclones, lightning, ensuing flood, storm surge, water damage, fire following, sprinkler leakage, riots, vandalism, and collapse. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm” once it has merged. If two or more storms are assigned different names by the Named Storm Reporting Agency, each of those storms shall constitute a separate event for purposes of this definition. The duration of the Named Storm is the time period:

• from and after 12:00:00 a.m. Eastern Time on the date a “watch”, “warning”, advisory or other bulletin (whether for wind, flood or otherwise) is first issued for such Named Storm by the Named Storm Reporting Agency with respect to such storm or storm system for any part of the Covered Area (the commencement of such Named Storm, the “Date of Loss”);

14

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

• continuing for a time period thereafter during which such Named Storm continues, regardless of its category rating or lack thereof and regardless of whether a “watch”, “warning”, advisory or other bulletin remains in force for such Named Storm; and

• ending at 11:59:59 p.m. Eastern Time on the fourth (4^th) calendar day following the day when (a) the discontinuation or cancellation of the last “watch” or “warning” is issued by the Named Storm Reporting Agency or (b) if the Named Storm Reporting Agency does not issue a “watch” or “warning”, the discontinuation or cancellation of the last advisory or bulletin is issued by the Named Storm Reporting Agency, with respect to such storm or storm system, for any part of the Covered Area (the “Named Storm End Date”). Notwithstanding the foregoing, if the Named Storm Reporting Agency does not issue a “watch” or “warning” or advisory or other bulletin for any part of the Covered Area in respect of a Named Storm, then the duration shall be any period of 168 consecutive hours as determined by the Ceding Insurer; provided, that the Ceding Insurer has assigned a catastrophe code to such event.

“Named Storm End Date” has the meaning ascribed to such term in the definition of Named Storm.

“Named Storm Reporting Agency” means the US National Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service or any replacement selected by the Ceding Insurer in accordance with this Reinsurance Agreement. If the Named Storm Reporting Agency ceases to exist or ceases to provide the information necessary to determine (a) whether a peril constitutes a Named Storm or (b) the Named Storm End Date, then a replacement reporting agency that is generally recognized in the insurance industry will be selected by the Ceding Insurer to act as Named Storm Reporting Agency.

“Net Payment Amount” means, on each Payment Date, the sum of all Loss Payment Amounts for all Covered Events for all Payment Dates up to and including such Payment Date.

“Non-Risk Period Interest Spread” means [***]% per annum.

“Notes” means the $[***] Series 2023-2 Class A Principal At-Risk Variable Rate Notes due June 5, 2026 issued by the Reinsurer.

“Notice of Event of Default” means a written notice substantially in the form attached hereto as Exhibit J given by the Reinsurer to the Ceding Insurer specifying an Event of Default.

“Notice of Loss Payment Amount” means a notice substantially in the form attached as Exhibit B to the Claims Reviewer Agreement.

“Obligation” has the meaning set forth in Section 10.05.

15

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Optional Termination Date” means, if the Ceding Insurer elects an Optional Termination Event (and subject to any Extension Event), on only one of (i) the Payment Date occurring in June 2024 or (ii) the Payment Date occurring in June 2025.

“Optional Termination Event” means an event that occurs on the date on which the Ceding Insurer, at its option, has given an Optional Termination Notice to the Reinsurer and the Indenture Trustee that it has elected to terminate this Reinsurance Agreement at least ten (10) Business Days (but no more than seventy-five (75) calendar days) prior to the applicable Optional Termination Date.

“Optional Termination Event Premium” means the additional repayment amount payable upon the occurrence of an Optional Termination Event equal to: (i) with respect to an Optional Termination Event election on the Optional Termination Date occurring on the June 2024 Optional Termination Date, [***]% of the Outstanding Limit (after giving effect to any Loss Payment Amount or 30-Day Reimbursement Amount made on such date) or (ii) with respect to an Optional Termination Event election on the Optional Termination Date occurring on the June 2025 Optional Termination Date, [***]% of the Outstanding Limit (after giving effect to any Loss Payment Amount or 30-Day Reimbursement Amount made on such date).

“Optional Termination Notice” means written notice by the Ceding Insurer to the Reinsurer of its election to terminate this Reinsurance Agreement, substantially in the form of Exhibit V attached hereto.

“Outstanding Limit” means, as of any Payment Date, an amount equal to the Initial Limit as reduced by the aggregate of all Limit Reductions, if any, and as increased by the aggregate of all 30-Day Reimbursement Amounts paid or payable, if any, in each case on all Payment Date on or prior to such Payment Date.

“Outstanding Reduced Interest Event Limit” means, as of any Payment Date, an amount equal to the sum of all Estimated Reduced Interest Event Amounts for all Covered Events prior to and including such Payment Date; provided, that the Outstanding Reduced Interest Event Limit shall not be less than zero nor greater than the Outstanding Limit.

“Outstanding Risk Limit” means, as of any Payment Date, an amount equal to the Outstanding Limit less the Outstanding Reduced Interest Event Limit; provided, that the Outstanding Risk Limit shall not be less than zero nor greater than the Outstanding Limit.

“Overpayment Amount” has the meaning set forth in the definition of True-Up Interest amount.

“Paid Claims Rate” means the ratio of Ultimate Net Loss including Paid Losses for a Covered Event divided by Ultimate Net Loss including Paid Losses and Loss Reserves for such Covered Event.

“Paid Losses” means the amount of losses actually paid by the Ceding Insurer in settlement of claims or liability from a Covered Event to the Subject Business not including losses arising from the Exclusions

16

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Partial Commutation” has the meaning set forth in Section 12.01(a).

“Partial Commutation Date” has the meaning set forth in Section 12.01(a).

“Partial Limit Reduction Amount” has the meaning set forth in Section 2.04(a).

“Partial Limit Reduction Date” has the meaning set forth in Section 2.04(b).

“Partial Limit Reduction Event” has the meaning set forth in Section 2.04(a)

“Payment Date” means (i) the fifth (5^th) of each calendar month (each, a “Monthly Payment Date”), commencing on the First Payment Date and continuing to, but excluding, the Scheduled Termination Date; (ii) the Scheduled Termination Date; and (iii) if there are one or more Extension Events, the fifth (5^th) day of each month during the Extension Period (each, an “Extended Termination Date”); provided, that, in each case, if any such day is not a Business Day, the Payment Date shall be on the next succeeding Business Day; provided, further, that if an Early Termination Event or Optional Termination Event occurs, the final Payment Date will be on the Early Termination Date or Optional Termination Date, as applicable (subject to any Extension Event other than in the case of an Early Termination Event III).

“Permitted Investments” has the meaning set forth in the Series Supplement.

“Permitted Investments Yield” has the meaning set forth in the Series Supplement.

“Person” or “Persons” means any individual, corporation, estate, partnership, joint venture, association, joint stock company, limited liability company, trust (including any beneficiary thereof), unincorporated organization, or government or any agency or political subdivision thereof.

“Policy” or “Policies” has the meaning specified in Section 3.02.

“Preliminary Updated Attachment Level” means the lowest attachment level (to the nearest one million dollars) such that the modeled annual occurrence exceedance probability is the highest percentage equal to or less than the Initial Modeled Annual Attachment Probability.

“Preliminary Updated Exhaustion Level” means the lowest exhaustion level (to the nearest one million dollars) such that the modeled expected loss is the highest percentage equal to or less than the Initial Modeled Annual Expected Loss (when utilizing the Preliminary Updated Attachment Level).

“Premium Payment Period” means, in respect of each Payment Date, the period from and including the immediately preceding Payment Date (or the Effective Date, in the case of the First Payment Date) to, but not including, such Payment Date.

“Prime Rate” means the rate of interest per annum as published from time to time by The Wall Street Journal, or its successor, as the prime rate; each change in the prime rate shall be effective from and including the date such change is published.

17

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Proof of Loss Claim” means a letter from the Ceding Insurer to the Reinsurer, the Indenture Trustee, the Claims Reviewer and, if applicable, the Loss Reserve Specialist substantially in the form attached hereto as Exhibit D, which sets out the components and calculation for the Ultimate Net Loss related to each Covered Event and the Loss Payment Amount payable to the Ceding Insurer on any Payment Date or 30-Day Reimbursement Amount payable by the Ceding Insurer, as applicable, as well as the resulting Net Payment Amount and the Outstanding Limit.

“Reduced Extension Spread Limit” means, for each Accrual Period during an Extension, an amount equal to (i) the Extension Threshold Payment Amount (which is calculated using the Threshold Factors and includes Loss Reserves), minus (ii) the Net Payment Amount as of the first day of such Accrual Period (which is calculated without application of the Threshold Factors); provided, that if the Reduced Extension Spread Limit is less than $0, it will be deemed to be equal to $0, and if it is greater than the Outstanding Limit, it will be deemed to be equal to the Outstanding Limit

“Reduced Extension Spread Limit Statement” has the meaning set forth in Section 8.09.

“Reduced Interest Event” means, for any Covered Event, (i) the receipt by the Reinsurer, the Indenture Trustee and the Claims Reviewer of a certificate (a “Reduced Interest Event Certificate”) substantially in the form attached hereto as Exhibit L from the Ceding Insurer advising of the Estimated Reduced Interest Event Amount in respect of such Covered Event and (ii) receipt by the Reinsurer and the Indenture Trustee of an Event Notice from the Ceding Insurer.

“Reduced Interest Event Certificate” has the meaning set forth in the definition of Reduced Interest Event.

“Reduced Interest Spread” means [***]% per annum.

“Reinsurance Agreement” has the meaning set forth in the recitals hereto.

“Reinsurer Payment” has the meaning set forth in Section 6.01(a).

“Reinsurance Premium” has the meaning set forth in Section 7.01.

“Reinsurance Trust Account” has the meaning set forth in Section 10.01.

“Reinsurance Trust Agreement” has the meaning set forth in Section 10.01.

“Reinsurance Trustee” means The Bank of New York Mellon or its successor or assign.

“Reinsurer” has the meaning set forth in the preamble to this Reinsurance Agreement.

“Reinsurer’s Agent” has the meaning set forth in Section 17.03.

18

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Remaining Extension Spread” means [***]% per annum.

“Remaining Extension Spread Limit” means, for each Accrual Period during an Extension, an amount equal to (i) the Outstanding Limit as of the first day of such Accrual Period, minus (ii) the Reduced Extension Spread Limit as of the first day of such Accrual Period, in each case after giving effect to any Limit Reduction or 30-Day Reimbursement Amount on such first day; provided, that, if the Remaining Extension Spread Limit is less than $0, it will be deemed to be equal to $0.

“Replacement Claims Reviewer” means, in the case of a Claims Reviewer Failure Event, an entity acceptable to the Ceding Insurer and the Reinsurer engaged as replacement claims reviewer in accordance with the Claims Reviewer Agreement; provided, that such entity (i) is not an affiliate of the Ceding Insurer and (ii) performs such duties outside the United States and/or the United Kingdom.

“Replacement Reset Agent” means, in the case of a Reset Agent Failure Event, any entity acceptable to the Ceding Insurer and the Reinsurer engaged as replacement modeling agent in accordance with the Reset Agent Agreement; provided, that such Replacement Reset Agent (i) is a current licensee of any AIR loss-estimation model; (ii) is not a catastrophe reinsurer or carrier for the Ceding Insurer and (iii) is not an affiliate of the Ceding Insurer.

“Reset” has the meaning set forth in Section 11.04(a).

“Reset Agent” means AIR Worldwide Corporation, a wholly-owned subsidiary of Insurance Services Office, Inc. or any successor thereto, and if a replacement reset agent has been identified upon the failure of AIR Worldwide Corporation to perform its duties under the Reset Agent Agreement, such Replacement Reset Agent.

“Reset Agent Agreement” means the reset agent agreement, dated as of the Effective Date, by and between the Reset Agent and the Reinsurer, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“Reset Agent Failure Event” has the meaning set forth in the definition of Early Termination Event II.

“Reset Calculation Date” means a date no later than February 15, 2024 in connection with the second Annual Risk Period and no later than February 15, 2025 in connection with the third Annual Risk Period.

“Reset Date” means the first day of each subsequent Annual Risk Period.

“Reset Report” has the meaning set forth in Section 11.06.

“Residual Interest Amount” means an amount calculated by the Indenture Trustee equal to the sum of the present values, discounted at the Initial Risk Interest Spread, of the premium accrued at the Risk Interest Spread that would have been payable for each of the Premium Payment Periods (or partial Premium Payment Periods) from the first day of the Premium Payment Period immediately prior to the Premium Payment Period in which the Outstanding Limit was reduced to zero to, and including the last day of the first Annual Risk Period.

19

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Risk Interest Spread” means the Initial Risk Interest Spread; provided, that if the Ceding Insurer elects a Variable Reset for (i) the second Annual Risk Period, the applicable Updated Risk Interest Spread for such Annual Risk Period will apply for the Premium Payment Periods (or portions thereof) relating to the second Annual Risk Period and (ii) for the third Annual Risk Period, the applicable Updated Risk Interest Spread for such Annual Risk Period will apply for the Premium Payment Periods (or portions thereof) relating to the third Annual Risk Period. For the avoidance of doubt, if more than one Risk Interest Spread applies to an Premium Payment Period, interest for such Premium Payment Period will be calculated on a pro rata basis using the Interest Calculation Convention based on the number of calendar days during which each such Risk Interest Spread is applicable.

“Risk Period” means period commencing from and including 12:00:00 a.m., Eastern time, on the day after the Issuance Date to and including the earlier of (i) 11:59:59 p.m. Eastern time on May 31, 2026, (ii) in the event of an Early Termination Event (other than Early Termination Event III), 11:59:59 p.m. Eastern time on the tenth (10^th) Business Day prior to the applicable Early Termination Date, (iii) in the event of an Optional Termination Event, 11:59:59 p.m. Eastern time on the last day of the current Annual Risk Period, and (iv) in the event of an Early Termination Event III, 11:59:59 p.m. Eastern time on the date on which an Early Termination Event III occurs.

“Risk Spread Calculation” means the following calculation to be used by the Reset Agent for computing the Updated Risk Interest Spread in the event that the Ceding Insurer elects a Variable Reset for the second Annual Risk Period or the third Annual Risk Period:

(a) use the Updated Data that meets the Data Criteria, the applicable Loss Adjustment Expense Factor, the Escrow Models, the Stated Reinsurance, the Updated Attachment Level and Updated Exhaustion Level (as specified by the Ceding Insurer in the applicable Variable Reset Notice) to compute the Updated Modeled Annual Expected Loss; and

(b) use the Initial Risk Interest Spread, Initial Modeled Annual Expected Loss and Updated Modeled Annual Expected Loss to compute the updated Risk Interest Spread (“Updated Risk Interest Spread”) according to the following formula:

If EL_u < EL_i then RIS_u = RIS_i + [***]x (EL_u – EL_i)

   otherwise RIS_u = RIS_i + [***]x (EL_u – EL_i)

where:

RIS_i = Initial Risk Interest Spread

RIS_u = Updated Risk Interest Spread

EL_i = Initial Modeled Annual Expected Loss

EL_u = Updated Modeled Annual Expected Loss

The calculation of the Updated Risk Interest Spread will be rounded to the nearest 1/1000th of 1.000%.

20

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Scheduled Termination Date” means June 5, 2026 (or if such day is not a Business Day, the next succeeding Business Day).

“Series 2023-1 Notes” means the Reinsurer’s $[***]Series 2023-1 Class A Principal At-Risk Variable Rate Notes due April 24, 2026.

“Series Supplement” means the series supplement in respect of the Notes by and among the Reinsurer, the Indenture Trustee and also in its capacity as class agent and The Bank of New York Mellon, London Branch in its capacity as paying agent and account bank, dated as of the Effective Date, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“SIC” has the meaning specified in the recitals.

“Stated Reinsurance” means the Initial Stated Reinsurance or the Updated Stated Reinsurance, as applicable. The applicable Stated Reinsurance will consist of the Florida Statute Reinsurance (as applicable) and the Series 2023-1 Notes (as applicable) and will inure to the benefit of this Reinsurance Agreement for the corresponding Annual Risk Period. The Stated Reinsurance may not match the actual reinsurance purchased by the Ceding Insurer for each Annual Risk Period.

“Subject Business” has the meaning set forth in Section 3.02.

“Substitute Actual Growth Factor” means, for a Covered Event, the ratio of: (i) the total insured value of the Ceding Insurer’s exposure with respect to the Subject Business in the Covered Area (“Total Insured Value”) in force as of the last day of the most recent calendar month preceding the month in which such Covered Event occurred (as determined by the Ceding Insurer in accordance with its general practices), to (ii) the Total Insured Value of (a) the Initial Data for the first Annual Risk Period and (b) the Updated Data as of the second Annual Risk Period and the third Annual Risk Period.

“Substitute Reset” has the meaning set forth in Section 11.05(a).

“Substitute Reset Notice” has the meaning set forth in Section 11.05(a).

“Supplemental Premium Certificate” has the meaning set forth in Section 7.02(b).

“Supplemental Premium” has the meaning set forth in Section 7.02(b).

“Termination Date” means the earliest to occur of the Early Termination Date, the Optional Termination Date and the Scheduled Termination Date or, following an Extension Event, the relevant Extended Termination Date.

21

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Threshold Factor” means, for each Covered Event, the percentage corresponding to the number of months that have elapsed since the Date of Loss for such Covered Event as set forth in the table below. The Threshold Factor shall be determined as of the first day of the applicable Accrual Period during an Extension:

Number of months elapsed since Date of Loss*	Threshold Factor
0 to 6	[***]%
>6 to 9	[***]%
>9 to 12	[***]%
>12 to 15	[***]%
>15 to 18	[***]%
>18 to 21	[***]%
>21 to 24	[***]%
>24 and thereafter	[***]%

provided, that if the range of months set forth above ends on a day that is not a Business Day, such range shall be deemed extended to the next succeeding Business Day.

* From and including the lower bound within the applicable range set forth above to, and including, the upper bound within the applicable range set forth above.

“Total Insured Value” has the meaning set forth in the definition of Substitute Actual Growth Factor.

“True-Up Interest Amount” means the amount calculated as follows:

(a) for each Premium Payment Period commencing after the end of the first Annual Risk Period (and for the partial Premium Payment Period during which the first Annual Risk Period ends, from the day after the first Annual Risk Period ends to and including the last day of such partial Premium Payment Period) and for each Covered Event, if (a) the Estimated Reduced Interest Event Amount as of the first day of the Premium Payment Period minus (b) the Actual Reduced Interest Event Amount as of the first day of the Premium Payment Period is positive, then such positive amount multiplied by the difference between the Risk Interest Spread and Reduced Interest Spread for such Premium Payment Period is the “Underpayment Amount” for such Premium Payment Period and such Annual Risk Period;

(b) for each Premium Payment Period commencing after the end of the first Annual Risk Period (and for the partial Premium Payment Period during which the first Annual Risk Period ends, from the day after the first Annual Risk Period ends to and including the last day of such partial Premium Payment Period) and for each Covered Event, if (i) the Estimated Reduced Interest Event Amount as of the first day of the Premium Payment Period minus (ii) the Actual Reduced Interest Event Amount as of the first day of the Premium Payment Period is negative, then such negative amount multiplied by the difference between the Risk Interest Spread and Reduced Interest Spread for such Premium Payment Period is the “Overpayment Amount” for such Premium Payment Period and such Annual Risk Period;

(c) the sum over all Premium Payment Periods commencing after the end of the first Annual Risk Period (and for the partial Premium Payment Period during which the first Annual Risk Period ends, from the day after the first Annual Risk Period ends to and including the last day of such partial Premium Payment Period) and all Covered Events, of the Underpayment

22

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Amounts, the Overpayment Amounts and accrual of compounded interest on such Underpayment Amounts and Overpayment Amounts at a rate of return that would generate an amount equal to the applicable Permitted Investments Yield for the relevant Premium Payment Periods; provided that the applicable Permitted Investments Yield for the final Premium Payment Period is deemed to be the Permitted Investments Yield for the immediately prior Premium Payment Period; and

(d) if the amount in clause (c) above is positive, then such positive amount calculated in clause (c) is the True-Up Interest Amount; however, if the amount calculated in clause (c) is negative, the True-Up Interest Amount will be zero.

“True-Up Interest Amount Certificate” has the meaning set forth in Section 13.01.

“True-Up Interest Amount Report” has the meaning set forth in Section 13.01.

“Ultimate Net Loss” means, for each Covered Event, the amount determined by performing the calculations in Steps 1 through 4 immediately below:

Step 1 — multiplying all Losses under the Subject Business for such Covered Event by the applicable Growth Limitation Factor;

Step 2 — multiplying the amount determined in Step 1 by the applicable Loss Adjustment Expense Factor (the amount determined in Step 2 is “Adjusted Losses”);

Step 3 — if applicable, determine the FHCF Reinsurance and any other reinsurance provided for or established by Florida statute (“Florida Statute Reinsurance”) elected at such time (calculated using the amount determined in Step 1 and, for FHCF Reinsurance, the then-current projected FHCF Reinsurance coverage layer or, if available, the actual FHCF Reinsurance coverage layer), if any, and subtract such amount(s) from the amount determined in Step 2; and

Step 4 — if applicable, subtract the amount of the Stated Reinsurance (other than the Florida Statute Reinsurance applied in Step 3), if any, from the amount determined in Step 3.

provided, that the Ultimate Net Loss (i) will for purposes of any Loss Payment Amount be calculated based on only Paid Losses and the applicable 30-Day Amount prior to Commutation of the applicable Covered Event or final Commutation and termination of this Reinsurance Agreement; and (ii) will be based on Paid Losses and Loss Reserves for purposes of (x) calculating the Loss Payment Amount upon Commutation for the applicable Covered Event or final Commutation and termination of this Reinsurance Agreement, (y) calculating any Estimated Reduced Interest Event Amount and Actual Reduced Interest Event Amount for a Covered Event and (z) any Extension Reduced Interest Certificate. Following determination of the actual FHCF Reinsurance attachment and exhaustion levels in connection with Step 3 above, if applicable, the Ultimate Net Loss will be recalculated accordingly, which may result in a Loss Payment Amount or a 30-Day Reimbursement Amount.

23

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Nothing in this definition shall be construed to mean that Losses are not recoverable hereunder until the Ceding Insurer’s Ultimate Net Loss has been ascertained.

“Underpayment Amount” has the meaning set forth in the definition of “True-Up Interest Amount”.

“UPC Policies” means approximately 71,000 United Property and Casualty Insurance Company policies assumed by SIC and included in the Subject Business.

“Updated Attachment Level” has the meaning set forth in Section 11.04(b).

“Updated Covered Area” means the Initial Covered Area and any other states in the United States and the District of Columbia as specified by the Ceding Insurer on or prior to the Reset Calculation Date.

“Updated Data” means exposure data relating to the Ceding Insurer’s Subject Business exposed to Losses from Named Storms in the Covered Area within four months of the Reset Calculation Date, and which may include, at the Ceding Insurer’s option, exposure projections for such Annual Risk Period.

“Updated Exhaustion Level” has the meaning set forth in Section 11.04(b).

“Updated Insurance Percentage” means, an updated insurance percentage, calculated at each Reset, derived from dividing the Outstanding Limit (after giving effect to any adjustment to the Outstanding Limit on the Payment Date immediately preceding the Reset Date) by the Layer, provided, that such percentage shall not be greater than 100%.

“Updated Loss Adjustment Expense Factor” means, in connection with a Reset and effective for the next succeeding Annual Risk Period, the Loss Adjustment Expense Factor provided, however, such factor may not be less than [***]nor greater than [***].

“Updated Modeled Annual Expected Loss” has the meaning set forth in Section 11.04(b).

“Updated Risk Interest Spread” has the meaning set forth in the definition of Risk Spread Calculation.

“Updated Stated Reinsurance” means (i) the updated Florida Statute Reinsurance, if any, provided by the Ceding Insurer to the Issuer and the Reset Agent for the second or third Annual Risk Period on an estimated or actual basis and (ii) the outstanding Series 2023-1 Notes which the Ceding Insurer may elect to inure, in each case, on or prior to the Reset Calculation Date.

“Variable Reset” has the meaning set forth in Section 11.04(b).

“Variable Reset Notice” has the meaning set forth in Section 11.04(b).

24

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 1.02 Interpretation. When a reference is made in this Reinsurance Agreement to an Article, Section, Exhibit, or Schedule, such reference shall be to an Article or Section of, or an Exhibit or Schedule to, this Reinsurance Agreement unless otherwise indicated. A party may use, provide or take an action referenced by any such Exhibit or Schedule in substantially the form provided and as modified, amended, replaced or supplemented to cure any ambiguity or error or to incorporate additional information as may be provided. For avoidance of doubt, changes to captions, printing format, pagination, and changes to addresses (provided that the change of address provisions of the applicable notice sections are followed) will not cause any such Exhibit or Schedule to fail to be in substantially the form provided. The Article and Section headings and table of contents contained in this Reinsurance Agreement are solely for the purpose of reference, are not part of the agreement of the parties and shall not affect in any way the meaning or interpretation of this Reinsurance Agreement. Whenever the words “include,” “includes” or “including” are used in this Reinsurance Agreement, they shall be deemed to be followed by the words “without limitation.” The words “hereof,” “herein” and “hereunder” and words of similar import when used in this Reinsurance Agreement shall refer to this Reinsurance Agreement as a whole and not to any particular provision of this Reinsurance Agreement. The definitions contained in this Reinsurance Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such term. References to a Person are also to its permitted successors and assigns.

ARTICLE II

TERM

Section 2.01 Term. This Reinsurance Agreement shall become effective on the Effective Date and shall remain in force until the Termination Date, unless terminated before such date as provided for herein. This Reinsurance Agreement may not be cancelled or terminated prior to the later of: (a) the Scheduled Termination Date; and (b) any Extended Termination Date (but in no event later than the Final Extended Termination Date), except upon the occurrence of an Early Termination Event or Optional Termination Event (subject to any Extension Event except in the case of an Early Termination Event III).

Section 2.02 Early Termination. In the event of an Early Termination Event, this Reinsurance Agreement shall terminate on the Early Termination Date, provided that if the Ceding Insurer elects an Extension Event following an Early Termination Event (other than in connection with an Early Termination Event III) on or before the applicable Extension Determination Date, the Early Termination Event shall be disregarded.

Section 2.03 Extension. (a) The Ceding Insurer may, at its option, extend the term of this Reinsurance Agreement by (i) providing the Reinsurer and the Indenture Trustee with an Extension Notice on or prior to an Extension Determination Date and (ii) paying the applicable extension-related Reinsurance Premiums as required under Section 7.01.

(b) The Ceding Insurer may elect to extend the term of this Reinsurance Agreement to a date that is one (1) calendar month after the Early Termination Date (other than in connection with an Early Termination Event III), Optional Termination Date, Scheduled Termination Date or any Extended Termination Date, as applicable, by providing an Extension

25

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Notice to the Reinsurer and the Indenture Trustee on or prior to any Extension Determination Date. Thereafter, the term of this Reinsurance Agreement will automatically continue to be extended for up to forty-seven (47) additional periods of one (1) calendar month each until the Ceding Insurer elects to terminate Extension Event I or convert Extension Event I into Extension Event II or Extension Event III, in each case, by providing an Extension Notice to the Reinsurer and the Indenture Trustee prior to the Extension Determination Date preceding the applicable Extended Termination Date provided, that the term of this Reinsurance Agreement shall not be extended beyond the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III (an “Extension Event I”).

(c) The Ceding Insurer may elect to extend the term of this Reinsurance Agreement beyond the Early Termination Date (other than in connection with an Early Termination Event III), Optional Termination Date, Scheduled Termination Date or any Extended Termination Date, as applicable, to a date that is one (1) calendar month after the Early Termination Date, Optional Termination Date, Scheduled Termination Date or such Extended Termination Date, as applicable (an “Extension Event II”), if: (A) an Extension Notice is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee on or prior to the Extension Determination Date immediately preceding the Early Termination Date, Optional Termination Date, Scheduled Termination Date or the Extended Termination Date, as applicable; and (B) an Extension Reduced Interest Certificate I is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee confirming an Extension Reduced Interest Event I has occurred. Thereafter, the extension will remain in effect for up to forty-seven (47) additional periods of one (1) calendar month each until the Ceding Insurer elects to terminate Extension Event II or the Ceding Insurer converts Extension Event II into Extension Event I or Extension Event III, in each case, by providing written notice to the Reinsurer and the Indenture Trustee prior to the Extension Determination Date preceding the applicable Extended Termination Date; provided, that the term of this Reinsurance Agreement shall not be extended beyond the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III.

(d) The Ceding Insurer may elect to extend the term of this Reinsurance Agreement beyond the Early Termination Date (other than in connection with an Early Termination Event III), the Optional Termination Date, the Scheduled Termination Date or any Extended Termination Date, as applicable, to a date that is one (1) calendar month after the Early Termination Date, the Optional Termination Date, Scheduled Termination Date or such Extended Termination Date, as applicable (each, an “Extension Event III”), if: (A) an Extension Notice is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee on or prior to the Extension Determination Date immediately preceding the Early Termination Date, Optional Termination Date, Scheduled Termination Date or the Extended Termination Date, as applicable; and (B) either a Notice of Loss Payment Amount has been provided or an Extension Reduced Interest Certificate II is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee confirming an Extension Reduced Interest Event III has occurred. Thereafter, the extension will remain in effect for up to forty-seven (47) additional periods of one (1) calendar month each until the Ceding Insurer elects to terminate Extension Event III or the Ceding Insurer converts Extension Event III into Extension Event I or Extension Event II, in each case, by providing written notice to the Reinsurer and the Indenture Trustee prior to the Extension Determination Date preceding the applicable Extended Termination Date; provided, that the term of this Reinsurance Agreement shall not be extended beyond the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III.

26

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(e) The period of time for presentation and approval of any Proof of Loss Claim for Losses will continue automatically following the occurrence of an Extension Event until the Final Extended Termination Date unless, on or prior to an Extension Determination Date, the Ceding Insurer provides an Extension Period Termination Notice to the Reinsurer and the Indenture Trustee, in which case, the Extension Period shall terminate on the Extended Termination Date immediately following such Extension Determination Date; provided, that the Extension Period shall not end later than the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III.

(f) Notwithstanding any Extension Event, the Risk Period will not be extended and the Reinsurer shall not be liable for losses related to any Named Storm with a Date of Loss after the end of the Risk Period. However, if the Risk Period expires while a Covered Event is in progress, subject to the conditions to coverage contained in this Reinsurance Agreement, the Ultimate Net Loss for such Covered Event shall be covered under this Reinsurance Agreement as if such Covered Event had fully occurred within the Risk Period.

Section 2.04 Partial Limit Reduction. (a) As of any Payment Date on or after the Early Termination Date, the Optional Termination Date or the Scheduled Termination Date the Ceding Insurer may elect (such election, a “Partial Limit Reduction Event”) to reduce the Outstanding Risk Limit by an amount equal to a portion of the Outstanding Risk Limit (“Partial Limit Reduction Amount”) on such Payment Date by the notice procedure described in clause (c) of this Section 2.04.

(b) If a Partial Limit Reduction Event has occurred, the Outstanding Limit shall be reduced by the Partial Limit Reduction Amount on the first Payment Date that occurs at least ten (10) calendar days after the date of such Partial Limit Reduction Event (“Partial Limit Reduction Date”), and the Ceding Insurer shall instruct the Reinsurance Trustee to transfer the amount of any such Partial Limit Reduction Amount to the Reinsurer on such date.

(c) The Ceding Insurer shall provide an Extension Notice on or prior to the applicable Partial Limit Reduction Date, notifying of a Partial Limit Reduction Event and the Partial Limit Reduction Amount on the applicable Payment Date.

Section 2.05 Optional Termination. The Ceding Insurer may terminate this Reinsurance Agreement by providing an Optional Termination Notice, substantially in the form of Exhibit V attached hereto, to the Reinsurer and the Indenture Trustee at least ten (10) Business Days (but not more than seventy-five (75) calendar days) prior to the applicable Optional Termination Date (an “Optional Termination Event”). In the event of an Optional Termination Event, the Ceding Insurer shall pay the Optional Termination Event Premium to the Reinsurer on the applicable Optional Termination Date, regardless of the occurrence of an Extension Event.

27

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE III

BUSINESS COVERED

Section 3.01 Coverage and Limits. Subject to the Outstanding Limit, this Reinsurance Agreement requires that the Reinsurer indemnify the Ceding Insurer for Loss Payment Amounts. The Ceding Insurer cedes and the Reinsurer accepts all Loss Payment Amounts on the terms and conditions, and subject to the exceptions, exclusions and limitations set forth in this Reinsurance Agreement.

Section 3.02 Subject Business. The “Subject Business” means the Ceding Insurer’s in-force insurance portfolio (which consists of any binder, policy or contract of insurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Ceding Insurer (“Policies”)) exposed to Covered Events that is in force as of the commencement date of the Risk Period and any new and renewal Policies exposed to Covered Events becoming effective during the Risk Period; provided, prior to January 1, 2024, the Subject Business will not consist of any Policies assumed from Citizens Property Insurance Corporation under the depopulation application submitted to the Florida Office of Insurance Regulation on June 30, 2023 and assumed October 17, 2023.

Section 3.03 Follow the Fortunes. Coverage under this Reinsurance Agreement will be subject in all respects to the same interpretations (whether judicial or otherwise), terms, conditions, waivers, alterations and modifications as the Policies comprising the Subject Business, the true intent being that the Reinsurer will in every respect follow the fortunes of the Ceding Insurer with respect to the Subject Business, subject to the terms, conditions and limits of this Reinsurance Agreement, including the Exclusions. Subject always to the Exclusions, all Losses, whether under strict terms or by way of compromise, shall be binding on the Reinsurer, subject to Claims Procedures and estimation by the Loss Reserve Specialist of Loss Reserves, if applicable.

Section 3.04 No Third Party Rights. This Reinsurance Agreement is solely between the Ceding Insurer and the Reinsurer, and in no instances shall any insured, claimant or other third party have any rights under this Reinsurance Agreement, except as may be expressly set forth herein.

Section 3.05 Agent. SIC will act as agent of the companies comprising the Ceding Insurer for purposes of sending and receiving notices required or permitted under this Reinsurance Agreement and for purposes of remitting or receiving any monies due to or from the Reinsurer under this Reinsurance Agreement.

Section 3.06 Addition and Removal of Cedent. SIC, as agent for the Ceding Insurer, may, upon thirty (30) calendar days prior written notice to the Reinsurer, elect to add insurance company subsidiaries of Slide Insurance Holdings, Inc. (including entities that become a subsidiary after the Issuance Date) to Schedule I attached hereto; provided, that, the business to be ceded by such subsidiary under this Reinsurance Agreement is substantially similar to the Subject Business. If SIC adds a subsidiary to this Reinsurance Agreement on a Reset Date (in connection with a Reset), it will include in the Updated Data for such Reset information relating to the Policies issued by such subsidiary. Insurance company subsidiaries of Slide Insurance Holdings, Inc. may be removed from the definition of Ceding Insurer at any time upon written notice by SIC to the Reinsurer, with such removal to be effective as of the date of such notice.

28

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE IV

TERRITORIAL LIMIT

Section 4.01 Territorial Limit. The liability of the Reinsurer under this Reinsurance Agreement will be limited to losses for risks located within the Covered Area.

ARTICLE V

COVERAGE LIMIT

Section 5.01 Initial Limit and Outstanding Limit. The maximum amount recoverable under this Reinsurance Agreement shall not exceed the Initial Limit. The amount recoverable under this Reinsurance Agreement as of any date shall not exceed the Outstanding Limit as of such date, prior to giving effect to any adjustments to the Outstanding Limit as of such date.

ARTICLE VI

PAYMENT OF LOSSES AND REVIEW OF CLAIMS

Section 6.01 Reinsurer Payment. (a) Upon receipt of a Notice of Loss Payment Amount from the Claims Reviewer at least five (5) Business Days prior to a Payment Date, the Reinsurer shall make a payment (an “Reinsurer Payment”) on such Payment Date to the Ceding Insurer, in an amount equal to the sum of the Loss Payment Amounts for all applicable Covered Events as of such Payment Date. If the Ceding Insurer has elected a Partial Commutation for a Covered Event, the final settlement of all liabilities in respect of such Covered Event, shall include payment of any Loss Reserves in respect of such Covered Event on the applicable Partial Commutation Date. All Reinsurer Payments shall be paid by the Reinsurer to the Ceding Insurer in cash or its equivalent.

(b) For the avoidance of doubt, the Reinsurer shall not be liable for any Reinsurer Payment unless and until the Reinsurer has received (i) a Proof of Loss Claim from the Ceding Insurer setting out the calculations of the Loss Payment, (ii) except as provided in clause (c) below, a Notice of Loss Payment Amount from the Claims Reviewer with respect to such Proof of Loss Claim, and (iii) the Growth Limitation Factor Calculation Report from the Reset Agent with respect to such Covered Event; provided, that in the event of a Reset Agent Failure Event, the Ceding Insurer shall calculate a Substitute Actual Growth Factor and the Growth Limitation Factor Calculation Report shall not be required.

(c) If the Notice of Loss Payment Amount with respect to any Proof of Loss Claim is not received by the Reinsurer, the Indenture Trustee, the Reinsurance Trustee and the Ceding Insurer at least five (5) Business Days prior to the applicable Payment Date (other than because of the Ceding Insurer’s failure to comply with this Reinsurance Agreement or because of the inability of the Claims Reviewer to achieve the confidence level and error rate level set forth

29

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

in the Claims Reviewer Agreement), then the Ceding Insurer will be entitled to receive payment of the entire Loss Payment Amount based on the entire amount of Paid Losses and 30-Day Amount (or Loss Reserves on the applicable Partial Commutation Date or Final Extended Termination Date, as applicable) specified in such Proof of Loss Claim as being due by the Reinsurer to the Ceding Insurer. Any adjustments reflected in a Notice of Loss Payment Amount subsequently provided to the Ceding Insurer will be reflected in a subsequent Proof of Loss Claim, if any. The Ceding Insurer will not be obligated to pay interest to the Reinsurer in respect of any overpayment to the Ceding Insurer due to the failure to receive timely such Notice of Loss Payment Amount.

(d) The Reinsurer’s obligations to pay Reinsurer Payments to the Ceding Insurer under this Reinsurance Agreement are limited to the liquidation proceeds of the Permitted Investments held in the Reinsurance Trust Account.

Section 6.02 Proof of Loss Claims. (a) A Proof of Loss Claim may be presented from time to time by the Ceding Insurer to the Reinsurer, the Indenture Trustee, the Claims Reviewer and, if applicable, the Loss Reserve Specialist, along with any additional data reasonably requested by the Claims Reviewer pursuant to the terms of the Claims Reviewer Agreement; provided, that any Proof of Loss Claim submitted less than thirty-two (32) Business Days (or with respect to any Proof of Loss Claim which only includes the 30-Day Amount, less than eight (8) Business Days) prior to a Payment Date (other than the Final Extended Termination Date) shall not result in payment of a Loss Payment Amount, if any, by the Reinsurer until the second Payment Date following the date of submission of such Proof of Loss Claim. Proof of Loss Claims delivered with respect to a Payment Date (other than the Final Extended Termination Date or a Partial Commutation Date in respect of the applicable Covered Event) may include only Paid Losses and the 30-Day Amount.

(b) A final Proof of Loss Claim may be presented by the Ceding Insurer to the Reinsurer, the Indenture Trustee, the Claims Reviewer and the Loss Reserve Specialist on the date which is no later than thirty-two (32) Business Days prior to the Final Extended Termination Date, if any, or any Partial Commutation Date, which Proof of Loss Claim may include a claim for Loss Reserves as well as for Paid Losses relating to the Covered Event commuted on such Final Extended Termination Date or Partial Commutation Date, as applicable.

Section 6.03 Claims Procedures. The Reinsurer will cause the Claims Reviewer to perform the Claims Procedures and other services under the Claims Reviewer Agreement, attached hereto as Exhibit R, subject to the terms and conditions described therein. The Ceding Insurer will provide the Reinsurer and the Claims Reviewer with access to information reasonably requested by and required to perform the Claims Procedures.

Section 6.04 Certification of Loss Reserves. The Reinsurer will cause the Loss Reserve Specialist to perform the services under the Loss Reserve Specialist Agreement, attached hereto as Exhibit S, subject to the terms and conditions described therein.

Section 6.05 No Liability for Payments under this Reinsurance Agreement. Neither the Claims Reviewer nor the Loss Reserve Specialist is obligated in any way to make payments under this Reinsurance Agreement.

30

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 6.06 Salvage and Subrogation. (a) In determining Ultimate Net Loss under this Reinsurance Agreement, the Reinsurer will be credited with the cash recoveries, if any, actually received by the Ceding Insurer from salvage or subrogation (i.e., cash reimbursements actually obtained or recovery actually made by the Ceding Insurer, less any reimbursement lawfully due to the insureds of the Ceding Insurer or otherwise required) on account of claims and settlements involving reinsurance under this Reinsurance Agreement. The Ceding Insurer will agree to enforce its rights to salvage or subrogation relating to any loss, a part of which loss was sustained by the Reinsurer, and to prosecute all claims arising out of such rights if, in the Ceding Insurer’s opinion, it is commercially reasonable to do so.

(b) Any cash amounts that the Ceding Insurer receives through any sale of its rights to salvage and subrogation in connection with a Covered Event will be treated as salvage and subrogation recoveries actually received by the Ceding Insurer under this Reinsurance Agreement. Any non-cash salvage and subrogation recoveries received by the Ceding Insurer will be disregarded for purposes of this Reinsurance Agreement.

(c) Notwithstanding anything to the contrary set forth herein, (i) Loss Reserves will not include any deduction for amounts that the Ceding Insurer may recover through salvage or subrogation and (ii) the Ceding Insurer will not be required to extend the term of this Reinsurance Agreement or delay a commutation hereunder because of salvage or subrogation that the Ceding Insurer may recover.

ARTICLE VII

REINSURANCE PREMIUM

Section 7.01 Reinsurance Premiums. The Ceding Insurer shall make premium payments to the Reinsurer with respect to each applicable Premium Payment Period, on or before the Business Day immediately preceding each Payment Date (each, a “Reinsurance Premium”) as follows:

(a) up to and including the end of the Risk Period, an amount equal to the sum of:

(i) for the Premium Payment Period days from and including the Effective Date to but excluding the first day of the first Annual Risk Period, even if such day is not a Payment Date, premium accrued at the Non-Risk Period Interest Spread will be calculated and paid on the Initial Limit;

(ii) for the Premium Payment Period days from and including the first day of the first Annual Risk Period to and including the last day of the first Annual Risk Period, even if such day is not a Payment Date, an amount equal to premium accrued at the applicable Risk Interest Spread will be calculated and paid on the Initial Limit;

(iii) for the Premium Payment Period days from and including the first day of the second Annual Risk Period to and including the last day of the Risk Period: the sum of (i) interest accrued at the applicable Risk Interest Spread calculated on the Outstanding Risk Limit as of the first day of the applicable Accrual Period and (ii) interest accrued at the Reduced Interest Spread calculated on the Outstanding Reduced Interest Event Limit as of the first day of the applicable Accrual Period;

31

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(iv) for the Premium Payment Period days that occur from but excluding the last day of the Risk Period to but excluding such Early Termination Date, the Optional Termination Date or the Scheduled Termination Date, as applicable, interest accrued at the Non-Risk Period Interest Spread calculated on the Outstanding Limit as of the first day of the applicable Accrual Period;

provided, that, if the Outstanding Limit is reduced to zero (without application of any 30-Day Amount in the determination of such Outstanding Limit) as a result of one or more Loss Payment Amounts on any of the Payment Dates prior to the end of the first Annual Risk Period, the Residual Interest Amount will be paid on such Payment Date, in addition to the accrued interest for the prior Accrual Period, and no further interest will be paid under this Reinsurance Agreement ((i) to (iv) collectively, the “Interest Spread Amount”);

(v) the True-Up Interest Amount, if any;

(vi) the Optional Termination Event Premium, if any; and

(vii) in the event of an Early Termination Event III, the Early Termination Event III Premium;

(b) during an Extension Period, if any, an amount equal to the sum of:

(i) if an Extension Event I has been elected for such Accrual Period, interest accrued at the Extension Event I Spread calculated on the Outstanding Limit as of the first day of the Accrual Period;

(ii) if an Extension Event II or an Extension Event III has been elected for such Accrual Period, the sum of (A) interest accrued at the Extension Event II Spread or Extension Event III Spread, as applicable, calculated on the Reduced Extension Spread Limit as of the first day of the Accrual Period and (B) interest accrued at the Remaining Extension Spread calculated on the Remaining Extension Spread Limit as of the first day of the Accrual Period ((i) and (ii) collectively, the “Extension Spread Amount”);

(iii) the True-Up Interest Amount, if any;

(c) the Ceding Insurer will also pay to the Reinsurer, on or before the Business Day immediately preceding each Payment Date, an amount equal to the 30-Day Reimbursement Amount, if any.

Section 7.02 Additional Payments. The Ceding Insurer will make certain additional premium payments to the Reinsurer under this Reinsurance Agreement as follows:

(a) Initial Issuance Premiums. On the Effective Date and, to the extent not paid on the Effective Date, following a written notice or invoice to the Ceding Insurer, an aggregate amount equal to the amount of expenses to be paid on or about the Effective Date (“Initial Issuance Premium”); and

32

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) Supplemental Premium. From time to time in an amount certified by the Reinsurer, substantially in the form attached hereto as Exhibit F (“Supplemental Premium Certificate”), to be an amount of expenses incurred or expected to be incurred by the Reinsurer as a result of third-party services provided to the Reinsurer (“Supplemental Premium”), provided, that the Supplemental Premiums paid hereunder shall be subject to a maximum in any calendar year of $[***] in the aggregate under this Reinsurance Agreement (which shall not include the Initial Issuance Premium under this Reinsurance Agreement); provided, further, that from time to time, the Reinsurer may provide a Supplemental Premium Certificate referencing estimated amounts of Supplemental Premiums. Any estimated amounts will be subject to true-up, with any required payments being made by the owing party, within ninety (90) calendar days after the final distributions have been made to all holders of the Notes in respect thereof.

Section 7.03 Premium Calculation. The Reinsurance Premium (other than the Optional Termination Event Premium) shall be computed on the basis of the actual number of days elapsed in the applicable Premium Payment Period and a 360-day year.

Section 7.04 Taxes. (a) All payments by the Ceding Insurer to the Reinsurer under this Reinsurance Agreement, including, for the avoidance of doubt, Ceding Insurer Additional Withdrawal Interest payable in accordance with Section 10.06(a), will be made free and clear of, and without deduction or withholding for or on account of, any and all present or future withholding taxes, unless required by law. If the Ceding Insurer is required by law to deduct or withhold any withholding taxes from or in respect of any amount payable under this Reinsurance Agreement:

(i) the Ceding Insurer shall pay the full amount deducted or withheld in respect of withholding taxes to the relevant taxation or governmental authority in accordance with the applicable law; and

(ii) the sum payable by the Ceding Insurer to the Reinsurer shall be increased as may be necessary so that, after the Ceding Insurer has made all required deductions and withholdings (including taxes, deductions and withholdings applicable to additional sums payable under this paragraph), the Reinsurer will receive an amount equal to the sum it would have received had no such deductions or withholdings been made in respect of withholding taxes.

(b) The Ceding Insurer shall pay any United States federal excise tax on any Reinsurance Premium, Initial Issuance Premium or Supplemental Premium payable hereunder.

(c) The Ceding Insurer shall pay any stamp taxes imposed on this Reinsurance Agreement.

(d) The Reinsurer will deliver or cause to be delivered to the Ceding Insurer, upon request, a U.S. Internal Revenue Service Force W-8BEN-E or successor applicable form, and such other properly completed and executed documentation, agreements, or certifications as would permit the Reinsurer to receive payments hereunder without withholding or at a reduced rate of withholding and whose delivery would not materially prejudice the legal or commercial position of the Reinsurer.

33

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE VIII

NOTICES AND REPORTS

Section 8.01 Extension Notice. To elect an Extension Event, the Ceding Insurer must provide an Extension Notice to the Reinsurer and the Indenture Trustee on or prior the Extension Determination Date preceding the earliest of the Scheduled Termination Date, the Optional Termination Date and the Early Termination Date. Once elected, an Extension Event shall remain in place until the Final Extended Termination Date unless such Extension Event is terminated pursuant to the terms of this Reinsurance Agreement.

Section 8.02 Early Termination Notice. The Ceding Insurer shall have the right to give notice of early termination of this Reinsurance Agreement to the Reinsurer substantially in the form attached hereto as Exhibit E (“Early Termination Notice”), which will cause an Early Termination Event I, an Early Termination Event II, an Early Termination Event IV, an Early Termination Event V or an Early Termination Event VI, as applicable.

Section 8.03 Reset Agent Failure Event. In the event of any Reset Agent Failure Event, the Reinsurer shall promptly notify the Ceding Insurer of such failure and shall use its best efforts to appoint a substitute Reset Agent in accordance with the terms of the Reset Agent Agreement. Such notice shall be substantially in the form attached hereto as Exhibit G. Upon the receipt of the notification of a Reset Failure and a substitute Reset Agent, then, if requested in such notice, the Ceding Insurer shall promptly notify the Reinsurer whether the proposed substitute Reset Agent is satisfactory to the Ceding Insurer and, if so, confirm that the proposed substitute Reset Agent is not affiliated with the Ceding Insurer. Such notice shall be substantially in the form attached hereto as Exhibit H.

Section 8.04 Claims Reviewer Failure Event. In the event of any Claims Reviewer Failure Event, the Reinsurer shall promptly notify the Ceding Insurer of such failure and shall use its best efforts to appoint a substitute Claims Reviewer in accordance with the terms of the Claims Reviewer Agreement. Such notice shall be substantially in the form attached hereto as Exhibit N. Upon the receipt of the notification of a Claims Reviewer Failure Event and a substitute Claims Reviewer, then, if requested in such notice, the Ceding Insurer shall promptly notify the Reinsurer whether the proposed substitute Claims Reviewer is satisfactory to the Ceding Insurer and, if so, confirm that the proposed substitute Claims Reviewer is not affiliated with the Ceding Insurer. Such notice shall be substantially in the form attached hereto as Exhibit O.

Section 8.05 Manager Failure Event. In the event of Manager Failure Event, the Reinsurer shall promptly notify the Ceding Insurer of such failure and shall use its best efforts to appoint a substitute Manager in accordance with the terms of the Management Agreement. Such notice shall be substantially in the form attached hereto as Exhibit P. Upon the receipt of the notification of a Manager Failure Event and a substitute Manager, then, if requested in such notice, the Ceding Insurer shall promptly notify the Reinsurer whether the proposed substitute Manager is satisfactory to the Ceding Insurer and, if so, confirm that the proposed substitute Manager is not affiliated with the Ceding Insurer. Such notice shall be substantially in the form attached hereto as Exhibit Q.

34

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 8.06 Ceding Insurer Loss Report. The Ceding Insurer will provide a monthly report (each, a “Ceding Insurer Loss Report”) as of the end of each calendar month commencing after the occurrence of the first Covered Event for which the Ceding Insurer determines that the Ultimate Net Loss (including Paid Losses, 30-Day Amount and Loss Reserves (excluding the 30-Day Amount)) is equal to or greater than 50% of the applicable Attachment Level for such Annual Risk Period and continuing to (i) the final payment of the Loss Payment Amount for all Covered Events for which Proof of Loss Claims have been submitted, (ii) the Termination Date or (iii) the Ceding Insurer determines a future Loss Payment Amount is unlikely for any relevant Covered Events. The Ceding Insurer will deliver to the Reinsurer and the Indenture Trustee a Ceding Insurer Loss Report within fifteen (15) calendar days after the end of each applicable month for which a report is due containing the following information: (a) Paid Losses, 30-Day Amount and estimated Loss Reserves (as determined by the Ceding Insurer) for each Covered Event as of the last day of the applicable calendar month; and (b) the estimated Loss Payment Amount calculated using the items provided in clause (a) for each Covered Event.

Section 8.07 Event Notice. The Ceding Insurer may give one or more written notices to the Reinsurer, the Indenture Trustee, the Claims Reviewer and the Loss Reserve Specialist of the occurrence of one or more Covered Events, and, if accompanied by a Proof of Loss Claim, may request therein that the Claims Reviewer provide a Notice of Loss Payment Amount with respect to one or more Covered Events. Each such notice (an “Event Notice”) shall be substantially in the form attached hereto as Exhibit K. An Event Notice may include a Proof of Loss Claim.

Section 8.08 Reduced Interest Event, Reduced Interest Event Termination. A Reduced Interest Event for a Covered Event will occur upon receipt of (i) an Event Notice by the Reinsurer and the Indenture Trustee and (ii) a Reduced Interest Event Certificate by the Reinsurer, the Indenture Trustee and the Claims Reviewer, each sent by the Ceding Insurer and advising of an Estimated Reduced Interest Event Amount in respect of such Covered Event. After the occurrence of a Reduced Interest Event, the Outstanding Risk Limit and Outstanding Reduced Interest Event Limit shall be adjusted accordingly in respect of the applicable Payment Date. No Reduced Interest Event will be effective prior to the first anniversary of the Effective Date or during the Extension Period; however, during the Extension Period, True-Up Interest Amounts, if any, will continue to be calculated in respect of prior Premium Payment Periods for which a Reduced Interest Event was in effect. There may be multiple non-concurrent Reduced Interest Events with respect to the Notes. A Reduced Interest Event will have no effect on the Reinsurer’s obligations with respect to any Covered Events, whenever occurring, and will not reduce the Outstanding Limit.

Section 8.09 Reduced Extension Spread Limit Statement. No less than five (5) Business Days prior to each Extension Determination Date, the Ceding Insurer shall deliver a statement, (each, a “Reduced Extension Spread Limit Statement”) to the Reinsurer (with a copy to the Indenture Trustee) specifying (i) the Reduced Extension Spread Limit and (ii) the Remaining Extension Spread Limit to be used in connection with the succeeding Accrual Period. The Reduced Extension Spread Limit Statement shall constitute Available Information.

35

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 8.10 Copies of Reports and Notices. So long as the Outstanding Limit is greater than zero, the Reinsurer shall promptly deliver, or cause to be delivered, to the Ceding Insurer copies of all reports and written notices given or received by the Reinsurer under the Basic Documents (including Available Information), except for reports and written notices given or received under this Reinsurance Agreement.

ARTICLE IX

OFFSET

Section 9.01 Offset. Neither the Ceding Insurer nor the Reinsurer shall have the right to offset any balance or balances, on account of premiums or on account of a Covered Event, due from one party to the other under this Reinsurance Agreement, against any balance or balances due and payable to one party from the other whether under this Reinsurance Agreement, any other reinsurance agreement or otherwise.

ARTICLE X

REINSURANCE TRUST ACCOUNT

Section 10.01 Establishment of Reinsurance Trust Account. On or before the Effective Date, the Reinsurer shall enter into a trust agreement substantially in the form attached hereto as Exhibit I (“Reinsurance Trust Agreement”) and establish a trust account (“Reinsurance Trust Account”) with the Reinsurance Trustee for the benefit of the SIC, as beneficiary on behalf of itself and of the companies constituting the Ceding Insurer. To the extent that an applicable insurance regulatory authority determines that the terms of this Reinsurance Agreement or the Reinsurance Trust Agreement are insufficient to permit each of the companies constituting the Ceding Insurer to take full credit on its respective statutory financial statements for the reinsurance provided by this Reinsurance Agreement, the Reinsurer agrees to take such reasonable action that is acceptable to the Ceding Insurer and all applicable insurance regulatory authorities as is reasonably required for such entity to obtain full statutory accounting credit on its respective statutory financial statements, provided that such action is consistent with the terms of the Indenture and the Reinsurance Trust Agreement.

Section 10.02 Transfers to Reinsurance Trust Account. On the Effective Date, the Reinsurer shall irrevocably deposit all of the gross proceeds from the sale of the Notes into the Reinsurance Trust Account. Funds in the Reinsurance Trust Account shall be invested in Permitted Investments pursuant to the Reinsurance Trust Agreement.

Section 10.03 Title of Assets in Reinsurance Trust Account. The Reinsurer shall execute, prior to depositing assets with the Reinsurance Trustee, assignments, endorsements in blank, or transfer legal title to the Reinsurance Trustee of all shares, obligations or any other assets requiring assignments, in order that the Reinsurance Trustee, may whenever necessary transfer, assign or negotiate any such assets without consent or signature from the Reinsurer or any other Person.

36

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 10.04 Income. The Reinsurer shall be entitled to all dividends, interest, earned discount and other income resulting from the investment of the assets, including Permitted Investments Yield, in the Reinsurance Trust Account. On the Business Day prior to each Payment Date, the Reinsurance Trustee will transfer any income received in respect of the Permitted Investments not previously transferred to the Indenture Trustee on behalf of the Reinsurer. The Indenture Trustee will use such amounts to make payments under the Indenture in respect of interest on the Notes.

Section 10.05 Withdrawal from Reinsurance Trust Account. (a) The assets held in the Reinsurance Trust Account will be available to satisfy any obligations of the Reinsurer to the Ceding Insurer under this Reinsurance Agreement, without diminution because of the insolvency of the Ceding Insurer or the Reinsurer.

(b) The Reinsurer and the Ceding Insurer agree that the assets in the Reinsurance Trust Account may be withdrawn by the Ceding Insurer at any time, notwithstanding any other provisions in this Reinsurance Agreement and shall be utilized and applied by the Ceding Insurer or its successor by operation of law, including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Ceding Insurer, without diminution because of insolvency on the part of the Ceding Insurer or the Reinsurer, only for the following purposes:

(i) to pay or reimburse the Ceding Insurer for any Reinsurer Payments payable by the Reinsurer to the Ceding Insurer under this Reinsurance Agreement or for unearned premiums due to the Ceding Insurer, if not otherwise paid by the Reinsurer in accordance with the terms of this Reinsurance Agreement;

(ii) to make payment to the Reinsurer of any amounts held in the Reinsurance Trust Account that exceed the greater of (A) 100% of the actual amount required to fund the Reinsurer’s maximum potential obligation to the Ceding Insurer with respect to the Outstanding Limit in effect under this Reinsurance Agreement after reductions for any payments previously made by the Reinsurer under this Reinsurance Agreement or (B) 102% of the Reinsurer’s entire Obligations to the Ceding Insurer due, owing and unsatisfied under this Reinsurance Agreement; or

(iii) where the Ceding Insurer has received notification of termination of the Reinsurance Trust Account and where the Reinsurer’s entire Obligation with respect to the Outstanding Limit in effect under this Reinsurance Agreement remains unliquidated and non-discharged ten (10) calendar days prior to such termination date, to withdraw amounts equal to such unliquidated and any non-discharged Obligation and deposit such amounts in a separate account, in the name of the Ceding Insurer, in any United States bank or trust company, apart from its general assets, in trust for the uses and purposes specified in (i) and (ii) above as may remain executory after such withdrawal and for any period after such termination date and subject to all of the same terms and conditions set forth in the Reinsurance Trust Agreement.

“Obligation” shall mean obligations in accordance with any credit-for-reinsurance laws and regulations applicable to each of the companies comprising the Ceding Insurer.

37

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 10.06 Return of Assets. In the event that the Ceding Insurer withdraws assets from the Reinsurance Trust Account for the purposes set forth in Section 10.05(b)(i) in excess of actual amounts required to meet the Reinsurer’s obligations to the Ceding Insurer, or in excess of amounts determined to be due under Section 10.05(b)(ii) (in each case, a “Ceding Insurer Additional Withdrawal”), the Ceding Insurer shall promptly pay the Ceding Insurer Additional Withdrawal Return Amount relating to such Ceding Insurer Additional Withdrawal to the Reinsurer (which hereby directs such payment to be made to the Reinsurance Trust Account). If the Ceding Insurer fails to return such excess, the Ceding Insurer will be required to pay the Reinsurer, on the last Business Day of each month, interest on such excess amounts not yet returned at a per annum rate equal to the Prime Rate and calculated by the Ceding Insurer on the basis of the actual number of days elapsed in the applicable period and a 360-day year comprised of twelve 30-day months (“Ceding Insurer Additional Withdrawal Interest”), until such excess amounts are returned and any interest owed thereon is paid. The Ceding Insurer shall notify the Reinsurer on the date of any such payment that it has made such payment, stating the amount thereof.

ARTICLE XI

RESET

Section 11.01 Reset Agent Agreement. The Reinsurer shall enter into the Reset Agent Agreement with the Reset Agent pursuant to which the Reset Agent will perform certain analyses and calculations using Updated Data, the applicable Stated Reinsurance, the Loss Adjustment Expense Factor and the Escrow Models, as described in the Reset Agent Agreement.

Section 11.02 Updated Data and Updated Stated Reinsurance. In connection with the second Annual Risk Period and the third Annual Risk Period, the Ceding Insurer shall provide to the Reset Agent on or prior to each Reset Calculation Date, the applicable Updated Data in conformity with the Data Criteria. After the submission of an Event Notice, the Ceding Insurer shall be required to provide the applicable Updated Data, in conformity with the Data Criteria, to the Reset Agent. In connection with the second Annual Risk Period and the third Annual Risk Period, the Ceding Insurer may provide to the Reset Agent on or prior to each Reset Calculation Date, the applicable Updated Stated Reinsurance, if any.

Section 11.03 Data Review and Reset Procedures. The Reinsurer shall cause the Reset Agent, upon receipt of the Updated Data by the Reset Agent, to perform the Data Review and Reset Procedures. Pursuant to the Reset Agent Agreement, the Reset Agent must document the Data Review and Reset Procedures, along with options to be used in the analysis. The Reinsurer shall cause the Reset Agent to provide the Ceding Insurer with a notice as to whether the Updated Data meet the Data Criteria within ten (10) Business Days following receipt by the Reset Agent of such data. The Ceding Insurer agrees to cooperate with the Reset as set forth the Reset Agent Agreement.

Section 11.04 Reset Calculations. (a) No later than the applicable Reset Calculation Date, the Ceding Insurer will provide to the Reset Agent the applicable Updated Data and the applicable Updated Stated Reinsurance and the Reset Agent will reset (each, a “Reset”) the Attachment Level, the Exhaustion Level and the Insurance Percentage, effective as of the Reset Date using the applicable Updated Data, the Loss Adjustment Expense Factor, the Escrow Models and the applicable Stated Reinsurance. The Reset Agent will also compute the Average Annual Loss using the applicable Updated Data for such Annual Risk Period.

38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) No later than May 1, 2024 in connection with the second Annual Risk Period and May 1, 2025 in connection with the third Annual Risk Period, the Ceding Insurer may elect, by notice substantially similar to the form attached hereto as Exhibit T (“Variable Reset Notice”) to the Reset Agent, to update (“Variable Reset”) (i) the Attachment Level (“Updated Attachment Level”) to an amount that must be greater than or equal to the Minimum Attachment Level and (ii) the Exhaustion Level (“Updated Exhaustion Level”) to an amount as selected by the Ceding Insurer; provided, that the Layer’s modeled one-year expected loss (when using the Updated Attachment Level) must be less than or equal to the Maximum Expected Loss and greater than or equal to the Minimum Expected Loss. If the Ceding Insurer makes such election to update the Attachment Level and Exhaustion Level, the Reset Agent will perform a Risk Spread Calculation. The Reset Agent shall also compute an updated annual expected loss (rounded to the nearest 1/100th of 1.00%) using the Updated Attachment Level and the Updated Exhaustion Level (“Updated Modeled Annual Expected Loss”). If the Ceding Insurer makes no such election, the Updated Attachment Level and the Updated Exhaustion Level shall be set to the Preliminary Updated Attachment Level and the Preliminary Updated Exhaustion Level and the Reset Agent will not perform a Risk Spread Calculation.

Section 11.05 Substitute Reset. (a) If a Reset Agent Failure Event occurs and a Replacement Reset Agent cannot be identified within forty-five (45) calendar days from the termination of the Reset Agent Agreement, the Ceding Insurer may at its option elect to trigger an Early Termination Event II or may alternatively update (a “Substitute Reset”) the Attachment Level, the Exhaustion Level and the Insurance Percentage as follows and will deliver to the Reinsurer, the Indenture Trustee and the Claims Reviewer a notice similar to the form attached hereto as Exhibit U (“Substitute Reset Notice”) setting out such calculations:

(i) the Updated Attachment Level will be calculated by dividing the total insured value of the applicable Updated Data by the total insured value of the Initial Data or the Updated Data used by the Reset Agent for the last successfully conducted Reset, as applicable, and multiplying the resulting quotient by the Attachment Level in effect prior to such Substitute Reset;

(ii) the Updated Exhaustion Level will increase or decrease by the same U.S. dollar amount that the Updated Attachment Level increased or decreased; and

(iii) the Updated Insurance Percentage will be the percentage derived from dividing the Outstanding Limit (after giving effect to any adjustment to the Outstanding Limit on the Payment Date immediately preceding the Reset Date) by the Layer; provided, that such Updated Insurance Percentage will not be greater than 100%.

The Claims Reviewer will perform specified arithmetical procedures to agree that the Substitute Reset has been calculated in accordance with the foregoing formula. If the Claims Reviewer fails to timely perform such arithmetical procedures, then the Ceding Insurer will be entitled to have the Substitute Reset take effect by providing written notice thereof to the Reinsurer.

39

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) The Substitute Reset will be effective as a Reset for all purposes under this Reinsurance Agreement, except that the Ceding Insurer reserves the right to trigger an Early Termination Event in respect of such Reset Agent Failure Event.

Section 11.06 Reset Report. The Reinsurer shall cause the Reset Agent to deliver, or shall cause to be delivered, the reset report (“Reset Report”) pursuant to the Reset Agent Agreement, and any other report or notice delivered thereunder, to the Reinsurer, the Indenture Trustee, the Ceding Insurer, the Claims Reviewer and, if applicable, the Loss Reserve Specialist, no later than three (3) Business Days prior to the applicable Reset Date.

Section 11.07 Duplicate Escrow Models. The Reset Agent will retain a copy of each Escrow Models certified by the Reset Agent to be a duplicate version that is identical to the Escrow Models deposited with the Escrow Agent. The Reset Agent may use such certified copy of the Escrow Models to perform any services required. In any such instance, such certified copy of each such Escrow Models will be deemed to be such Escrow Models.

Section 11.08 Growth Limitation Factor Calculation Report. Upon receipt by the Reset Agent of an Event Notice from the Ceding Insurer and, within fifteen (15) Business Days after the submission of such Event Notice, the applicable data meeting the Data Criteria from the Ceding Insurer required to calculate the Average Annual Loss for such Covered Event, the Reinsurer shall cause the Reset Agent to calculate the Growth Limitation Factor and deliver a Growth Limitation Factor Calculation Report to the Reinsurer and the Ceding Insurer.

Section 11.09 Substitute Actual Growth Factor. If a Reset Agent Failure Event occurs and a Replacement Reset Agent cannot be identified within forty-five (45) days, in case of a Covered Event the Ceding Insurer shall calculate the Substitute Actual Growth Factor. Pursuant to the Claims Reviewer Agreement, the Claims Reviewer is required to perform agreed-upon arithmetical procedures to verify that the Substitute Actual Growth Factor has been calculated in accordance with the definition thereof, but will not perform such procedures in connection with an Extension Reduced Interest Event. If the Claims Reviewer does not perform such procedures within the time period set forth therefor in the Claims Reviewer Agreement, the Ceding Insurer’s Substitute Actual Growth Factor shall be final and binding on the Reinsurer and the Ceding Insurer for all purposes under this Reinsurance Agreement.

ARTICLE XII

COMMUTATION

Section 12.01 Commutation. (a) On or after the Early Termination Date (provided that this Reinsurance Agreement is extended pursuant to an Extension Event) or the Scheduled Termination Date, as applicable, the Ceding Insurer may elect to settle all remaining claims and obligations solely with respect to a Covered Event under this Reinsurance Agreement (a “Partial Commutation”), provided, that (i) at least eighteen (18) months have elapsed since the Date of Loss of such Covered Event and (ii) the Paid Claims Rate is at least 95% for such Covered Event. Following a Partial Commutation no further Loss Payment Amount will be owed to the Ceding Insurer for such Covered Event. Such Partial Commutation shall occur on the “Partial Commutation Date”, which is the first Payment Date (i) at least ten (10) Business Days from the

40

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

date of election thereof or (ii) when this Reinsurance Agreement is terminated in full on the Final Extended Termination Date. On the Partial Commutation Date, the Reinsurer and the Ceding Insurer will settle all remaining claims and obligations under this Reinsurance Agreement with respect to the relevant Covered Event by the Reinsurer paying and the Ceding Insurer accepting all payments due to the Ceding Insurer under this Reinsurance Agreement (less any amounts previously paid under this Reinsurance Agreement), which settlement shall include payment of any Loss Reserves, subject to (a) the Claims Procedures being performed by the Claims Reviewer with respect to Paid Losses and (b) the amount of any Loss Reserves included in such settlement being assessed for reasonableness by the Loss Reserve Specialist and, if deemed to be unreasonable by the Loss Reserve Specialist, the Loss Reserves shall be equal to the lesser of (i) the amount of Loss Reserves claimed by the Ceding Insurer in the Proof of Loss Claim delivered with respect to the Partial Commutation Date and (ii) the amount that represents the reasonable best estimate of Loss Reserves by the Loss Reserve Specialist. The Outstanding Limit shall be reduced by the amount of such Partial Commutation as of the Partial Commutation Date.

(b) The parties shall effect a commutation of this Reinsurance Agreement in its entirety (“Full Commutation”) on the Termination Date (the “Full Commutation Date”). On the Full Commutation Date, (i) the Ceding Insurer shall pay to the Reinsurer all amounts owing and unpaid under Article VII in respect of the Premium Payment Period ended on or prior to the Full Commutation Date and (ii) the Reinsurer shall pay to the Ceding Insurer any Reinsurer Payment due on such Full Commutation Date.

ARTICLE XIII

TRUE-UP INTEREST AMOUNT

Section 13.01 True-Up Interest Amount. The True-Up Interest Amount will be calculated only upon the final Commutation and termination of this Reinsurance Agreement in its entirety and paid on the Termination Date. No later than thirty-two (32) Business Days prior to the Termination Date, the Ceding Insurer shall deliver to the Reinsurer, the Indenture Trustee, the Claims Reviewer and the Loss Reserve Specialist a True-Up Interest Amount Certificate (the “True-Up Interest Amount Certificate”) substantially in the form attached hereto as Exhibit M. The True-Up Interest Amount Certificate will be subjected to the Claims Procedures by the Claims Reviewer. The Claims Reviewer will deliver to the Reinsurer, the Indenture Trustee and the Ceding Insurer a report (“True-Up Interest Amount Report”) in respect of its review of a True-Up Interest Amount Certificate on a date that is no later than five (5) Business Days prior to the Termination Date.

ARTICLE XIV

DEFAULT

Section 14.01 Termination Following an Event of Default. Unless a Ceding Insurer Default is cured within five (5) Business Days of its occurrence, such Ceding Insurer Default shall constitute an “Event of Default,” which shall result in an Early Termination Event III. Within one (1) Business Day following the occurrence of a Ceding Insurer Default, the Reinsurer shall send to the Ceding Insurer a notice substantially in the form attached hereto as Exhibit J, provided that a failure by the Reinsurer to give such notice within such timeframe shall not prejudice the effectiveness of a notice subsequently given by the Reinsurer.

41

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE XV

ACCESS TO BOOKS AND RECORDS

Section 15.01 Ceding Insurer’s Records. The Reinsurer, the Claims Reviewer, the Loss Reserve Specialist or their designated representatives may at any mutually agreeable time audit, inspect and make copies of the Ceding Insurer’s books, records and documents which pertain in any way to this Reinsurance Agreement. It is agreed that the Reinsurer’s right of the audit and inspection shall continue as long as either party hereto has a claim against the other arising out of this Reinsurance Agreement.

Section 15.02 Confidentiality. (a) The Reinsurer agrees on behalf of itself and any representatives, agents, employees, or independent contractors that any information and records of the Ceding Insurer which they access or are provided with pursuant to this ARTICLE XV or any other Basic Document shall be treated as confidential and shall not be used or further disclosed (whether directly or indirectly) to any Person for any purpose other than as necessary for the administration or enforcement of this Reinsurance Agreement. The restrictions as outlined in this ARTICLE XV shall not apply to communication or disclosures that the Reinsurer is required to make to its accountants, actuaries and auditors, outside legal counsel, or disclosures required upon subpoena or other duly-issued order of a court or other governmental agency or regulatory authority.

(b) The Reinsurer shall require the Claims Reviewer, the Loss Reserve Specialist, and any other independent contractors of the Reinsurer that have access to the Ceding Insurer’s information and records, to maintain the confidentiality of such information and records and shall make the Ceding Insurer a third party beneficiary of such obligation to maintain confidentiality, subject to exceptions substantially the same as the exceptions under the Claims Reviewer Agreement and the Loss Reserve Specialist Agreement.

(c) The Reinsurer shall not authorize any such Person or entity to disclose any such information or records and shall enforce its respective confidentiality agreements with those Persons or entities.

Section 15.03 Reinsurer’s Records. The Ceding Insurer at all times shall have the right to inspect the books and records of the Reinsurer which relate to this Reinsurance Agreement. This right shall survive the termination of this Reinsurance Agreement.

Section 15.04 Disclosure of Tax Structure. Notwithstanding anything herein to the contrary, the obligations of confidentiality contained herein, as they relate to the transactions contemplated by this Reinsurance Agreement, shall not apply to the U.S. federal tax structure or tax treatment of the transactions contemplated by this Reinsurance Agreement and each party hereto (and any employee, representative, or agent of any party hereto) may disclose to any and all persons and entities, without limitation of any kind, the U.S. federal, state or local tax structure and tax treatment of the transactions contemplated by this Reinsurance Agreement. The preceding

42

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

sentence is intended to cause the transactions contemplated by this Reinsurance Agreement not to be treated as having been offered under conditions of confidentiality for purposes of Section 1.6011-4(b)(3) (or any successor provision) of the Treasury Regulations promulgated under Section 6011 of the United States Internal Revenue Code of 1986, as amended, and shall be construed in a manner consistent with such purpose.

ARTICLE XVI

MEDIATION AND ARBITRATION

Section 16.01 Mediation. If a dispute between the Reinsurer and the Ceding Insurer, arising out of the provisions of this Reinsurance Agreement or concerning its interpretation or validity and whether arising before or after termination of this Reinsurance Agreement has not been settled through negotiation, both parties agree to try in good faith to settle such dispute by nonbinding mediation, before resorting to arbitration.

Section 16.02 Arbitration. (a) Any dispute arising out of the interpretation, performance or breach of this Reinsurance Agreement, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators in New York, New York. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested. The Ceding Insurer and the Reinsurer each hereby agree to become a party to any arbitration proceeding brought pursuant to this Reinsurance Agreement (the Ceding Insurer, and the Reinsurer, the “Arbitration Parties”).

(b) One arbitrator shall be chosen by each Arbitration Party and such chosen arbitrators shall, before instituting the hearing, choose an impartial third arbitrator who shall also preside at the hearing. If either Arbitration Party fails to appoint its arbitrator within thirty (30) calendar days after being requested to do so by the other party, the arbitrator who has been appointed, after ten (10) calendar days’ prior notice by certified or registered mail of its intention to do so, may choose the second arbitrator.

(c) The arbitrators shall be persons, who are former insurance or reinsurance executives, knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

(d) Within thirty (30) calendar days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

(e) The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Reinsurance Agreement, the arbitrators may at their discretion, consider underwriting and placement information provided by the Ceding Insurer to the Reinsurer, as well as any correspondence exchanged by the Arbitration Parties that is related to this Reinsurance Agreement. The arbitration shall take place in such place as the Arbitration Parties shall agree. The decision of the three arbitrators shall be in writing and shall be final and binding as to the Arbitration Parties and all issues in common under this Reinsurance Agreement. The panel is empowered to grant interim relief as it may deem appropriate.

43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(f) The panel shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

(g) Each Arbitration Party shall bear the expense of its own arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

ARTICLE XVII

GOVERNING LAW AND JURISDICTION

Section 17.01 Governing Law. This Reinsurance Agreement shall be governed by and construed in accordance with the laws of the State of New York, including General Obligations Law § 5-1401, but otherwise without regard to conflicts of law principles.

Section 17.02 Jurisdiction. Without limiting the applicability of Section 16.01 and Section 16.02, with respect to any suit, action or proceeding relating to this Reinsurance Agreement, each party hereto irrevocably:

(a) submits to the exclusive jurisdiction of any federal or New York State court located in New York City, Borough of Manhattan;

(b) waives any objection which it may have at any time to the laying of venue of any suit, action or proceeding brought in any such court, waives any claim that such proceedings have been brought in an inconvenient forum and further waives the right to object, with respect to such suit, action or proceeding, that such court does not have any jurisdiction over such party;

(c) waives any claim to punitive, exemplary or multiplied damages from the other; and

(d) waives any right to trial by jury.

Section 17.03 Service of Process. The Reinsurer hereby appoints C T Corporation System, 28 Liberty Street, New York, New York 10005, as its agent for service of process in New York (the “Reinsurer’s Agent”) upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the other party or any beneficiary hereunder arising out of this Reinsurance Agreement, and the Reinsurer’s Agent is authorized and directed to accept such service of process on behalf of the Reinsurer and, upon the request of the Reinsurer, to give a written undertaking to the Reinsurer that it will enter a general appearance upon the Reinsurer’s behalf in the event such a suit shall be instituted.

44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE XVIII

COVENANTS OF REINSURER AND CEDING INSURER

Section 18.01 Amendment of Indenture. The Reinsurer has entered into the Indenture with the Indenture Trustee, a copy of which has been provided to the Ceding Insurer. The Reinsurer shall not amend, supplement or modify Section 10.1 of the Indenture, any provision of the Indenture that subjects a provision of the Indenture to Section 10.1 of the Indenture, any other provision of the Indenture in any way that could have a material adverse effect on the Ceding Insurer in connection with its rights or obligations hereunder or any provision of the Indenture that requires the consent of Ceding Insurer, without the prior written consent of the Ceding Insurer.

Section 18.02 Covenant by the Reinsurer. The Reinsurer shall comply with all covenants in the Basic Documents as in effect on the date hereof, and as may be amended from time to time.

Section 18.03 Enforcement of Rights. The Reinsurer shall, in consultation with the Ceding Insurer and at its own expense, promptly take all such lawful action as will be necessary to:

(a) protect and enforce its rights against any third party under or in connection with the Basic Documents (excluding this Reinsurance Agreement);

(b) compel or secure the performance and observance by the other parties to the Basic Documents of each of their obligations to the Reinsurer under or in connection with any of the Basic Documents (excluding this Reinsurance Agreement); and

(c) exercise any and all rights, remedies, powers and privileges lawfully available to the Reinsurer under or in connection with any Basic Documents (excluding this Reinsurance Agreement).

Section 18.04 Extinguishment of Obligations. Notwithstanding anything to the contrary in this Reinsurance Agreement, all obligations of and any claims against the Reinsurer hereunder shall be will be limited recourse obligations of the Reinsurer payable solely from the Reinsurance Trust Account, and all such obligations and claims shall be extinguished and shall not thereafter revive in the event that, at any time, the assets in the Reinsurance Trust Account are exhausted. The Ceding Insurer shall have no further claim thereafter against the Reinsurer, its directors, officers or shareholders for any shortfall in the Collateral (as defined in the Indenture). The Ceding Insurer shall only have recourse to the Reinsurance Trust Account for satisfaction of the Reinsurer’s obligations hereunder. The proceeds of the issuance of the Reinsurer’s ordinary shares ($1.00) and any assets in the Expense Account (as defined in the Indenture), and any interest income earned on such excluded amounts, shall not form part of the assets available to satisfy the Reinsurer’s obligations hereunder. The provisions of this Section 18.04 shall survive the termination of this Reinsurance Agreement.

45

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 18.05 Non-Petition. The Ceding Insurer, by entering into this Reinsurance Agreement, hereby covenants and agrees that it will not at any time institute against the Reinsurer, or join in any institution against the Reinsurer of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or other proceedings under any United States federal, United States state or non-United States bankruptcy or foreign law (including under Part IV A of the Bermuda Conveyancing Act 1983) in connection with any obligations hereunder until the expiration of one year (or, if longer, the applicable preference period under any applicable bankruptcy or similar law) and one day from the date on which all notes under any series issued pursuant to the Indenture are no longer outstanding. The provisions of this Section 18.05 shall survive the termination of this Reinsurance Agreement.

ARTICLE XIX

INSOLVENCY

(a) This Article shall apply severally to each company included in the definition of “Ceding Insurer”. Further, this Article and the laws of the applicable domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

(b) In the event of the insolvency of the Ceding Insurer, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Ceding Insurer, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Ceding Insurer, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Ceding Insurer or because the liquidator, receiver, conservator or statutory successor of the Ceding Insurer has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Ceding Insurer shall give written notice to the Reinsurer of the pendency of a claim against the Ceding Insurer that might become a liability on the part of the Reinsurer under this Reinsurance Agreement within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Ceding Insurer or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Ceding Insurer as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Ceding Insurer solely as a result of the defense undertaken by the Reinsurer.

ARTICLE XX

MISCELLANEOUS

Section 20.01 Liability of Officers, Directors, Members, Agents and Employees. (a) No liability shall attach in favor of the Reinsurer against any officer, director, member, agent or employee of the Ceding Insurer but the Reinsurer shall look solely to the assets of the Ceding Insurer for satisfaction of this Reinsurance Agreement.

46

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) No liability shall attach in favor of the Ceding Insurer against any officer, director, member, agent or employee of the Reinsurer but the Ceding Insurer shall look solely to the assets of the Reinsurer for satisfaction of this Reinsurance Agreement.

Section 20.02 Integration. This Reinsurance Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all other prior negotiations, commitments, agreements and understandings, both written and oral, between the parties or either of them with respect to the subject matter hereof.

Section 20.03 Assignment; Third Party Beneficiaries. (a) Neither this Reinsurance Agreement nor any rights or obligations hereunder may be assigned or otherwise transferred by either party hereto (including by operation of law) without the prior written consent of the other party.

(b) The Ceding Insurer hereby consents to the Reinsurer’s assignment to the Indenture Trustee pursuant to the Indenture of all the Reinsurer’s rights, title, interest and benefit in, to and under this Reinsurance Agreement for the benefit of the holders of the Notes as collateral for the Reinsurer’s obligations under the Notes. For the avoidance of doubt, no provision of this Reinsurance Agreement will impose any liability on the Ceding Insurer to any holders of the Notes, at law, in equity or otherwise.

(c) Subject to Section 20.03(b), nothing in this Reinsurance Agreement is intended to confer any rights or remedies under or by reason of this Reinsurance Agreement on any Persons other than the parties hereto and their respective successors and assigns.

Section 20.04 Amendment. The parties hereto shall not permit any amendments or modifications to this Reinsurance Agreement or agree to voluntary termination of this Reinsurance Agreement, except as otherwise permitted under this Reinsurance Agreement.

Section 20.05 Other Reinsurance. The Ceding Insurer shall be permitted to carry reinsurance in addition to the Stated Reinsurance (including, but not limited to, inter-company reinsurance), recoveries under which shall inure solely to the benefit of the Ceding Insurer and be entirely disregarded in applying all of the provisions of this Agreement, including determining the Ultimate Net Loss (other than with respect to any Stated Reinsurance, which shall be determined on a deemed basis, whether or not collectable).

Section 20.06 Errors and Omissions. Any inadvertent act, delay, omission or error by either party will not relieve the other party of any liability which would have attached under this Reinsurance Agreement, provided that such act, delay, omission or error shall not impose any greater liability on the Reinsurer than would have attached hereunder if such act, delay, omission or error had not occurred, and is rectified promptly or reasonably upon discovery by the responsible party.

47

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 20.07 Notice. Any written notice required to be provided under this Reinsurance Agreement, including, but not limited to, any Extension Notice or Early Termination Notice, shall be effective if provided by facsimile transmission, email transmission with a Portable Document Format (PDF) attachment or by physical delivery to:

(a) if to the Reinsurer, to:

Purple Re Ltd.

c/o Marsh Management Services (Bermuda) Ltd.

7 Par-la-Ville Road

Hamilton HM11

Telephone: [***]Facsimile: [***]Email: [***]

(b) if to the Ceding Insurer, to:

Slide Insurance Company

4221 W Boy Scout Blvd, Suite 200

Tampa

FL 33607

Attention: Jesse Schalk, President and CFO of Slide Insurance Holdings

Telephone: [***]

Email: [***]

(c) if to the Indenture Trustee, to:

The Bank of New York Mellon

240 Greenwich Street, Floor 7E

New York, New York 10286

Attention: Corporate Trust, Structured Finance – Purple Re 2023-2

Telephone: [***]

Facsimile: [***]

Email: [***]

(d) if to the Claims Reviewer, to:

Towers Watson (Bermuda) Ltd.

Wellesley House, 2nd Floor

90 Pitts Bay Road

Pembroke, HM 08

Bermuda

Attention: ICT – Purple Re Cat Bond 2023-2

Telephone No.: [***]

Email: [***]

with a copy to:

Willis Towers Watson

51 Lime Street

London EC3M 7DQ

United Kingdom

Attention: Legal Department

Email: [***]

48

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(e) if to the Reset Agent, to:

AIR Worldwide Corporation

Lafayette City Center

Two Avenue de Lafayette, 2^nd Floor

Boston, Massachusetts 02111

U.S.A.

Attention: Manager, Consulting Services

Telephone No.: [***]Facsimile No.: [***]

Email: I[***]

or to such other address or individual person as each party may designate for itself by like notice.

Section 20.08 Payment Instruction.

(a) All payments to the Ceding Insurer under this Reinsurance Agreement shall, if payable directly to the Ceding Insurer, be made via wire transfer to the following account:

[***]

(b) All payments to the Reinsurer under this Reinsurance Agreement set forth in Sections 7.01(a), 7.01(b) and 7.01(c) shall be made to the Reinsurer via wire transfer to the following account:

(c) [***] All payments to the Reinsurer under this Reinsurance Agreement set forth in Section 7.02 shall be made to the Reinsurer via wire transfer to the following account:

(d) [***] All payments to the Reinsurer under this Reinsurance Agreement set forth in Section 7.01(c) and Section 10.06 shall be made to the Reinsurer via wire transfer to the following account:

[***]

Section 20.09 Currency. Where the word “Dollars” and/or the sign “$” appear in this Reinsurance Agreement, they shall mean United States dollars. All amounts due to either party hereunder shall be payable in United States currency.

Section 20.10 Exhibits and Schedules. A party may use, provide or take an action referenced by any Exhibit or Schedule in substantially the form provided and as modified, amended, replaced or supplemented to cure any ambiguity or error or to incorporate additional information as may be provided. For avoidance of doubt, changes to captions, printing format, pagination and changes to addresses (provided that the change of address provisions of the applicable notice sections are followed) will not cause any such exhibit or schedule to fail to be in substantially the form provided.

Section 20.11 Survival. All obligations, representations, and warrantees made in this Reinsurance Agreement shall survive the termination of this Reinsurance Agreement and shall continue in force and effect until all obligations of the parties hereunder have been discharged in full.

49

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 20.12 Severability. If any provision (or portion of a provision) of this Reinsurance Agreement shall be held to be invalid, illegal, or unenforceable according to the laws, regulations, or public policy of any jurisdiction, the validity, legality, and enforceability of the remaining provisions (and such portions of provisions) shall in no way be affected or impaired thereby, and such invalidity, illegality, or unenforceability of such provision (or such portion of a provision) in such jurisdiction shall not affect the validity, legality, or enforceability of such provision (or such portion of a provision) in any other jurisdiction.

Section 20.13 Counterparts. This Reinsurance Agreement may be executed in any number of counterparts, each of which shall be an original, but such counterparts shall together constitute but one and the same instrument. Delivery of an executed counterparty of a signature page of this Reinsurance Agreement in Portable Document Format (PDF) or by facsimile transmission shall be as effective as delivery of a manually executed original counterpart of this Reinsurance Agreement.

[Remainder of page intentionally blank. Signature page follows.]

50

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the parties hereto have caused this Reinsurance Agreement to be duly executed by their respective officers, thereunto duly authorized, all as of the day and year first written above.

PURPLE RE LTD.
By:	/s/ Nicolas Plianthos
	Name: Nicolas Plianthos
	Title: Director
SLIDE INSURANCE COMPANY
By:	/s/ Jesse Schalk
	Name: Jesse Schalk
	Title: President & CFO, Slide Insurance Holdings

EX-10.25

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.25

EXECUTION VERSION

REINSURANCE AGREEMENT

(Purple Re Ltd. Series 2024-1 Class A Principal At-Risk Variable Rate Notes)

by and between

PURPLE RE LTD.

(the “Reinsurer”)

and

SLIDE INSURANCE COMPANY, individually and on behalf of any additional affiliates

that now or in the future underwrite business covered by this Agreement (collectively, the “Ceding Insurer”)

Effective as of April 9, 2024

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

		Page
ARTICLE I DEFINITIONS		1
Section 1.01	Definitions	1
Section 1.02	Interpretation	25
ARTICLE II TERM		25
Section 2.01	Term	25
Section 2.02	Early Termination	25
Section 2.03	Extension	25
Section 2.04	Partial Limit Reduction	27
Section 2.05	Optional Termination	27
ARTICLE III BUSINESS COVERED		28
Section 3.01	Coverage and Limits	28
Section 3.02	Subject Business	28
Section 3.03	Follow the Fortunes	28
Section 3.04	No Third Party Rights	28
Section 3.05	Agent	28
Section 3.06	Addition and Removal of Cedent	28
ARTICLE IV TERRITORIAL LIMIT		29
Section 4.01	Territorial Limit	29
ARTICLE V COVERAGE LIMIT		29
Section 5.01	Initial Limit and Outstanding Limit	29
ARTICLE VI PAYMENT OF LOSSES AND REVIEW OF CLAIMS		29
Section 6.01	Reinsurer Payment	29
Section 6.02	Proof of Loss Claims	30
Section 6.03	Claims Procedures	30
Section 6.04	Certification of Loss Reserves	30
Section 6.05	No Liability for Payments under this Reinsurance Agreement	30
Section 6.06	Salvage and Subrogation	31

i

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

(continued)

		Page
ARTICLE VII REINSURANCE PREMIUM			31
Section 7.01	Reinsurance Premiums		31
Section 7.02	Additional Payments		32
Section 7.03	Premium Calculation		33
Section 7.04	Taxes		33
ARTICLE VIII NOTICES AND REPORTS			34
Section 8.01	Extension Notice		34
Section 8.02	Early Termination Notice		34
Section 8.03	Reset Agent Failure Event		34
Section 8.04	Claims Reviewer Failure Event		34
Section 8.05	Manager Failure Event		34
Section 8.06	Ceding Insurer Loss Report		35
Section 8.07	Event Notice		35
Section 8.08	Reduced Interest Event, Reduced Interest Event Termination		35
Section 8.09	Reduced Extension Spread Limit Statement		35
Section 8.10	Copies of Reports and Notices		36
ARTICLE IX OFFSET			36
Section 9.01	Offset		36
ARTICLE X REINSURANCE TRUST ACCOUNT			36
Section 10.01	Establishment of Reinsurance Trust Account		36
Section 10.02	Transfers to Reinsurance Trust Account		36
Section 10.03	Title of Assets in Reinsurance Trust Account		36
Section 10.04	Income		37
Section 10.05	Withdrawal from Reinsurance Trust Account		37
Section 10.06	Return of Assets		38
ARTICLE XI RESET			38
Section 11.01	Reset Agent Agreement		38
Section 11.02	Updated Data and Updated Stated Reinsurance		38
Section 11.03	Data Review and Reset Procedures		38
Section 11.04	Reset Calculations		38
Section 11.05	Substitute Reset		39
Section 11.06	Reset Report		40
Section 11.07	Duplicate Escrow Models		40
Section 11.08	Substitute Actual Growth Factor		40

ii

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

(continued)

		Page
ARTICLE XII COMMUTATION			40
Section 12.01	Commutation		40
ARTICLE XIII TRUE-UP INTEREST AMOUNT			41
Section 13.01	True-Up Interest Amount		41
ARTICLE XIV DEFAULT			41
Section 14.01	Termination Following an Event of Default		41
ARTICLE XV ACCESS TO BOOKS AND RECORDS			42
Section 15.01	Ceding Insurer’s Records		42
Section 15.02	Confidentiality		42
Section 15.03	Reinsurer’s Records		42
Section 15.04	Disclosure of Tax Structure		42
ARTICLE XVI MEDIATION AND ARBITRATION			43
Section 16.01	Mediation		43
Section 16.02	Arbitration		43
ARTICLE XVII GOVERNING LAW AND JURISDICTION			44
Section 17.01	Governing Law		44
Section 17.02	Jurisdiction		44
Section 17.03	Service of Process		44
ARTICLE XVIII COVENANTS OF REINSURER AND CEDING INSURER			45
Section 18.01	Amendment of Indenture		45
Section 18.02	Covenant by the Reinsurer		45
Section 18.03	Enforcement of Rights		45
Section 18.04	Extinguishment of Obligations		45
Section 18.05	Non-Petition		46
ARTICLE XIX INSOLVENCY			46

iii

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Table of Contents

(continued)

		Page
ARTICLE XX MISCELLANEOUS			46
Section 20.01	Liability of Officers, Directors, Members, Agents and Employees		46
Section 20.02	Integration		47
Section 20.03	Assignment; Third Party Beneficiaries		47
Section 20.04	Amendment		47
Section 20.05	Other Reinsurance		47
Section 20.06	Errors and Omissions		47
Section 20.07	Notice		48
Section 20.08	Payment Instruction.		49
Section 20.09	Currency		50
Section 20.10	Exhibits and Schedules		50
Section 20.11	Survival		50
Section 20.12	Severability		50
Section 20.13	Counterparts		50

iv

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

LIST OF EXHIBITS AND SCHEDULES

Exhibit A	Form of Extension Notice
Exhibit B	Form of Extension Reduced Interest Certificate
Exhibit C	Form of Extension Period Termination Notice
Exhibit D	Form of Proof of Loss Claim
Exhibit E	Form of Early Termination Notice
Exhibit F	Form of Supplemental Premium Certificate
Exhibit G	Form of Reset Failure Notice
Exhibit H	Form of Approval of Replacement Reset Agent
Exhibit I	Form of Reinsurance Trust Agreement
Exhibit J	Form of Ceding Insurer Default Notice
Exhibit K	Form of Event Notice
Exhibit L	Form of Reduced Interest Event Certificate
Exhibit M	Form of True-Up Interest Amount Certificate
Exhibit N	Form of Claims Reviewer Failure Notice
Exhibit O	Form of Approval of Replacement Claims Reviewer
Exhibit P	Form of Manager Failure Notice
Exhibit Q	Form of Approval of Replacement Manager
Exhibit R	Form of Claims Reviewer Agreement
Exhibit S	Form of Loss Reserve Specialist Agreement
Exhibit T	Form of Variable Reset Notice
Exhibit U	Form of Substitute Reset Notice
Exhibit V	Form of Optional Termination Notice
Attachment 1	Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A.
Attachment 2	Pools, Associations & Syndicates Exclusion Clause (Catastrophe)
Attachment 3	Terrorism Exclusion (Property Treaty Reinsurance) - N.M.A. 2930c
Attachment 4	Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance)

v

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

REINSURANCE AGREEMENT

(Purple Re Ltd. Series 2024-1 Class A Principal At-Risk Variable Rate Notes)

This REINSURANCE AGREEMENT (this “Reinsurance Agreement”), effective as of April 9, 2024, is entered into by and between PURPLE RE LTD., a Bermuda exempted company limited by shares and registered as a special purpose insurer under the Insurance Act 1978 of Bermuda and related rules and regulations, each as amended (the “Reinsurer”), and Slide Insurance Company (“SIC”), individually and on behalf of any additional affiliates of SIC that now or in the future underwrite business covered by this Reinsurance Agreement (collectively, the “Ceding Insurer”).

W I T N E S S E T H:

The Reinsurer hereby reinsures the Ceding Insurer to the extent and on the terms and conditions and subject to the exceptions, exclusions and limitations hereinafter set forth in this Reinsurance Agreement.

ARTICLE I

DEFINITIONS

Section 1.01 Definitions. All capitalized terms in this Reinsurance Agreement shall have the meaning set forth in this Article I. All capitalized terms used but not defined herein shall have the meaning ascribed to them in the Indenture.

“30-Day Amount” means, if elected by the Ceding Insurer on the date of any Proof of Loss Claim, the amount of Loss Reserves that are estimated by the Ceding Insurer to become Paid Losses within thirty (30) calendar days following such date; provided, that the 30-Day Amount may not exceed the lower of (i) 100% of the Ceding Insurer’s Loss Reserves as of such date and (ii) 80% of the Ceding Insurer’s Paid Losses for the immediately preceding 60-day period.

“30-Day Reimbursement Amount” has the meaning set forth in the definition of “Loss Payment Amount.”

“Actual Growth Factor” means, for any Covered Event, the ratio of the Average Annual Loss of the Subject Business exposed to Losses from Named Storms in the Covered Area as of the last day of the month immediately preceding the Date of Loss of such Covered Event, to the Average Annual Loss of (i) the Initial Data for Covered Events occurring in the first Annual Risk Period and (ii) the applicable Updated Data for Covered Events occurring in the second Annual Risk Period or the third Annual Risk Period.

“Actual Reduced Interest Event Amount” means, for purposes of the calculation of the True-Up Interest Amount, for a Covered Event, as of any Payment Date, an amount equal to (a) the product of (i) the Ultimate Net Loss (calculated based on Paid Losses and, if applicable, any Loss Reserves), which Ultimate Net Loss, if less than the Attachment Level, will be deemed to be an amount equal to the Attachment Level and, if greater than the Exhaustion Level, will be deemed to be an amount equal to the Exhaustion Level, as set forth in the applicable Notice of Loss Payment Amount from the Claims Reviewer, with such Loss Reserves having been reviewed

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

by the Loss Reserve Specialist, minus the Attachment Level for the applicable Annual Risk Period and (ii) the Insurance Percentage in effect for such Annual Risk Period, minus (b) the sum of all Loss Payment Amounts resulting from such Covered Event or already paid to the Ceding Insurer up to and including such Payment Date; provided, however, that the aggregate Actual Reduced Interest Event Amounts for all Covered Events shall not exceed the Outstanding Limit nor be less than zero as of the date of determination. If, in respect of a Covered Event, the anticipated final Notice of Loss Payment Amount was not received when due but a final Claims Reviewer Report was received when due, then such final Claims Reviewer Report may be relied upon for purposes of determining the Actual Reduced Interest Event Amount for such Covered Event. If the final Claims Reviewer Report was also not received when due because of a Claims Reviewer Report Delivery Failure Event, the applicable Proof of Loss Claim may be relied upon for purposes of determining the Actual Reduced Interest Amount for such Covered Event.

“AIR” means AIR Worldwide Corporation.

“Annual Risk Period” means each of the following:

(a) the first Annual Risk Period will commence from and including 12:00:00 a.m. Eastern time on June 1, 2024 to and including 11:59:59 p.m. Eastern time on May 31, 2025;

(b) the second Annual Risk Period will commence from and including 12:00:00 a.m. Eastern time on June 1, 2025 to and including 11:59:59 p.m. Eastern time on May 31, 2026; and

(c) the third Annual Risk Period will commence from and including 12:00:00 a.m. Eastern time on June 1, 2026 to and including 11:59:59 p.m. Eastern time on May 31, 2027.

If an Annual Risk Period expires while a Covered Event is in progress, subject to the conditions to coverage contained in this Reinsurance Agreement, the Ultimate Net Loss for such Covered Event shall be covered under this Reinsurance Agreement in such expired Annual Risk Period and the Reset applicable to any subsequent Annual Risk Period will not affect the Ceding Insurer’s recoveries with respect to such Covered Event.

“Arbitration Parties” has the meaning set forth in Section 16.02.

“Attachment Level” means $[***] for the first Annual Risk Period and for each subsequent Annual Risk Period, the applicable Updated Attachment Level.

“Augmented UNL” has the meaning specified in the definition of Extension Threshold Payment Amount.

“Average Annual Loss” means the annual expected loss (based on the standard catalog in the Escrow Models for Named Storm) of the Subject Business in the Covered Area as calculated by the Reset Agent using the (a) Escrow Models without application of any Attachment Level, Exhaustion Level, Loss Adjustment Expense Factor or Stated Reinsurance and with a 100% Insurance Percentage and (b) (i) the Initial Data with respect to the first Annual Risk Period, (ii)

2

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

the applicable Updated Data with respect to the second Annual Risk Period or Third Annual Risk Period or (iii) with respect to the calculation of the Actual Growth Factor, the Ceding Insurer’s Subject Business exposed to Losses from Named Storms in the Covered Area as of the last day of the month immediately preceding the Date of Loss of a relevant Covered Event. The Average Annual Loss for Named Storm (based on the standard catalog in the Escrow Models) for the first Annual Risk Period as calculated by the Reset Agent based on the Initial Data is $[***].

“Basic Documents” means the Indenture, the Series Supplement, this Reinsurance Agreement, the Reinsurance Trust Agreement, the Management Agreement, the Claims Reviewer Agreement, the Deed of Charge, the Reset Agent Agreement, the Loss Reserve Specialist Agreement and the Escrow Agreement, in each case, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“Business Day” means a day other than (a) a Saturday, (b) a Sunday or (c) a day on which banking institutions or trust companies in any of the City of Hamilton, Bermuda, the City of London, England, or the City of New York, New York are authorized or required by applicable law, regulation or executive order to remain closed.

“Ceding Insurer” has the meaning set forth in the preamble.

“Ceding Insurer Additional Withdrawal” has the meaning set forth in Section 10.06.

“Ceding Insurer Additional Withdrawal Interest” has the meaning set forth in Section 10.06.

“Ceding Insurer Additional Withdrawal Return Amount” means any failure of the Ceding Insurer to pay any 30-Day Reimbursement Amount when due hereunder or to return any amount in respect of a Ceding Insurer Additional Withdrawal.

“Ceding Insurer Default” means a failure by the Ceding Insurer to make, when due, any payment of Reinsurance Premium or 30-Day Reimbursement Amount, as required to be made by the Ceding Insurer under this Reinsurance Agreement.

“Ceding Insurer Loss Report” has the meaning set forth in Section 8.06.

“Claims Procedures” has the meaning set forth in the Claims Reviewer Agreement.

“Claims Review Letter” means the letter, substantially in the form of Exhibit A attached to the Claims Reviewer Agreement.

“Claims Reviewer” means Towers Watson (Bermuda) Ltd. or any successor Claims Reviewer under the Claims Reviewer Agreement.

“Claims Reviewer Agreement” means the Claims Reviewer Agreement between the Reinsurer and the Claims Reviewer, dated as of the Effective Date, as the same may be from time to time amended, supplemented, replaced or otherwise modified and in effect.

3

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Claims Reviewer Failure Event” has the meaning set forth in the definition of Early Termination Event II.

“Commutation” means a Full Commutation.

“Commutation Date” means the date on which a Full Commutation becomes effective.

“Covered Area” means any of the Initial Covered Area and, following a Reset, the Updated Covered Area.

“Covered Event” means any Named Storm with a Date of Loss during the Risk Period that results in Losses under one or more Policies in the Subject Business in the Covered Area.

“Data Criteria” has the meaning set forth in the Reset Agent Agreement.

“Data File” has the meaning set forth in the Reset Agent Agreement.

“Data Review and Reset Procedures” has the meaning set forth in the Reset Agent Agreement.

“Date of Loss” has the meaning ascribed to such term in the definition of “Named Storm.”

“Early Termination Date” means if an Early Termination Event has occurred, the first Payment Date that occurs on or after the later of (i) the date that is ten (10) Business Days following such Early Termination Event, subject to an Extension Event (other than in connection with an Early Termination Event III); provided, that if an Early Termination Event occurs less than ten (10) Business Days prior to the Scheduled Termination Date or an Extended Termination Date, then, subject to an Extension Event (other than in connection with an Early Termination Event III), if any, the date in this clause (i) will be the Scheduled Termination Date or such Extended Termination Date, as the case may be, and (ii) if the Ceding Insurer has at any time delivered a Reduced Interest Event Certificate and paid (or will pay as of the immediately following Payment Date) interest at the Reduced Interest Spread, the date that is thirty-two (32) Business Days after the date the Ceding Insurer has delivered a True-Up Interest Amount Certificate to the Reinsurer; provided that if the Ceding Insurer elects an Extension Event following an Early Termination Event (other than in connection with an Early Termination Event III) on or before the applicable Extension Determination Date, the Early Termination Date will be determined in accordance with such Extension Event.

“Early Termination Event” means an Early Termination Event I, an Early Termination Event II, an Early Termination Event III, an Early Termination Event IV, an Early Termination Event V or an Early Termination Event VI, as applicable.

4

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Early Termination Event I” means an event that occurs on the date that the Outstanding Limit is or is expected to be equal to or less than 10% of the Initial Limit, and the Ceding Insurer, at its option, has given an Early Termination Notice to the Reinsurer and the Indenture Trustee to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days from the date of such written notice, provided that an Early Termination Event I cannot occur on any Payment Date prior to the end of the first Annual Risk Period; provided, further, that if a 30-Day Amount was included in the calculation of Ultimate Net Loss in the preceding one month period, such Outstanding Limit would have been equal to or less than 10% of the Initial Limit even without the application of such 30-Day Amount.

“Early Termination Event II” means an event that occurs on the date that the Ceding Insurer, at its option, has given written notice to the Reinsurer (with a copy to the Indenture Trustee) that it has elected to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days after the date of such written notice if (i) the Reset Agent becomes incapable of performing, or fails to timely perform, a Reset or a calculation of the applicable Average Annual Loss or Growth Limitation Factor, as applicable (“Reset Agent Failure Event”), the Claims Reviewer becomes incapable of performing, or fails to timely perform, the Claims Procedures (“Claims Reviewer Failure Event”) or the Manager becomes incapable of performing, or fails to timely perform, its duties under the Administration Agreement (“Manager Failure Event”) and (ii) the Reinsurer is unable to identify (with the cooperation of the Ceding Insurer), a Replacement Reset Agent, Replacement Claims Reviewer or replacement Manager, as applicable, within forty-five (45) calendar days after such Reset Agent Failure Event, Claims Reviewer Failure Event or Manager Failure Event, as applicable.

“Early Termination Event III” means an event that occurs on the date on which an Event of Default has arisen under Section 14.01 of this Reinsurance Agreement.

“Early Termination Event III Premium” means the additional repayment amount payable upon the occurrence of an Early Termination Event III equal to the sum of the present values, discounted at the applicable Risk Interest Spread (applicable for the Annual Risk Period in which such Early Termination Event III occurred), of each of the scheduled payments of (i) the Risk Interest Spread calculated on the Outstanding Risk Limit determined as of the Early Termination Date for each Premium Payment Period (or portion thereof) from the Early Termination Date to and including May 31, 2027 and (ii) the Post-Risk Period Interest Spread calculated on the Outstanding Limit determined as of the Early Termination Date for each Premium Payment Period (or portion thereof) from but excluding May 31, 2027 to but excluding the Scheduled Termination Date.

“Early Termination Event IV” means an event that occurs on the date on which the Ceding Insurer, at its option, has given an Early Termination Notice to the Reinsurer and the Indenture Trustee that it has elected to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days from the date of such written notice (i) following the certification by the Reinsurer in writing that due to unsatisfied liabilities the Reinsurer is not able to pay its expenses or liabilities as they fall due and (ii) the maximum annual Supplemental Premium has been paid to the Reinsurer.

“Early Termination Event V” means an event that occurs on the date on which the Ceding Insurer, at its option, has given an Early Termination Notice to the Reinsurer and the Indenture Trustee that it has elected to terminate this Reinsurance Agreement on the first Payment Date that is at least ten (10) Business Days from the date of such written notice if, in the Ceding

5

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Insurer’s sole judgment (following written advice of the Ceding Insurer’s counsel with a copy provided to the Reinsurer and the Indenture Trustee) as a result of any amendment to, implementation of, effectiveness of, change in, or issuance of the laws (including taxation) of any jurisdiction (including a change in any official interpretation or application thereof) becoming effective that (i) creates a substantial likelihood that the Reinsurer will be unable to make full payment of interest on the Outstanding Limit or will be unable to make full payment of the Outstanding Limit on the Scheduled Termination Date, (ii) materially increases the tax paid by the Ceding Insurer by disallowing all or part of the deduction for U.S. federal tax purposes for Reinsurance Premium payments payable by the Ceding Insurer to the Reinsurer under this Reinsurance Agreement, or (iii) materially increases the amounts payable by the Ceding Insurer under this Reinsurance Agreement (including by reason of an increase in the amount of any taxes that the Ceding Insurer is required to pay to the relevant taxation authority).

“Early Termination Event VI” means an event that occurs on the date that the Ceding Insurer has given written notice to the Reinsurer (with a copy to the Indenture Trustee) that it elects to terminate this Reinsurance Agreement on the June Payment Date that is at least ten (10) Business Days after the date of such written notice if the ultimate parent company of the Ceding Insurer has publicly announced a Material Transaction that, as determined in the Ceding Insurer’s sole discretion, could result in a material change in the Subject Business.

“Early Termination Notice” has the meaning set forth in Section 8.02.

“Effective Date” means April 9, 2024.

“Escrow Agent” means InnovaSafe, Inc. or any successor thereto or assign thereof under the Escrow Agreement.

“Escrow Agreement” means the Escrow Agreement among the Reinsurer, the Reset Agent and the Escrow Agent, dated as of the Effective Date, as the same may be from time to time amended, supplemented, replaced or otherwise modified and in effect.

“Escrow Material” or “Escrow Materials” shall have the meaning set forth in the Escrow Agreement.

“Escrow Models” means Version 18.1 of the AIR Hurricane Model for the United States and the AIR Tropical Cyclone Model for Hawaii version 3.10, each as implemented in Touchstone 10.0.0 and Touchstone Re 11.0.0, which were used to generate the risk analyses used to generate the risk analyses in the AIR Expert Risk Analysis Results as set forth in Annex C of the Reinsurer’s Confidential Offering Circular Supplement No. 3, and any certified copy of such model, each provided by the Reset Agent.

“Estimated Reduced Interest Event Amount” means, for each Covered Event and as of any Payment Date, an amount equal to:

(a) the product of (x) the Ultimate Net Loss (calculated based on Paid Losses, the 30-Day Amount and Loss Reserves (excluding the 30-Day Amount)), which Ultimate Net Loss, if less than the Attachment Level, will be deemed to be an amount equal to the Attachment Level and, if greater than the Exhaustion Level, will be deemed to be an amount equal to the Exhaustion Level, minus the Attachment Level in effect for the applicable Annual Risk Period and (y) the Insurance Percentage in effect for such Annual Risk Period, minus

6

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) the sum of all Loss Payment Amounts resulting from such Covered Event already paid to the Ceding Insurer up to and including such Payment Date; provided, however, that the aggregate Estimated Reduced Interest Event Amounts for all Covered Events shall not exceed the Outstanding Limit nor be less than zero as of the date of determination.

“Event Notice” has the meaning set forth in Section 8.07.

“Event of Default” has the meaning set forth in Section 14.01.

“Exclusions” means:

a) Liability assumed by the Ceding Insurer under any form of treaty reinsurance; however, all excess of loss reinsurance, group intra-company reinsurance (if applicable), local agency reinsurance accepted in the normal course of business, and/or Policies written by another carrier at the Ceding Insurer’s request and reinsured 100% by the Ceding Insurer shall not be excluded under the Reinsurance Agreement;

b) All liability of the Ceding Insurer arising by contract, operation of law, or otherwise, from its participation or membership, whether voluntary or involuntary, in any Insolvency Fund. “Insolvency Fund” includes any guaranty fund, insolvency fund, plan, pool, association, fund, or other arrangement, howsoever denominated, established, or governed, that provides for any assessment of or payment or assumption by the Ceding Insurer of part or all of any claim, debt, charge, fee, or other obligation of an insurer, or its successors or assigns, which has been declared by any competent authority to be insolvent, or which is otherwise deemed unable to meet any claim, debt, charge, fee, or other obligation in whole or in part;

c) Loss or damage caused by or resulting from war, invasion, hostilities, acts of foreign enemies, civil war, rebellion, insurrection, military or usurped power, or martial law or confiscation by order of any government or public authority, but this exclusion shall not apply to loss or damage covered under a standard policy with a standard War Exclusion Clause;

d) Financial guarantee and insolvency;

e) Losses excluded by the Nuclear Incident Exclusion Clause – Physical Damage – Reinsurance – U.S.A., attached hereto as Attachment 1;

f) Loss or liability excluded by the Pools, Associations & Syndicates Exclusion Clause (Catastrophe), attached hereto as Attachment 2;

g) Flood, when written as such;

7

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

h) Earthquake, when written as such;

i) Loss as excluded under the Terrorism Exclusion (Property Treaty Reinsurance) - N.M.A. 2930c, attached hereto as Attachment 3;

j) All assessments from Citizens Property Insurance Corporation, the Florida Hurricane Catastrophe Fund (“FHCF”), or similar residual market insurance company in any other state in which the Ceding Insurer operates (including, but not limited to, the South Carolina Wind and Hail Underwriting Association);

k) Loss as excluded under the Limited Communicable Disease Exclusion No. 2 (Property Treaty Reinsurance), attached hereto as Attachment 4;

l) the aggregate ECO/XPL Losses for any Covered Event that are in excess of 90% of the Ultimate Net Loss (calculated exclusive of such aggregate ECO/XPL Losses) for such Covered Event; and

m) Loss adjustment expenses, which will only be covered and compensated pursuant to the application of the Loss Adjustment Expense Factor.

“Exhaustion Level” means $[***] for the first Annual Risk Period and the Updated Exhaustion Level for the second Annual Risk Period and the third Annual Risk Period.

“Extended Termination Date” means, with respect to the date to which time the maturity of the Notes may be extended following the occurrence of one or more Extension Events, the seventh (7^th) day of each month during the Extension Period (or if such date is not a Business Day, the next succeeding Business Day), but in no event shall such date be later than the Final Extended Termination Date.

“Extension Determination Date” means the date which is three (3) Business Days prior to the Early Termination Date, the Optional Termination Date, the Scheduled Termination Date or any Extended Termination Date, as the case may be.

“Extension Event” means an Extension Event I, an Extension Event II or an Extension Event III.

“Extension Event I” has the meaning set forth in Section 2.03(b).

“Extension Event I Spread” means [***]% per annum.

“Extension Event II” has the meaning set forth in Section 2.03(c).

“Extension Event II Spread” means [***]% per annum.

“Extension Event III” has the meaning set forth in Section 2.03(d).

“Extension Event III Spread” means [***]% per annum.

8

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Extension Event Spread” means any of the Extension Event I Spread, the Extension Event II Spread, the Extension Event III Spread and the Remaining Extension Spread, as applicable.

“Extension Notice” means a written notice, substantially in the form attached hereto as Exhibit A, from the Ceding Insurer to the Reinsurer (with a copy to the Indenture Trustee) on or prior to an Extension Determination Date stating that an Extension Event has occurred, and, if applicable, any Partial Limit Reduction Event and the Outstanding Limit after payment of the Partial Limit Reduction Amount on the Partial Limit Reduction Date.

“Extension Period” has the meaning set forth in the Indenture.

“Extension Period Termination Notice” means a written notice, substantially in the form attached hereto as Exhibit C, from the Ceding Insurer to the Reinsurer and the Indenture Trustee terminating the Extension Period.

“Extension Reduced Interest Certificate” means an Extension Reduced Interest Certificate I or an Extension Reduced Interest Certificate II.

“Extension Reduced Interest Certificate I” means a certificate delivered hereunder to the Reinsurer, the Indenture Trustee and the Claims Reviewer by the Ceding Insurer, substantially in the form attached hereto as Exhibit B, certifying that the Ultimate Net Loss (including Paid Losses and Loss Reserves and based on either the Growth Limitation Factor as reported by the Reset Agent, or if not available at least ten (10) Business Days prior to the Extension Determination Date, the Growth Limitation Factor as estimated and certified by the Ceding Insurer as having been calculated consistent with the methodology prescribed in the definition of Substitute Actual Growth Factor for a Covered Event, as of the date of the certificate, is estimated by the Ceding Insurer to be an amount equal to or greater than seventy-five percent (75%) of the applicable Attachment Level.

“Extension Reduced Interest Certificate II” means a certificate delivered hereunder to the Reinsurer, the Indenture Trustee and the Claims Reviewer by the Ceding Insurer, substantially in the form attached hereto as Exhibit B, certifying that the Ultimate Net Loss (including Paid Losses and Loss Reserves and based on either the Growth Limitation Factor as reported by the Reset Agent, or if not available at least ten (10) Business Days prior to the Extension Determination Date, the Growth Limitation Factor as estimated and certified by the Ceding Insurer as having been calculated consistent with the methodology prescribed in the definition of Substitute Actual Growth Factor for a Covered Event, as of the date of the certificate, is estimated by the Ceding Insurer to be an amount equal to or greater than one hundred percent (100%) of the applicable Attachment Level.

“Extension Reduced Interest Event” means an Extension Reduced Interest Event I or an Extension Reduced Interest Event II.

“Extension Reduced Interest Event I” means (i) the receipt of an Extension Reduced Interest Certificate I by the Reinsurer, the Indenture Trustee and the Claims Reviewer and (ii) delivery by the Claims Reviewer of an Extension Reduced Interest Report.

9

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Extension Reduced Interest Event II” means (i) the receipt of an Extension Reduced Interest Certificate II by the Reinsurer, the Indenture Trustee and the Claims Reviewer and (ii) delivery by the Claims Reviewer of an Extension Reduced Interest Report.

“Extension Reduced Interest Report” means, with respect to an Extension Reduced Interest Certificate, a report from the Claims Reviewer, substantially in the form of Exhibit C attached to the Claims Reviewer Agreement, confirming the performance of Claims Procedures with respect to the applicable amounts and calculations set forth in such Extension Reduced Interest Certificate.

“Extension Spread Amount” has the meaning set forth in Section 7.01(b).

“Extension Threshold Payment Amount” means, for each Accrual Period during an Extension, an augmented Ultimate Net Loss amount calculated as of the first day of such Accrual Period for each Covered Event by (i) multiplying the resulting amount after Step 1 in the Ultimate Net Loss definition by the applicable Threshold Factor (including Loss Reserves) for each Covered Event (the resulting Ultimate Net Loss when factoring such Threshold Factor, “Augmented UNL”) and (ii) applying such Augmented UNL value to the Net Payment Amount formula (including the other definitions that form the basis of the calculation thereof) in order to determine a notional amount of loss within the applicable Layer for each Covered Event using the Augmented UNL.

“Extra Contractual Obligations” means those liabilities not covered under any other provision of this Reinsurance Agreement and which arise from the handling of any claim on business covered hereunder, such liabilities arising because of, but not limited to, the following: failure by the Ceding Insurer to settle within the applicable Policy limit, or by reason of alleged or actual negligence, fraud or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured or in the preparation or prosecution of an appeal consequent upon such action.

“FHCF” has the meaning specified in the definition of Exclusion.

“FHCF Reinsurance” means the mandatory Florida Hurricane Catastrophe Fund reimbursement participation of the Ceding Insurer.

“Final Extended Termination Date” means June 6, 2031 (or if such day is not a Business Day, the next succeeding Business Day).

“First Payment Date” means May 7, 2024 (or if such day is not a Business Day, the next succeeding Business Day).

“Florida Statute Reinsurance” has the meaning set forth in the definition of Ultimate Net Loss.

“Full Commutation” has the meaning set forth in Section 12.01(b).

“Full Commutation Date” has the meaning set forth in Section 12.01(b).

10

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Growth Allowance Factor” means [***].

“Growth Limitation Factor” means for a Covered Event, the lesser of (i) 1.00 and (ii) the ratio of the Growth Allowance Factor to the Actual Growth Factor or Substitute Actual Growth Factor, as applicable.

“Growth Limitation Factor Calculation Report” means a report delivered by the Reset Agent to the Ceding Insurer, the Reinsurer and the Indenture Trustee in the form attached as Exhibit D to the Reset Agent Agreement.

“Indenture” means the indenture among the Reinsurer, the Indenture Trustee and The Bank of New York Mellon, London Branch, as paying agent and account bank, dated as of April 17, 2023, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect, including, without limitation, by the Series Supplement.

“Indenture Trustee” means The Bank of New York Mellon or any successor trustee under the Indenture.

“Initial Covered Area” means the States of Florida and South Carolina.

“Initial Data” means the Ceding Insurer’s Subject Business exposed to Losses from Named Storms in the Covered Area as of December 31, 2023 and projected to September 30, 2024.

“Initial Issuance Premium” has the meaning set forth in Section 7.02(a).

“Initial Limit” means $[***].

“Initial Loss Adjustment Expense Factor” shall mean [***], which is used to reflect allocated loss adjustment expenses incurred in investigating, processing and settling losses that can be attributed to specific claims, primarily consisting of payments to outside vendors, such as lawyers and independent claim adjusters.

“Initial Modeled Annual Attachment Probability” means [***]%, which is the modeled annual occurrence attachment probability (based on the base case analysis, as further described in the AIR Expert Risk Analysis Results section of the Confidential Offering Circular Supplement No. 3).

“Initial Modeled Annual Expected Loss” means [***]%, which is the modeled annual expected loss (based on the base case analysis, as further described in the AIR Expert Risk Analysis Results section of the Confidential Offering Circular Supplement No. 3) associated with a Layer from $[***] to $[***], based on the Escrow Models, the Initial Data and the Initial Stated Reinsurance.

“Initial Risk Interest Spread” means [***]% per annum.

“Initial Stated Reinsurance” means the Florida Statute Reinsurance, as applicable, the Series 2023-1 Notes and the Series 2023-2 Notes.

11

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Insurance Percentage” means [***]% for the first Annual Risk Period and the Updated Insurance Percentage for each subsequent Annual Risk Period.

“Interest Calculation Convention” means that all payments of Risk Interest Spread, Reduced Interest Spread, Pre-Risk Period Interest Spread, Post-Risk Period Interest Spread and Extension Event Spread, as well as any Underpayment Amount and Overpayment Amount under this Reinsurance Agreement will be calculated on the basis of the actual number of days elapsed and a 360-day year. All payments of Permitted Investments Yield will not be calculated on a 360-day year but rather will be calculated on the basis described in the definition thereof.

“Interest Spread Amount” has the meaning set forth in Section 7.01(a).

“Layer” means, for the applicable Annual Risk Period, the difference in U.S. dollars between the Exhaustion Level and the Attachment Level.

“Limit Reduction” means, as of any Payment Date, an amount equal to the sum of (i) all Loss Payment Amounts, if any, paid or payable by the Reinsurer to the Ceding Insurer on such Payment Date and (ii) any Partial Limit Reduction Amount on such Payment Date; provided that, in no event shall the aggregate amount of Limit Reductions (after taking into account any 30-Day Reimbursement Amounts) exceed the Initial Limit.

“Loss Adjustment Expense Factor” means Initial Loss Adjustment Expense Factor and, following any Reset, the Updated Loss Adjustment Expense Factor.

“Loss Amount” means, for each Covered Event, an amount equal to the product of (a) the Ultimate Net Loss in respect of such Covered Event minus the Attachment Level for the applicable Annual Risk Period in which the Date of Loss of such Covered Event occurred; and (b) the Insurance Percentage for such Annual Risk Period, provided, that the Loss Amount for a Covered Event shall not be less than zero. The Ultimate Net Loss used in the calculation of Loss Amount cannot exceed the Exhaustion Level applicable for such Annual Risk Period. If the Ultimate Net Loss used in the calculation of Loss Amount is less than the Attachment Level applicable for such Annual Risk Period, then the Ultimate Net Loss will equal such Attachment Level.

“Loss in Excess of Policy Limit Obligations” means any amounts for which the Ceding Insurer would have been contractually liable to pay had it not been for the limit of the applicable original Policy and having been incurred because of the Ceding Insurer’s failure to settle within the Policy limit or by reason of alleged or actual negligence, fraud, or bad faith in rejecting an offer of settlement or in the preparation of the defense or in the trial of any action against its insured or reinsured, or in the preparation or prosecution of an appeal consequent upon such action.

“Loss Payment Amount” means, for each Covered Event as of each Payment Date, an amount equal to (i) the Loss Amount calculated in respect of such Covered Event for such Payment Date minus (ii) the Loss Amount calculated in respect of such Covered Event for the immediately preceding Payment Date for which a Proof of Loss Claim was submitted (if the result of such calculation is less than zero, the absolute value of such result is referred to herein as the “30-Day Reimbursement Amount”); provided, that any Loss Payment Amount shall not be greater than the Outstanding Limit on the immediately prior Payment Date or the Effective Date, as applicable. Any changes to the Ultimate Net Loss after the date of the latest Proof of Loss Claim used in the calculations for the final Notice of Loss Payment Amount upon Partial Commutation or Full Commutation and termination of this Reinsurance Agreement will not have an impact on the calculation of the Loss Payment Amount.

12

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Loss Reserve Certificate” means the certificate substantially in the form attached as Exhibit A to the Loss Reserve Specialist Agreement.

“Loss Reserve Specialist” means Towers Watson (Bermuda) Ltd., in its capacity as the provider of services under the Loss Reserve Specialist Agreement, or its successors or assigns, as the external third party loss reserve specialist engaged by the Issuer.

“Loss Reserve Specialist Agreement” means the Loss Reserve Specialist Agreement, dated as of the Effective Date, by and between the Loss Reserve Specialist and the Reinsurer, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“Loss Reserves” means, for each Covered Event, the liability established by the Ceding Insurer under this Reinsurance Agreement to reflect the estimated unpaid losses by the Ceding Insurer resulting from such Covered Event (including incurred but not reported losses but, for the avoidance of doubt, excluding any losses arising from Exclusions), that the Ceding Insurer expects to ultimately be required to pay under the Policies, provided, however, that for the purpose of calculating (i) the Loss Payment Amount upon Partial Commutation or Full Commutation and termination of this Reinsurance Agreement; (ii) any Actual Reduced Interest Event Amount for such Covered Event; and (iii) for any Extension Reduced Interest Certificate for such Covered Event, Loss Reserves shall mean the amount estimated by the Ceding Insurer in a manner consistent with the Ceding Insurer’s reserving practices as applied in the preparations of its published financial statements and, solely with respect to clauses (i) and (ii) above, Loss Reserves shall mean, if the Loss Reserve Specialist concludes that the Loss Reserves specified by the Ceding Insurer are not reasonable, the lower of the amount specified by the Ceding Insurer and the amount that represents the actuarial central estimate of Loss Reserves by the Loss Reserve Specialist. Loss Reserves shall not include any deduction for amounts that the Ceding Insurer may recover through salvage or subrogation.

“Losses” means the sum of (i) Paid Losses, (ii) the 30-Day Amount, if any (other than with respect to a Commutation Date, the determination of an Estimated Reduced Interest Event Amount or Actual Reduced Interest Event Amount, and an Extension Reduced Interest Certificate), and (iii) Loss Reserves (only with respect to a Commutation Date, an Estimated Reduced Interest Event Amount or Actual Reduced Interest Event Amount, and an Extension Reduced Interest Certificate). For the avoidance of doubt, clauses (ii) and (iii) will not apply simultaneously to any calculation of Losses. For each Covered Event, Losses will include 90% of any Extra Contractual Obligations and Loss in Excess of Policy Limit Obligations (collectively, “ECO/XPL Losses”) incurred with respect to the Subject Business.

13

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Material Transaction” means any change in Control of the Ceding Insurer, or any material acquisition, disposition, business combination or sale, whether through sale or purchase of securities or assets, bulk reinsurance, merger, amalgamation or other corporate reorganization, or otherwise, between, among or involving: a) the Ceding Insurer or any Affiliate thereof, and b) any insurance holding company, insurer (whether organized as a stock insurance company, mutual insurance company, reciprocal, Lloyd’s syndicate or otherwise, irrespective of the manner of organization thereof), or any Affiliate of any such insurance holding company or insurer, but excluding any such insurance holding company, insurer, or Affiliate that, prior to such change in Control, acquisition, disposition, business combination, sale, or reinsurance, is an Affiliate of the Ceding Insurer. For the purposes of this definition: “Control” means the possession, directly or indirectly, of the power to direct or cause the management of a person or entity, whether through the ability to exercise voting power, by contract or otherwise; and “Affiliate” means a person or entity that directly or indirectly Controls, is Controlled by, or is under common Control with, another person or entity. The occurrence of a Material Transaction shall be determined in the sole discretion of the Ceding Insurer.

“Manager Failure Event” has the meaning set forth in the definition of Early Termination Event II.

“Maximum Attachment Probability” means [***]%, which is the modeled annual occurrence attachment probability based on the Escrow Models and Updated Data.

“Maximum Expected Loss” means [***]%, which is the modeled one-year expected loss based on the Escrow Models and the Updated Data.

“Minimum Attachment Level” means the lowest attachment level (to the nearest one million dollars) that results in the highest modeled annual occurrence exceedance probability equal to or less than Maximum Attachment Probability.

“Minimum Expected Loss” shall be [***]%, which is the modeled one-year expected loss based on the Escrow Models and the Updated Data.

“Named Storm” means any storm or storm system declared by the Named Storm Reporting Agency to be a tropical cyclone, a tropical depression, a tropical storm, a hurricane, an extra-tropical cyclone, a post-tropical cyclone or a sub-tropical cyclone (whether inside or outside the Covered Area) (or similar term utilized for the same purpose), including all events or perils directly resulting from such storm or storm system, which may include, by way of example and not limitation, hurricane, wind, gusts, rough waves, typhoon, hail, rain, tornadoes, cyclones, lightning, ensuing flood, storm surge, water damage, fire following, sprinkler leakage, riots, vandalism, and collapse. A storm or storm system that merges with a “Named Storm” shall be considered part of that “Named Storm” once it has merged. If two or more storms are assigned different names by the Named Storm Reporting Agency, each of those storms shall constitute a separate event for purposes of this definition. The duration of the Named Storm is the time period:

• from and after 12:00:00 a.m. Eastern Time on the date a “watch”, “warning”, advisory or other bulletin (whether for wind, flood or otherwise) is first issued for such Named Storm by the Named Storm Reporting Agency with respect to such storm or storm system for any part of the Covered Area (the commencement of such Named Storm, the “Date of Loss”);

14

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

• continuing for a time period thereafter during which such Named Storm continues, regardless of its category rating or lack thereof and regardless of whether a “watch”, “warning”, advisory or other bulletin remains in force for such Named Storm; and

• ending at 11:59:59 p.m. Eastern Time on the fourth (4^th) calendar day following the day when (a) the discontinuation or cancellation of the last “watch” or “warning” is issued by the Named Storm Reporting Agency or (b) if the Named Storm Reporting Agency does not issue a “watch” or “warning”, the discontinuation or cancellation of the last advisory or bulletin is issued by the Named Storm Reporting Agency, with respect to such storm or storm system, for any part of the Covered Area (the “Named Storm End Date”). Notwithstanding the foregoing, if the Named Storm Reporting Agency does not issue a “watch” or “warning” or advisory or other bulletin for any part of the Covered Area in respect of a Named Storm, then the duration shall be any period of 168 consecutive hours as determined by the Ceding Insurer; provided, that the Ceding Insurer has assigned a catastrophe code to such event.

“Named Storm End Date” has the meaning ascribed to such term in the definition of Named Storm.

“Named Storm Reporting Agency” means the US National Hurricane Center, US Weather Prediction Center, or their successor organizations, all being divisions of the US National Weather Service or any replacement selected by the Ceding Insurer in accordance with this Reinsurance Agreement. If the Named Storm Reporting Agency ceases to exist or ceases to provide the information necessary to determine (a) whether a peril constitutes a Named Storm or (b) the Named Storm End Date, then a replacement reporting agency that is generally recognized in the insurance industry will be selected by the Ceding Insurer to act as Named Storm Reporting Agency.

“Net Payment Amount” means, on each Payment Date, the sum of all Loss Payment Amounts for all Covered Events for all Payment Dates up to and including such Payment Date.

“Notes” means the $[***] Series 2024-1 Class A Principal At-Risk Variable Rate Notes due June 7, 2027 issued by the Reinsurer.

“Notice of Event of Default” means a written notice substantially in the form attached hereto as Exhibit J given by the Reinsurer to the Ceding Insurer specifying an Event of Default.

“Notice of Loss Payment Amount” means a notice substantially in the form attached as Exhibit B to the Claims Reviewer Agreement.

“Obligation” has the meaning set forth in Section 10.05.

15

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Optional Termination Date” means, if the Ceding Insurer elects an Optional Termination Event (and subject to any Extension Event), on only one of (i) the Payment Date occurring in June 2025 or (ii) the Payment Date occurring in June 2026.

“Optional Termination Event” means an event that occurs on the date on which the Ceding Insurer, at its option, has given an Optional Termination Notice to the Reinsurer and the Indenture Trustee that it has elected to terminate this Reinsurance Agreement at least ten (10) Business Days (but no more than seventy-five (75) calendar days) prior to the applicable Optional Termination Date.

“Optional Termination Event Premium” means the additional repayment amount payable upon the occurrence of an Optional Termination Event equal to: (i) with respect to an Optional Termination Event election on the Optional Termination Date occurring on the June 2025 Optional Termination Date, [***]% of the Outstanding Limit (after giving effect to any Loss Payment Amount or 30-Day Reimbursement Amount made on such date) or (ii) with respect to an Optional Termination Event election on the Optional Termination Date occurring on the June 2026 Optional Termination Date, [***]% of the Outstanding Limit (after giving effect to any Loss Payment Amount or 30-Day Reimbursement Amount made on such date).

“Optional Termination Notice” means written notice by the Ceding Insurer to the Reinsurer of its election to terminate this Reinsurance Agreement, substantially in the form of Exhibit V attached hereto.

“Outstanding Limit” means, as of any Payment Date, an amount equal to the Initial Limit as reduced by the aggregate of all Limit Reductions, if any, and as increased by the aggregate of all 30-Day Reimbursement Amounts paid or payable, if any, in each case on all Payment Date on or prior to such Payment Date.

“Outstanding Reduced Interest Event Limit” means, as of any Payment Date, an amount equal to the sum of all Estimated Reduced Interest Event Amounts for all Covered Events prior to and including such Payment Date; provided, that the Outstanding Reduced Interest Event Limit shall not be less than zero nor greater than the Outstanding Limit.

“Outstanding Risk Limit” means, as of any Payment Date, an amount equal to the Outstanding Limit less the Outstanding Reduced Interest Event Limit; provided, that the Outstanding Risk Limit shall not be less than zero nor greater than the Outstanding Limit.

“Overpayment Amount” has the meaning set forth in the definition of True-Up Interest amount.

“Paid Claims Rate” means the ratio of Ultimate Net Loss including Paid Losses for a Covered Event divided by Ultimate Net Loss including Paid Losses and Loss Reserves for such Covered Event.

“Paid Losses” means the amount of losses actually paid by the Ceding Insurer in settlement of claims or liability from a Covered Event to the Subject Business not including losses arising from the Exclusions

16

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Partial Commutation” has the meaning set forth in Section 12.01(a).

“Partial Commutation Date” has the meaning set forth in Section 12.01(a).

“Partial Limit Reduction Amount” has the meaning set forth in Section 2.04(a).

“Partial Limit Reduction Date” has the meaning set forth in Section 2.04(b).

“Partial Limit Reduction Event” has the meaning set forth in Section 2.04(a)

“Payment Date” means (i) the seventh (7^th) of each calendar month (each, a “Monthly Payment Date”), commencing on the First Payment Date and continuing to, but excluding, the Scheduled Termination Date; (ii) the Scheduled Termination Date; and (iii) if there are one or more Extension Events, the seventh (7^th) day of each month during the Extension Period (each, an “Extended Termination Date”); provided, that, in each case, if any such day is not a Business Day, the Payment Date shall be on the next succeeding Business Day; provided, further, that if an Early Termination Event or Optional Termination Event occurs, the final Payment Date will be on the Early Termination Date or Optional Termination Date, as applicable (subject to any Extension Event other than in the case of an Early Termination Event III).

“Permitted Investments” has the meaning set forth in the Series Supplement.

“Permitted Investments Yield” has the meaning set forth in the Series Supplement.

“Person” or “Persons” means any individual, corporation, estate, partnership, joint venture, association, joint stock company, limited liability company, trust (including any beneficiary thereof), unincorporated organization, or government or any agency or political subdivision thereof.

“Policy” or “Policies” has the meaning specified in Section 3.02.

“Post-Risk Period Interest Spread” means [***]% per annum.

“Pre-Risk Period Interest Spread” means [***]% per annum.

“Preliminary Updated Attachment Level” means the lowest attachment level (to the nearest one million dollars) such that the modeled annual occurrence exceedance probability is the highest percentage equal to or less than the Initial Modeled Annual Attachment Probability.

“Preliminary Updated Exhaustion Level” means the lowest exhaustion level (to the nearest one million dollars) such that the modeled expected loss is the highest percentage equal to or less than the Initial Modeled Annual Expected Loss (when utilizing the Preliminary Updated Attachment Level).

“Premium Payment Period” means, in respect of each Payment Date, the period from and including the immediately preceding Payment Date (or the Effective Date, in the case of the First Payment Date) to, but not including, such Payment Date.

17

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Prime Rate” means the rate of interest per annum as published from time to time by The Wall Street Journal, or its successor, as the prime rate; each change in the prime rate shall be effective from and including the date such change is published.

“Proof of Loss Claim” means a letter from the Ceding Insurer to the Reinsurer, the Indenture Trustee, the Claims Reviewer and, if applicable, the Loss Reserve Specialist substantially in the form attached hereto as Exhibit D, which sets out the components and calculation for the Ultimate Net Loss related to each Covered Event and the Loss Payment Amount payable to the Ceding Insurer on any Payment Date or 30-Day Reimbursement Amount payable by the Ceding Insurer, as applicable, as well as the resulting Net Payment Amount and the Outstanding Limit.

“Reduced Extension Spread Limit” means, for each Accrual Period during an Extension, an amount equal to (i) the Extension Threshold Payment Amount (which is calculated using the Threshold Factors and includes Loss Reserves), minus (ii) the Net Payment Amount as of the first day of such Accrual Period (which is calculated without application of the Threshold Factors); provided, that if the Reduced Extension Spread Limit is less than $0, it will be deemed to be equal to $0, and if it is greater than the Outstanding Limit, it will be deemed to be equal to the Outstanding Limit

“Reduced Extension Spread Limit Statement” has the meaning set forth in Section 8.09.

“Reduced Interest Event” means, for any Covered Event, (i) the receipt by the Reinsurer, the Indenture Trustee and the Claims Reviewer of a certificate (a “Reduced Interest Event Certificate”) substantially in the form attached hereto as Exhibit L from the Ceding Insurer advising of the Estimated Reduced Interest Event Amount in respect of such Covered Event and (ii) receipt by the Reinsurer and the Indenture Trustee of an Event Notice from the Ceding Insurer.

“Reduced Interest Event Certificate” has the meaning set forth in the definition of Reduced Interest Event.

“Reduced Interest Spread” means [***]% per annum.

“Reinsurance Agreement” has the meaning set forth in the recitals hereto.

“Reinsurer Payment” has the meaning set forth in Section 6.01(a).

“Reinsurance Premium” has the meaning set forth in Section 7.01.

“Reinsurance Trust Account” has the meaning set forth in Section 10.01.

“Reinsurance Trust Agreement” has the meaning set forth in Section 10.01.

“Reinsurance Trustee” means The Bank of New York Mellon or its successor or assign.

18

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Reinsurer” has the meaning set forth in the preamble to this Reinsurance Agreement.

“Reinsurer’s Agent” has the meaning set forth in Section 17.03.

“Remaining Extension Spread” means [***]% per annum.

“Remaining Extension Spread Limit” means, for each Accrual Period during an Extension, an amount equal to (i) the Outstanding Limit as of the first day of such Accrual Period, minus (ii) the Reduced Extension Spread Limit as of the first day of such Accrual Period, in each case after giving effect to any Limit Reduction or 30-Day Reimbursement Amount on such first day; provided, that, if the Remaining Extension Spread Limit is less than $0, it will be deemed to be equal to $0.

“Replacement Claims Reviewer” means, in the case of a Claims Reviewer Failure Event, an entity acceptable to the Ceding Insurer and the Reinsurer engaged as replacement claims reviewer in accordance with the Claims Reviewer Agreement; provided, that such entity (i) is not an affiliate of the Ceding Insurer and (ii) performs such duties outside the United States and/or the United Kingdom.

“Replacement Reset Agent” means, in the case of a Reset Agent Failure Event, any entity acceptable to the Ceding Insurer and the Reinsurer engaged as replacement modeling agent in accordance with the Reset Agent Agreement; provided, that such Replacement Reset Agent (i) is a current licensee of any AIR loss-estimation model; (ii) is not a catastrophe reinsurer or carrier for the Ceding Insurer and (iii) is not an affiliate of the Ceding Insurer.

“Reset” has the meaning set forth in Section 11.04(a).

“Reset Agent” means AIR Worldwide Corporation, a wholly-owned subsidiary of Insurance Services Office, Inc. or any successor thereto, and if a replacement reset agent has been identified upon the failure of AIR Worldwide Corporation to perform its duties under the Reset Agent Agreement, such Replacement Reset Agent.

“Reset Agent Agreement” means the reset agent agreement, dated as of the Effective Date, by and between the Reset Agent and the Reinsurer, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“Reset Agent Failure Event” has the meaning set forth in the definition of Early Termination Event II.

“Reset Calculation Date” means a date no later than February 15, 2025 in connection with the second Annual Risk Period and no later than February 15, 2026 in connection with the third Annual Risk Period.

“Reset Date” means the first day of each subsequent Annual Risk Period.

“Reset Report” has the meaning set forth in Section 11.06.

19

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Residual Interest Amount” means an amount calculated by the Indenture Trustee equal to the sum of the present values, discounted at the Initial Risk Interest Spread, of the premium accrued at the Risk Interest Spread that would have been payable for each of the Premium Payment Periods (or partial Premium Payment Periods) from the first day of the Premium Payment Period immediately prior to the Premium Payment Period in which the Outstanding Limit was reduced to zero to, and including the last day of the first Annual Risk Period.

“Risk Interest Spread” means the Initial Risk Interest Spread; provided, that if the Ceding Insurer elects a Variable Reset for (i) the second Annual Risk Period, the applicable Updated Risk Interest Spread for such Annual Risk Period will apply for the Premium Payment Periods (or portions thereof) relating to the second Annual Risk Period and (ii) for the third Annual Risk Period, the applicable Updated Risk Interest Spread for such Annual Risk Period will apply for the Premium Payment Periods (or portions thereof) relating to the third Annual Risk Period. For the avoidance of doubt, if more than one Risk Interest Spread applies to an Premium Payment Period, interest for such Premium Payment Period will be calculated on a pro rata basis using the Interest Calculation Convention based on the number of calendar days during which each such Risk Interest Spread is applicable.

“Risk Period” means period commencing from and including 12:00:00 a.m., Eastern time, on June 1, 2024 to and including the earlier of (i) 11:59:59 p.m. Eastern time on May 31, 2027, (ii) in the event of an Early Termination Event (other than Early Termination Event III), 11:59:59 p.m. Eastern time on the tenth (10^th) Business Day prior to the applicable Early Termination Date, (iii) in the event of an Optional Termination Event, 11:59:59 p.m. Eastern time on the last day of the current Annual Risk Period, and (iv) in the event of an Early Termination Event III, 11:59:59 p.m. Eastern time on the date on which an Early Termination Event III occurs.

“Risk Spread Calculation” means the following calculation to be used by the Reset Agent for computing the Updated Risk Interest Spread in the event that the Ceding Insurer elects a Variable Reset for the second Annual Risk Period or the third Annual Risk Period:

(a) use the Updated Data that meets the Data Criteria, the applicable Loss Adjustment Expense Factor, the Escrow Models, the Updated Stated Reinsurance, if any, the Updated Attachment Level and Updated Exhaustion Level (as specified by the Ceding Insurer in the applicable Variable Reset Notice) to compute the Updated Modeled Annual Expected Loss; and

(b) use the Initial Risk Interest Spread, Initial Modeled Annual Expected Loss and Updated Modeled Annual Expected Loss to compute the updated Risk Interest Spread (“Updated Risk Interest Spread”) according to the following formula:

If EL_u < EL_i then RIS_u = RIS_i + [***] x (EL_u – EL_i)

otherwise  RIS_u = RIS_i + [***] x (EL_u – EL_i)

where:

RIS_i = Initial Risk Interest Spread

RIS_u = Updated Risk Interest Spread

EL_i = Initial Modeled Annual Expected Loss

EL_u = Updated Modeled Annual Expected Loss

20

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

The calculation of the Updated Risk Interest Spread will be rounded to the nearest 1/1000th of 1.000%.

“Scheduled Termination Date” means June 7, 2027 (or if such day is not a Business Day, the next succeeding Business Day).

“Series 2023-1 Notes” means the Reinsurer’s $[***] Series 2023-1 Class A Principal At-Risk Variable Rate Notes due April 24, 2026.

“Series 2023-2 Notes” means the Reinsurer’s $[***] Series 2023-2 Class A Principal At-Risk Variable Rate Notes due June 5, 2026.

“Series Supplement” means the series supplement in respect of the Notes by and among the Reinsurer, the Indenture Trustee and also in its capacity as class agent and The Bank of New York Mellon, London Branch in its capacity as paying agent and account bank, dated as of the Effective Date, as the same may from time to time be amended, supplemented, replaced or otherwise modified and in effect.

“SIC” has the meaning specified in the recitals.

“Stated Reinsurance” means the Initial Stated Reinsurance or the Updated Stated Reinsurance, as applicable. The Stated Reinsurance will be applied to the Reinsurance Agreement on a deemed in place basis whether or not collectable. The Stated Reinsurance may not match the actual reinsurance purchased by the Ceding Insurer for each Annual Risk Period.

“Subject Business” has the meaning set forth in Section 3.02.

“Substitute Actual Growth Factor” means, for a Covered Event, the ratio of: (i) the total insured value of the Ceding Insurer’s exposure with respect to the Subject Business in the Covered Area (“Total Insured Value”) in force as of the last day of the most recent calendar month preceding the month in which such Covered Event occurred (as determined by the Ceding Insurer in accordance with its general practices), to (ii) the Total Insured Value of (a) the Initial Data for the first Annual Risk Period and (b) the Updated Data as of the second Annual Risk Period and the third Annual Risk Period.

“Substitute Reset” has the meaning set forth in Section 11.05(a).

“Substitute Reset Notice” has the meaning set forth in Section 11.05(a).

“Supplemental Premium Certificate” has the meaning set forth in Section 7.02(b).

“Supplemental Premium” has the meaning set forth in Section 7.02(b).

21

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Termination Date” means the earliest to occur of the Early Termination Date, the Optional Termination Date and the Scheduled Termination Date or, following an Extension Event, the relevant Extended Termination Date.

“Threshold Factor” means, for each Covered Event, the percentage corresponding to the number of months that have elapsed since the Date of Loss for such Covered Event as set forth in the table below. The Threshold Factor shall be determined as of the first day of the applicable Accrual Period during an Extension:

Number of months elapsed since Date of Loss*	Threshold Factor
0 to 6		[***]	%
>6 to 9		[***]	%
>9 to 12		[***]	%
>12 to 15		[***]	%
>15 to 18		[***]	%
>18 to 21		[***]	%
>21 to 24		[***]	%
>24 and thereafter		[***]	%

provided, that if the range of months set forth above ends on a day that is not a Business Day, such range shall be deemed extended to the next succeeding Business Day.

* From and including the lower bound within the applicable range set forth above to, and including, the upper bound within the applicable range set forth above.

“Total Insured Value” has the meaning set forth in the definition of Substitute Actual Growth Factor.

“True-Up Interest Amount” means the amount calculated as follows:

(a) for each Premium Payment Period commencing after the end of the first Annual Risk Period (and for the partial Premium Payment Period during which the first Annual Risk Period ends, from the day after the first Annual Risk Period ends to and including the last day of such partial Premium Payment Period) and for each Covered Event, if (a) the Estimated Reduced Interest Event Amount as of the first day of the Premium Payment Period minus (b) the Actual Reduced Interest Event Amount as of the first day of the Premium Payment Period is positive, then such positive amount multiplied by the difference between the Risk Interest Spread and Reduced Interest Spread for such Premium Payment Period is the “Underpayment Amount” for such Premium Payment Period and such Annual Risk Period;

(b) for each Premium Payment Period commencing after the end of the first Annual Risk Period (and for the partial Premium Payment Period during which the first Annual Risk Period ends, from the day after the first Annual Risk Period ends to and including the last day of such partial Premium Payment Period) and for each Covered Event, if (i) the Estimated Reduced Interest Event Amount as of the first day of the Premium Payment Period minus (ii) the Actual Reduced Interest Event Amount as of the first day of the Premium Payment Period is negative, then such negative amount multiplied by the difference between the Risk Interest Spread and Reduced Interest Spread for such Premium Payment Period is the “Overpayment Amount” for such Premium Payment Period and such Annual Risk Period;

22

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(c) the sum over all Premium Payment Periods commencing after the end of the first Annual Risk Period (and for the partial Premium Payment Period during which the first Annual Risk Period ends, from the day after the first Annual Risk Period ends to and including the last day of such partial Premium Payment Period) and all Covered Events, of the Underpayment Amounts, the Overpayment Amounts and accrual of compounded interest on such Underpayment Amounts and Overpayment Amounts at a rate of return that would generate an amount equal to the applicable Permitted Investments Yield for the relevant Premium Payment Periods; provided that the applicable Permitted Investments Yield for the final Premium Payment Period is deemed to be the Permitted Investments Yield for the immediately prior Premium Payment Period; and

(d) if the amount in clause (c) above is positive, then such positive amount calculated in clause (c) is the True-Up Interest Amount; however, if the amount calculated in clause (c) is negative, the True-Up Interest Amount will be zero.

“True-Up Interest Amount Certificate” has the meaning set forth in Section 13.01.

“True-Up Interest Amount Report” has the meaning set forth in Section 13.01.

“Ultimate Net Loss” means, for each Covered Event, the amount determined by performing the calculations in Steps 1 through 4 immediately below:

Step 1 — multiplying all Losses under the Subject Business for such Covered Event by the applicable Growth Limitation Factor;

Step 2 — multiplying the amount determined in Step 1 by the applicable Loss Adjustment Expense Factor (the amount determined in Step 2 is the “Adjusted Losses”);

Step 3 — if applicable, determine the FHCF Reinsurance and any other reinsurance provided for or established by Florida statute (“Florida Statute Reinsurance”) elected at such time (calculated using the amount determined in Step 1 and, for FHCF Reinsurance, the then-current projected FHCF Reinsurance coverage layer or, if available, the actual FHCF Reinsurance coverage layer), if any, and subtract such amount(s) from the amount determined in Step 2; and

Step 4 — if applicable, subtract the amount of the Stated Reinsurance (other than the Florida Statute Reinsurance applied in Step 3), if any, from the amount determined in Step 3.

provided, that the Ultimate Net Loss (i) will for purposes of any Loss Payment Amount be calculated based on only Paid Losses and the applicable 30-Day Amount prior to Commutation of the applicable Covered Event or final Commutation and termination of this Reinsurance Agreement; and (ii) will be based on Paid Losses and Loss Reserves for purposes of (x) calculating the Loss Payment Amount upon Commutation for the applicable Covered Event or final

23

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Commutation and termination of this Reinsurance Agreement, (y) calculating any Estimated Reduced Interest Event Amount and Actual Reduced Interest Event Amount for a Covered Event and (z) any Extension Reduced Interest Certificate. Following determination of the actual FHCF Reinsurance attachment and exhaustion levels in connection with Step 3 above, if applicable, the Ultimate Net Loss will be recalculated accordingly, which may result in a Loss Payment Amount or a 30-Day Reimbursement Amount.

Nothing in this definition shall be construed to mean that Losses are not recoverable hereunder until the Ceding Insurer’s Ultimate Net Loss has been ascertained.

“Underpayment Amount” has the meaning set forth in the definition of “True-Up Interest Amount”.

“Updated Attachment Level” has the meaning set forth in Section 11.04(b).

“Updated Covered Area” means any of the Initial Covered Area and any other states in the United States and the District of Columbia as specified by the Ceding Insurer on or prior to the Reset Calculation Date.

“Updated Data” means exposure data relating to the Ceding Insurer’s Subject Business exposed to Losses from Named Storms in the Covered Area within four months of the Reset Calculation Date, and which may include, at the Ceding Insurer’s option, exposure projections for such Annual Risk Period.

“Updated Exhaustion Level” has the meaning set forth in Section 11.04(b).

“Updated Insurance Percentage” means, an updated insurance percentage, calculated at each Reset, derived from dividing the Outstanding Limit (after giving effect to any adjustment to the Outstanding Limit on the Payment Date immediately preceding the Reset Date) by the Layer, provided, that such percentage shall not be greater than 100%.

“Updated Loss Adjustment Expense Factor” means, in connection with a Reset and effective for the next succeeding Annual Risk Period, the Loss Adjustment Expense Factor provided, however, such factor may not be less than [***] nor greater than [***].

“Updated Modeled Annual Expected Loss” has the meaning set forth in Section 11.04(b).

“Updated Risk Interest Spread” has the meaning set forth in the definition of Risk Spread Calculation.

“Updated Stated Reinsurance” means for the second or third Annual Risk Period, (i) the updated Florida Statute Reinsurance, if any, provided by the Ceding Insurer to the Issuer and the Reset Agent on an estimated or actual basis and (ii) the outstanding Series 2023-1 Notes, the outstanding Series 2023-2 Notes and/or any additional reinsurance which the Ceding Insurer may elect to inure, in each case, on or prior to the Reset Calculation Date.

“Variable Reset” has the meaning set forth in Section 11.04(b).

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Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

“Variable Reset Notice” has the meaning set forth in Section 11.04(b).

Section 1.02 Interpretation. When a reference is made in this Reinsurance Agreement to an Article, Section, Exhibit, or Schedule, such reference shall be to an Article or Section of, or an Exhibit or Schedule to, this Reinsurance Agreement unless otherwise indicated. A party may use, provide or take an action referenced by any such Exhibit or Schedule in substantially the form provided and as modified, amended, replaced or supplemented to cure any ambiguity or error or to incorporate additional information as may be provided. For avoidance of doubt, changes to captions, printing format, pagination, and changes to addresses (provided that the change of address provisions of the applicable notice sections are followed) will not cause any such Exhibit or Schedule to fail to be in substantially the form provided. The Article and Section headings and table of contents contained in this Reinsurance Agreement are solely for the purpose of reference, are not part of the agreement of the parties and shall not affect in any way the meaning or interpretation of this Reinsurance Agreement. Whenever the words “include,” “includes” or “including” are used in this Reinsurance Agreement, they shall be deemed to be followed by the words “without limitation.” The words “hereof,” “herein” and “hereunder” and words of similar import when used in this Reinsurance Agreement shall refer to this Reinsurance Agreement as a whole and not to any particular provision of this Reinsurance Agreement. The definitions contained in this Reinsurance Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such term. References to a Person are also to its permitted successors and assigns.

ARTICLE II

TERM

Section 2.01 Term. This Reinsurance Agreement shall become effective on the Effective Date and shall remain in force until the Termination Date, unless terminated before such date as provided for herein. This Reinsurance Agreement may not be cancelled or terminated prior to the later of: (a) the Scheduled Termination Date; and (b) any Extended Termination Date (but in no event later than the Final Extended Termination Date), except upon the occurrence of an Early Termination Event or Optional Termination Event (subject to any Extension Event except in the case of an Early Termination Event III).

Section 2.02 Early Termination. In the event of an Early Termination Event, this Reinsurance Agreement shall terminate on the Early Termination Date, provided that if the Ceding Insurer elects an Extension Event following an Early Termination Event (other than in connection with an Early Termination Event III) on or before the applicable Extension Determination Date, the Early Termination Event shall be disregarded.

Section 2.03 Extension. (a) The Ceding Insurer may, at its option, extend the term of this Reinsurance Agreement by (i) providing the Reinsurer and the Indenture Trustee with an Extension Notice on or prior to an Extension Determination Date and (ii) paying the applicable extension-related Reinsurance Premiums as required under Section 7.01.

25

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) The Ceding Insurer may elect to extend the term of this Reinsurance Agreement to a date that is one (1) calendar month after the Early Termination Date (other than in connection with an Early Termination Event III), Optional Termination Date, Scheduled Termination Date or any Extended Termination Date, as applicable, by providing an Extension Notice to the Reinsurer and the Indenture Trustee on or prior to any Extension Determination Date. Thereafter, the term of this Reinsurance Agreement will automatically continue to be extended for up to forty-seven (47) additional periods of one (1) calendar month each until the Ceding Insurer elects to terminate Extension Event I or convert Extension Event I into Extension Event II or Extension Event III, in each case, by providing an Extension Notice to the Reinsurer and the Indenture Trustee prior to the Extension Determination Date preceding the applicable Extended Termination Date provided, that the term of this Reinsurance Agreement shall not be extended beyond the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III (an “Extension Event I”).

(c) The Ceding Insurer may elect to extend the term of this Reinsurance Agreement beyond the Early Termination Date (other than in connection with an Early Termination Event III), Optional Termination Date, Scheduled Termination Date or any Extended Termination Date, as applicable, to a date that is one (1) calendar month after the Early Termination Date, Optional Termination Date, Scheduled Termination Date or such Extended Termination Date, as applicable (an “Extension Event II”), if: (A) an Extension Notice is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee on or prior to the Extension Determination Date immediately preceding the Early Termination Date, Optional Termination Date, Scheduled Termination Date or the Extended Termination Date, as applicable; and (B) an Extension Reduced Interest Certificate I is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee confirming an Extension Reduced Interest Event I has occurred. Thereafter, the extension will remain in effect for up to forty-seven (47) additional periods of one (1) calendar month each until the Ceding Insurer elects to terminate Extension Event II or the Ceding Insurer converts Extension Event II into Extension Event I or Extension Event III, in each case, by providing written notice to the Reinsurer and the Indenture Trustee prior to the Extension Determination Date preceding the applicable Extended Termination Date; provided, that the term of this Reinsurance Agreement shall not be extended beyond the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III.

(d) The Ceding Insurer may elect to extend the term of this Reinsurance Agreement beyond the Early Termination Date (other than in connection with an Early Termination Event III), the Optional Termination Date, the Scheduled Termination Date or any Extended Termination Date, as applicable, to a date that is one (1) calendar month after the Early Termination Date, the Optional Termination Date, Scheduled Termination Date or such Extended Termination Date, as applicable (each, an “Extension Event III”), if: (A) an Extension Notice is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee on or prior to the Extension Determination Date immediately preceding the Early Termination Date, Optional Termination Date, Scheduled Termination Date or the Extended Termination Date, as applicable; and (B) either a Notice of Loss Payment Amount has been provided or an Extension Reduced Interest Certificate II is provided by the Ceding Insurer to the Reinsurer and the Indenture Trustee confirming an Extension Reduced Interest Event III has occurred. Thereafter, the extension will remain in effect for up to forty-seven (47) additional periods of one (1) calendar month each until the Ceding Insurer elects to terminate Extension Event III or the Ceding Insurer converts Extension Event III into Extension Event I or Extension Event II, in each case, by providing written notice to the Reinsurer and the Indenture Trustee prior to the Extension Determination Date preceding the applicable Extended Termination Date; provided, that the term of this Reinsurance Agreement shall not be extended beyond the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III.

26

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(e) The period of time for presentation and approval of any Proof of Loss Claim for Losses will continue automatically following the occurrence of an Extension Event until the Final Extended Termination Date unless, on or prior to an Extension Determination Date, the Ceding Insurer provides an Extension Period Termination Notice to the Reinsurer and the Indenture Trustee, in which case, the Extension Period shall terminate on the Extended Termination Date immediately following such Extension Determination Date; provided, that the Extension Period shall not end later than the Final Extended Termination Date or the Early Termination Date relating to an Early Termination Event III.

(f) Notwithstanding any Extension Event, the Risk Period will not be extended and the Reinsurer shall not be liable for losses related to any Named Storm with a Date of Loss after the end of the Risk Period. However, if the Risk Period expires while a Covered Event is in progress, subject to the conditions to coverage contained in this Reinsurance Agreement, the Ultimate Net Loss for such Covered Event shall be covered under this Reinsurance Agreement as if such Covered Event had fully occurred within the Risk Period.

Section 2.04 Partial Limit Reduction. (a) As of any Payment Date on or after the Early Termination Date, the Optional Termination Date or the Scheduled Termination Date the Ceding Insurer may elect (such election, a “Partial Limit Reduction Event”) to reduce the Outstanding Risk Limit by an amount equal to a portion of the Outstanding Risk Limit (“Partial Limit Reduction Amount”) on such Payment Date by the notice procedure described in clause (c) of this Section 2.04.

(b) If a Partial Limit Reduction Event has occurred, the Outstanding Limit shall be reduced by the Partial Limit Reduction Amount on the first Payment Date that occurs at least ten (10) calendar days after the date of such Partial Limit Reduction Event (“Partial Limit Reduction Date”), and the Ceding Insurer shall instruct the Reinsurance Trustee to transfer the amount of any such Partial Limit Reduction Amount to the Reinsurer on such date.

(c) The Ceding Insurer shall provide an Extension Notice on or prior to the applicable Partial Limit Reduction Date, notifying of a Partial Limit Reduction Event and the Partial Limit Reduction Amount on the applicable Payment Date.

Section 2.05 Optional Termination. The Ceding Insurer may terminate this Reinsurance Agreement by providing an Optional Termination Notice, substantially in the form of Exhibit V attached hereto, to the Reinsurer and the Indenture Trustee at least ten (10) Business Days (but not more than seventy-five (75) calendar days) prior to the applicable Optional Termination Date (an “Optional Termination Event”). In the event of an Optional Termination Event, the Ceding Insurer shall pay the Optional Termination Event Premium to the Reinsurer on the applicable Optional Termination Date, regardless of the occurrence of an Extension Event.

27

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE III

BUSINESS COVERED

Section 3.01 Coverage and Limits. Subject to the Outstanding Limit, this Reinsurance Agreement requires that the Reinsurer indemnify the Ceding Insurer for Loss Payment Amounts. The Ceding Insurer cedes and the Reinsurer accepts all Loss Payment Amounts on the terms and conditions, and subject to the exceptions, exclusions and limitations set forth in this Reinsurance Agreement.

Section 3.02 Subject Business. The “Subject Business” means the Ceding Insurer’s in-force insurance portfolio (which consists of any binder, policy or contract of insurance issued, accepted or held covered provisionally or otherwise, by or on behalf of the Ceding Insurer (“Policies”)) exposed to Covered Events that is in force as of the commencement date of the Risk Period and any new and renewal Policies exposed to Covered Events becoming effective during the Risk Period.

Section 3.03 Follow the Fortunes. Coverage under this Reinsurance Agreement will be subject in all respects to the same interpretations (whether judicial or otherwise), terms, conditions, waivers, alterations and modifications as the Policies comprising the Subject Business, the true intent being that the Reinsurer will in every respect follow the fortunes of the Ceding Insurer with respect to the Subject Business, subject to the terms, conditions and limits of this Reinsurance Agreement, including the Exclusions. Subject always to the Exclusions, all Losses, whether under strict terms or by way of compromise, shall be binding on the Reinsurer, subject to Claims Procedures and estimation by the Loss Reserve Specialist of Loss Reserves, if applicable.

Section 3.04 No Third Party Rights. This Reinsurance Agreement is solely between the Ceding Insurer and the Reinsurer, and in no instances shall any insured, claimant or other third party have any rights under this Reinsurance Agreement, except as may be expressly set forth herein.

Section 3.05 Agent. SIC will act as agent of the companies comprising the Ceding Insurer for purposes of sending and receiving notices required or permitted under this Reinsurance Agreement and for purposes of remitting or receiving any monies due to or from the Reinsurer under this Reinsurance Agreement.

Section 3.06 Addition and Removal of Cedent. SIC, as agent for the Ceding Insurer, may, upon thirty (30) calendar days prior written notice to the Reinsurer, elect to add insurance company subsidiaries of Slide Insurance Holdings, Inc. (including entities that become a subsidiary after the Issuance Date); provided, that, the business to be ceded by such subsidiary under this Reinsurance Agreement is substantially similar to the Subject Business. If SIC adds a subsidiary to this Reinsurance Agreement on a Reset Date (in connection with a Reset), it will include in the Updated Data for such Reset information relating to the Policies issued by such subsidiary. Insurance company subsidiaries of Slide Insurance Holdings, Inc. may be removed from the definition of Ceding Insurer at any time upon written notice by SIC to the Reinsurer, with such removal to be effective as of the date of such notice. SIC shall also provide written notice to the Claims Reviewer and the Loss Reserve Specialist of such election to add or remove an insurance company subsidiary as provided in this Section 3.06.

28

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE IV

TERRITORIAL LIMIT

Section 4.01 Territorial Limit. The liability of the Reinsurer under this Reinsurance Agreement will be limited to losses for risks located within the Covered Area.

ARTICLE V

COVERAGE LIMIT

Section 5.01 Initial Limit and Outstanding Limit. The maximum amount recoverable under this Reinsurance Agreement shall not exceed the Initial Limit. The amount recoverable under this Reinsurance Agreement as of any date shall not exceed the Outstanding Limit as of such date, prior to giving effect to any adjustments to the Outstanding Limit as of such date.

ARTICLE VI

PAYMENT OF LOSSES AND REVIEW OF CLAIMS

Section 6.01 Reinsurer Payment. (a) Upon receipt of a Notice of Loss Payment Amount from the Claims Reviewer at least five (5) Business Days prior to a Payment Date, the Reinsurer shall make a payment (a “Reinsurer Payment”) on such Payment Date to the Ceding Insurer, in an amount equal to the sum of the Loss Payment Amounts for all applicable Covered Events as of such Payment Date. If the Ceding Insurer has elected a Partial Commutation for a Covered Event, the final settlement of all liabilities in respect of such Covered Event, shall include payment of any Loss Reserves in respect of such Covered Event on the applicable Partial Commutation Date. All Reinsurer Payments shall be paid by the Reinsurer to the Ceding Insurer in cash or its equivalent.

(b) For the avoidance of doubt, the Reinsurer shall not be liable for any Reinsurer Payment unless and until the Reinsurer has received (i) a Proof of Loss Claim from the Ceding Insurer setting out the calculations of the Loss Payment, (ii) except as provided in clause (c) below, a Notice of Loss Payment Amount from the Claims Reviewer with respect to such Proof of Loss Claim, and (iii) the Growth Limitation Factor Calculation Report from the Reset Agent with respect to such Covered Event; provided, that in the event of a Reset Agent Failure Event, the Ceding Insurer shall calculate a Substitute Actual Growth Factor and the Growth Limitation Factor Calculation Report shall not be required.

(c) If the Notice of Loss Payment Amount with respect to any Proof of Loss Claim is not received by the Reinsurer, the Indenture Trustee, the Reinsurance Trustee and the Ceding Insurer at least five (5) Business Days prior to the applicable Payment Date (other than because of the Ceding Insurer’s failure to comply with this Reinsurance Agreement or because of the inability of the Claims Reviewer to achieve the confidence level and error rate level set forth

29

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

in the Claims Reviewer Agreement), then the Ceding Insurer will be entitled to receive payment of the entire Loss Payment Amount based on the entire amount of Paid Losses and 30-Day Amount (or Loss Reserves on the applicable Partial Commutation Date or Final Extended Termination Date, as applicable) specified in such Proof of Loss Claim as being due by the Reinsurer to the Ceding Insurer. Any adjustments reflected in a Notice of Loss Payment Amount subsequently provided to the Ceding Insurer will be reflected in a subsequent Proof of Loss Claim, if any. The Ceding Insurer will not be obligated to pay interest to the Reinsurer in respect of any overpayment to the Ceding Insurer due to the failure to receive timely such Notice of Loss Payment Amount.

(d) The Reinsurer’s obligations to pay Reinsurer Payments to the Ceding Insurer under this Reinsurance Agreement are limited to the liquidation proceeds of the Permitted Investments held in the Reinsurance Trust Account.

Section 6.02 Proof of Loss Claims. (a) A Proof of Loss Claim may be presented from time to time by the Ceding Insurer to the Reinsurer, the Indenture Trustee, the Claims Reviewer and, if applicable, the Loss Reserve Specialist, along with any additional data reasonably requested by the Claims Reviewer pursuant to the terms of the Claims Reviewer Agreement; provided, that any Proof of Loss Claim submitted less than thirty-two (32) Business Days (or with respect to any Proof of Loss Claim which only includes the 30-Day Amount, less than eight (8) Business Days) prior to a Payment Date (other than the Final Extended Termination Date) shall not result in payment of a Loss Payment Amount, if any, by the Reinsurer until the second Payment Date following the date of submission of such Proof of Loss Claim. Proof of Loss Claims delivered with respect to a Payment Date (other than the Final Extended Termination Date or a Partial Commutation Date in respect of the applicable Covered Event) may include only Paid Losses and the 30-Day Amount.

(b) A final Proof of Loss Claim may be presented by the Ceding Insurer to the Reinsurer, the Indenture Trustee, the Claims Reviewer and the Loss Reserve Specialist on the date which is no later than thirty-two (32) Business Days prior to the Final Extended Termination Date, if any, or any Partial Commutation Date, which Proof of Loss Claim may include a claim for Loss Reserves as well as for Paid Losses relating to the Covered Event commuted on such Final Extended Termination Date or Partial Commutation Date, as applicable.

Section 6.03 Claims Procedures. The Reinsurer will cause the Claims Reviewer to perform the Claims Procedures and other services under the Claims Reviewer Agreement, attached hereto as Exhibit R, subject to the terms and conditions described therein. The Ceding Insurer will provide the Reinsurer and the Claims Reviewer with access to information reasonably requested by and required to perform the Claims Procedures.

Section 6.04 Certification of Loss Reserves. The Reinsurer will cause the Loss Reserve Specialist to perform the services under the Loss Reserve Specialist Agreement, attached hereto as Exhibit S, subject to the terms and conditions described therein.

Section 6.05 No Liability for Payments under this Reinsurance Agreement. Neither the Claims Reviewer nor the Loss Reserve Specialist is obligated in any way to make payments under this Reinsurance Agreement.

30

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 6.06 Salvage and Subrogation. (a) In determining Ultimate Net Loss under this Reinsurance Agreement, the Reinsurer will be credited with the cash recoveries, if any, actually received by the Ceding Insurer from salvage or subrogation (i.e., cash reimbursements actually obtained or recovery actually made by the Ceding Insurer, less any reimbursement lawfully due to the insureds of the Ceding Insurer or otherwise required) on account of claims and settlements involving reinsurance under this Reinsurance Agreement. The Ceding Insurer will agree to enforce its rights to salvage or subrogation relating to any loss, a part of which loss was sustained by the Reinsurer, and to prosecute all claims arising out of such rights if, in the Ceding Insurer’s opinion, it is commercially reasonable to do so.

(b) Any cash amounts that the Ceding Insurer receives through any sale of its rights to salvage and subrogation in connection with a Covered Event will be treated as salvage and subrogation recoveries actually received by the Ceding Insurer under this Reinsurance Agreement. Any non-cash salvage and subrogation recoveries received by the Ceding Insurer will be disregarded for purposes of this Reinsurance Agreement.

(c) Notwithstanding anything to the contrary set forth herein, (i) Loss Reserves will not include any deduction for amounts that the Ceding Insurer may recover through salvage or subrogation and (ii) the Ceding Insurer will not be required to extend the term of this Reinsurance Agreement or delay a commutation hereunder because of salvage or subrogation that the Ceding Insurer may recover.

ARTICLE VII

REINSURANCE PREMIUM

Section 7.01 Reinsurance Premiums. The Ceding Insurer shall make premium payments to the Reinsurer with respect to each applicable Premium Payment Period, on or before the Business Day immediately preceding each Payment Date (each, a “Reinsurance Premium”) as follows:

(a) up to and including the end of the Risk Period, an amount equal to the sum of:

(i) for the Premium Payment Period days from and including the Effective Date to but excluding the first day of the first Annual Risk Period, even if such day is not a Payment Date, premium accrued at the Pre-Risk Period Interest Spread will be calculated and paid on the Initial Limit;

(ii) for the Premium Payment Period days from and including the first day of the first Annual Risk Period to and including the last day of the first Annual Risk Period, even if such day is not a Payment Date, an amount equal to premium accrued at the applicable Risk Interest Spread will be calculated and paid on the Initial Limit;

(iii) for the Premium Payment Period days from and including the first day of the second Annual Risk Period to and including the last day of the Risk Period: the sum of (i) interest accrued at the applicable Risk Interest Spread calculated on the Outstanding Risk Limit as of the first day of the applicable Accrual Period and (ii) interest accrued at the Reduced Interest Spread calculated on the Outstanding Reduced Interest Event Limit as of the first day of the applicable Accrual Period;

31

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(iv) for the Premium Payment Period days that occur from but excluding the last day of the Risk Period to but excluding such Early Termination Date, the Optional Termination Date or the Scheduled Termination Date, as applicable, interest accrued at the Post-Risk Period Interest Spread calculated on the Outstanding Limit as of the first day of the applicable Accrual Period;

provided, that, if the Outstanding Limit is reduced to zero (without application of any 30-Day Amount in the determination of such Outstanding Limit) as a result of one or more Loss Payment Amounts on any of the Payment Dates prior to the end of the first Annual Risk Period, the Residual Interest Amount will be paid on such Payment Date, in addition to the accrued interest for the prior Accrual Period, and no further interest will be paid under this Reinsurance Agreement ((i) to (iv) collectively, the “Interest Spread Amount”);

(v) the True-Up Interest Amount, if any;

(vi) the Optional Termination Event Premium, if any; and

(vii) in the event of an Early Termination Event III, the Early Termination Event III Premium;

(b) during an Extension Period, if any, an amount equal to the sum of:

(i) if an Extension Event I has been elected for such Accrual Period, interest accrued at the Extension Event I Spread calculated on the Outstanding Limit as of the first day of the Accrual Period;

(ii) if an Extension Event II or an Extension Event III has been elected for such Accrual Period, the sum of (A) interest accrued at the Extension Event II Spread or Extension Event III Spread, as applicable, calculated on the Reduced Extension Spread Limit as of the first day of the Accrual Period and (B) interest accrued at the Remaining Extension Spread calculated on the Remaining Extension Spread Limit as of the first day of the Accrual Period ((i) and (ii) collectively, the “Extension Spread Amount”);

(iii) the True-Up Interest Amount, if any;

(c) the Ceding Insurer will also pay to the Reinsurer, on or before the Business Day immediately preceding each Payment Date, an amount equal to the 30-Day Reimbursement Amount, if any, by depositing such amount into the Reinsurance Trust Account.

Section 7.02 Additional Payments. The Ceding Insurer will make certain additional premium payments to the Reinsurer under this Reinsurance Agreement as follows:

(a) Initial Issuance Premiums. On the Effective Date and, to the extent not paid on the Effective Date, following a written notice or invoice to the Ceding Insurer, an aggregate amount equal to the amount of expenses to be paid on or about the Effective Date (“Initial Issuance Premium”); and

32

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) Supplemental Premium. From time to time in an amount certified by the Reinsurer, substantially in the form attached hereto as Exhibit F (“Supplemental Premium Certificate”), to be an amount of expenses incurred or expected to be incurred by the Reinsurer as a result of third-party services provided to the Reinsurer (“Supplemental Premium”), provided, that the Supplemental Premiums paid hereunder shall be subject to a maximum in any calendar year of $[***] in the aggregate under this Reinsurance Agreement (which shall not include the Initial Issuance Premium under this Reinsurance Agreement); provided, further, that from time to time, the Reinsurer may provide a Supplemental Premium Certificate referencing estimated amounts of Supplemental Premiums. Any estimated amounts will be subject to true-up, with any required payments being made by the owing party, within ninety (90) calendar days after the final distributions have been made to all holders of the Notes in respect thereof.

Section 7.03 Premium Calculation. The Reinsurance Premium (other than the Optional Termination Event Premium) shall be computed on the basis of the actual number of days elapsed in the applicable Premium Payment Period and a 360-day year.

Section 7.04 Taxes. (a) All payments by the Ceding Insurer to the Reinsurer under this Reinsurance Agreement, including, for the avoidance of doubt, Ceding Insurer Additional Withdrawal Interest payable in accordance with Section 10.06(a), will be made free and clear of, and without deduction or withholding for or on account of, any and all present or future withholding taxes, unless required by law. If the Ceding Insurer is required by law to deduct or withhold any withholding taxes from or in respect of any amount payable under this Reinsurance Agreement:

(i) the Ceding Insurer shall pay the full amount deducted or withheld in respect of withholding taxes to the relevant taxation or governmental authority in accordance with the applicable law; and

(ii) the sum payable by the Ceding Insurer to the Reinsurer shall be increased as may be necessary so that, after the Ceding Insurer has made all required deductions and withholdings (including taxes, deductions and withholdings applicable to additional sums payable under this paragraph), the Reinsurer will receive an amount equal to the sum it would have received had no such deductions or withholdings been made in respect of withholding taxes.

(b) The Ceding Insurer shall pay any United States federal excise tax on any Reinsurance Premium, Initial Issuance Premium or Supplemental Premium payable hereunder.

(c) The Ceding Insurer shall pay any stamp taxes imposed on this Reinsurance Agreement.

(d) The Reinsurer will deliver or cause to be delivered to the Ceding Insurer, upon request, a U.S. Internal Revenue Service Force W-8BEN-E or successor applicable form, and such other properly completed and executed documentation, agreements, or certifications as would permit the Reinsurer to receive payments hereunder without withholding or at a reduced rate of withholding and whose delivery would not materially prejudice the legal or commercial position of the Reinsurer.

33

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE VIII

NOTICES AND REPORTS

Section 8.01 Extension Notice. To elect an Extension Event, the Ceding Insurer must provide an Extension Notice to the Reinsurer and the Indenture Trustee on or prior the Extension Determination Date preceding the earliest of the Scheduled Termination Date, the Optional Termination Date and the Early Termination Date. Once elected, an Extension Event shall remain in place until the Final Extended Termination Date unless such Extension Event is terminated pursuant to the terms of this Reinsurance Agreement.

Section 8.02 Early Termination Notice. The Ceding Insurer shall have the right to give notice of early termination of this Reinsurance Agreement to the Reinsurer substantially in the form attached hereto as Exhibit E (“Early Termination Notice”), which will cause an Early Termination Event I, an Early Termination Event II, an Early Termination Event IV, an Early Termination Event V or an Early Termination Event VI, as applicable.

Section 8.03 Reset Agent Failure Event. In the event of any Reset Agent Failure Event, the Reinsurer shall promptly notify the Ceding Insurer of such failure and shall use its best efforts to appoint a substitute Reset Agent in accordance with the terms of the Reset Agent Agreement. Such notice shall be substantially in the form attached hereto as Exhibit G. Upon the receipt of the notification of a Reset Failure and a substitute Reset Agent, then, if requested in such notice, the Ceding Insurer shall promptly notify the Reinsurer whether the proposed substitute Reset Agent is satisfactory to the Ceding Insurer and, if so, confirm that the proposed substitute Reset Agent is not affiliated with the Ceding Insurer. Such notice shall be substantially in the form attached hereto as Exhibit H.

Section 8.04 Claims Reviewer Failure Event. In the event of any Claims Reviewer Failure Event, the Reinsurer shall promptly notify the Ceding Insurer of such failure and shall use its best efforts to appoint a substitute Claims Reviewer in accordance with the terms of the Claims Reviewer Agreement. Such notice shall be substantially in the form attached hereto as Exhibit N. Upon the receipt of the notification of a Claims Reviewer Failure Event and a substitute Claims Reviewer, then, if requested in such notice, the Ceding Insurer shall promptly notify the Reinsurer whether the proposed substitute Claims Reviewer is satisfactory to the Ceding Insurer and, if so, confirm that the proposed substitute Claims Reviewer is not affiliated with the Ceding Insurer. Such notice shall be substantially in the form attached hereto as Exhibit O.

Section 8.05 Manager Failure Event. In the event of Manager Failure Event, the Reinsurer shall promptly notify the Ceding Insurer of such failure and shall use its best efforts to appoint a substitute Manager in accordance with the terms of the Management Agreement. Such notice shall be substantially in the form attached hereto as Exhibit P. Upon the receipt of the notification of a Manager Failure Event and a substitute Manager, then, if requested in such notice, the Ceding Insurer shall promptly notify the Reinsurer whether the proposed substitute Manager is satisfactory to the Ceding Insurer and, if so, confirm that the proposed substitute Manager is not affiliated with the Ceding Insurer. Such notice shall be substantially in the form attached hereto as Exhibit Q.

34

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 8.06 Ceding Insurer Loss Report. The Ceding Insurer will provide a monthly report (each, a “Ceding Insurer Loss Report”) as of the end of each calendar month commencing after the occurrence of the first Covered Event for which the Ceding Insurer determines that the Ultimate Net Loss (including Paid Losses, 30-Day Amount and Loss Reserves (excluding the 30-Day Amount)) is equal to or greater than 50% of the applicable Attachment Level for such Annual Risk Period and continuing to (i) the final payment of the Loss Payment Amount for all Covered Events for which Proof of Loss Claims have been submitted, (ii) the Termination Date or (iii) the Ceding Insurer determines a future Loss Payment Amount is unlikely for any relevant Covered Events. The Ceding Insurer will deliver to the Reinsurer and the Indenture Trustee a Ceding Insurer Loss Report within fifteen (15) calendar days after the end of each applicable month for which a report is due containing the following information: (a) Paid Losses, 30-Day Amount and estimated Loss Reserves (as determined by the Ceding Insurer) for each Covered Event as of the last day of the applicable calendar month; and (b) the estimated Loss Payment Amount calculated using the items provided in clause (a) for each Covered Event.

Section 8.07 Event Notice. The Ceding Insurer may give one or more written notices to the Reinsurer, the Indenture Trustee, the Claims Reviewer and the Loss Reserve Specialist of the occurrence of one or more Covered Events, and, if accompanied by a Proof of Loss Claim, may request therein that the Claims Reviewer provide a Notice of Loss Payment Amount with respect to one or more Covered Events. Each such notice (an “Event Notice”) shall be substantially in the form attached hereto as Exhibit K. An Event Notice may include a Proof of Loss Claim.

Section 8.08 Reduced Interest Event, Reduced Interest Event Termination. A Reduced Interest Event for a Covered Event will occur upon receipt of (i) an Event Notice by the Reinsurer and the Indenture Trustee and (ii) a Reduced Interest Event Certificate by the Reinsurer, the Indenture Trustee and the Claims Reviewer, each sent by the Ceding Insurer and advising of an Estimated Reduced Interest Event Amount in respect of such Covered Event. After the occurrence of a Reduced Interest Event, the Outstanding Risk Limit and Outstanding Reduced Interest Event Limit shall be adjusted accordingly in respect of the applicable Payment Date. No Reduced Interest Event will be effective prior to the first anniversary of the Effective Date or during the Extension Period; however, during the Extension Period, True-Up Interest Amounts, if any, will continue to be calculated in respect of prior Premium Payment Periods for which a Reduced Interest Event was in effect. There may be multiple non-concurrent Reduced Interest Events with respect to the Notes. A Reduced Interest Event will have no effect on the Reinsurer’s obligations with respect to any Covered Events, whenever occurring, and will not reduce the Outstanding Limit.

Section 8.09 Reduced Extension Spread Limit Statement. No less than five (5) Business Days prior to each Extension Determination Date, the Ceding Insurer shall deliver a statement, (each, a “Reduced Extension Spread Limit Statement”) to the Reinsurer (with a copy to the Indenture Trustee) specifying (i) the Reduced Extension Spread Limit and (ii) the Remaining Extension Spread Limit to be used in connection with the succeeding Accrual Period. The Reduced Extension Spread Limit Statement shall constitute Available Information.

35

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 8.10 Copies of Reports and Notices. So long as the Outstanding Limit is greater than zero, the Reinsurer shall promptly deliver, or cause to be delivered, to the Ceding Insurer copies of all reports and written notices given or received by the Reinsurer under the Basic Documents (including Available Information), except for reports and written notices given or received under this Reinsurance Agreement.

ARTICLE IX

OFFSET

Section 9.01 Offset. Neither the Ceding Insurer nor the Reinsurer shall have the right to offset any balance or balances, on account of premiums or on account of a Covered Event, due from one party to the other under this Reinsurance Agreement, against any balance or balances due and payable to one party from the other whether under this Reinsurance Agreement, any other reinsurance agreement or otherwise.

ARTICLE X

REINSURANCE TRUST ACCOUNT

Section 10.01 Establishment of Reinsurance Trust Account. On or before the Effective Date, the Reinsurer shall enter into a trust agreement substantially in the form attached hereto as Exhibit I (“Reinsurance Trust Agreement”) and establish a trust account (“Reinsurance Trust Account”) with the Reinsurance Trustee for the benefit of the SIC, as beneficiary on behalf of itself and of the companies constituting the Ceding Insurer. To the extent that an applicable insurance regulatory authority determines that the terms of this Reinsurance Agreement or the Reinsurance Trust Agreement are insufficient to permit each of the companies constituting the Ceding Insurer to take full credit on its respective statutory financial statements for the reinsurance provided by this Reinsurance Agreement, the Reinsurer agrees to take such reasonable action that is acceptable to the Ceding Insurer and all applicable insurance regulatory authorities as is reasonably required for such entity to obtain full statutory accounting credit on its respective statutory financial statements, provided that such action is consistent with the terms of the Indenture and the Reinsurance Trust Agreement.

Section 10.02 Transfers to Reinsurance Trust Account. On the Effective Date, the Reinsurer shall irrevocably deposit all of the gross proceeds from the sale of the Notes into the Reinsurance Trust Account. Funds in the Reinsurance Trust Account shall be invested in Permitted Investments pursuant to the Reinsurance Trust Agreement.

Section 10.03 Title of Assets in Reinsurance Trust Account. The Reinsurer shall execute, prior to depositing assets with the Reinsurance Trustee, assignments, endorsements in blank, or transfer legal title to the Reinsurance Trustee of all shares, obligations or any other assets requiring assignments, in order that the Reinsurance Trustee, may whenever necessary transfer, assign or negotiate any such assets without consent or signature from the Reinsurer or any other Person.

36

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 10.04 Income. The Reinsurer shall be entitled to all dividends, interest, earned discount and other income resulting from the investment of the assets, including Permitted Investments Yield, in the Reinsurance Trust Account. On the Business Day prior to each Payment Date, the Reinsurance Trustee will transfer any income received in respect of the Permitted Investments not previously transferred to the Indenture Trustee on behalf of the Reinsurer. The Indenture Trustee will use such amounts to make payments under the Indenture in respect of interest on the Notes.

Section 10.05 Withdrawal from Reinsurance Trust Account. (a) The assets held in the Reinsurance Trust Account will be available to satisfy any obligations of the Reinsurer to the Ceding Insurer under this Reinsurance Agreement, without diminution because of the insolvency of the Ceding Insurer or the Reinsurer.

(b) The Reinsurer and the Ceding Insurer agree that the assets in the Reinsurance Trust Account may be withdrawn by the Ceding Insurer at any time, notwithstanding any other provisions in this Reinsurance Agreement and shall be utilized and applied by the Ceding Insurer or its successor by operation of law, including, without limitation, any liquidator, rehabilitator, receiver or conservator of the Ceding Insurer, without diminution because of insolvency on the part of the Ceding Insurer or the Reinsurer, only for the following purposes:

(i) to pay or reimburse the Ceding Insurer for any Reinsurer Payments payable by the Reinsurer to the Ceding Insurer under this Reinsurance Agreement or for unearned premiums due to the Ceding Insurer, if not otherwise paid by the Reinsurer in accordance with the terms of this Reinsurance Agreement;

(ii) to make payment to the Reinsurer of any amounts held in the Reinsurance Trust Account that exceed the greater of (A) 100% of the actual amount required to fund the Reinsurer’s maximum potential obligation to the Ceding Insurer with respect to the Outstanding Limit in effect under this Reinsurance Agreement after reductions for any payments previously made by the Reinsurer under this Reinsurance Agreement or (B) 102% of the Reinsurer’s entire Obligations to the Ceding Insurer due, owing and unsatisfied under this Reinsurance Agreement; or

(iii) where the Ceding Insurer has received notification of termination of the Reinsurance Trust Account and where the Reinsurer’s entire Obligation with respect to the Outstanding Limit in effect under this Reinsurance Agreement remains unliquidated and non-discharged ten (10) calendar days prior to such termination date, to withdraw amounts equal to such unliquidated and any non-discharged Obligation and deposit such amounts in a separate account, in the name of the Ceding Insurer, in any United States bank or trust company, apart from its general assets, in trust for the uses and purposes specified in (i) and (ii) above as may remain executory after such withdrawal and for any period after such termination date and subject to all of the same terms and conditions set forth in the Reinsurance Trust Agreement.

“Obligation” shall mean obligations in accordance with any credit-for-reinsurance laws and regulations applicable to each of the companies comprising the Ceding Insurer.

37

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 10.06 Return of Assets. In the event that the Ceding Insurer withdraws assets from the Reinsurance Trust Account for the purposes set forth in Section 10.05(b)(i) in excess of actual amounts required to meet the Reinsurer’s obligations to the Ceding Insurer, or in excess of amounts determined to be due under Section 10.05(b)(ii) (in each case, a “Ceding Insurer Additional Withdrawal”), the Ceding Insurer shall promptly pay the Ceding Insurer Additional Withdrawal Return Amount relating to such Ceding Insurer Additional Withdrawal to the Reinsurer (which hereby directs such payment to be made to the Reinsurance Trust Account). If the Ceding Insurer fails to return such excess, the Ceding Insurer will be required to pay the Reinsurer, on the last Business Day of each month, interest on such excess amounts not yet returned at a per annum rate equal to the Prime Rate and calculated by the Ceding Insurer on the basis of the actual number of days elapsed in the applicable period and a 360-day year comprised of twelve 30-day months (“Ceding Insurer Additional Withdrawal Interest”), until such excess amounts are returned and any interest owed thereon is paid. The Ceding Insurer shall notify the Reinsurer on the date of any such payment that it has made such payment, stating the amount thereof.

ARTICLE XI

RESET

Section 11.01 Reset Agent Agreement. The Reinsurer shall enter into the Reset Agent Agreement with the Reset Agent pursuant to which the Reset Agent will perform certain analyses and calculations using Updated Data, the applicable Stated Reinsurance, the Loss Adjustment Expense Factor and the Escrow Models, as described in the Reset Agent Agreement.

Section 11.02 Updated Data and Updated Stated Reinsurance. In connection with the second Annual Risk Period and the third Annual Risk Period, the Ceding Insurer shall provide to the Reset Agent on or prior to each Reset Calculation Date, the applicable Updated Data in conformity with the Data Criteria. After the submission of an Event Notice, the Ceding Insurer shall be required to provide the applicable Updated Data, in conformity with the Data Criteria, to the Reset Agent. In connection with the second Annual Risk Period and the third Annual Risk Period, the Ceding Insurer may provide to the Reset Agent on or prior to each Reset Calculation Date, the applicable Updated Stated Reinsurance, if any.

Section 11.03 Data Review and Reset Procedures. The Reinsurer shall cause the Reset Agent, upon receipt of the Updated Data by the Reset Agent, to perform the Data Review and Reset Procedures. Pursuant to the Reset Agent Agreement, the Reset Agent must document the Data Review and Reset Procedures, along with options to be used in the analysis. The Reinsurer shall cause the Reset Agent to provide the Ceding Insurer with a notice as to whether the Updated Data meet the Data Criteria within ten (10) Business Days following receipt by the Reset Agent of such data. The Ceding Insurer agrees to cooperate with the Reset as set forth the Reset Agent Agreement.

Section 11.04 Reset Calculations. (a) No later than the applicable Reset Calculation Date, the Ceding Insurer will provide to the Reset Agent the applicable Updated Data and the applicable Updated Stated Reinsurance and the Reset Agent will reset (each, a “Reset”) the Attachment Level, the Exhaustion Level and the Insurance Percentage, effective as of the Reset Date using the applicable Updated Data, the Loss Adjustment Expense Factor, the Escrow Models and the applicable Updated Stated Reinsurance. The Reset Agent will also compute the Average Annual Loss using the applicable Updated Data for such Annual Risk Period.

38

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) No later than May 1, 2025 in connection with the second Annual Risk Period and May 1, 2026 in connection with the third Annual Risk Period, the Ceding Insurer may elect, by notice substantially similar to the form attached hereto as Exhibit T (“Variable Reset Notice”) to the Reset Agent, to update (“Variable Reset”) (i) the Attachment Level (“Updated Attachment Level”) to an amount that must be greater than or equal to the Minimum Attachment Level and (ii) the Exhaustion Level (“Updated Exhaustion Level”) to an amount as selected by the Ceding Insurer; provided, that the Layer’s modeled one-year expected loss (when using the Updated Attachment Level) must be less than or equal to the Maximum Expected Loss and greater than or equal to the Minimum Expected Loss. If the Ceding Insurer makes such election to update the Attachment Level and Exhaustion Level, the Reset Agent will perform a Risk Spread Calculation. The Reset Agent shall also compute an updated annual expected loss (rounded to the nearest 1/100th of 1.00%) using the Updated Attachment Level and the Updated Exhaustion Level (“Updated Modeled Annual Expected Loss”). If the Ceding Insurer makes no such election, the Updated Attachment Level and the Updated Exhaustion Level shall be set to the Preliminary Updated Attachment Level and the Preliminary Updated Exhaustion Level and the Reset Agent will not perform a Risk Spread Calculation.

Section 11.05 Substitute Reset. (a) If a Reset Agent Failure Event occurs and a Replacement Reset Agent cannot be identified within forty-five (45) calendar days from the termination of the Reset Agent Agreement, the Ceding Insurer may at its option elect to trigger an Early Termination Event II or may alternatively update (a “Substitute Reset”) the Attachment Level, the Exhaustion Level and the Insurance Percentage as follows and will deliver to the Reinsurer, the Indenture Trustee and the Claims Reviewer a notice similar to the form attached hereto as Exhibit U (“Substitute Reset Notice”) setting out such calculations:

(i) the Updated Attachment Level will be calculated by dividing the total insured value of the applicable Updated Data by the total insured value of the Initial Data or the Updated Data used by the Reset Agent for the last successfully conducted Reset, as applicable, and multiplying the resulting quotient by the Attachment Level in effect prior to such Substitute Reset;

(ii) the Updated Exhaustion Level will increase or decrease by the same U.S. dollar amount that the Updated Attachment Level increased or decreased; and

(iii) the Updated Insurance Percentage will be the percentage derived from dividing the Outstanding Limit (after giving effect to any adjustment to the Outstanding Limit on the Payment Date immediately preceding the Reset Date) by the Layer; provided, that such Updated Insurance Percentage will not be greater than 100%.

The Claims Reviewer will perform specified arithmetical procedures to agree that the Substitute Reset has been calculated in accordance with the foregoing formula. If the Claims Reviewer fails to timely perform such arithmetical procedures, then the Ceding Insurer will be entitled to have the Substitute Reset take effect by providing written notice thereof to the Reinsurer.

39

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) The Substitute Reset will be effective as a Reset for all purposes under this Reinsurance Agreement, except that the Ceding Insurer reserves the right to trigger an Early Termination Event in respect of such Reset Agent Failure Event.

Section 11.06 Reset Report. The Reinsurer shall cause the Reset Agent to deliver, or shall cause to be delivered, the reset report (“Reset Report”) pursuant to the Reset Agent Agreement, and any other report or notice delivered thereunder, to the Reinsurer, the Indenture Trustee, the Ceding Insurer, the Claims Reviewer and, if applicable, the Loss Reserve Specialist, no later than three (3) Business Days prior to the applicable Reset Date.

Section 11.07 Duplicate Escrow Models. The Reset Agent will retain a copy of each Escrow Models certified by the Reset Agent to be a duplicate version that is identical to the Escrow Models deposited with the Escrow Agent. The Reset Agent may use such certified copy of the Escrow Models to perform any services required. In any such instance, such certified copy of each such Escrow Models will be deemed to be such Escrow Models.

Section 11.08 Growth Limitation Factor Calculation Report. Upon receipt by the Reset Agent of an Event Notice from the Ceding Insurer and, within fifteen (15) Business Days after the submission of such Event Notice, the applicable data meeting the Data Criteria from the Ceding Insurer required to calculate the Average Annual Loss for such Covered Event, the Reinsurer shall cause the Reset Agent to calculate the Growth Limitation Factor and deliver a Growth Limitation Factor Calculation Report to the Reinsurer and the Ceding Insurer.

Section 11.09 Substitute Actual Growth Factor. If a Reset Agent Failure Event occurs and a Replacement Reset Agent cannot be identified within forty-five (45) days, in case of a Covered Event the Ceding Insurer shall calculate the Substitute Actual Growth Factor. Pursuant to the Claims Reviewer Agreement, the Claims Reviewer is required to perform agreed-upon arithmetical procedures to verify that the Substitute Actual Growth Factor has been calculated in accordance with the definition thereof, but will not perform such procedures in connection with an Extension Reduced Interest Event. If the Claims Reviewer does not perform such procedures within the time period set forth therefor in the Claims Reviewer Agreement, the Ceding Insurer’s Substitute Actual Growth Factor shall be final and binding on the Reinsurer and the Ceding Insurer for all purposes under this Reinsurance Agreement.

ARTICLE XII

COMMUTATION

Section 12.01 Commutation. (a) On or after the Early Termination Date (provided that this Reinsurance Agreement is extended pursuant to an Extension Event) or the Scheduled Termination Date, as applicable, the Ceding Insurer may elect to settle all remaining claims and obligations solely with respect to a Covered Event under this Reinsurance Agreement (a “Partial Commutation”), provided, that (i) at least eighteen (18) months have elapsed since the Date of Loss of such Covered Event and (ii) the Paid Claims Rate is at least 95% for such Covered Event. Following a Partial Commutation no further Loss Payment Amount will be owed to the Ceding Insurer for such Covered Event. Such Partial Commutation shall occur on the “Partial Commutation Date”, which is the first Payment Date (i) at least ten (10) Business Days from the

40

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

date of election thereof or (ii) when this Reinsurance Agreement is terminated in full on the Final Extended Termination Date. On the Partial Commutation Date, the Reinsurer and the Ceding Insurer will settle all remaining claims and obligations under this Reinsurance Agreement with respect to the relevant Covered Event by the Reinsurer paying and the Ceding Insurer accepting all payments due to the Ceding Insurer under this Reinsurance Agreement (less any amounts previously paid under this Reinsurance Agreement), which settlement shall include payment of any Loss Reserves, subject to (a) the Claims Procedures being performed by the Claims Reviewer with respect to Paid Losses and (b) the amount of any Loss Reserves included in such settlement being assessed for reasonableness by the Loss Reserve Specialist and, if deemed to be unreasonable by the Loss Reserve Specialist, the Loss Reserves shall be equal to the lesser of (i) the amount of Loss Reserves claimed by the Ceding Insurer in the Proof of Loss Claim delivered with respect to the Partial Commutation Date and (ii) the amount that represents the reasonable best estimate of Loss Reserves by the Loss Reserve Specialist. The Outstanding Limit shall be reduced by the amount of such Partial Commutation as of the Partial Commutation Date.

(b) The parties shall effect a commutation of this Reinsurance Agreement in its entirety (“Full Commutation”) on the Termination Date (the “Full Commutation Date”). On the Full Commutation Date, (i) the Ceding Insurer shall pay to the Reinsurer all amounts owing and unpaid under Article VII in respect of the Premium Payment Period ended on or prior to the Full Commutation Date and (ii) the Reinsurer shall pay to the Ceding Insurer any Reinsurer Payment due on such Full Commutation Date.

ARTICLE XIII

TRUE-UP INTEREST AMOUNT

Section 13.01 True-Up Interest Amount. The True-Up Interest Amount will be calculated only upon the final Commutation and termination of this Reinsurance Agreement in its entirety and paid on the Termination Date. No later than thirty-two (32) Business Days prior to the Termination Date, the Ceding Insurer shall deliver to the Reinsurer, the Indenture Trustee, the Claims Reviewer and the Loss Reserve Specialist a True-Up Interest Amount Certificate (the “True-Up Interest Amount Certificate”) substantially in the form attached hereto as Exhibit M. The True-Up Interest Amount Certificate will be subjected to the Claims Procedures by the Claims Reviewer. The Claims Reviewer will deliver to the Reinsurer, the Indenture Trustee and the Ceding Insurer a report (“True-Up Interest Amount Report”) in respect of its review of a True-Up Interest Amount Certificate on a date that is no later than five (5) Business Days prior to the Termination Date.

ARTICLE XIV

DEFAULT

Section 14.01 Termination Following an Event of Default. Unless a Ceding Insurer Default is cured within five (5) Business Days of its occurrence, such Ceding Insurer Default shall constitute an “Event of Default,” which shall result in an Early Termination Event III. Within one (1) Business Day following the occurrence of a Ceding Insurer Default, the Reinsurer shall send to the Ceding Insurer a notice substantially in the form attached hereto as Exhibit J, provided that a failure by the Reinsurer to give such notice within such timeframe shall not prejudice the effectiveness of a notice subsequently given by the Reinsurer.

41

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE XV

ACCESS TO BOOKS AND RECORDS

Section 15.01 Ceding Insurer’s Records. The Reinsurer, the Claims Reviewer, the Loss Reserve Specialist or their designated representatives may at any mutually agreeable time audit, inspect and make copies of the Ceding Insurer’s books, records and documents which pertain in any way to this Reinsurance Agreement. It is agreed that the Reinsurer’s right of the audit and inspection shall continue as long as either party hereto has a claim against the other arising out of this Reinsurance Agreement.

Section 15.02 Confidentiality. (a) The Reinsurer agrees on behalf of itself and any representatives, agents, employees, or independent contractors that any information and records of the Ceding Insurer which they access or are provided with pursuant to this ARTICLE XV or any other Basic Document shall be treated as confidential and shall not be used or further disclosed (whether directly or indirectly) to any Person for any purpose other than as necessary for the administration or enforcement of this Reinsurance Agreement. The restrictions as outlined in this ARTICLE XV shall not apply to communication or disclosures that the Reinsurer is required to make to its accountants, actuaries and auditors, outside legal counsel, or disclosures required upon subpoena or other duly-issued order of a court or other governmental agency or regulatory authority.

(b) The Reinsurer shall require the Claims Reviewer, the Loss Reserve Specialist, and any other independent contractors of the Reinsurer that have access to the Ceding Insurer’s information and records, to maintain the confidentiality of such information and records and shall make the Ceding Insurer a third party beneficiary of such obligation to maintain confidentiality, subject to exceptions substantially the same as the exceptions under the Claims Reviewer Agreement and the Loss Reserve Specialist Agreement.

(c) The Reinsurer shall not authorize any such Person or entity to disclose any such information or records and shall enforce its respective confidentiality agreements with those Persons or entities.

Section 15.03 Reinsurer’s Records. The Ceding Insurer at all times shall have the right to inspect the books and records of the Reinsurer which relate to this Reinsurance Agreement. This right shall survive the termination of this Reinsurance Agreement.

Section 15.04 Disclosure of Tax Structure. Notwithstanding anything herein to the contrary, the obligations of confidentiality contained herein, as they relate to the transactions contemplated by this Reinsurance Agreement, shall not apply to the U.S. federal tax structure or tax treatment of the transactions contemplated by this Reinsurance Agreement and each party hereto (and any employee, representative, or agent of any party hereto) may disclose to any and all persons and entities, without limitation of any kind, the U.S. federal, state or local tax structure and tax treatment of the transactions contemplated by this Reinsurance Agreement. The preceding

42

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

sentence is intended to cause the transactions contemplated by this Reinsurance Agreement not to be treated as having been offered under conditions of confidentiality for purposes of Section 1.6011-4(b)(3) (or any successor provision) of the Treasury Regulations promulgated under Section 6011 of the United States Internal Revenue Code of 1986, as amended, and shall be construed in a manner consistent with such purpose.

ARTICLE XVI

MEDIATION AND ARBITRATION

Section 16.01 Mediation. If a dispute between the Reinsurer and the Ceding Insurer, arising out of the provisions of this Reinsurance Agreement or concerning its interpretation or validity and whether arising before or after termination of this Reinsurance Agreement has not been settled through negotiation, both parties agree to try in good faith to settle such dispute by nonbinding mediation, before resorting to arbitration.

Section 16.02 Arbitration. (a) Any dispute arising out of the interpretation, performance or breach of this Reinsurance Agreement, including the formation or validity thereof, shall be submitted for decision to a panel of three arbitrators in New York, New York. Notice requesting arbitration shall be in writing and sent certified or registered mail, return receipt requested. The Ceding Insurer and the Reinsurer each hereby agree to become a party to any arbitration proceeding brought pursuant to this Reinsurance Agreement (the Ceding Insurer, and the Reinsurer, the “Arbitration Parties”).

(b) One arbitrator shall be chosen by each Arbitration Party and such chosen arbitrators shall, before instituting the hearing, choose an impartial third arbitrator who shall also preside at the hearing. If either Arbitration Party fails to appoint its arbitrator within thirty (30) calendar days after being requested to do so by the other party, the arbitrator who has been appointed, after ten (10) calendar days’ prior notice by certified or registered mail of its intention to do so, may choose the second arbitrator.

(c) The arbitrators shall be persons, who are former insurance or reinsurance executives, knowledgeable about insurance and reinsurance who have no personal or financial interest in the result of the arbitration. If a member of the panel dies, becomes disabled or is otherwise unwilling or unable to serve, a substitute shall be selected in the same manner as the departing member was chosen and the arbitration shall continue.

(d) Within thirty (30) calendar days after all arbitrators have been appointed, the panel shall meet and determine timely periods for briefs, discovery procedures and schedules of hearings.

(e) The panel shall be relieved of all judicial formality and shall not be bound by the strict rules of procedure and evidence. Notwithstanding anything to the contrary in this Reinsurance Agreement, the arbitrators may at their discretion, consider underwriting and placement information provided by the Ceding Insurer to the Reinsurer, as well as any correspondence exchanged by the Arbitration Parties that is related to this Reinsurance Agreement. The arbitration shall take place in such place as the Arbitration Parties shall agree. The decision of the three arbitrators shall be in writing and shall be final and binding as to the Arbitration Parties and all issues in common under this Reinsurance Agreement. The panel is empowered to grant interim relief as it may deem appropriate.

43

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(f) The panel shall make its decision considering the custom and practice of the applicable insurance and reinsurance business as promptly as possible after the hearings. Judgment upon an award may be entered in any court having jurisdiction thereof.

(g) Each Arbitration Party shall bear the expense of its own arbitrator. The remaining costs of the arbitration shall be allocated by the panel. The panel may, at its discretion, award such further costs and expenses as it considers appropriate, including but not limited to attorneys’ fees, to the extent permitted by law.

ARTICLE XVII

GOVERNING LAW AND JURISDICTION

Section 17.01 Governing Law. This Reinsurance Agreement shall be governed by and construed in accordance with the laws of the State of New York, including General Obligations Law § 5-1401, but otherwise without regard to conflicts of law principles.

Section 17.02 Jurisdiction. Without limiting the applicability of Section 16.01 and Section 16.02, with respect to any suit, action or proceeding relating to this Reinsurance Agreement, each party hereto irrevocably:

(a) submits to the exclusive jurisdiction of any federal or New York State court located in New York City, Borough of Manhattan;

(b) waives any objection which it may have at any time to the laying of venue of any suit, action or proceeding brought in any such court, waives any claim that such proceedings have been brought in an inconvenient forum and further waives the right to object, with respect to such suit, action or proceeding, that such court does not have any jurisdiction over such party;

(c) waives any claim to punitive, exemplary or multiplied damages from the other; and

(d) waives any right to trial by jury.

Section 17.03 Service of Process. The Reinsurer hereby appoints C T Corporation System, 28 Liberty Street, New York, New York 10005, as its agent for service of process in New York (the “Reinsurer’s Agent”) upon whom may be served any lawful process in any action, suit or proceeding instituted by or on behalf of the other party or any beneficiary hereunder arising out of this Reinsurance Agreement, and the Reinsurer’s Agent is authorized and directed to accept such service of process on behalf of the Reinsurer and, upon the request of the Reinsurer, to give a written undertaking to the Reinsurer that it will enter a general appearance upon the Reinsurer’s behalf in the event such a suit shall be instituted.

44

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ARTICLE XVIII

COVENANTS OF REINSURER AND CEDING INSURER

Section 18.01 Amendment of Indenture. The Reinsurer has entered into the Indenture with the Indenture Trustee, a copy of which has been provided to the Ceding Insurer. The Reinsurer shall not amend, supplement or modify Section 10.1 of the Indenture, any provision of the Indenture that subjects a provision of the Indenture to Section 10.1 of the Indenture, any other provision of the Indenture in any way that could have a material adverse effect on the Ceding Insurer in connection with its rights or obligations hereunder or any provision of the Indenture that requires the consent of Ceding Insurer, without the prior written consent of the Ceding Insurer.

Section 18.02 Covenant by the Reinsurer. The Reinsurer shall comply with all covenants in the Basic Documents as in effect on the date hereof, and as may be amended from time to time.

Section 18.03 Enforcement of Rights. The Reinsurer shall, in consultation with the Ceding Insurer and at its own expense, promptly take all such lawful action as will be necessary to:

(a) protect and enforce its rights against any third party under or in connection with the Basic Documents (excluding this Reinsurance Agreement);

(b) compel or secure the performance and observance by the other parties to the Basic Documents of each of their obligations to the Reinsurer under or in connection with any of the Basic Documents (excluding this Reinsurance Agreement); and

(c) exercise any and all rights, remedies, powers and privileges lawfully available to the Reinsurer under or in connection with any Basic Documents (excluding this Reinsurance Agreement).

Section 18.04 Extinguishment of Obligations. Notwithstanding anything to the contrary in this Reinsurance Agreement, all obligations of and any claims against the Reinsurer hereunder shall be will be limited recourse obligations of the Reinsurer payable solely from the Reinsurance Trust Account, and all such obligations and claims shall be extinguished and shall not thereafter revive in the event that, at any time, the assets in the Reinsurance Trust Account are exhausted. The Ceding Insurer shall have no further claim thereafter against the Reinsurer, its directors, officers or shareholders for any shortfall in the Collateral (as defined in the Indenture). The Ceding Insurer shall only have recourse to the Reinsurance Trust Account for satisfaction of the Reinsurer’s obligations hereunder. The proceeds of the issuance of the Reinsurer’s ordinary shares ($1.00) and any assets in the Expense Account (as defined in the Indenture), and any interest income earned on such excluded amounts, shall not form part of the assets available to satisfy the Reinsurer’s obligations hereunder. The provisions of this Section 18.04 shall survive the termination of this Reinsurance Agreement.

45

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 18.05 Non-Petition. The Ceding Insurer, by entering into this Reinsurance Agreement, hereby covenants and agrees that it will not at any time institute against the Reinsurer, or join in any institution against the Reinsurer of, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings, or other proceedings under any United States federal, United States state or non-United States bankruptcy or foreign law (including under Part IV A of the Bermuda Conveyancing Act 1983) in connection with any obligations hereunder until the expiration of one year (or, if longer, the applicable preference period under any applicable bankruptcy or similar law) and one day from the date on which all notes under any series issued pursuant to the Indenture are no longer outstanding. The provisions of this Section 18.05 shall survive the termination of this Reinsurance Agreement.

ARTICLE XIX

INSOLVENCY

(a) This Article shall apply severally to each company included in the definition of “Ceding Insurer”. Further, this Article and the laws of the applicable domiciliary state shall apply in the event of the insolvency of any company covered hereunder. In the event of a conflict between any provision of this Article and the laws of the domiciliary state of any company covered hereunder, that domiciliary state’s laws shall prevail.

(b) In the event of the insolvency of the Ceding Insurer, this reinsurance (or the portion of any risk or obligation assumed by the Reinsurer, if required by applicable law) shall be payable directly to the Ceding Insurer, or to its liquidator, receiver, conservator or statutory successor, either: (1) on the basis of the liability of the Ceding Insurer, or (2) on the basis of claims filed and allowed in the liquidation proceeding, whichever may be required by applicable statute, without diminution because of the insolvency of the Ceding Insurer or because the liquidator, receiver, conservator or statutory successor of the Ceding Insurer has failed to pay all or a portion of any claim. It is agreed, however, that the liquidator, receiver, conservator or statutory successor of the Ceding Insurer shall give written notice to the Reinsurer of the pendency of a claim against the Ceding Insurer that might become a liability on the part of the Reinsurer under this Reinsurance Agreement within a reasonable time after such claim is filed in the conservation or liquidation proceeding or in the receivership, and that during the pendency of such claim, the Reinsurer may investigate such claim and interpose, at its own expense, in the proceeding where such claim is to be adjudicated any defense or defenses that it may deem available to the Ceding Insurer or its liquidator, receiver, conservator or statutory successor. The expense thus incurred by the Reinsurer shall be chargeable, subject to the approval of the court, against the Ceding Insurer as part of the expense of conservation or liquidation to the extent of a pro rata share of the benefit that may accrue to the Ceding Insurer solely as a result of the defense undertaken by the Reinsurer.

ARTICLE XX

MISCELLANEOUS

Section 20.01 Liability of Officers, Directors, Members, Agents and Employees. (a) No liability shall attach in favor of the Reinsurer against any officer, director, member, agent or employee of the Ceding Insurer but the Reinsurer shall look solely to the assets of the Ceding Insurer for satisfaction of this Reinsurance Agreement.

46

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) No liability shall attach in favor of the Ceding Insurer against any officer, director, member, agent or employee of the Reinsurer but the Ceding Insurer shall look solely to the assets of the Reinsurer for satisfaction of this Reinsurance Agreement.

Section 20.02 Integration. This Reinsurance Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all other prior negotiations, commitments, agreements and understandings, both written and oral, between the parties or either of them with respect to the subject matter hereof.

Section 20.03 Assignment; Third Party Beneficiaries. (a) Neither this Reinsurance Agreement nor any rights or obligations hereunder may be assigned or otherwise transferred by either party hereto (including by operation of law) without the prior written consent of the other party.

(b) The Ceding Insurer hereby consents to the Reinsurer’s assignment to the Indenture Trustee pursuant to the Indenture of all the Reinsurer’s rights, title, interest and benefit in, to and under this Reinsurance Agreement for the benefit of the holders of the Notes as collateral for the Reinsurer’s obligations under the Notes. For the avoidance of doubt, no provision of this Reinsurance Agreement will impose any liability on the Ceding Insurer to any holders of the Notes, at law, in equity or otherwise.

(c) Subject to Section 20.03(b), nothing in this Reinsurance Agreement is intended to confer any rights or remedies under or by reason of this Reinsurance Agreement on any Persons other than the parties hereto and their respective successors and assigns.

Section 20.04 Amendment. The parties hereto shall not permit any amendments or modifications to this Reinsurance Agreement or agree to voluntary termination of this Reinsurance Agreement, except as otherwise permitted under this Reinsurance Agreement.

Section 20.05 Other Reinsurance. The Ceding Insurer shall be permitted to carry reinsurance in addition to the Stated Reinsurance (including, but not limited to, inter-company reinsurance), recoveries under which shall inure solely to the benefit of the Ceding Insurer and be entirely disregarded in applying all of the provisions of this Agreement, including determining the Ultimate Net Loss (other than with respect to any Stated Reinsurance, which shall be determined on a deemed basis, whether or not collectable).

Section 20.06 Errors and Omissions. Any inadvertent act, delay, omission or error by either party will not relieve the other party of any liability which would have attached under this Reinsurance Agreement, provided that such act, delay, omission or error shall not impose any greater liability on the Reinsurer than would have attached hereunder if such act, delay, omission or error had not occurred, and is rectified promptly or reasonably upon discovery by the responsible party.

47

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 20.07 Notice. Any written notice required to be provided under this Reinsurance Agreement, including, but not limited to, any Extension Notice or Early Termination Notice, shall be effective if provided by facsimile transmission, email transmission with a Portable Document Format (PDF) attachment or by physical delivery to:

(a) if to the Reinsurer, to:

Purple Re Ltd.

c/o Marsh Management Services (Bermuda) Ltd.

7 Par-la-Ville Road

Hamilton HM11

Telephone: [***]

Facsimile: [***]

Email: [***]

(b) if to the Ceding Insurer, to:

Slide Insurance Company

4221 W Boy Scout Blvd, Suite 200

Tampa

FL 33607

Attention: Jesse Schalk, President and CFO of Slide Insurance Holdings

Telephone: [***]

Email: [***]

(c) if to the Indenture Trustee, to:

The Bank of New York Mellon

240 Greenwich Street, Floor 7E

New York, New York 10286

Attention: Corporate Trust, Structured Finance – Purple Re 2024-1

Telephone: [***]

Email: [***]

(d) if to the Claims Reviewer, to:

Towers Watson (Bermuda) Ltd.

Wellesley House, 2nd Floor

90 Pitts Bay Road

Pembroke, HM 08

Bermuda

Attention: ICT – Purple Re Cat Bond 2024-1

Telephone No.: [***]

Email: [***]

with a copy to:

Willis Towers Watson

51 Lime Street

London EC3M 7DQ

United Kingdom

Attention: Legal Department

Email: [***]

48

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(e) if to the Reset Agent, to:

AIR Worldwide Corporation

Lafayette City Center

Two Avenue de Lafayette, 2^nd Floor

Boston, Massachusetts 02111

U.S.A.

Attention: Manager, Consulting Services

Telephone No.: [***]

Facsimile No.: [***]

Email: [***]

or to such other address or individual person as each party may designate for itself by like notice.

Section 20.08 Payment Instruction.

(a) All payments to the Ceding Insurer under this Reinsurance Agreement shall, if payable directly to the Ceding Insurer, be made via wire transfer to the following account:

Bank:       Regions Bank

ABA#:        [***]

SWIFT/BIC:     [***]

Account Number:   [***]

Reference:     Slide Insurance Company Operating Account

(b) All payments to the Reinsurer under this Reinsurance Agreement set forth in Sections 7.01(a), 7.01(b) and 7.01(c) shall be made to the Reinsurer via wire transfer to the following account:

Bank: The Bank of New York Mellon

Swift/BIC: [***]

Account: [***]

FFC: BIC Code: [***]

Attention: Corporate Trust

For Further credit to: Acct [***]

Reference: Purple Re 2024 1 Cl A Note Payment

(c) All payments to the Reinsurer under this Reinsurance Agreement set forth in Section 7.02 shall be made to the Reinsurer via wire transfer to the following account:

Correspondent Bank: The Bank of New York Mellon

BIC: [***]

Account: [***]

Beneficiary Bank: The Bank of N.T. Butterfield & Son Limited, Bermuda

BIC: [***]

Beneficiary Account Number: [***]

Beneficiary Name: Purple Re Ltd.

Beneficiary Address: Power House, 7 Par-la-Ville Road, Hamilton HM11, Bermuda

49

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(d) All payments to the Reinsurer under this Reinsurance Agreement set forth in Section 7.01(c) and Section 10.06 shall be made to the Reinsurer via wire transfer to the following account:

Bank: The Bank of New York Mellon

ABA: [***]

Swift/BIC: [***]

For Further credit to: Acct #[***]

Reference: Purple Re 2024 1 Cl A Reins Trust

Section 20.09 Currency. Where the word “Dollars” and/or the sign “$” appear in this Reinsurance Agreement, they shall mean United States dollars. All amounts due to either party hereunder shall be payable in United States currency.

Section 20.10 Exhibits and Schedules. A party may use, provide or take an action referenced by any Exhibit or Schedule in substantially the form provided and as modified, amended, replaced or supplemented to cure any ambiguity or error or to incorporate additional information as may be provided. For avoidance of doubt, changes to captions, printing format, pagination and changes to addresses (provided that the change of address provisions of the applicable notice sections are followed) will not cause any such exhibit or schedule to fail to be in substantially the form provided.

Section 20.11 Survival. All obligations, representations, and warrantees made in this Reinsurance Agreement shall survive the termination of this Reinsurance Agreement and shall continue in force and effect until all obligations of the parties hereunder have been discharged in full.

Section 20.12 Severability. If any provision (or portion of a provision) of this Reinsurance Agreement shall be held to be invalid, illegal, or unenforceable according to the laws, regulations, or public policy of any jurisdiction, the validity, legality, and enforceability of the remaining provisions (and such portions of provisions) shall in no way be affected or impaired thereby, and such invalidity, illegality, or unenforceability of such provision (or such portion of a provision) in such jurisdiction shall not affect the validity, legality, or enforceability of such provision (or such portion of a provision) in any other jurisdiction.

Section 20.13 Counterparts. This Reinsurance Agreement may be executed in any number of counterparts, each of which shall be an original, but such counterparts shall together constitute but one and the same instrument. Delivery of an executed counterparty of a signature page of this Reinsurance Agreement in Portable Document Format (PDF) or by facsimile transmission shall be as effective as delivery of a manually executed original counterpart of this Reinsurance Agreement.

[Remainder of page intentionally blank. Signature page follows.]

50

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the parties hereto have caused this Reinsurance Agreement to be duly executed by their respective officers, thereunto duly authorized, all as of the day and year first written above.

PURPLE RE LTD.
By:	/s/ Nicolas Plianthos
	Name: Nicolas Plianthos
	Title: Director

SLIDE INSURANCE COMPANY
By:	/s/ Matt Larson
	Name: Matt Larson
	Title: SVP

EX-10.26

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Exhibit 10.26

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

AGREEMENT MASTER NO. 76248

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

TABLE OF CONTENTS

to

AGREEMENT OF REINSURANCE

MASTER NO. 76248

between

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

and

GENERAL REINSURANCE CORPORATION

	Page
GENERAL ARTICLES		1
ARTICLE I – SCOPE OF AGREEMENT		1
ARTICLE II – PARTIES TO THE AGREEMENT		1
ARTICLE III – MANAGEMENT OF CLAIMS AND LOSSES		2
ARTICLE IV – RECOVERIES		2
ARTICLE V – PREMIUM REPORTS AND REMITTANCES		2
ARTICLE VI – ERRORS AND OMISSIONS		2
ARTICLE VII – SPECIAL ACCEPTANCES		2
ARTICLE VIII – RESERVES AND TAXES		3
ARTICLE IX – OFFSET		3
ARTICLE X – INSPECTION OF RECORDS		3
ARTICLE XI – CONFIDENTIALITY		3
ARTICLE XII – ARBITRATION		3
ARTICLE XIII – INSOLVENCY OF THE COMPANY		4
ARTICLE XIV – SEVERABILITY		5
ARTICLE XV – GOVERNING LAW		5
ARTICLE XVI – SANCTION LIMITATION AND EXCLUSION		5
ARTICLE XVII – ENTIRE AGREEMENT		5
ARTICLE XVIII – MODE OF EXECUTION		5
EXHIBIT A – EXCESS OF LOSS REINSURANCE (Per Risk) of Personal Property Business		7
SECTION 1 – BUSINESS SUBJECT TO THIS EXHIBIT		7
SECTION 2 – COMMENCEMENT		7
SECTION 3 – LIABILITY OF THE REINSURER		7
SECTION 4 – ALLOCATION OF ADJUSTMENT EXPENSE		8
SECTION 5 – DEFINITIONS		9
SECTION 6 – EXCLUSIONS		11
SECTION 7 – OTHER REINSURANCE		13
SECTION 8 – REINSURANCE PREMIUM		13
SECTION 9 – REPORTS AND REMITTANCES		13
SECTION 10 – TERMINATION		14
ATTACHMENT		16
NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE – USA		16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

AGREEMENT OF REINSURANCE

MASTER NO. 76248

between

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

4221 W Boy Scout Blvd., Suite 200

Tampa, Florida 33607

(herein referred to as the “Company”)

and

GENERAL REINSURANCE CORPORATION

a Delaware corporation

having its principal offices at

[***] (herein referred to as the “Reinsurer”)

GENERAL ARTICLES

In consideration of the promises set forth in this Agreement, the parties agree as follows:

Article I – SCOPE OF AGREEMENT

As a condition precedent to the Reinsurer’s obligations under this Agreement, the Company shall cede to the Reinsurer the business described in this Agreement, and the Reinsurer shall accept such business as reinsurance from the Company.

This Agreement is comprised of the General Articles and the Exhibit(s) listed below (including the Treaty ID number(s) associated therewith) and each Exhibit which may be made a part of this Agreement. The terms of the General Articles and of the Exhibit(s) shall determine the rights and obligations of the parties. The terms of the General Articles shall apply to each Exhibit unless specifically amended therein. In the event of termination of all the Exhibits made a part of this Agreement, the General Articles shall automatically terminate when the liability of the Reinsurer under said Exhibits ceases.

EXHIBIT A – EXCESS OF LOSS REINSURANCE (Per Risk) of

Personal Property Business

(Treaty ID No. 5021401)

Article II – PARTIES TO THE AGREEMENT

This Agreement is solely between the Company and the Reinsurer. Except as otherwise expressly provided in the article entitled INSOLVENCY OF THE COMPANY:

(a) When more than one company is named as a party to this Agreement, the first company named shall be the agent of the other companies as to all matters pertaining to this Agreement.

(b) In no instance shall any insured of the Company, any claimant against an insured of the Company, or any other third party have any rights under this Agreement.

Page 1 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article III – MANAGEMENT OF CLAIMS AND LOSSES

The Company shall investigate and settle or defend all claims and losses. When requested by the Reinsurer, the Company shall permit the Reinsurer, at the expense of the Reinsurer, to be associated with the Company in the defense or settlement of any claim, loss, or legal proceeding which involves or is likely to involve the Reinsurer. All payments of claims or losses by the Company within the terms and limits of its policies which are within the limits set forth in the applicable Exhibit shall be binding on the Reinsurer, subject to the terms of this Agreement.

Article IV – RECOVERIES

The Company shall pay to or credit the Reinsurer with the Reinsurer’s portion of any recovery obtained from salvage, subrogation, other insurance, or otherwise. Adjustment Expense for recoveries shall be deducted from the amount recovered. However, if the Adjustment Expense incurred in obtaining recoveries exceeds the amount recovered, if any, the excess Adjustment Expense shall be apportioned between the parties in proportion to the liability of each party for the loss before the recovery was obtained.

The Reinsurer shall be subrogated to the rights of the Company to the extent of its loss payments to the Company. The Company agrees to enforce its rights of salvage, subrogation, and its rights against insurers or other parties or to assign these rights to the Reinsurer.

If the reinsurance under an Exhibit is on a share basis, the recoveries shall be apportioned between the parties in the same ratio as the amounts of their liabilities bear to the loss. If the reinsurance under an Exhibit is on an excess basis, recoveries shall be distributed to the parties in an order inverse to that in which their liabilities accrued.

Article V – PREMIUM REPORTS AND REMITTANCES

Premium reports and reinsurance premiums or other amounts due either party shall be remitted by a method mutually agreed between the Company and the Reinsurer.

Article VI – ERRORS AND OMISSIONS

The Reinsurer shall not be relieved of liability because of an error or accidental omission of the Company in reporting any claim or loss or any business reinsured under this Agreement, provided that the error or omission is rectified promptly after discovery.

The Reinsurer shall be obligated only for the return of the premium paid for business reported but not reinsured under this Agreement.

Article VII – SPECIAL ACCEPTANCES

Business not within the terms of this Agreement may be submitted to the Reinsurer for special acceptance and, if accepted by the Reinsurer, shall be subject to all of the terms of this Agreement except as modified by the special acceptance.

Page 2 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article VIII – RESERVES AND TAXES

The Reinsurer shall maintain the required reserves as to the Reinsurer’s portion of unearned premium, if any, claims, losses, and Adjustment Expense.

In consideration of the terms under which this Agreement is issued, the Company shall not claim a deduction in respect of the premium hereon when making tax returns, other than income or profits tax returns, to any state or territory of the United States of America or the District of Columbia.

The premium hereon is not subject to Federal Excise Tax, nor is the Reinsurer subject to any withholding under the Foreign Account Tax Compliance Act (“FATCA”). Upon the Company’s request, the Reinsurer shall promptly provide the Company with documentation confirming that the Reinsurer is not subject to any withholding under FATCA.

Article IX – OFFSET

The Company or the Reinsurer may offset any balance, whether on account of premium, commission, claims or losses, Adjustment Expense, salvage, or otherwise, due from one party to the other under this Agreement or under any other agreement heretofore or hereafter entered into between the Company and the Reinsurer.

Article X – INSPECTION OF RECORDS

The Company shall allow the Reinsurer to inspect, at reasonable times, the records of the Company relevant to the business reinsured under this Agreement, including the Company’s files concerning claims, losses, or legal proceedings which involve or are likely to involve the Reinsurer. The Reinsurer shall be permitted to make copies of such records at its own expense. The Reinsurer’s right of inspection shall continue after the termination of this Agreement.

Article XI – CONFIDENTIALITY

All terms and conditions of this Agreement and any materials provided in the course of inspection will be kept confidential by the Reinsurer as against third parties, unless the disclosure is required pursuant to process of law or unless the disclosure is to the Reinsurer’s retrocessionaires, financial auditors, governing regulatory bodies, legal counsel, arbitrator(s), or subsidiary reinsurers. Disclosing this information beyond the exceptions set forth above, or using this information for any purpose beyond the scope of this Agreement or the Reinsurer’s proprietary analyses, is expressly forbidden without the prior consent of the Company. This Article shall survive the termination of this Agreement.

Article XII – ARBITRATION

All unresolved differences of opinion between the Company and the Reinsurer relating to this Agreement, including its formation and validity, shall be submitted to arbitration consisting of one arbitrator chosen by the Company, one arbitrator chosen by the Reinsurer, and a third arbitrator chosen by the first two arbitrators.

The party demanding arbitration shall communicate its demand for arbitration to the other party by registered or certified mail, identifying the nature of the dispute and the name of its arbitrator, and the other party shall then be bound to name its arbitrator within 30 days after receipt of the demand.

Page 3 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Failure or refusal of the other party to so name its arbitrator shall empower the demanding party to name the second arbitrator. If the first two arbitrators are unable to agree upon a third arbitrator after the second arbitrator is named, each arbitrator shall name three candidates, two of whom shall be declined by the other arbitrator, and the choice shall be made between the two remaining candidates by drawing lots. The arbitrators shall be disinterested and shall be active or retired officers of property or casualty insurance or reinsurance companies.

The arbitrators shall adopt their own rules and procedures and are relieved from judicial formalities. In addition to considering the rules of law and the customs and practices of the insurance and reinsurance business, the arbitrators shall make their award with a view to effecting the intent of this Agreement.

The decision of the majority of the arbitrators shall be in writing and shall be final and binding upon the parties.

Each party shall bear the cost of its own arbitrator and shall jointly and equally bear with the other party the expense of the third arbitrator and other costs of the arbitration. In the event both arbitrators are chosen by one party, the fees of all arbitrators shall be equally divided between the parties.

The arbitration shall be held at the times and places agreed upon by the arbitrators.

Article XIII – INSOLVENCY OF THE COMPANY

When more than one company is named as a party to this Agreement, this Article shall apply severally to each such company.

In the event of a conflict between any provisions of this Article and the laws of the Company’s domiciliary state, this Article shall be automatically amended to conform fully to such laws.

In the event of the insolvency of the Company, the reinsurance proceeds will be paid to the Company or the liquidator, with reasonable provision for verification, on the basis of the claim allowed in the insolvency proceeding without diminution by reason of the inability of the Company to pay all or part of the claim, except where this Agreement, or other written agreement, specifically provides another payee of such reinsurance in the event of insolvency.

The Reinsurer shall be given written notice of the pendency of each claim against the Company on the policy(ies) reinsured hereunder within a reasonable time after such claim is filed in the insolvency proceedings. The Reinsurer shall have the right to investigate each such claim and to interpose, at its own expense, in the proceeding where such claim is to be adjudicated, any defenses which it may deem available to the Company or its liquidator. The expense thus incurred by the Reinsurer shall be chargeable, subject to court approval, against the insolvent Company as part of the expense of liquidation to the extent of a proportionate share of the benefit which may accrue to the Company solely as a result of the defense undertaken by the Reinsurer.

Page 4 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Article XIV – SEVERABILITY

If any provision of this Agreement shall be rendered illegal or unenforceable by the laws, regulations or public policy of any jurisdiction, such provision shall be considered void in such jurisdiction, but this shall not affect the validity or enforceability of any other provision of this Agreement or the enforceability of such provision in any other jurisdiction.

Article XV – GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without regard to choice of law rules.

Article XVI – SANCTION LIMITATION AND EXCLUSION

The Reinsurer shall not be deemed to provide cover and the Reinsurer shall not be liable to pay any claim or provide any benefit under this Agreement to the extent that the provision of such cover, payment of such claim or provision of such benefit would expose the Reinsurer to any sanction, prohibition or restriction applicable to the Reinsurer.

Article XVII – ENTIRE AGREEMENT

This Agreement constitutes the entire Agreement between the parties with respect to the business reinsured hereunder. Any change or modification to this Agreement shall be made by written amendment to this Agreement and signed by the parties hereto.

Article XVIII – MODE OF EXECUTION

The Reinsurer and the Company agree that this Agreement and all amendments hereto may be executed as follows:

(a) By an original written ink signature of paper documents; or

(b) By an exchange of facsimile copies or digitally scanned copies showing the original written ink signature of paper documents; or

(c) By an electronic signature employing any technology to capture a person’s signature, provided the signature is verifiable and is linked to the document signed.

The use of any one or a combination of these modes of execution will constitute a legally binding and valid signature.

Page 5 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed through their duly authorized representatives,

SLIDE INSURANCE COMPANY

SLIDE SPECIALTY INSURANCE COMPANY

this 28 day of June, 2022,

 DATE SIGNED BY COMPANY

/s/ Bruce Lucas

COMPANY OFFICER SIGNATURE

Bruce Lucas

PRINTED COMPANY OFFICER NAME

CEO

COMPANY OFFICER TITLE

/s/ Melissa Hostetlar

COMPANY WITNESS SIGNATURE

GENERAL REINSURANCE CORPORATION

and this 27th day of June, 2022,

 DATE SIGNED BY GRC

/s/ Richard T. Ruggierio

GRC OFFICER SIGNATURE

Richard T. Ruggierio

PRINTED GRC OFFICER NAME

Senior Vice President

GRC OFFICER TITLE

/s/ Jody N. Pickett

GRC WITNESS SIGNATURE

Agreement Master No. 76248

Page 6 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

EXHIBIT A – EXCESS OF LOSS REINSURANCE (Per Risk) of

Personal Property Business

(Treaty ID No. 5021401)

Attached to and made a part of

Agreement of Reinsurance Master No. 76248

Section 1 – BUSINESS SUBJECT TO THIS EXHIBIT

This Exhibit shall apply to Personal Property Business written by the Company, which is defined as insurance which is classified in the NAIC form of annual statement as fire (dwelling fire only), allied lines, or homeowners multiple peril (property coverages) except those lines specifically excluded in the section entitled EXCLUSIONS, on Risks wherever located in the States of Florida and South Carolina. This Exhibit excludes coverage for the Company’s Identity Theft Program and Equipment Breakdown.

Further, there shall be no coverage under this Exhibit for Named Windstorms. The term “Named Windstorm” shall mean a storm and all other atmospheric perils arising out of such storm that is identified and named as a Tropical Storm or Hurricane by the NHC. The duration of such Named Windstorm shall be deemed to be:

(a) Beginning at the time a Named Windstorm warning is issued by the NHC for any part of each state in which the Company writes the business reinsured hereunder;

(b) Continuing for the time period which the Named Windstorm conditions exist anywhere in such state; and

(c) Ending 72 hours following the termination of the last Named Windstorm warning by the NHC for any part of such state.

“NHC” means the National Hurricane Center of the National Weather Service, operated by the National Oceanographic and Atmospheric Administration of the United States Government.

Section 2 – COMMENCEMENT

This Exhibit shall apply to new and renewal policies of the Company becoming effective at and after 12:01 A.M., June 10, 2022, and policies of the Company in force at 12:01 A.M., June 10, 2022, with respect to claims and losses resulting from Occurrences taking place at and after the aforesaid time and date, and shall continue in force until terminated in accordance with the provisions of the section entitled TERMINATION.

Section 3 – LIABILITY OF THE REINSURER

The Reinsurer shall pay to the Company, with respect to each Risk of the Company, the amount of Net Loss sustained by the Company in excess of the Company Retention but not exceeding the Limits of Liability of the Reinsurer as set forth in the Schedule of Reinsurance.

Page 7 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

SCHEDULE OF REINSURANCE

Class of Business	Company Retention	Limits of Liability of the Reinsurer
Personal Property Business	$[***]	First Excess Cover:  $[***] Second Excess Cover: $[***]

The liability of the Reinsurer shall not exceed:

(a) $[***] under the First Excess Cover nor $[***] under the Second Excess Cover with respect to all Net Loss on all Risks involved in one Occurrence.

(b) $[***] under the First Excess Cover nor $[***] under the Second Excess Cover with respect to all Net Loss on all Risks involved in all Occurrences (including Terrorism Occurrences) taking place during each Agreement Year.

(c) $[***] under the First Excess Cover nor $[***] under the Second Excess Cover with respect to all Net Loss arising out of all loss or damage directly or indirectly arising out of, caused by, or resulting from all Terrorism Occurrences taking place during each Agreement Year, regardless of any other cause or event contributing to such loss or damage in any way or at any time, or whether such loss or damage is accidental or intentional.

However, no coverage shall be afforded under this Exhibit for any Net Loss or Adjustment Expense arising out of any loss or damage directly or indirectly arising out of, caused by, or resulting from any Terrorism Occurrence which involves:

(1) Pathogenic chemical or biological substances, however caused; or

(2) Nuclear reaction or radiation, or radioactive contamination, however caused; or

(3) Any other cause or event resulting from (1) or (2) above.

Such Net Loss and Adjustment Expense is excluded regardless of any other cause or event contributing to the loss or damage in any way or at any time, or whether the loss or damage is accidental or intentional.

For purposes of the aggregate limits set forth in sub-paragraphs (b) and (c) above, should the date of termination of this Exhibit coincide with the completion of an Agreement Year, the runoff period, if any, shall be combined with the last completed Agreement Year. Should the date of termination of this Exhibit not coincide with the completion of an Agreement Year, the last completed Agreement Year shall be combined with the remaining period of this Exhibit and the runoff period, if any, to constitute a single Agreement Year.

Section 4 – ALLOCATION OF ADJUSTMENT EXPENSE

In addition to payments for its share of Net Loss, the Reinsurer shall pay to the Company a share of Adjustment Expense proportionate to the Reinsurer’s share of Net Loss.

Page 8 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Should the amount of a judgment be reduced or should a judgment be reversed outright, the Adjustment Expense incurred in securing such reduction or reversal shall be apportioned between the Company and the Reinsurer in the ratio that each party benefits from such reduction or reversal. The expenses incurred up to the time of the original judgment shall be apportioned between the Company and the Reinsurer in proportion to each party’s interest in such original judgment.

Section 5 – DEFINITIONS

(a) Company Retention

This term shall mean the amount the Company shall retain for its own account, subject to catastrophe reinsurance; however, this requirement shall be satisfied if this amount is retained by the Company or its affiliated companies under common management or common ownership.

(b) Net Loss

This term shall mean all payments by the Company within the terms and limits of its policies in settlement of claims or losses, excluding Adjustment Expense.

Notwithstanding the provisions of the article entitled MANAGEMENT OF CLAIMS AND LOSSES, this term shall also include 90% of Extra Contractual Obligations.

Subrogation and other recoveries, and amounts due from all other reinsurance (except catastrophe reinsurance) whether collectible or not, shall be deducted to arrive at the amount of the Company’s Net Loss.

If the Company becomes insolvent, this definition shall be modified to the extent set forth in the article entitled INSOLVENCY OF THE COMPANY.

Nothing in this definition shall imply that losses are not recoverable hereunder until the Company’s Net Loss has been finally ascertained.

(c) Adjustment Expense

This term shall mean expenditures by the Company pursuant to the terms of its policies, allocated to an individual claim or loss, and made in connection with the investigation, negotiation, appraisal, litigation, or defense of the claim or loss, including court costs, prejudgment interest, and post judgment interest.

Notwithstanding the provisions of the article entitled MANAGEMENT OF CLAIMS AND LOSSES, this term shall also include (i) legal expenses and costs incurred by the Company in connection with, and allocated to, an individual Extra Contractual Obligation, and (ii) Declaratory Judgment Expense. However, the amount of any Declaratory Judgment Expense that may be included in computation of Adjustment Expense shall not exceed the lesser of the amount of insurance under the policy or the Reinsurer’s Limit of Liability for each Risk under this Exhibit.

This term shall exclude office expenses and the salaries and expenses of employees of the Company or of any subsidiary or related or wholly owned company of the Company, except expenses of employees who have been temporarily diverted from their normal duties and assigned to the field adjustment of losses reinsured hereunder.

Page 9 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(d) Declaratory Judgment Expense

This term shall mean legal expenses and costs incurred by the Company in bringing or in defending a declaratory judgment or other legal action brought to determine the Company’s coverage obligations to its insured with respect to a specific claim under a policy reinsured hereunder. The date on which a Declaratory Judgment Expense is incurred by the Company shall be deemed, in all circumstances, to be the date of the original Occurrence.

(e) Extra Contractual Obligations

This term shall mean a loss payment which is not covered under any other provision of this Exhibit resulting from an action brought against the Company alleging negligence, bad faith or other wrongdoing in the Company’s handling of any claim otherwise covered under this Exhibit on a policy reinsured hereunder. Such loss shall be inclusive of attorneys’ fees and expenses recoverable from the Company in such action.

The date on which an Extra Contractual Obligation is incurred by the Company shall be deemed, in all circumstances, to be the date of the original Occurrence.

There shall be no coverage hereunder where the Extra Contractual Obligation has been incurred due to the fraud or criminal conduct of a member of the Board of Directors or a corporate officer of the Company acting individually or collectively or in collusion with any individual or corporation or any other organization or party involved in the investigation, defense or settlement of any claim covered hereunder.

Any insurance or other contract which indemnifies or protects the Company against claims which are the subject matter of this definition shall inure to the benefit of the Reinsurer and shall be deducted to arrive at the amount of the Company’s Net Loss. The Company agrees to pursue a timely recovery under any such insurance or other contract.

Loss otherwise covered hereunder includes punitive damages awarded against the Company where such coverage is permitted by applicable law.

(f) Risk

The Company shall be the sole judge of what constitutes each Risk, provided a dwelling and associated coverages shall be considered one Risk.

(g) Occurrence

This term shall mean a loss or series of losses arising out of one event.

(h) Terrorism Occurrence

This term shall mean an Occurrence arising out of any Act of Terrorism, as described in paragraphs (1) and (2) below.

(1) An Act of Terrorism means an activity, including the threat of an activity or any preparation for an activity, that (a) causes either (i) damage to property, or (ii) injury to persons; and (b) appears to be intended to: (i) intimidate or coerce a civilian population, or (ii) disrupt any segment of an economy, or (iii) influence the policy of a government by intimidation or coercion, or (iv) affect the conduct of a government by destruction, assassination, kidnapping or hostage-taking, or (v) advance a political, religious or ideological cause.

Page 10 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(2) An Act of Terrorism includes any act authorized by a governmental authority for the purpose of preventing, terminating, countering or responding to any act or threat of terrorism or for the purpose of preventing or minimizing the consequences of any act or threat of terrorism.

(i) Agreement Year

The first Agreement Year shall be from June 10, 2022 through May 31, 2023. Thereafter, this term shall mean each twelve-month period commencing on June 1^st.

(j) Average TIV

This term shall mean the average of the Company’s total insured values at June 1st, September 1st, December 1st, and March 1st of each Agreement Year and the June 1st subsequent to such Agreement Year. However, should the date of termination of this Exhibit not coincide with the completion of an Agreement Year, this term shall mean the average of the Company’s total insured values at only such dates stated above at which the Reinsurer is on risk.

Section 6 – EXCLUSIONS

This Exhibit shall not apply to:

(a) Reinsurance assumed by the Company other than reinsurance of primary business assumed from affiliated companies;

(b) Nuclear incident per the Nuclear Incident Exclusion Clause - Physical Damage - Reinsurance attached hereto. Further, this Exhibit does not apply to loss or damage caused directly or indirectly by nuclear reaction or radiation, or radioactive contamination, but this exclusion does not preclude coverage for loss or damage which are covered under Insurance Services Office, Inc. (“ISO”) basic wordings. If the Company elects to file an exclusion independent of ISO, such exclusion will be deemed a suitable substitute provided the Company has submitted the wording to the Reinsurer and received the Reinsurer’s prior approval;

(c) Any loss or liability accruing to the Company directly or indirectly from any insurance written by or through any pool or association including pools or associations in which membership by the Company is required under any statutes or regulations;

(d) Any liability of the Company arising from its participation or membership in any insolvency fund;

(e) Any loss or damage directly or indirectly arising out of, caused by, or resulting from war, including undeclared or civil war; warlike action by a military force, including action in hindering or defending against an actual or expected attack, by any government, sovereign or other authority using military personnel or other agents; or insurrection, rebellion, revolution, usurped power or action taken by governmental authority in hindering or defending against any of these. Such loss or damage is excluded regardless of any other cause or event contributing to such loss or damage in any way or at any time;

Page 11 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(f) Loss, damage, costs or expenses arising out of the release, discharge, dispersal, or escape of pollutants; the extraction, removal, clean up, containment, monitoring, or detoxification of pollutants; or the removal, restoration, or replacement of polluted land or water; however, this exclusion does not apply to (1) coverage for loss, damage, costs, or expenses which are covered under ISO or American Association of Insurance Services, Inc. (“AAIS”) basic wordings; (2) any Risk located in a jurisdiction which has not approved the ISO or AAIS wordings; or (3) where other regulatory constraints prohibit the Company from implementing such wordings. If the Company elects to file an endorsement independent of ISO or AAIS, such endorsement will be deemed a suitable substitute provided the Company has submitted the wording to the Reinsurer and received the Reinsurer’s prior approval. Nevertheless, if the insured elects any options for additional coverage or for limits in excess of the basic limits, such options will not be covered hereunder even if such options are provided by or covered under ISO or AAIS wordings;

(g) Insurance on growing crops; financial guaranty business; and insurance on animals under so-called “mortality” or “fertility” policies; all howsoever styled;

(h) Watercraft, other than watercraft insured under a standard homeowners policy; ‡60

(i) Insurance against earthquake, except when written in conjunction with fire and otherwise eligible perils; ‡60

(j) Insurance against flood, surface water, waves, tidal waves, overflow of any body of water, or their spray, all whether driven by wind or not, except when written in conjunction with fire and otherwise eligible perils; ‡60

(k) Any Data Breach or Cyber insurance policy form, coverage form or coverage endorsement;

(l) Risks which have a Total Insured Value of more than $[***];

(m) Any liability, loss, damage, cost or expense of whatsoever nature directly or indirectly caused by, arising out of, resulting from or in connection with:

(1) Any actual, alleged, or threat of infectious disease, including but not limited to diseases arising out of coronaviruses, regardless of any other cause or event contributing concurrently or in any other sequence to the loss;

(2) Any action taken or failure to take action in controlling, preventing, suppressing or in any way responding to such actual, alleged, or threat of infectious disease.

If the Company is bound, without the knowledge of and contrary to the instructions of the Company’s supervisory underwriting personnel, on any business falling within the scope of one or more of the exclusions followed by “‡60” above, the exclusions otherwise applicable shall be suspended with respect to such business or exposures for a period extending until 60 days after the date when an underwriting supervisor of the Company acquires knowledge thereof. However, if the Company elects to cancel the policy during the aforementioned 60-day period and is prevented from doing so within such period due to statute or regulation, the policy shall remain covered hereunder until the earliest date on which the Company may legally effectuate cancellation, but in no event past the second anniversary of the policy following the date the underwriting supervisor of the Company acquires such knowledge.

Page 12 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

Section 7 – OTHER REINSURANCE

The obligations of the Company to reinsure business falling within the scope of this Exhibit and of the Reinsurer to accept such reinsurance are mandatory and no other reinsurance (either facultative or treaty) is permitted, except catastrophe reinsurance and other reinsurance described below.

When the amount of insurance written by the Company on an individual Risk exceeds $[***], the Company may purchase facultative excess of loss or facultative share reinsurance for the excess amount on such Risk. The Company may also purchase facultative excess of loss or facultative share reinsurance within the liability of the Reinsurer if, in the underwriting judgment of the Company, the Reinsurer will be benefited thereby. In no event, however, shall such facultative reinsurance reduce the amount required with respect to the Company Retention.

Section 8 – REINSURANCE PREMIUM

The Company shall pay to the Reinsurer:

(a) For the First Excess Cover, a reinsurance premium equal to [***]% per $1,000 of the Average TIV, subject to a minimum reinsurance premium of $[***] and a deposit reinsurance premium of $[***] for each Agreement Year;

(b) For the Second Excess Cover, a reinsurance premium equal to [***]% per $1,000 of the Average TIV, subject to a minimum reinsurance premium of $[***] and a deposit reinsurance premium of $[***] for each Agreement Year;

For purposes of sub-paragraphs (a) and (b) above, should the termination date of this Exhibit not coincide with the completion of an Agreement Year, the minimum and deposit reinsurance premiums shall be prorated for the remaining period of this Exhibit.

Section 9 – REPORTS AND REMITTANCES

(a) Reinsurance Premium

On or before the beginning of each month, the Company shall pay to the Reinsurer one twelfth of the deposit reinsurance premium stipulated in the section entitled REINSURANCE PREMIUM.

Within 25 days after the close of each Agreement Year, the Company shall render to the Reinsurer a report of the Company’s Average TIV for such Agreement Year. The Company shall calculate the reinsurance premium thereon and shall balance such amount against the deposit reinsurance premium previously paid for the Agreement Year. Any difference due the Reinsurer shall be remitted by the Company with such report. Any difference due the Company, subject to the minimum reinsurance premium, shall be remitted by the Reinsurer promptly but within no more than 25 days after receipt of such report.

Page 13 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

(b) Claims and Losses

The Company shall report promptly to the Reinsurer, but within no more than 60 days after the Company becomes aware that the claim or loss falls within one of the criteria listed below:

(1) Each claim or loss which, in the Company’s opinion, may involve the reinsurance afforded by this Exhibit;

(2) Any circumstances which, in the judgment of the Company, may result in an Extra Contractual Obligation against the Company;

(3) Any action brought against the Company alleging bad faith arising from the Company’s handling of a claim otherwise covered under this Exhibit;

(4) Any declaratory judgment action brought by or against the Company.

The Company shall advise the Reinsurer of the estimated amount of Net Loss and Adjustment Expense in connection with each such claim or loss and of any subsequent changes in such estimates.

Promptly upon receipt of a definitive statement of Net Loss and Adjustment Expense from the Company, but within no more than 25 days after receipt of such statement, the Reinsurer shall pay to the Company the Reinsurer’s portion of Net Loss and the Reinsurer’s portion of Adjustment Expense, if any. The Company shall report to the Reinsurer any subsequent changes in the amount of Net Loss and/or Adjustment Expense, and the amount due either party shall be remitted promptly, but within no more than 25 days after receipt of such report.

(c) P.C.S. Catastrophe Bulletins

The Company shall furnish to the Reinsurer, upon request, the following information with respect to each catastrophe set forth in the Catastrophe Bulletins published by the Property Claim Services:

(1) The preliminary estimates of the amount recoverable from the Reinsurer;

(2) The Reinsurer’s portion of claims, losses, and Adjustment Expenses paid less salvage recovered during each calendar quarter;

(3) The Reinsurer’s portion of reserves for claims, losses, and Adjustment Expenses at the end of each calendar quarter.

(d) General

In addition to the reports required by (a), (b), and (c) above, the Company shall furnish such other information as may be required by the Reinsurer for the completion of the Reinsurer’s quarterly and annual statements and internal records.

All reports shall be rendered on forms or in format acceptable to the Company and the Reinsurer.

Section 10 – TERMINATION

Either party may terminate this Exhibit at any time by sending to the other at least 90 days’ advance written notice of termination, stating the time and date such termination shall be effective. Notice shall be sent to the other party’s principal office, to the attention of a senior officer, by certified mail with return receipt or by nationally or internationally recognized courier service with evidence of delivery.

Page 14 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

The Reinsurer shall not be liable for claims and losses resulting from Occurrences taking place at and after the effective time and date of termination.

However, if any of the events listed in paragraphs (a) through (h) below (the “Special Termination Events”) should take place, the Reinsurer shall have the option of terminating this Agreement immediately upon written notice to the Company for any event described in paragraphs (a) through (b) below, or with 30 days’ advance written notice to the Company for any event described in paragraphs (c) through (h) below. Notice shall be sent to the Company’s principal office, to the attention of a senior officer, by certified mail with return receipt or by nationally or internationally recognized courier service with evidence of delivery.

The Reinsurer shall not be liable for claims and losses resulting from Occurrences taking place at and after the effective time and date of termination. Within 25 days after the date of termination, the Company shall render to the Reinsurer a report of the Company’s Average TIV for the final Agreement Year. The Company shall calculate the reinsurance premium thereon and shall balance such amount against the deposit reinsurance premium previously paid for the Agreement Year. Any difference due the Reinsurer shall be remitted by the Company with such report. Any difference due the Company, subject to the minimum reinsurance premium, shall be remitted by the Reinsurer promptly but within no more than 25 days after receipt of such report.

Special Termination Events:

(a) A state insurance department or other competent authority has ordered the Company to cease writing business or has placed the Company under any form of regulatory supervision;

(b) The Company has become insolvent or has been placed into liquidation or receivership (whether voluntary or involuntary), or there have been instituted against it proceedings for the appointment of a receiver, liquidator, rehabilitator, conservator, or trustee in bankruptcy, or other agent known by whatever name, to take possession of its assets or control of its operations;

(c) The Company’s policyholder’s surplus has been reduced by 20% or more of the amount of its policyholder’s surplus at the inception of this Agreement or at the latest anniversary of this Agreement;

(d) The Company fails to provide the Reinsurer with timely payment as required by the Agreement;

(e) The Company fails to provide the Reinsurer access to Company records in accordance with the terms of this Agreement;

(f) The Company’s Demotech financial strength rating has been suspended or withdrawn, or has been assigned or downgraded below A;

(g) The Company’s Total Adjusted Capital has fallen below 200% of the NAIC Risk Based Capital Authorized Control Level; or

(h) The Company has announced its intent to or has merged with or become acquired or controlled by any company, corporation, or individual(s) not controlling the Company’s operations at the inception of this Agreement.

Page 15 of 16

GENERAL REINSURANCE CORPORATION

Portions of this exhibit (indicated by asterisks) have been omitted because the registrant has determined

that the information is not material and is of the type that the registrant treats as private or confidential.

ATTACHMENT

NUCLEAR INCIDENT EXCLUSION CLAUSE - PHYSICAL DAMAGE - REINSURANCE – USA

N.M.A. 1119

(1) This Agreement does not cover any loss or liability accruing to the Company directly or indirectly and whether as Insurer or Reinsurer, from any Pool of Insurers or Reinsurers formed for the purpose of covering Atomic or Nuclear Energy risks.

(2) Without in any way restricting the operation of paragraph (1) of this Clause, this Agreement does not cover any loss or liability accruing to the Company, directly or indirectly and whether as Insurer or Reinsurer, from any insurance against Physical Damage (including business interruption or consequential loss arising out of such Physical Damage) to:

(i) Nuclear reactor power plants including all auxiliary property on the site, or

(ii) Any other nuclear reactor installation, including laboratories handling radioactive materials in connection with reactor installations, and “critical facilities” as such, or

(iii) Installations for fabricating complete fuel elements or for processing substantial quantities of “special nuclear material”, and for reprocessing, salvaging, chemically separating, storing or disposing of “spent” nuclear fuel or waste materials, or

(iv) Installations other than those listed in paragraph (2) (iii) above using substantial quantities of radioactive isotopes or other products of nuclear fission.

(3) Without in any way restricting the operations of paragraphs (1) and (2) hereof, this Agreement does not cover any loss or liability by radioactive contamination accruing to the Company, directly or indirectly, and whether as Insurer or Reinsurer, from any insurance on property which is on the same site as a nuclear reactor power plant or other nuclear installation and which normally would be insured therewith except that this paragraph (3) shall not operate:

(a) where the Company does not have knowledge of such nuclear reactor power plant or nuclear installation, or

(b) where said insurance contains a provision excluding coverage for damage to property caused by or resulting from radioactive contamination, however caused. However on and after 1st January 1960 this sub-paragraph (b) shall only apply provided the said radioactive contamination exclusion provision has been approved by the Governmental Authority having jurisdiction thereof.

(4) Without in any way restricting the operations of paragraphs (1), (2) and (3) hereof, this Agreement does not cover any loss or liability by radioactive contamination accruing to the Company, directly or indirectly, and whether as Insurer or Reinsurer, when such radioactive contamination is a named hazard specifically insured against.

(5) It is understood and agreed that this Clause shall not extend to risks using radioactive isotopes in any form where the nuclear exposure is not considered by the Company to be the primary hazard.

(6) The term “special nuclear material” shall have the meaning given it in the Atomic Energy Act of 1954 or by any law amendatory thereof.

(7) The Company to be sole judge of what constitutes:

(a) substantial quantities, and

(b) the extent of installation, plant or site.

Note: Without in any way restricting the operation of paragraph (1) hereof, it is understood and agreed that:

(a) all policies issued by the Company on or before 31st December 1957 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

(b) with respect to any risk located in Canada policies issued by the Company on or before 31st December 1958 shall be free from the application of the other provisions of this Clause until expiry date or 31st December 1960 whichever first occurs whereupon all the provisions of this Clause shall apply.

Page 16 of 16

GENERAL REINSURANCE CORPORATION

EX-21.1

Exhibit 21.1

Subsidiaries of Slide Insurance Holdings, Inc.

Name of Subsidiary	State or Country of Incorporation or Organization
Slide Insurance Co.	Florida
Slide MGA, LLC	Florida
Slide Reinsurance Holdings, LLC	Florida
Clegg Insurance Advisers, LLC D/B/A Homefront	Florida
Stat Claims Co.	Florida
Trusted Mitigation Contractors, Inc.	Florida
SJIG Target LLC	Delaware
Slide Technologies, LLC	Florida
SIH Technologies, LLP	India