SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Schwartz Keoni Andrew

(Last)

(First)

(Middle)

400 HAMILTON AVENUE

SUITE 230

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Accelerant Holdings [ ARX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Shares	07/25/2025		C⁽⁴⁾		8,111,253	A	⁽⁴⁾	8,111,253	I	See Footnote⁽²⁾
Class A Common Shares	07/25/2025		S⁽⁴⁾		8,111,253	D	$21	0	I	See Footnote⁽²⁾
Class A Common Shares	07/25/2025		C⁽⁴⁾		2,670,456	A	⁽⁴⁾	2,670,456	I	See Footnote⁽⁵⁾
Class A Common Shares	07/25/2025		S⁽⁴⁾		2,670,456	D	$21	0	I	See Footnote⁽⁵⁾
Class A Common Shares	07/25/2025		C⁽⁴⁾		488,131	A	⁽⁴⁾	488,131	I	See Footnote⁽⁷⁾
Class A Common Shares	07/25/2025		S⁽⁴⁾		488,131	D	$21	0	I	See Footnote⁽⁷⁾
Class A Common Shares	07/25/2025		C⁽⁴⁾		326,312	A	⁽⁴⁾	326,312	I	See Footnote⁽⁸⁾
Class A Common Shares	07/25/2025		S⁽⁴⁾		326,312	D	$21	0	I	See Footnote⁽⁸⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
LP Interests of Accelerant Holdings LP	⁽¹⁾	07/25/2025		C			8,491,134,079	⁽¹⁾	⁽¹⁾	Class B Common Shares	90,196,595	$0	0	I	See Footnote⁽²⁾
Class B Common Shares	⁽³⁾	07/25/2025		C		90,196,595		⁽³⁾	⁽³⁾	Class A Common Shares	90,196,595	⁽¹⁾	90,196,595	I	See Footnote⁽²⁾
Class B Common Shares	⁽³⁾	07/25/2025		C⁽⁴⁾			8,111,253	⁽³⁾	⁽³⁾	Class A Common Shares	8,111,253	⁽⁴⁾	82,085,342	I	See Footnote⁽²⁾
LP Interests of Accelerant Holdings LP	⁽¹⁾	07/25/2025		C			100	⁽¹⁾	⁽¹⁾	Class B Common Shares	2,670,456	$0	0	I	See Footnote⁽⁵⁾
Class B Common Shares	⁽³⁾	07/25/2025		C		2,670,456		⁽³⁾	⁽³⁾	Class A Common Shares	2,670,456	⁽¹⁾	2,670,456	I	See Footnote⁽⁵⁾
Class B Common Shares	⁽³⁾	07/25/2025		C⁽⁴⁾			2,670,456	⁽³⁾	⁽³⁾	Class A Common Shares	2,670,456	⁽⁴⁾	0	I	See Footnote⁽⁵⁾
Convertible Preference Shares	⁽⁶⁾	07/25/2025		C			5,427,970	⁽⁶⁾	⁽⁶⁾	Class B Common Shares	5,427,970	$0	0	I	See Footnote⁽⁷⁾
Class B Common Shares	⁽³⁾	07/25/2025		C		5,427,970		⁽³⁾	⁽³⁾	Class A Common Shares	5,427,970	⁽¹⁾	5,427,970	I	See Footnote⁽⁷⁾
Class B Common Shares	⁽³⁾	07/25/2025		C⁽⁴⁾			488,131	⁽³⁾	⁽³⁾	Class A Common Shares	488,131	⁽⁴⁾	4,939,839	I	See Footnote⁽⁷⁾
Convertible Preference Shares	⁽⁶⁾	07/25/2025		C			3,628,575	⁽⁶⁾	⁽⁶⁾	Class B Common Shares	3,628,575	$0	0	I	See Footnote⁽⁸⁾
Class B Common Shares	⁽³⁾	07/25/2025		C		3,628,575		⁽³⁾	⁽³⁾	Class A Common Shares	3,628,575	⁽¹⁾	3,628,575	I	See Footnote⁽⁸⁾
Class B Common Shares	⁽³⁾	07/25/2025		C⁽⁴⁾			326,312	⁽³⁾	⁽³⁾	Class A Common Shares	326,312	⁽⁴⁾	3,302,263	I	See Footnote⁽⁸⁾
Redeemable Preference Shares	⁽⁹⁾	07/25/2025		J⁽⁹⁾			909,791	⁽⁹⁾	⁽⁹⁾	Common Shares	909,791	$31.55	0	I	See Footnote⁽⁷⁾

1. Name and Address of Reporting Person^*

Schwartz Keoni Andrew

(Last)

(First)

(Middle)

400 HAMILTON AVENUE

SUITE 230

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

ACP Accelerant Holdings, L.P.

(Last)

(First)

(Middle)

400 HAMILTON AVENUE

SUITE 230

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

ACP Insurance Management, LLC

(Last)

(First)

(Middle)

400 HAMILTON AVENUE

SUITE 230

(Street)

PALO ALTO

94301

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. In connection with the Issuer's initial public offering ("IPO"), these limited partnership interests of Accelerant Holdings LP were exchanged for Class B Common Shares of the Issuer in proportion to the economic interests represented by the limited partnership interests.

2. These securities are held directly by ACP Accelerant Holdings, L.P. Each of (i) ACP Insurance Management, LLC, as the general partner of ACP Accelerant Holdings, L.P., and (ii) Keoni Schwartz ("Mr. Schwartz"), as the sole owner and managing member of ACP Insurance Management, LLC, may be deemed to have voting and dispositive power over these securities, but disclaim beneficial ownership over these securities except to the extent of their respective pecuniary interest therein, if any.

3. Each holder of Class B Common Shares has the right to convert their Class B Common Shares into Class A Common Shares on a 1-for-1 basis at any time and at their option. Additionally, Class B Common Shares will automatically convert into Class A Common Shares, on a 1-for-1 basis, immediately following a transfer to any non-permitted holder of Class B Common Shares, and all outstanding Class B Common Shares will automatically convert into Class A Common Shares, on a 1-for-1 basis, on the earlier of: (i) if at any time following the consummation of the IPO, the holders of the Class B Common Shares immediately prior to the consummation of the IPO hold less than 50% of the total Class B Common Shares then in issue, and (ii) the third anniversary of the consummation of the Issuer's IPO.

4. These Class B Common Shares converted into Class A Common Shares on a 1-for-1 basis and then were sold pursuant to an underwriting agreement dated as of July 23, 2025, by and among the Issuer, the selling stockholders, and the underwriters named therein in connection with the Issuer's IPO.

5. These securities are held directly by ACP Accelerant Investment Holding Company, Ltd. ACP Accelerant Holdings, L.P. is the sole owner of ACP Accelerant Investment Holding Company, Ltd. Each of (i) ACP Insurance Management, LLC, as the general partner of ACP Accelerant Holdings, L.P., and (ii) Mr. Schwartz, as the sole owner and managing member of ACP Insurance Management, LLC, may be deemed to have voting and dispositive power over these securities, but disclaim beneficial ownership over these securities except to the extent of their respective pecuniary interest therein, if any.

6. In connection with the Issuer's IPO, these shares of the Issuer's Preference Shares automatically converted into Class B Common Shares of the Issuer at a 1-for-1 conversion rate.

7. These securities are held directly by ACP Accelerant Co-Invest, LLC. Each of (i) ACP Insurance Management, LLC, as the managing member of ACP Accelerant Co-Invest, LLC, and (ii) Mr. Schwartz, as the sole owner and managing member of ACP Insurance Management, LLC, may be deemed to have voting and dispositive power over these securities, but disclaim beneficial ownership over these securities except to the extent of their respective pecuniary interest therein, if any.

8. These securities are held directly by ACP Accelerant Investment Holding Company II, Ltd. ACP Accelerant Holdings, L.P. is the sole owner of ACP Accelerant Investment Holding Company II, Ltd. Each of (i) ACP Insurance Management, LLC, as the general partner of ACP Accelerant Holdings, L.P., and (ii) Mr. Schwartz, as the sole owner and managing member of ACP Insurance Management, LLC, may be deemed to have voting and dispositive power over these securities, but disclaim beneficial ownership over these securities except to the extent of their respective pecuniary interest therein, if any.

9. In connection with the Issuer's IPO, ACP Accelerant Co-Invest, LLC elected to have these Redeemable Preference Shares redeemed at a redemption price of $31.55 per share.

	Keoni Andrew Schwartz, By: /s/ Robert Hardy, Attorney-in-Fact	07/29/2025
	ACP Accelerant Holdings, L.P., By: /s/ Jennifer Mello, Attorney-in-Fact	07/29/2025
	ACP Insurance Management, LLC, By: /s/ Jennifer Mello, Attorney-in-Fact	07/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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