---
schema_version: "secwatch.filing_event.v1"
accession: "0001669162-25-000035"
form_type: "8-K"
ticker: "KNSL"
cik: "0001669162"
company_name: "Kinsale Capital Group, Inc."
filed_at: "2025-05-22T23:59:59+00:00"
generated_at: "2026-05-20T18:21:47.590751+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.3
confidence: "high"
source: SEC EDGAR
---

# Kinsale shareholders approve 2025 Omnibus Incentive Plan, charter exculpation amendment

## Summary
- Stockholders approved the 2025 Omnibus Incentive Plan authorizing 860,500 new shares plus forfeited shares from prior plan.
- Charter amendment approved to extend officer exculpation under Delaware law; filed with Secretary of State on May 22, 2025.
- All nine director nominees elected; Gregory M. Share received lowest support (17.7M for, 923K against).
- Advisory say-on-pay passed with 17.8M for (95.7% of votes cast); KPMG LLP ratified as auditor for 2025.

## SEC filing metadata
- accession: 0001669162-25-000035
- form_type: 8-K
- ticker: KNSL
- cik: 0001669162
- company_name: Kinsale Capital Group, Inc.
- filed_at: 2025-05-22T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.3
- confidence: high
- sec_items: 5.02, 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1669162/000166916225000035/0001669162-25-000035-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1669162/000166916225000035/knsl-20250522.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001669162-25-000035
- JSON: https://secwatch.observer/filing/0001669162-25-000035.json
- Plain text: https://secwatch.observer/filing/0001669162-25-000035.txt

## Key facts
- Governance Changes
  Kinsale Capital Group, Inc.: Amendment to Certificate of Incorporation to add officer exculpation provision permitted by Delaware law (effective 2025-05-22).
  - Change: charter amendment
  - Effective: 2025-05-22
  source text: At the 2025 annual meeting, stockholders of the Company approved an amendment to the Company’s Third Amended and Restated Certificate of Incorporation (the "Charter"), which had previously been approved by the Company’s Board of Directors subject to stockholder approval. The Charter amendment updates the exculpation provision with respect to certain officers of the Company as permitted by recent amendments to the Delaware General Corporation Law. The Charter amendment was filed with the Secretary of State of the State of Delaware on May 22, 2025 and was effective as of such date.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1669162/000166916225000035/0001669162-25-000035-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.