Baldwin Insurance enters new stockholders agreement with key holders after Delaware court ruling

Baldwin Insurance Group, Inc.

New Stockholders Agreement dated Oct 30, 2024, with BIGH, LLC (Lowry Baldwin), Trevor Baldwin, Brad Hale, Daniel Galbraith, James Roche.
Agreement grants approval rights over major actions: M&A >5% total assets, debt >10% total assets, equity issuance >$10M, dividends, director nominations.
Rights become effective upon final nonappealable order that prior stockholders agreement is invalid; triggered by May 2024 Chancery Court opinion.
Bylaw amendment adopted disbanding independent committee once new agreement operative; holders may designate majority of board nominees.

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