8-K filed January 2, 2026, 6:59 PM ET ticker BWIN CIK 0001781755

M&A confidence high sentiment neutral materiality 0.80

Baldwin Insurance closes $438M cash + 23.2M shares acquisition of Cobbs Allen

Baldwin Insurance Group, Inc.

Completed acquisition of Cobbs Allen Capital Holdings on Jan 1, 2026; aggregate consideration $438M cash and 23.2M shares of BWIN Class A common stock.
Up to $250M contingent consideration based on net commission/fee thresholds, plus $70M payable at 4th anniversary.
Amended credit agreement to add $600M incremental Term B loans, bringing total term loans to ~$1.6B; proceeds used to fund cash consideration and general corporate purposes.
Paul Sparks (co-founder of Cobbs Allen) appointed as Class III director; Grantland Rice IV named board observer under Voting Agreement.
Cobbs Allen 2024 revenue $282M, net loss $112.2M (attributable to parent); operating loss $88.9M, driven by $129M stock-based compensation.

item 1.01 item 2.01 item 2.03 item 3.02 item 5.02 item 9.01

Machine-readable event card

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accession: 0001781755-26-000004
form_type: 8-K
ticker: BWIN
cik: 0001781755
company_name: Baldwin Insurance Group, Inc.
filed_at: 2026-01-02T23:59:59+00:00
discovered_at: 2026-05-14T18:02:36.155359+00:00
generated_at: 2026-05-16T11:49:22.237088+00:00
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Source-grounded claims

6cc151960bf800fa8488137013f1a1d9c8322cb3

Baldwin Insurance Group, Inc. incurred term loan of $600 million with JPMorgan Chase Bank, N.A., as administrative agent.

was amended to, among other things, provide for $600 million of incremental term B loans (the “New Term Loans")

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

6c64c595ceb48e3a25159647514a95294660321d

Baldwin Insurance Group, Inc. completed an acquisition involving Cobbs Allen Capital Holdings, LLC for $438.0 million in cash and 23,200,000 shares of Class A common stock (closed 2026-01-01).

CAC Group Life, LLC and (ii) 60.19% of the outstanding equity interests in CAC Holdings, LLC. At the Closing, the aggregate consideration paid by the Company consisted of (a) $438.0 million in cash (subject to customary purchase price adjustments) and (b) 23,200,000 shares of the Company’s Class A common stock (the “Equity Consideration”), issued only to the Seller

SEC 8-K Item 2.01/5.01 confidence 0.9 SEC evidence

8e1548ad7651233dbc386aa078ef2cd07159bce6

Baldwin Insurance Group, Inc. entered into Voting Agreement with certain direct owners of the Seller (Seller Group).

On the Closing Date, pursuant to the Transaction Agreement, the Company entered into a voting agreement (the “Voting Agreement”) with certain direct owners of the Seller (the “Seller Group”).

SEC 8-K Item 1.01/1.02 confidence 0.9 SEC evidence

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CAC Group Life, LLC and (ii) 60.19% of the outstanding equity interests in CAC Holdings, LLC. At the Closing, the aggregate consideration paid by the Company consisted of (a) $438.0 million in cash (subject to customary purchase price adjustments) and (b) 23,200,000 shares of the Company’s Class A common stock (the “Equity Consideration”), issued only to the Seller

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