James River Group Holdings, Inc. — fact timeline

Dennis J. Langwell resigned as director at James River Group Holdings, Inc..

“On June 2, 2026, Mr. Langwell advised the Company of his resignation as a director of the Company, with effect from June 16, 2026.”

James River Group Holdings, Inc. reported the quarter ended March 31, 2026 results: net income $(10,743), EPS $(0.23).

“March 31, ($ in thousands, except for share data) 2026 per diluted share 2025 per diluted share Net (loss) income from continuing operations available to common shareholders $ (10,743) $ (0.23) $ 9,019 $ 0.18 Net loss from discontinued operations 1 (149) $ — (1,414) $ (0.02) Net (loss) income available to common shareholders (10,892) $ (0.23) 7,605 $ 0.16”

James River Group Holdings, Inc.: Amended Code of Conduct to update provisions on confidential information and clarify compliance with Employee Handbook (effective 2026-03-02).

“On March 2, 2026, the Company approved certain amendments to its Code of Conduct (as amended, the “Code”).”

James River Group Holdings, Inc. issued common stock.

“James River Group Holdings, Ltd. (“ James River Bermuda ”) changed its jurisdiction of incorporation from Bermuda to the State of Delaware (the “ Domestication ”) and changed its legal name to James River Group Holdings, Inc.”

James River Group Holdings, Inc.: Adopted new by-laws in connection with domestication from Bermuda to Delaware (effective 2025-11-07).

“The new certificate of incorporation and by-laws were effective as of November 7, 2025.”

James River Group Holdings, Inc.: Adopted a new certificate of incorporation in connection with domestication from Bermuda to Delaware (effective 2025-11-07).

“In connection with the Domestication, we adopted a new certificate of incorporation and by-laws, and the rights of holders of the Common Stock are now governed by such documents and the DGCL.”

James River Group Holdings, Inc. incurred credit facility of $212.5 million with KeyBank National Association at based on a base rate or a term rate based on SOFR, in each case plus a specified maturing June 12, 2028.

“Agreement replaced the Company’s previous Third Amended and Restated Credit Agreement dated as of July 7, 2023, as amended (the “Previous Credit Agreement”), that provided for a $212.5 million unsecured revolving credit facility and a $45 million secured revolving credit facility. The Credit Agreement provides for a $212.5 million unsecured revolving credit facility”

Todd Sutherland was appointed as President, Excess & Surplus Lines segment at James River Group Holdings, Inc..

“Todd Sutherland will succeed him as President, also effective immediately.”

Richard J. Schmitzer changed role as Chief Executive Officer, Excess & Surplus Lines segment at James River Group Holdings, Inc..

“Mr. Schmitzer will also step down as Chief Executive Officer of the Company’s Excess & Surplus Lines segment, effective on July 31, 2025.”

Richard J. Schmitzer departed as President, Excess & Surplus Lines segment at James River Group Holdings, Inc..

“On May 5, 2025, the Company announced that Richard J. Schmitzer, President and Chief Executive Officer of the Company’s Excess & Surplus Lines segment, in anticipation of his retirement from the Company later this year, will relinquish his President title effective immediately.”

Christine LaSala was named as Non-Executive Chairperson at James River Group Holdings, Inc..

“the Board named Christine LaSala, a current director, as the successor Non-Executive Chairperson of the Board, effective February 20, 2025.”

Ollie L. Sherman, Jr. resigned as Director at James River Group Holdings, Inc..

“On February 27, 2025, Ollie L. Sherman, Jr. tendered his resignation as a director of the Company, with effect from April 30, 2025.”

James River Group Holdings, Inc.: On November 11, 2024, the Company amended its Certificate of Designations for the 7% Series A Perpetual Cumulative Convertible Preferred Shares to modify conversion rights, dividend terms, and other preferences of holders (effective 2024-11-11).

“Amended and Restated Certificate of Designations On November 11, 2024, the Company entered into the Amended and Restated Certificate of Designations of the 7% Series A Perpetual Cumulative Convertible Preferred Shares (the “A&R Certificate of Designations”) in order to amend and restate the rights of holders of the Series A Preferred Shares, as more particularly set forth below:”

Christine LaSala was appointed as director at James River Group Holdings, Inc..

“On July 5, 2024, the Board of Directors (the “ Board ”) of the Company appointed Christine LaSala as a director of the Company.”

Patricia H. Roberts resigned as Director at James River Group Holdings, Inc..

“On May 6, 2024, Patricia H. Roberts tendered her resignation as a director of the Company, with effect from May 15, 2024.”

James River Group Holdings, Inc. reported first quarter 2024 results: net income Net income from continuing operations available to common shareholders $ 20,883 $ 0.53 $ 5,279 $ 0.14, EPS Net income from continuing operations available to common shareholders $ 20,883 $ 0.53 $ 5,279 $ 0.14.

“James River Group Holdings, Ltd. ("James River" or the "Company") (NASDAQ: JRVR) today reported the following results for the first quarter 2024 as compared to the same period in 2023: Three Months Ended March 31, Three Months Ended March 31, ($ in thousands, except for share data) 2024 per diluted share 2023 per diluted share Net income from continuing operations available to common shareholders $ 20,883 $ 0.53 $ 5,279 $ 0.14”

Daniel J. Heinlein departed as President and Chief Executive Officer of JRG Re at James River Group Holdings, Inc..

“In connection with the Transaction, as of April 16, 2024, Daniel J. Heinlein, President and Chief Executive Officer of JRG Re, joined Buyer, and is no longer employed by a subsidiary of the Company.”

James River Group Holdings, Inc. completed a disposition involving Fleming Intermediate Holdings LLC for aggregate purchase price received by the Company, after giving effect to estimated adjustments based on changes in JRG Re’s adjusted net worth between March 31, (closed 2024-04-16).

“Agreement, the aggregate purchase price received by the Company, after giving effect to estimated adjustments based on changes in JRG Re’s adjusted net worth between March 31, 2023 and the Closing, totaled approximately $291.4 million. The aggregate purchase price was comprised of (i) $152.4 million paid in cash by Buyer and (ii) an aggregate $139”

James River Group Holdings, Inc. amended Fourth Amendment to the Credit Agreement with BMO Bank N.A. (effective 2024-04-16).

“(ii) the Fourth Amendment (the "BMO Amendment") to the Credit Agreement dated as of August 2, 2017, as amended, (the "BMO Facility") by and among the Company, as borrower, and BMO Bank N.A., as the lender ("BMO")”

James River Group Holdings, Inc. amended First Amendment to the Third Amended and Restated Credit Agreement with KeyBank National Association (effective 2024-04-16).

“On April 16, 2024, James River Group Holdings, Ltd. (the "Company") entered into (i) the First Amendment (the "KeyBank Amendment") to the Third Amended and Restated Credit Agreement dated as of July 7, 2023 (the "KeyBank Facility") by and among the Company, as borrower, KeyBank National Association ("KeyBank") as Administrative Agent and Letter of Credit Issuer, KeyBank and Truist Securities, Inc. as Joint Book Runners and Joint Lead Arrangers, Truist Bank as Syndication Agent, and the lender parties thereto (the "KeyBank Lenders")”

James River Group Holdings, Inc. reported financial results for the quarter and fiscal year ended December 31, 2023.

“On February 28, 2024, the Company issued a press release announcing its financial results for the quarter and fiscal year ended December 31, 2023.”

James River Group Holdings, Inc. amended BMO Facility with BMO Bank N.A. valued at Waived Event of Default under Section 7.01(d)(i) until March 1, 2025 due to A.M. Best downgrade of J (effective 2024-02-26).

“On February 26, 2024, James River Group Holdings, Ltd. (the “Company”) entered into (i) a Waiver Agreement to the Third Amended and Restated Credit Agreement dated as of July 7, 2023 (the “KeyBank Facility”) by and among the Company and JRG Reinsurance Company Ltd. (“JRG Re”), as borrowers, KeyBank National Association (“KeyBank”) as Administrative Agent and Letter of Credit Issuer, KeyBank and Truist Securities, Inc. as Joint Book Runners and Joint Lead Arrangers, Truist Bank as Syndication Agent, and the lender parties thereto (the “KeyBank Lenders”) (the “KeyBank Waiver”), and (ii) a Limited Waiver Agreement to the Credit Agreement dated as of August 2, 2017, as amended, (the “BMO Facility”) by and among the Company and JRG Re, as borrowers, and BMO Bank N.A., as the lender (“BMO”) (together with the KeyBank Waiver, the “Waivers” and each a “Waiver”).”

James River Group Holdings, Inc. amended KeyBank Facility with KeyBank National Association as Administrative Agent, KeyBank Lenders valued at Waived Event of Default under Section 7.01(d)(i) until March 1, 2025 due to A.M. Best downgrade of J (effective 2024-02-26).

“On February 26, 2024, James River Group Holdings, Ltd. (the “Company”) entered into (i) a Waiver Agreement to the Third Amended and Restated Credit Agreement dated as of July 7, 2023 (the “KeyBank Facility”) by and among the Company and JRG Reinsurance Company Ltd. (“JRG Re”), as borrowers, KeyBank National Association (“KeyBank”) as Administrative Agent and Letter of Credit Issuer, KeyBank and Truist Securities, Inc. as Joint Book Runners and Joint Lead Arrangers, Truist Bank as Syndication Agent, and the lender parties thereto (the “KeyBank Lenders”) (the “KeyBank Waiver”)”

Terence M. McCafferty departed as President and Chief Executive Officer of the Specialty Admitted Insurance segment at James River Group Holdings, Inc..

“As previously announced, Terence M. McCafferty, President and Chief Executive Officer of the Specialty Admitted Insurance segment of James River Group Holdings, Ltd. (the “Company”), left the Company effective December 2, 2023 (the “Separation Date”).”

Terence M. McCafferty departed as President and Chief Executive Officer of the Specialty Admitted Insurance segment at James River Group Holdings, Inc..

“Effective December 2, 2023, Terence M. McCafferty, President and Chief Executive Officer of the Specialty Admitted Insurance segment of James River Group Holdings, Ltd. (the “Company”), is no longer with the Company.”

James River Group Holdings, Inc. entered into Stock Purchase Agreement with Fleming Intermediate Holdings LLC valued at $277 million (effective 2023-11-08).

“On November 8, 2023, James River Group Holdings, Ltd. (the “Company”) entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) with Fleming Intermediate Holdings LLC, a Cayman Islands limited liability company (the “Buyer”).”

James River Group Holdings, Inc. reported the quarter ended September 30, 2023 results: net income $16.9 million ($0.45 per diluted share), EPS $0.45 per diluted share.

“James River Group Holdings, Ltd. ("James River" or the "Company") (NASDAQ: JRVR) today reported third quarter 2023 net income available to common shareholders of $16.9 million ($0.45 per diluted share)”

James River Group Holdings, Inc. reported that prior financial statements should not be relied upon.

“on November 7, 2023, the Audit Committee of the Board of Directors of the Company, after considering the recommendation of management and discussion with its independent registered public accounting firm, Ernst & Young LLP ("EY"), concluded that the Prior Financial Statements included in the Original Filing should no longer be relied upon solely as a result of the above-described error in the accounting for the Reinstatement Premium and will require restatement.”

James River Group Holdings, Inc. reported the quarter ended June 30, 2023 results: net income $21.1 million ($0.54 per diluted share), EPS $0.54 per diluted share.

“James River Group Holdings, Ltd. (the "Company") issued a press release announcing its financial results for the quarter ended June 30, 2023.”

James River Group Holdings, Inc. shareholders approved The approval of the 2022 compensation of our named executive officers at the 2023-07-27 meeting.

“Proposal 3 - The approval of the 2022 compensation of our named executive officers: For Against Abstain Broker Non-Votes 37,359,151 1,399,195 20,109 1,384,819”

James River Group Holdings, Inc. shareholders approved The re-appointment of Ernst & Young LLP at the 2023-07-27 meeting.

“Proposal 2 - The re-appointment of Ernst & Young LLP: For Against Abstain Broker Non-Votes 39,718,028 427,520 17,726 0”

James River Group Holdings, Inc. shareholders approved Election of Directors at the 2023-07-27 meeting.

“Proposal 1 – Election of Directors: Director For Against Abstain Broker Non-Votes 1a. Dennis J. Langwell, as a Class II director 38,032,844 740,604 5,007 1,384,819 1b. Peter B. Migliorato, as a Class II director 38,032,844 740,604 5,007 1,384,819 1c. Ollie L. Sherman, Jr., as a Class II director 36,227,177 2,546,271 5,007 1,384,819 1d. Frank N. D’Orazio, as a Class III director 38,336,321 429,088 13,046 1,384,819”

James River Group Holdings, Inc. amended Third Amended and Restated Credit Agreement with KeyBank National Association valued at $102.5 million secured revolving credit facility and $212.5 million unsecured revolving credit facil (effective 2023-07-07).

“On July 7, 2023, James River Group Holdings, Ltd. (the “Company”) and JRG Reinsurance Company, Ltd. (“JRG Re”), a wholly-owned subsidiary of the Company, entered into a Third Amended and Restated Credit Agreement (the “Third Amended and Restated Credit Agreement”) with KeyBank National Association (“KeyBank”) as Administrative Agent and Letter of Credit Issuer, KeyBank and Truist Securities, Inc. as Joint Book Runners and Joint Lead Arrangers, Truist Bank as Syndication Agent, and the lender parties thereto.”

Ollie L. Sherman, Jr. changed role as Non-Executive Chairman at James River Group Holdings, Inc..

“the board of directors of the Company (the “ Board ”) has identified Ollie L. Sherman, Jr., a current director who serves as the lead independent director, as the successor Non-Executive Chairman of the Board, effective upon conclusion of Mr. Abram’s term as director, and contingent upon Mr. Sherman’s re-election as a director at the Annual Meeting.”

J. Adam Abram departed as Non-Executive Chairman at James River Group Holdings, Inc..

“On June 4, 2023, J. Adam Abram, the Non-Executive Chairman of the Board of James River Group Holdings, Ltd. (the “ Company ”), advised the Company that he does not intend to seek re-election as a director at the Company’s 2023 annual general meeting of shareholders”

James River Group Holdings, Inc. reported the quarter ended March 31, 2023 results: net income $7.0 million ($0.18 per diluted share), EPS $0.18 per diluted share.

“On May 2, 2023, James River Group Holdings, Ltd. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2023.”

Michael Oakes departed as Class III director at James River Group Holdings, Inc..

“On April 28, 2023, Michael Oakes advised the Company that he does not intend to seek re-election as a Class III director at the Company’s 2023 annual general meeting of shareholders.”

Dennis J. Langwell was appointed as Class II director at James River Group Holdings, Inc..

“On April 5, 2023, the Board of Directors (the “Board”) of the Company appointed Dennis J. Langwell as a Class II director of the Company.”

James River Group Holdings, Inc. reported financial results for the fiscal year ended December 31, 2022.

“On February 27, 2023, James River Group Holdings, Ltd. (the “Company”) issued a press release announcing its financial results for the quarter and fiscal year ended December 31, 2022.”

James River Group Holdings, Inc. reported the quarter ended December 31, 2022 results: net income $15.1 million, EPS $0.40 per diluted share.

“James River Group Holdings, Ltd. ("James River" or the "Company") (NASDAQ: JRVR) today reported fourth quarter 2022 net income available to common shareholders of $15.1 million ($0.40 per diluted share), compared to a net loss available to common shareholders of $66.3 million ($1.78 per diluted share) for the fourth quarter of 2021.”

Matthew B. Botein was appointed as Class I director at James River Group Holdings, Inc..

“All necessary regulatory approvals have been obtained and effective January 6, 2023, Mr. Botein joined the Board as a Class I director”

James River Group Holdings, Inc. reported the quarter ended September 30, 2022 results: net income net loss available to common shareholders of $7.2 million ($0.19 per diluted share).

“issued a press release announcing its financial results for the quarter ended September 30, 2022. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K”

Sundar Srinivasan departed as Class II director at James River Group Holdings, Inc..

“On August 11, 2022, Sundar Srinivasan advised James River Group Holdings, Ltd. (the “Company”) that he does not intend to seek re-election as a Class II director at the Company’s 2022 annual general meeting of shareholders (the “Annual Meeting”).”

Jerry R. Masters resigned as director at James River Group Holdings, Inc..

“On April 26, 2022, Jerry R. Masters tendered his resignation as a director of James River Group Holdings, Ltd. (the “Company”), with effect from April 26, 2022.”

Matthew Botein was appointed as Director at James River Group Holdings, Inc..

“The Investor has designated Matthew Botein as the Series A Designee and, accordingly, the Board approved the appointment of Mr. Botein to serve as a Class I director with a term expiring at the 2024 annual meeting of the Company’s shareholders, effective following receipt of any necessary regulatory approvals.”