secwatch / observer

OCTAVE SPECIALTY GROUP INC — fact timeline

Source-grounded facts extracted from OCTAVE SPECIALTY GROUP INC's SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

OSG OCTAVE SPECIALTY GROUP INC JSON
Shareholder Votes

OCTAVE SPECIALTY GROUP INC shareholders approved Approval of 2026 Incentive Compensation Plan at the 2026-05-28 meeting.

“The Company’s stockholders approved the Company's 2026 Incentive Compensation Plan, as disclosed in the Company’s 2026 Proxy Statement, with the following vote:”
Shareholder Votes

OCTAVE SPECIALTY GROUP INC shareholders approved Ratification of Ernst & Young LLP as independent registered public accounting firm at the 2026-05-28 meeting.

“The Company’s stockholders ratified the selection of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026 with the following vote:”
Shareholder Votes

OCTAVE SPECIALTY GROUP INC shareholders approved Advisory vote on executive compensation at the 2026-05-28 meeting.

“The Company’s stockholders approved, by advisory (non-binding) vote, the compensation of our named executive officers, as disclosed in the Company’s 2026 Proxy Statement, with the following vote:”
Shareholder Votes

OCTAVE SPECIALTY GROUP INC shareholders approved Election of seven directors at the 2026-05-28 meeting.

“The Company’s stockholders elected the seven (7) director nominees named below to a term expiring at the 2027 annual meeting or until their successors are elected and qualified, with each receiving the following votes:”
Earnings Releases

OCTAVE SPECIALTY GROUP INC reported financial results for first quarter ended March 31, 2026.

“On May 6, 2026, Octave Specialty Group, Inc. issued a press release announcing financial results for its first quarter ended March 31, 2026.”
Debt Financings

OCTAVE SPECIALTY GROUP INC incurred term loan of $40,000,000 with Truist Bank at the same interest rate as the Existing Term Loan maturing the same maturity date as the Existing Term Loan.

“The First Amendment provides an additional term loan in an aggregate principal amount of $40,000,000 (the “Additional Term Loan”), which constitutes the same class, type, and tranche as the term loan outstanding under the Original Credit Agreement (the “Existing Term Loan”), and the Additional Term Loan has the same maturity date and interest rate as the Existing Term Loan, and is fully fungible with the Existing Term Loan in all respects.”
Material Agreements

OCTAVE SPECIALTY GROUP INC amended First Amendment to Credit Agreement and Other Loan Documents with Truist Bank, as administrative agent valued at $40,000,000 (effective 2026-04-01).

“entered into the First Amendment to Credit Agreement and Other Loan Documents (the “First Amendment”) with the lenders signatory thereto (the “Lenders”) and Truist Bank, as administrative agent”
Auditor Changes

OCTAVE SPECIALTY GROUP INC engaged Ernst and Young LLP as its auditor.

“(b) Appointment of New Independent Registered Public Accounting Firm On December 10, 2025, the Audit Committee approved the appointment of Ernst and Young LLP (“EY”) as the Company’s new independent registered public accounting firm, subject to completion of EY’s client acceptance procedures and execution of engagement agreement(s), for the audit of the Company’s financial statements for the year ended December 31, 2026.”
Auditor Changes

OCTAVE SPECIALTY GROUP INC dismissed KPMG LLP as its auditor.

“The Company notified KPMG on December 10, 2025, that it will be dismissed as the Company’s independent registered public accounting firm, upon completion of their audits of the Company’s consolidated financial statements as of and for the year ended December 31, 2025, and the effectiveness of internal control over financial reporting as of December 31, 2025, and the issuance of their reports thereon.”
Governance Changes

OCTAVE SPECIALTY GROUP INC: Amended and restated bylaws to reflect the company name change (effective 2025-11-10).

“In connection with the Name Change, the bylaws of the Company were amended and restated in their entirety to reflect the Name Change.”
Governance Changes

OCTAVE SPECIALTY GROUP INC: Amended certificate of incorporation to change company name to 'Octave Specialty Group, Inc.' (effective 2025-11-10).

“On November 10, 2025, the Company filed with the Secretary of State of the State of Delaware a certificate of amendment to its certificate of incorporation, changing the Company’s name to “Octave Specialty Group, Inc.” (the “Name Change”).”
M&A Transactions

OCTAVE SPECIALTY GROUP INC completed an acquisition involving Sirius Acquisitions Holding Company for Total consideration as of the Closing Date was approximately $250,000,000. (closed 2025-10-31).

“Cirrata VI, Sirius Re Holdings, Inc. (“Seller Parent”) and Sirius Acquisitions Holding Company (the “Seller”). Total consideration as of the Closing Date was approximately $250,000,000. $100,000,000 was financed with the Term Loan, $20,000,000 was drawn under the Revolving Facility and the remaining purchase price was paid with cash on hand. The description of”
Equity Issuances

OCTAVE SPECIALTY GROUP INC issued 5,092,707 shares of common stock of warrant to American Acorn Holdings, LLC (owned by funds managed by Oaktree Capital Management, L.P.) for $70 million in the aggregate.

“with respect to the Warrant upon conversion of the Warrant (including conversions in connection with a Change of Control (as defined in the Letter Agreement)) will not exceed $70 million in the aggregate . The Warrant was, and the Warrant Shares will be, issued in reliance upon an exemption from registration pursuant to Section 4(a)(2) of the Securities Act. The”
M&A Transactions

OCTAVE SPECIALTY GROUP INC completed a disposition involving Acorn for $420,000,000 in cash (closed 2025-09-29).

“On September 29, 2025 , the Company completed its previously announced sale to Acorn of all of the issued and outstanding shares of common stock, par value $2.50 per share, of Ambac Assurance Corporation, a Wisconsin stock insurance company and wholly owned subsidiary of the Company (the “AAC Transaction”), for $420,000,000 in cash, subject to certain adjustments, pursuant to and upon the terms and subject to the conditions set forth in, the stock purchase agreement, dated as of June 3, 2024, as amended by the First Amendment, dated as of July 3, 2025 (together, the “AAC Sale Agreement”), by and between the Company and Acorn.”
M&A Transactions

OCTAVE SPECIALTY GROUP INC completed an acquisition involving Beat for approximately $277.9 million (closed 2024-08-01).

“On August 1, 2024 (the "Closing Date") , the Company completed its previously announced acquisition of Beat pursuant to a share purchase agreement (the “ Beat Purchase Agreement ”), by and among the Company, the Purchaser, certain sellers set forth therein (the “ Sellers ”) and Beat, pursuant to which, and upon the terms and subject to the conditions set forth therein, effective July 31, 2024, the Purchaser purchased from the Sellers approximately 60% of the entire issued share capital of Beat; the total consideration as of the Closing Date was approximately $277.9 million, of which approximately $248.6 million was paid in cash and the remainder was satisfied through the issuance of 2,216,023 shares of Company Common Stock (the “ Beat Transaction ”).”
Earnings Releases

OCTAVE SPECIALTY GROUP INC reported the quarter ended March 31, 2024 results: net income Net income of $20 million, EPS $0.43 per diluted share.

“Ambac Financial Group, Inc. issued a press release announcing financial results for its first quarter ended March 31, 2024”
Earnings Releases

OCTAVE SPECIALTY GROUP INC reported fourth quarter ended December 31, 2023 results: net income Net loss of $(16) million, EPS $(0.24) per diluted share.

“Ambac Financial Group, Inc. issued a press release announcing financial results for its fourth quarter ended December 31, 2023.”
Material Agreements

OCTAVE SPECIALTY GROUP INC entered into Stipulation and Order with Wisconsin Office of the Commissioner of Insurance (effective 2024-02-22).

“Effective February 22, 2024, Ambac Financial Group, Inc. (“Ambac”) and Ambac Assurance Corporation (“AAC”) entered into a Stipulation and Order (the "Stipulation and Order") with the Wisconsin Office of the Commissioner of Insurance (“OCI”), which supersedes the Stipulation and Order that became effective on February 12, 2018, as amended (the “2018 Stipulation and Order”).”
Earnings Releases

OCTAVE SPECIALTY GROUP INC reported third quarter ended September 30, 2023 results: net income Net income of $66 million or $1.41 per diluted share.

“On November 7, 2023, Ambac Financial Group, Inc. issued a press release announcing financial results for its third quarter ended September 30, 2023.”
Shareholder Votes

OCTAVE SPECIALTY GROUP INC shareholders approved Ratification of independent auditor at the 2023-06-22 meeting.

“3. The Company’s stockholders ratified the selection of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023 with the following vote:”
Shareholder Votes

OCTAVE SPECIALTY GROUP INC shareholders approved Advisory vote on executive compensation at the 2023-06-22 meeting.

“2. The Company’s stockholders approved, by advisory (non-binding vote), the compensation of our named executive officers, as disclosed in the Company’s 2023 Proxy Statement, with the following vote:”
Shareholder Votes

OCTAVE SPECIALTY GROUP INC shareholders approved Election of seven director nominees at the 2023-06-22 meeting.

“1. The Company’s stockholders elected the seven (7) director nominees named below to a term expiring at the 2024 annual meeting or until their successors are elected and qualified, with each receiving the following votes:”
Earnings Releases

OCTAVE SPECIALTY GROUP INC reported first quarter ended March 31, 2023 results: revenue Gross written premium $ 60.7, net income Net loss of $(33) million, EPS $(0.73) per diluted share.

“market on our progress later this year." Ambac's First Quarter 2023 Summary Results B (W) Percent ($ in millions, except per share data) 1 1Q2023 1Q2022 Gross written premium $ 60.7 $ 30.3 101 % Net premiums earned 13.9 14.6 (5) % Commission income 14.5 8.6 69 % Program fees 1.5 0.3 485 % Net investment income 34.1 5.0 582 % Pretax income (loss) (28.8) 2.8 NA”
Earnings Releases

OCTAVE SPECIALTY GROUP INC reported fourth quarter ended December 31, 2022 results: net income $175 million, EPS $3.86 per diluted share.

“Ambac Financial Group, Inc. (NYSE: AMBC) ("Ambac" or "AFG"), a financial services holding company, today reported net income attributable to common stockholders of $175 million or $3.86 (1) per diluted share and adjusted earnings (2) of $190 million or $4.18 (1) per diluted share for the quarter ended December 31, 2022.”
Governance Changes

OCTAVE SPECIALTY GROUP INC: Amended Bylaws to adopt majority voting in uncontested director elections and update procedures for universal proxy card rules (effective 2023-01-26).

“On January 26, 2023, the Board of Directors (the “Board”) of Ambac Financial Group, Inc. (“AFG”) approved certain amendments to AFG’s By-laws (the “By-laws”), effective as of such date.”
Debt Financings

OCTAVE SPECIALTY GROUP INC faced acceleration on senior notes of $240 million aggregate principal amount at 8.5% maturing due 2055.

“On February 12, 2018, AAC issued $240 million aggregate principal amount of 8.5% Senior PIK Notes due 2055 (the “Tier 2 Notes”) under an Indenture, dated as of February 12, 2018, by and between AAC and The Bank of New York Mellon, as trustee and as note collateral agent. The Tier 2 Notes are secured by proceeds from RMBS litigations net of reinsurance (“Net Proceeds”) in excess of $1.6 billion and are subject to mandatory redemption from Net Proceeds in excess of $1.6 billion within five business days after the receipt of such Net Proceeds. Effective October 29, 2022 AAC applied Net Proceeds of approximately $213 million (two hundred thirteen million dollars) from the Settlement Agreement and Release with Bank of America Corporation and certain affiliates thereof to redeem Tier 2 Notes plus accrued and unpaid interest as of the date of redemption. AAC plans to apply the Net Proceeds of $140 million (one hundred forty million dollars) from the Settlement Agreement with Nomura plus appro”
Material Agreements

OCTAVE SPECIALTY GROUP INC entered into Settlement Agreement with Nomura Credit & Capital, Inc. valued at $140 million (effective 2022-12-29).

“On December 29, 2022, Ambac Assurance Corporation ("AAC") entered into a Settlement Agreement and Release (the “Settlement Agreement”) with Nomura Credit & Capital, Inc. (“Nomura”) to settle its litigation against Nomura (Supreme Court of the State of New York, County of New York, Case No. 651359/2013, filed on April 15, 2013) concerning certain residential mortgage-backed securities (“RMBS”) trusts (the “Trusts”).”
Earnings Releases

OCTAVE SPECIALTY GROUP INC reported third quarter ended September 30, 2022 results: net income $340 million, EPS $7.41.

“On November 8, 2022, Ambac Financial Group, Inc. issued a press release announcing financial results for its third quarter ended September 30, 2022.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.