Hamilton Insurance Group Ltd. filed SEC Form 8-K: Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
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Property-Casualty Insurers
Finance
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
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Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Pursuant to the director designation right held by the Magnitude Investor (as such term is defined in the Shareholders Agreement dated November 14, 2023 among Hamilton Insurance Group, Ltd. (the “Company”) and the parties thereto), and exercised on its behalf by Magnitude Capital, LLC, the Company was notified on February 20, 2026 that the Magnitude Investor had effected a change in its designated director, with Marc N. Roston succeeding H. Hawes Bostic, III as the Magnitude Investor’s shareholder‑appointed director on the Company’s Board of Directors (the “Board”), effective as of February 20, 2026. Mr. Bostic’s departure was not related to any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Mr. Roston is expected to serve on the Board’s Investments and Technology Committees.
As a shareholder‑appointed director, Mr. Roston will not receive compensation from the Company for his service on the Board. The Company will, however, reimburse him for reasonable and necessary out‑of‑pocket expenses incurred in attending Board or committee meetings or performing other services as a director.
Mr. Roston is not a party to any transaction with the Company that would require disclosure under Item 404(a) of Regulation S‑K.
Item 7.01 - Regulation FD Disclosure
The Company issued a press release on February 25, 2026, announcing the director change described in Item 5.02 above. A copy of the press release making this announcement is furnished hereto as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 - Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
Exhibit No. | Description | |||||||
| 99.1 | ||||||||
101 | Interactive Data File (formatted in Inline XBRL and includes the Cover Page Interactive Data File) | |||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 25, 2026 | HAMILTON INSURANCE GROUP, LTD. | |||||||
| By: | /s/ Gemma Carreiro | |||||||
| Gemma Carreiro | ||||||||
| Group General Counsel | ||||||||