SEC Form SCHEDULE 13G filed by American Integrity Insurance Group Inc.
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Property-Casualty Insurers
Finance
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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American Integrity Insurance Group, Inc. (Name of Issuer) |
Common Stock (Title of Class of Securities) |
026948109 (CUSIP Number) |
06/30/2025 (Date of Event Which Requires Filing of this Statement) |
| Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
 Rule 13d-1(b)
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| Rule 13d-1(c)
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 Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 026948109 |
| 1 | Names of Reporting Persons
James E. Sowell | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
7,122,061.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
36.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: The figures in Items 5, 7 and 9 consist of shares of common stock, par value $0.001 per share, of American Integrity Insurance Group, Inc., held by Sowell Investments Holding Co., LLC, of which James E. Sowell is the sole manager.
The percent ownership calculated in Item 11 is based upon an aggregate of 19,571,965 shares of common stock, par value $0.001 per share of American Integrity Insurance Group, Inc. reported as outstanding as of August 13, 2025 by American Integrity Insurance Group, Inc. in its quarterly report on Form 10-Q for the period ended June 30, 2025.
SCHEDULE 13G
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| CUSIP No. | 026948109 |
| 1 | Names of Reporting Persons
Sowell Investments Holding Co., LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
TEXAS
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
7,122,061.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
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| 11 | Percent of class represented by amount in row (9)
36.4 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: The percent ownership calculated in Item 11 is based upon an aggregate of 19,571,965 shares of common stock, par value $0.001 per share of American Integrity Insurance Group, Inc. reported as outstanding as of August 13, 2025 by American Integrity Insurance Group, Inc. in its quarterly report on Form 10-Q for the period ended June 30, 2025.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
American Integrity Insurance Group, Inc. | |
| (b) | Address of issuer's principal executive offices:
5426 Bay Center Drive, Suite 600, Tampa, Florida 33609 | |
| Item 2. | ||
| (a) | Name of person filing:
This Schedule 13G is being jointly filed by each of James E. Sowell and Sowell Investments Holding Co., LLC | |
| (b) | Address or principal business office or, if none, residence:
1601 Elm Street, Ste. 3500, Dallas, Texas 75201 | |
| (c) | Citizenship:
See responses to Item 4 on each cover page | |
| (d) | Title of class of securities:
Common Stock | |
| (e) | CUSIP No.:
026948109 | |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
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| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
7,122,061 | |
| (b) | Percent of class:
36.4 %
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| (c) | Number of shares as to which the person has:
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| (i) Sole power to vote or to direct the vote:
7,122,061 | ||
| (ii) Shared power to vote or to direct the vote:
0 | ||
| (iii) Sole power to dispose or to direct the disposition of:
7,122,061 | ||
| (iv) Shared power to dispose or to direct the disposition of:
0 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
Not Applicable
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
Not Applicable
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| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Comments accompanying signature:
Exhibit 99.1 - Joint Filing Agreement.