Menu Search

Company Announcements

Hagerty Inc

Hagerty Reports Full Year 2025 Results; Provides 2026 Growth Outlook

Full year 2025 Highlights

  • Total Revenue increased 17% to $1,456 million
  • Written Premium increased 14% to $1,194 million
    • Added a record 371,000 new members in 2025
  • Marketplace revenue increased 119% to $119 million
  • Income before taxes increased 49% to $139 million
  • Net Income increased 91% to $149 million
  • Adjusted EBITDA increased 46% to $237 million
  • Basic and Diluted Earnings Per Share was $0.41 and $0.37, respectively
  • 2026 Outlook for sustained Written Premium growth of 15% to 16%

TRAVERSE CITY, Mich. , Feb. 26, 2026 /PRNewswire/ – Hagerty, Inc. (NYSE: HGTY), an automotive enthusiast brand and leading specialty vehicle insurance provider, announced today financial results for the three and twelve months ended December 31, 2025.

"2025 was a standout year for Hagerty, defined by accelerating momentum and record new business count. Top-line gains of 17% were fueled by written premium growth of 14%, and we efficiently converted this revenue into a 91% surge in net income. We also reinvested significantly in our business, including our technology transformation, the launch of Enthusiast+, the roll-out of State Farm to 27 states, as well as our Marketplace expansion into Europe," said McKeel Hagerty, Chief Executive Officer and Chairman of Hagerty.

"In 2026, we will continue to invest back into our member-centric model to drive durable, compounding growth, with written premiums expected to increase 15% to 16%. 2026 also marks a major milestone for Hagerty as we move to a 100% quota share with our long-term partner, Markel. We believe this evolution, combined with our technology-led efficiency initiatives, positions us to generate even higher rates of underlying profit growth and cash flow for our shareholders over the coming years," added Mr. Hagerty.

FOURTH  QUARTER AND FULL YEAR 2025 FINANCIAL HIGHLIGHTS

  • Fourth quarter 2025 Total Revenue increased 19% year-over-year to $357 million, and full year 2025 Total Revenue increased 17% year-over-year to $1,456 million
  • Fourth quarter 2025 Written Premium increased 19% year-over-year to $259 million, and full year 2025 Written Premium increased 14% year-over-year to $1,194 million
  • Fourth quarter 2025 Commission and fee revenue increased 18% year-over-year to $106 million, and full year 2025 Commission and fee revenue increased 15% year-over-year to $486 million
    • Policies in Force Retention was 88.7% as of December 31, 2025 compared to 89.0% in the prior year period, and total insured vehicles increased 9% year-over-year to 2.8 million
  • Fourth quarter 2025 Earned Premium increased 14% year-over-year to $193 million, and full year 2025 Earned Premium increased 13% year-over-year to $727 million
  • Fourth quarter 2025 Marketplace revenue increased 80% year-over-year to $29 million, and full year 2025 Marketplace revenue increased 119% year-over-year to $119 million
    • The increase was primarily due to growth in private sales and additional auctions with the Company's expansion into Europe
  • Fourth quarter 2025 Membership and other revenue increased 8% year-over-year to $19 million, and full year 2025 Membership and other revenue increased 4% year-over-year to $82 million
    • Hagerty Drivers Club (HDC) paid members increased 6% year-over-year to approximately 930,000 compared to 876,000
  • Fourth quarter 2025 Net investment income was $10 million, an increase of 7% year-over-year.
  • Fourth quarter 2025 Income before taxes increased 186% year-over-year to $40 million, and full year 2025 Income before taxes increased 49% year-over-year to $139 million
    • Fourth quarter 2025 Income before tax margin increased by approximately 650 bps, and full year 2025 margin increased by approximately 200 bps compared to the prior year periods
  • Fourth quarter 2025 Loss Ratio was 31.4% compared to 42.8% in the prior year period. Full year 2025 Loss Ratio was 39.3% compared to 46.4% in the prior year period
    • Full year 2025 Combined Ratio for Hagerty Re was 86.6% compared to 94.1% in the prior year period
    • Fourth quarter 2025 and full year 2025 loss expense includes a $21 million reduction in reserves, primarily related to favorable development for the 2024 accident year and improvement in current accident year experience (10.6 percentage points impact to combined ratio in the fourth quarter and 2.8 percentage points for the full year)
  • Full year 2025 Salary and benefits increased 19% due to higher accrued incentive compensation reflecting stronger performance in 2025 compared to the prior year period when accruals were negatively impacted by hurricane activity
  • Full year 2025 General and administrative expenses increased 15% due to an increase in professional fees related to the secondary offering, the Markel Fronting Arrangement and Marketplace expansion into Europe, as well as software-related costs
  • Full year 2025 Depreciation and amortization was $38 million compared to $39 million in the prior year period
  • Full year 2025 Interest expense and other, net was $41 million of expense, which included a $32 million expense related to a change in our TRA liability and $8 million of interest expense.
  • Fourth quarter 2025 Net Income increased 238% year-over-year to $29 million, and full year 2025 Net Income increased 91% year-over-year to $149 million
    • Fourth quarter Income tax expense of $11 million, and full year 2025 Income tax benefit of $10 million which included the release of a portion of the valuation allowance against our deferred tax assets which decreased taxes by $42 million for the year.
  • Fourth quarter 2025 Adjusted EBITDA (a non-GAAP measure) increased 97% year-over-year to $57 million, and full year 2025 Adjusted EBITDA increased 46% year-over-year to $237 million
  • Fourth quarter 2025 Adjusted Earnings Per Share (a non-GAAP measure) was $0.08, and full year 2025 Adjusted Earnings Per Share was $0.37
  • Fourth quarter 2025 Basic and Diluted Earnings Per Share were $0.06, and full year 2025 Basic and Diluted Earnings Per Share was $0.41 and $0.37, respectively
  • The Company ended the quarter with $160 million of unrestricted cash and $178 million of total debt, $68 million of which was back leverage for Broad Arrow Capital's portfolio of loans collateralized by collector cars

The definitions and reconciliations of non-GAAP financial measures are provided under the heading Key Performance Indicators and Certain Non-GAAP Financial Measures at the end of this press release.

2026 OUTLOOK  - SUSTAINED COMPOUNDING GROWTH

We believe 2026 is on track to be another great year for Hagerty as our team executes on our long-term plan to deliver compounding premium growth through investing in our long-term competitive advantages with a member-centric approach. In 2026, we will move to a 100% quota share arrangement with our long-term partner, Markel, where we retain 100% of the premium and risk from our high quality, low volatility underwriting. We also remain focused on delivering this growth more efficiently through the benefits of scale, continued cost discipline, and investments in our technology platform.

  • For full year 2026, Hagerty anticipates:
    • Written Premium growth of 15% to 16%
    • Total Revenue change of (12)% to (11)%, as Markel related commission revenue is eliminated under the new fronting arrangement1
    • Net Income of $(51) million to $(41) million, including ~$190 million of pre-tax Markel fronting arrangement transition costs2
    • Adjusted EBITDA of $236 million to $247 million

2026 Outlook ($)


2026 Outlook (%)

in thousands

2025 Results


Low End


High End


Low End


High End

Total Written Premium

$1,193,548


$1,373,000


$1,385,000


15 %


16 %

Total Revenue1

$1,456,389


$1,280,000


$1,300,000


(12) %


(11) %

Net Income (Loss)2, 3

$149,225


$(51,000)


$(41,000)


N/M


N/M

Adjusted EBITDA4

$236,791


$236,000


$247,000


— %


4 %











1

Revenue guidance reflects the accounting impact of the Markel Fronting Arrangement. Beginning in 2026, we now control the Markel book of business with the benefit of our MGA services received by Hagerty Re and not Markel. As a result commission revenue and the associated ceding commission expense for policies issued through the Markel Fronting Arrangement will be eliminated in consolidation. Although we expect the arrangement to result in increased profitability (as reflected in Adjusted EBITDA), reported commission revenue and ceding commission expense will be significantly lower than prior periods, affecting period-to-period comparability. 2025 commission revenue associated with our alliance agreement with Markel was $437 million and ceding commission expense related to the Company's reinsurance quota share agreement with Markel was $344 million in 2025.

2

The projected Net Loss includes approximately $190 million of transitional, non-cash costs related to the Markel Fronting Arrangement representing deferred ceding commissions paid to Markel in 2025 for policies written prior to January 1, 2026, which will be fully amortized ratably over the remaining term of those policies throughout 2026. This amortization will decline from approximately $90 million in Q1 2026 to approximately $10 million in Q4 2026 as 2025 policies expire. Excluding these transitional costs, we expect 2026 to reflect underlying profitability improvement.

3

Full year 2025 Net Income includes (i) the benefit from the $42 million release of a portion of our valuation allowance, partially offset by a $32 million loss related to the change in value of the TRA liability; and (ii) a $21 million reduction in reserves in the fourth quarter, primarily related to favorable development for the 2024 accident year and improvement in current accident year experience.

4

See Non-GAAP Financial Measures below for additional information regarding this non-GAAP financial measure.


N/M = Not meaningful

Conference Call Details

Hagerty will hold a conference call to discuss the financial results on Thursday, February 26, 202610:00 am Eastern Time. A webcast of the conference call, including its Investor Presentation highlighting full year 2025 financial results, will be available on Hagerty's investor relations website at investor.hagerty.com. The dial-in for the conference call is (877) 423-9813 (toll-free) or (201) 689-8573 (international). Please dial the number 10 minutes prior to the scheduled start time.

A webcast replay of the call will be available at investor.hagerty.com following the call.

Forward-Looking Statements

This press release contains statements that constitute "forward-looking statements" within the meaning of the federal securities laws. All statements we provide, other than statements of historical fact, are forward-looking statements, including those regarding Hagerty's future operating results and financial position, Hagerty's business strategy and plans, products, services, and technology implementations, market conditions, growth and trends, expansion plans and opportunities, and Hagerty's objectives for future operations. The words "anticipate," "believe," "envision," "estimate," "expect," "intend," "may," "plan," "predict," "project," "target," "potential," "will," "would," "could," "should," "continue," "ongoing," "contemplate," and similar expressions, and the negatives of these expressions, are intended to identify forward-looking statements.

Hagerty has based these forward-looking statements largely on current expectations about future events, which may not materialize. Actual results could differ materially and adversely from those anticipated or implied in forward-looking statements. These factors include, among other things, Hagerty's ability to: (i) compete effectively within Hagerty's industry and attract and retain insurance policyholders and paid Hagerty Drivers Club ("HDC") subscribers; (ii) maintain key strategic relationships with Hagerty's insurance distribution and underwriting carrier partners; (iii) prevent, monitor, and detect fraudulent activity; (iv) manage risks associated with disruptions, interruptions, outages, or other issues with Hagerty's technology platforms or use of third-party services; (v) accelerate the adoption of Hagerty's membership and marketplace products and services, as well as any new insurance programs and products offered; (vi) successfully implement the fronting arrangement consummated with Markel and realize the anticipated benefits while also managing the increased exposure to underwriting volatility, catastrophes, reinsurance counterparty risk, and legal, compliance, and regulatory risks resulting from the shift to Hagerty Re assuming 100% of the risk for policies written through this arrangement; (vii) underwrite and price new products, including Enthusiast+, consistent with expected loss ratios and risk tolerances; (viii) execute Broad Arrow's private sale, auction, and financing strategies; (ix) manage the cyclical nature of the insurance business and broader macroeconomic conditions, including inflation, interest rates, and potential recessionary pressures; (x) achieve Hagerty's investment objectives and avoid losses in the investment portfolio; (xi) address unexpected increases in the frequency or severity of claims, including catastrophe losses; and (xii) comply with numerous laws and regulations applicable to Hagerty's business, including without limitation state, federal, and foreign laws relating to insurance and rate increases, privacy and cybersecurity, marketing and advertising, digital services, accounting matters, tax, anti-money laundering, and economic sanctions.

The forward-looking statements in this release represent Hagerty's views as of the date hereof. You should not rely on forward-looking statements as predictions of future events. We operate in a very competitive and rapidly changing environment and new risks emerge from time to time. This presentation should be read in conjunction with the information included in filings with the SEC and press releases. Understanding the information contained in these filings is important in order to fully understand Hagerty's reported financial results and business outlook for future periods. In addition, this presentation contains certain "non-GAAP financial measures". The non-GAAP measures are presented for supplemental informational purposes only. These financial measures are not recognized measures under GAAP and should not be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. Reconciliations to the most directly comparable financial measure calculated and presented in accordance with GAAP are provided in the appendix to this presentation.

About Hagerty, Inc. (NYSE: HGTY)

Hagerty is a company built by drivers for drivers, protecting 2.8 million vehicles in the United States, Canada and the UK. We make it easier and more enjoyable for car enthusiasts to drive and celebrate the machines they love through innovative vehicle insurance products, live and digital auctions, engaging media and events, and the Hagerty Drivers Club, the world's largest membership community of car lovers.

For more information, please visit www.hagerty.com or www.newsroom.hagerty.com. Never Stop Driving®.

Category: Financial
Source: Hagerty

Hagerty, Inc.
Consolidated Statements of Operations




Three months ended December 31,



2025


2024


$ Change


% Change










REVENUES:


in thousands (except percentages and per share amounts)

Commission and fee revenue


$     105,699


$       89,423


$       16,276


18.2 %

Earned premium, net


192,547


168,407


24,140


14.3 %

Marketplace revenue


28,871


16,048


12,823


79.9 %

Membership and other revenue


19,274


17,853


1,421


8.0 %

Net investment income


10,022


9,329


693


7.4 %

Net investment gains


913


412


501


121.6 %

Total revenue


357,326


301,472


55,854


18.5 %

EXPENSES:









Losses and loss adjustment expenses


60,425


72,078


(11,653)


(16.2) %

Ceding commissions, net


89,405


79,842


9,563


12.0 %

Sales expense


58,524


43,732


14,792


33.8 %

Salaries and benefits


72,312


60,462


11,850


19.6 %

General and administrative expenses


25,313


20,432


4,881


23.9 %

Depreciation and amortization


9,790


9,147


643


7.0 %

Interest expense and other, net

1,857


1,878


(21)


(1.1) %

Total expenses


317,626


287,571


30,055


10.5 %

INCOME BEFORE TAXES


39,700


13,901


25,799


185.6 %

Income tax expense


(11,141)


(5,461)


(5,680)


(104.0) %

NET INCOME


28,559


8,440


20,119


238.4 %

Net income attributable to non-controlling interest

(19,733)


(5,335)


14,398


269.9 %

Accretion of Series A Convertible Preferred Stock

(1,902)


(1,875)


27


1.4 %

NET INCOME ATTRIBUTABLE TO CLASS A
COMMON STOCKHOLDERS

$         6,924


$         1,230


$         5,694


462.9 %









Earnings per share of Class A Common Stock:








Basic


$           0.06


$           0.01





Diluted


$           0.06


$           0.01














Weighted average shares of Class A Common Stock outstanding:








Basic


100,570


90,032





Diluted


102,321


90,032





 

Hagerty, Inc.
Consolidated Statements of Operations




Year ended December 31,



2025


2024


$ Change


% Change










REVENUES:


in thousands (except percentages and per share amounts)

Commission and fee revenue

$     486,376


$     423,240


$       63,136


14.9 %

Earned premium, net

726,726


643,324


83,402


13.0 %

Marketplace revenue


119,199


54,549


64,650


118.5 %

Membership and other revenue

82,376


78,925


3,451


4.4 %

Net investment income


38,648


39,249


(601)


(1.5) %

Net investment gains


3,064


2,223


841


37.8 %

Total revenue


1,456,389


1,241,510


214,879


17.3 %

EXPENSES:









Losses and loss adjustment expenses 1


285,394


298,593


(13,199)


(4.4) %

Ceding commissions, net


337,087


301,719


35,368


11.7 %

Sales expense


258,202


190,523


67,679


35.5 %

Salaries and benefits


263,587


221,463


42,124


19.0 %

General and administrative expenses


94,517


82,504


12,013


14.6 %

Depreciation and amortization


37,524


38,905


(1,381)


(3.5) %

Gain related to divestiture


—


(87)


87


N/M

Loss related to warrant liabilities, net


—


8,544


(8,544)


N/M

Interest expense and other, net 2

40,896


5,664


35,232


N/M

Total expenses


1,317,207


1,147,828


169,379


14.8 %

INCOME BEFORE TAXES

139,182


93,682


45,500


48.6 %

Income tax benefit (expense) 3


10,043


(15,379)


25,422


165.3 %

NET INCOME


149,225


78,303


70,922


90.6 %

Net income attributable to non-controlling interest

(100,207)


(61,286)


38,921


63.5 %

Accretion of Series A Convertible Preferred Stock

(7,555)


(7,427)


128


1.7 %

NET INCOME ATTRIBUTABLE TO CLASS A
COMMON STOCKHOLDERS

$       41,463


$         9,590


$       31,873


332.4 %









Earnings per share of Class A Common Stock:








Basic


$           0.41


$           0.10





Diluted


$           0.37


$           0.10














Weighted average shares of Class A Common Stock outstanding:








Basic


94,404


87,529





Diluted


346,973


88,504















N/M = Not meaningful

1

 Includes a $21 million reduction in reserves, primarily related to favorable development for the 2024 accident year and improvement in current accident year experience.

2

 Includes a $32 million loss related to changes in the value of the TRA liability.

3

 Includes $42 million benefit related to the release of a portion of the valuation allowance.

 

Hagerty, Inc.
Consolidated Balance Sheets




December 31,



2025


2024






ASSETS


in thousands (except share amounts)

Fixed maturity securities available-for-sale, at fair value (amortized cost: $687,813 in 2025, $578,669 in 2024)

$                  696,271


$                  577,688

Equity securities, at fair value


34,871


11,839

Total investments


731,142


589,527

Cash and cash equivalents


160,177


104,784

Restricted cash and cash equivalents


138,823


128,061

Accounts receivable


96,205


84,763

Commissions receivable


28,904


20,430

Premiums receivable


180,529


153,748

Deferred acquisition costs, net


179,224


156,466

Reinsurance recoverables


15,296


11,927

Prepaid reinsurance premiums


21,950


18,521

Notes receivable


113,887


56,972

Intangible assets, net


88,915


90,107

Goodwill


114,164


114,123

Deferred tax assets


43,011


—

Other assets


181,749


179,909

TOTAL ASSETS


$               2,093,976


$               1,709,338

LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS' EQUITY




Accounts payable and accrued expenses


$                  111,947


$                    58,892

Advance premiums and due to insurers


123,217


108,352

Losses payable


95,353


98,386

Reserves for unpaid losses and loss adjustment expenses


168,851


168,492

Unearned premiums


412,058


357,539

Ceding commissions payable


86,165


77,389

Debt, net


177,907


105,760

Contract liabilities


46,450


47,239

Deferred tax liability


23,489


18,065

Tax receivable agreement liability


39,829


2,180

Other liabilities


61,684


58,875

TOTAL LIABILITIES


1,346,950


1,101,169

Commitments and Contingencies


—


—

TEMPORARY EQUITY





Preferred stock, $0.0001 par value (20,000,000 shares authorized, 8,483,561 Series A Convertible
Preferred Stock issued and outstanding as of December 31, 2025 and December 31, 2024) 1

86,618


84,663

STOCKHOLDERS' EQUITY





Class A Common Stock, $0.0001 par value (500,000,000 shares authorized, 100,706,893 and
90,032,391 issued and outstanding as of December 31, 2025 and December 31, 2024, respectively)

10


9

Class V Common Stock, $0.0001 par value (300,000,000 authorized, 241,552,156 and 251,033,906
shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively)

24


25

Additional paid-in capital


623,013


603,780

Accumulated earnings (deficit)


(402,960)


(451,978)

Accumulated other comprehensive income (loss)


1,229


(1,514)

Total stockholders' equity


221,316


150,322

Non-controlling interest


439,092


373,184

Total equity


660,408


523,506

TOTAL LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS' EQUITY

$               2,093,976


$               1,709,338






1

The Series A Convertible Preferred Stock is recorded within Temporary Equity because it has equity conversion and cash redemption features.

 

Hagerty, Inc.
Consolidated Statements of Cash Flows



Year ended December 31,


2025


2024





OPERATING ACTIVITIES:

in thousands

Net income

$                 149,225


$                   78,303

Adjustments to reconcile net income to net cash from operating activities:




Loss on disposals of equipment, software, and other assets

1,912


500

Loss related to warrant liabilities, net

—


8,544

Change in TRA Liability

32,235


1,602

Depreciation and amortization

37,524


38,905

Provision for deferred taxes

(34,503)


2,929

Share-based compensation expense

18,908


17,357

Non-cash lease expense

8,911


8,053

Net investment gains

(3,064)


(2,223)

(Accretion) amortization of discount and premium, net

(4,146)


(3,386)

Other

1,297


3,698

Changes in assets and liabilities:




Accounts, commissions, and premiums receivable

(62,595)


26,498

Deferred acquisition costs, net

(22,758)


(14,829)

Reinsurance recoverables

(3,369)


(9,144)

Prepaid reinsurance premiums

(3,429)


(8,047)

Advance premiums and due to insurers

14,175


8,418

Losses payable

(3,033)


36,385

Reserves for unpaid losses and loss adjustment expenses

359


31,985

Unearned premiums

54,519


40,264

Ceding commissions payable

8,776


(31,350)

Other assets and liabilities, net

28,042


(57,438)

Net Cash Provided by Operating Activities

218,986


177,024

INVESTING ACTIVITIES:




Capital expenditures

(24,535)


(21,344)

Acquisitions, net of cash acquired, and other investments

(1,619)


(25,120)

Issuance of notes receivable

(74,714)


(65,770)

Collection of notes receivable

37,733


59,788

Purchases of fixed maturity securities

(333,050)


(669,452)

Purchases of equity securities

(21,890)


(10,861)

Proceeds from maturities and sales of fixed maturity securities

229,899


113,216

Other investing activities

2,979


979

Net Cash Used in Investing Activities

(185,197)


(618,564)

FINANCING ACTIVITIES:




Repayments of debt

(187,881)


(90,775)

Proceeds from debt, net of issuance costs

257,191


61,972

Distributions paid to non-controlling interest unit holders

(30,257)


(6,683)

Payment of Series A Convertible Preferred Stock dividends

(5,600)


(5,600)

Funding of TRA Liability payments

(223)


—

Funding of employee tax obligations upon vesting of share-based payments

(3,854)


(5,836)

Other financing activities

552


—

Net Cash Provided by (Used in) Financing Activities

29,928


(46,922)

Effect of exchange rate changes on cash and cash equivalents and restricted cash and cash equivalents

2,438


(2,969)





Change in cash and cash equivalents and restricted cash and cash equivalents

66,155


(491,431)

Beginning cash and cash equivalents and restricted cash and cash equivalents

232,845


724,276

Ending cash and cash equivalents and restricted cash and cash equivalents

$                 299,000


$                 232,845

Key Performance Indicators and Certain Non-GAAP Financial Measures

Key Performance Indicators

The tables below present a summary of our Key Performance Indicators, which include important operational metrics, as well as certain financial measures prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and non-GAAP financial measures. We use these Key Performance Indicators to evaluate our business, measure our performance, identify trends against planned initiatives, prepare financial projections, and make strategic decisions. We believe these Key Performance Indicators are useful in evaluating our performance when read together with our Consolidated Financial Statements prepared in accordance with GAAP.

Year ended December 31,



2025


2024


Change










GAAP Financial Measures


dollars in thousands (except per share amounts)

Total Revenue 1


$ 1,456,389


$ 1,241,510


$    214,879


17.3 %

Income before taxes


$    139,182


$      93,682


$      45,500


48.6 %

Net Income


$    149,225


$      78,303


$      70,922


90.6 %

Basic Earnings Per Share


$         0.41


$         0.10


$         0.31


N/M

Diluted Earnings Per Share


$         0.37


$         0.10


$         0.27


N/M










Non-GAAP Financial Measures









Adjusted EBITDA


$    236,791


$    161,662


$      75,129


46.5 %

Adjusted Net Income


$    132,577


$      76,204


$      56,373


74.0 %

Adjusted Diluted EPS


$         0.37


$         0.21


$         0.16


76.2 %










Insurance Operational Metrics









Total Written Premium


$ 1,193,548


$ 1,044,492


$    149,056


14.3 %

Hagerty Re Loss Ratio


39.3 %


46.4 %


(7.1) %


N/M

Hagerty Re Combined Ratio


86.6 %


94.1 %


(7.5) %


N/M

New Business Count — Insurance


371,203


278,556


92,647


33.3 %










Marketplace Operational Metrics









Auction sales:









Aggregate Auction Sales


$    278,694


$    178,199


$    100,495


56.4 %

Net Auction Sales


$    252,363


$    163,312


$      89,051


54.5 %

Private Sales


$    286,763


$      77,281


$    209,482


271.1 %

BAC Average Loan Portfolio


$      85,468


$      65,045


$      20,423


31.4 %











N/M = Not meaningful

1

Total Revenue for 2024 has been recast to include Net investment income and Net investment gains as components of revenue in accordance with the Article 7 reporting standards adopted in 2025. Total revenue as previously presented in accordance with Article 5 was $1,200 million for the year ended December 31, 2024.

 

December 31,







2025


2024


Change










Insurance Operational Metrics









Policies in Force


1,684,935


1,506,451


178,484


11.8 %

Policies in Force Retention


88.7 %


89.0 %


(0.3) %


N/M

Vehicles in Force


2,819,179


2,576,700


242,479


9.4 %

HDC Paid Member Count


929,895


875,822


54,073


6.2 %

Marketplace Operational Metrics









BAC Loan Portfolio Balance


$    103,338


$      56,972


$      46,366


81.4 %











N/M = Not meaningful

Non-GAAP Financial Measures

Adjusted EBITDA

We define EBITDA as consolidated Net income, excluding Interest expense and other, net, Income tax expense (benefit), and Depreciation and amortization. We define Adjusted EBITDA as EBITDA, further adjusted to (i) exclude net investment gains and losses; (ii) deduct interest expense related to the State Farm Term Loan; (iii) exclude net gains and losses related to our warrant liabilities prior to the Warrant Exchange; (iv) exclude share-based compensation expense; and when applicable, exclude (v) restructuring, impairment and related charges; (vi) gains, losses and impairments related to divestitures; and (vii) certain other unusual items.

How This Measures is Useful

When used in conjunction with GAAP financial measures, Adjusted EBITDA is a supplemental measure of operating performance that we believe is a useful measure to evaluate our performance period over period and relative to our competitors and peers. Management uses Adjusted EBITDA to evaluate our operating performance on a consistent basis, as it removes the impact of items not directly resulting from our core operations. We believe the presentation of Adjusted EBITDA provides securities analysts, investors, and other interested parties with a supplemental view of our operating performance that enhances their understanding of our business and our results operations, as well as assisting investors in evaluating how well we are executing our strategic initiatives.

Limitations of the Usefulness of This Measure

Adjusted EBITDA may differ from similarly titled measures used by other companies due to different methods of calculation, which could reduce the usefulness of this non-GAAP financial measure when comparing our performance to that of other companies. Presentation of Adjusted EBITDA is not intended to be considered in isolation or a substitute for, or superior to, the financial information prepared in accordance with GAAP. A reconciliation of Adjusted EBITDA to Net income, the most directly comparable GAAP measure, is presented below.

Three months ended

December 31,


Year ended
December 31,



2025


2024


2025


2024












in thousands

Net income

$       28,559


$         8,440


$     149,225


$       78,303

Interest expense and other, net 1, 2

1,857


1,878


40,896


5,664

Income tax expense (benefit) 3

11,141


5,461


(10,043)


15,379

Depreciation and amortization

9,790


9,147


37,524


38,905

EBITDA

51,347


24,926


217,602


138,251

Net investment gains

(913)


(412)


(3,064)


(2,223)

Interest expense related to State Farm Term Loan 4

(515)


(515)


(2,060)


(2,060)

Loss related to warrant liabilities, net

—


—


—


8,544

Share-based compensation expense

4,281


4,339


18,908


17,357

Gain related to divestiture


—


—


—


(87)

Other unusual items 5

2,444


344


5,405


1,880

Adjusted EBITDA

$       56,644


$       28,682


$     236,791


$     161,662










1 

Excludes interest expense related to the BAC Credit Facility, which is recorded within "Sales expense" in the Consolidated Statements of Operations.

2 

Principally includes interest expense and changes in the value of the TRA liability, which totaled $32 million during the year ended December 31, 2025, and $2 million during the year ended December 31, 2024.

3 

Income tax expense (benefit) for the three and twelve months ended December 31, 2025 includes a $42 million benefit related to the release of a portion of the valuation allowance against our deferred tax assets.

4 

Interest expense related to the State Farm Term Loan is charged against Adjusted EBITDA as it is directly attributable to the operations of Hagerty Re.

5 

For the year ended December 31, 2025, other unusual items includes certain legal settlement expenses, professional fees associated with the THG Unit Exchange and related Secondary Offering, and certain material severance expenses. For the year ended December 31, 2024, other unusual items includes professional fees associated with the Warrant Exchange, as well as certain material severance expenses.

As a result of our transition to the Article 7 reporting standards, Net investment income is reported as a component of revenue and is no longer an adjustment in our reconciliation from Net income to Adjusted EBITDA. In addition, interest expense related to the State Farm Term Loan is now deducted from Adjusted EBITDA as it is directly attributable to Hagerty Re, which generates a significant portion of our net investment income. The following table presents a reconciliation of Adjusted EBITDA as presented in prior periods in accordance with Article 5, to the current presentation in accordance with Article 7:

Three months ended

December 31,


Year ended

December 31,


2024


2024






in thousands

Prior presentation of Adjusted EBITDA

$                   19,868


$                 124,473

Net investment income

9,329


39,249

Interest expense related to State Farm Term Loan

(515)


(2,060)

Current presentation of Adjusted EBITDA

$                   28,682


$                 161,662

The following table reconciles Adjusted EBITDA for the year ended December 31, 2026 Outlook to the most directly comparable GAAP measure, which is Net income:

2026 Low


2026 High








in thousands

Net loss1

$           (51,000)


$           (41,000)

Interest expense and other, net2

5,000


5,000

Income tax expense

33,000


34,000

Depreciation and amortization

40,000


40,000

Share-based compensation expense

19,000


19,000

Markel Fronting Arrangement transition costs

190,000


190,000

Adjusted EBITDA

$           236,000


$           247,000






1

The projected Net Loss includes approximately $190 million of transitional, non-cash costs related to the Markel Fronting Arrangement representing deferred ceding commissions paid to Markel in 2025 for polcies written prior to January 1, 2026, which will be fully amortized ratably over the remaining term of those policies throughout 2026. This amortization will decline from approximately $90 million in the first quarter of 2026 to approximately $10 million in the fourth quarter of 2026 as 2025 policies expire. Excluding these transitional costs, we expect 2026 to reflect underlying profitability improvement

2

Excludes interest expense related to the BAC Credit Facility, which is recorded within "Sales expense" in the Consolidated Statements of Operations

Adjusted Net Income and Adjusted Diluted EPS

Beginning with this Annual Report, Adjusted Net Income is presented as a non-GAAP financial measure, as we consider it to be an important supplemental measure of our performance and believe it is frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in our industry. In addition, we revised and renamed our non-GAAP measure previously titled "Adjusted EPS" to "Adjusted Diluted EPS". The revised measure uses Adjusted Net Income as the numerator in the calculation and updated the most comparable GAAP measure from Basic EPS to Diluted EPS. We believe that the revised calculation better reflects the potential dilution from these securities and enhances comparability with industry peers.

Adjusted Net Income represents Net income attributable to Class A Common Stockholders, assuming the full exchange of all outstanding THG units and Series A Convertible Preferred Stock for shares of Class A Common Stock, adjusted to exclude (i) net investment gains and losses; (ii) changes in the fair value of warrant liabilities prior to the Warrant Exchange; (iii) changes in the TRA Liability; (iv) gains and losses related to divestitures; and (v) certain other unusual items, each of which we do not believe are directly related to our core operations and may not be indicative of our ongoing performance. Adjusted Diluted EPS is calculated by dividing Adjusted Net Income by the weighted average shares of Class A Common Stock outstanding, assuming the full exchange of all outstanding THG units, Series A Convertible Preferred Stock, and unvested share-based compensation awards. Refer to Note 6 — Fair Value Measurements in Item 8 of Part II of this Annual Report for additional information regarding the Warrant Exchange.

How These Measures Are Useful

When used in conjunction with GAAP financial measures, Adjusted Net Income and Adjusted Diluted EPS are supplemental measures of operating performance that we believe are useful measures to evaluate our performance period over period and relative to our competitors and peers. Management uses Adjusted Net Income and Adjusted Diluted EPS to evaluate our operating performance on a consistent basis to make strategic and operational decisions. We believe these measures provide management and investors with useful information regarding trends in our business that may not otherwise be apparent when relying solely on GAAP measures. By assuming the full exchange of all outstanding THG units and Series A Convertible Preferred Stock, we believe these measures facilitate comparisons with other companies that have different organizational and tax structures, as well as comparisons period over period because it eliminates the effect of any changes in Net income attributable to Class A Common Stockholders driven by increases in Hagerty, Inc.'s ownership in THG, which is unrelated to our operating performance, and excludes items that are unusual or may not be indicative of our ongoing performance.

Limitations of the Usefulness of These Measures

Adjusted Net Income and Adjusted Diluted EPS may differ from similarly titled measures used by other companies due to different methods of calculation. Presentation of Adjusted Net Income and Adjusted Diluted EPS should not be considered alternatives to Net income attributable to Class A Common Stockholders and Diluted EPS, as determined under GAAP. While these measures are useful in evaluating our performance, they assume the full exchange of all outstanding THG units and Series A Convertible Preferred Stock for shares of Class A Common Stock, which has not occurred and may not occur. Further, the adjustments made to arrive at Adjusted Net Income exclude certain expenses and income that may recur in the future. Adjusted Net Income and Adjusted Diluted EPS should be evaluated in conjunction with our GAAP financial results. A reconciliation of Adjusted Net Income to Net income attributable to Class A Common Stockholders, the most directly comparable GAAP measure, and the computation of Adjusted Diluted EPS are presented below.

Three months ended

December 31,


Year ended December 31,



2025


2024


2025


2024










Numerator:


in thousands (except per share amounts)

Net income attributable to Class A Common Stockholders

$         6,924


$         1,230


$       41,463


$         9,590

Adjustments:









Accretion of Series A Convertible Preferred Stock

1,902


1,875


7,555


7,427

Net income attributable to non-controlling interest

19,733


5,335


100,207


61,286

Net investment gains


(913)


(412)


(3,064)


(2,223)

Loss related to warrant liabilities, net


—


—


—


8,544

Change in TRA Liability


(40)


280


32,235


1,602

Gain related to divestiture


—


—


—


(87)

Other unusual items 1


2,444


344


5,405


1,880

Tax impact of above adjustments 2


186


2,214


(51,224)


(11,815)

Adjusted Net Income


$       30,236


$       10,866


$     132,577


$       76,204










Denominator:









Weighted average shares of Class A Common Stock outstanding — Diluted

102,321


90,032


346,973


88,504

Adjustments:








Assumed exchange of non-controlling interest THG units for shares of Class A Common Stock

245,554


255,178


—


255,328

Assumed conversion of shares of Series A Convertible Preferred Stock into shares of Class A Common Stock

6,785


6,785


6,785


6,785

Assumed vesting of share-based compensation awards

6,445


8,101


7,062


7,162

Adjusted weighted average shares of Class A Common Stock outstanding — Diluted

361,105


360,096


360,820


357,779










Adjusted Diluted EPS


$           0.08


$           0.03


$           0.37


$           0.21

 

Three months ended

December 31,


Year ended December 31,



2025


2024


2025


2024












in thousands

Diluted earnings per share


$           0.06


$           0.01


$           0.37


$           0.10

Impact of assumed exchange, conversion, or vesting of
remaining potentially dilutive securities 3

0.02


0.01


0.05


0.12

Non-GAAP adjustments 4

—


0.01


(0.05)


(0.01)

Adjusted Diluted EPS

$           0.08


$           0.03


$           0.37


$           0.21










(1)

For the year ended December 31, 2025, other unusual items includes certain legal settlement expenses, professional fees associated with the THG Unit Exchange and related Secondary Offering, and certain material severance expenses. For the year ended December 31, 2024, other unusual items includes professional fees associated with the Warrant Exchange, as well as certain material severance expenses.

(2)

Represents the tax effect of the aforementioned adjustments to reflect corporate income taxes at an estimated effective tax rate of 23.7% and 26.3% for 2025 and 2024, respectively, which considers the U.S. federal statutory rate of 21%, a combined state income tax rate of approximately 5% (net of federal benefits), and certain material permanent items.

(3)

Assumes the exchange of all outstanding THG units, Series A Convertible Preferred Stock, and unvested share-based compensation awards for shares of Class A Common Stock, resulting in the elimination of the non-controlling interest and recognition of the Net income attributable to non-controlling interest, as well as elimination of the accretion of Series A Convertible Preferred Stock.

(4)

Represents the per share impact of non-GAAP adjustments for each period. Refer to the reconciliation above for additional information.

 

Cision View original content to download multimedia:https://www.prnewswire.com/news-releases/hagerty-reports-full-year-2025-results-provides-2026-growth-outlook-302698118.html

SOURCE Hagerty