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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 23, 2026
HERITAGE INSURANCE HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-36462 | 45-5338504 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 1401 N. Westshore Blvd Tampa, Florida |
33607 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (727) 362-7202
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
||
| Common Stock, par value $0.0001 per share | HRTG | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02 | Results of Operations and Financial Conditions. |
On February 23, 2026, Heritage Insurance Holdings, Inc. (the “Company”) issued a press release announcing preliminary financial results for its fiscal quarter ended December 31, 2025 and the date for the release of the Company’s fourth quarter and full year 2025 financial results. A copy of the press release is attached hereto as Exhibit 99.1.
| Item 7.01 | Regulation FD Disclosure. |
In addition, the Company plans to participate in the Association of Insurance and Financial Analysts 2026 Annual Conference on March 3, 2026 and may discuss the matters disclosed in Item 2.02 above and the accompanying Exhibit 99.1 while at the conference.
The information furnished under Items 2.02 and 7.01 of this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. The following exhibit is being furnished as part of this Current Report on Form 8-K.
| No. |
Exhibit |
|
| 99.1 | Press Release dated February 23, 2026. | |
| 104 | Cover Page Interactive Data File (the cover page tags are embedded within the Inline XBRL document). | |
SIGNATURES
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.
| HERITAGE INSURANCE HOLDINGS, INC. | ||||||
| Date: February 23, 2026 | By: | /s/ Kirk Lusk |
||||
| Kirk Lusk Chief Financial Officer |
||||||
Exhibit 99.1
Heritage Provides Update on Fourth Quarter 2025 Financial Results and Announces Earnings Release Date
Tampa, FL – February 23, 2026: Heritage Insurance Holdings, Inc. (NYSE: HRTG) (“Heritage” or the “Company”), a super-regional property and casualty insurance holding company, today provided an update on the Company’s preliminary fourth quarter 2025 financial results and announced its earnings release dates.
Fourth Quarter 2025 Update
The Company expects to deliver fourth quarter 2025 after-tax net income in excess of $60 million, or more than $2.00 per share, and a full year return on equity of more than 45%. These preliminary results are driven by higher year-over-year total revenue while both losses and expenses are lower than the prior year quarter.
Fourth Quarter and Full Year 2025 Earnings Date
Heritage will announce its fourth quarter and full year 2025 financial results before the market opens on Monday March 9, 2026 with a conference call to follow at 9:00 am ET on the same day.
Conference Call Details:
North American Dial-in: 1-888-346-3095
International Dial-in: 1-412-902-4258
Telephone participants should ask to be joined into the Heritage Insurance Holdings Fourth Quarter and Full Year 2025 Earnings Call.
Webcast:
A live audio webcast of the earnings call will be available in the investors section of the company’s website. The call will be archived and available for replay.
Financial information, including material announcements about Heritage, is routinely posted on investors.heritagepci.com.
About Heritage
Heritage Insurance Holdings, Inc. is a super-regional property and casualty insurance holding company. Through its insurance subsidiaries and a large network of experienced agents, the Company writes approximately $1.4 billion of gross personal and commercial residential premium across its multi-state footprint covering the northeast, southeast, Hawaii and California excess and surplus lines. As a catastrophe focused property insurer, our personnel have devoted efforts to policyholders impacted by wildfires, hurricanes, winter storms, and severe convective storms.
Forward-Looking Statements
Statements in this press release that are not historical facts are forward-looking statements that are subject to certain risks and uncertainties that could cause actual events and results to differ materially from those discussed herein. Without limiting the generality of the foregoing, words such as “may,” “will,” “expect,” “believe,” “anticipate,” “intend,” “could,” “would,” “estimate,” “or “continue” or the other negative variations thereof or comparable terminology are intended to identify forward-looking statements. This release includes forward-looking statements including statements relating to certain preliminary fourth quarter 2025 financial estimates. The risks and uncertainties that could cause our actual results to differ from those expressed or implied herein include, without limitation, the risk that additional information from the Company or the Company’s independent registered accounting firm results in changes to the preliminary estimated financial results presented in this press release, and other risks described from time to time by us in our filings with the Securities and Exchange Commission, including, but not limited to, the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 filed with the Securities and Exchange Commission on March 13, 2025, and subsequent filings.
The Company undertakes no obligations to update, change or revise any forward-looking statement, whether as a result of new information, additional or subsequent developments or otherwise except as required by law.
The preliminary, unaudited financial estimates contained in this press release are based on information available to management as of the date of this press release, remain subject to the completion of normal year-end accounting procedures and adjustments, and are subject to change. Our independent registered public accounting firm has not completed its review of our results for the quarter or year ended December 31, 2025. During the course of the preparation of our consolidated financial statements and related notes, and completion of our financial close and procedures for the year ended, adjustments to the preliminary estimates may be identified, and such adjustments may be material. In addition, other developments may arise between now and the time the financial statements for the year ended December 31, 2025 are finalized. We undertake no obligation to update the information in this press release in the event facts or circumstances change after the date of this press release.
Investor Contact:
Kirk Lusk
Chief Financial Officer
investors@heritagepci.com