Baldwin Insurance Group Inc

Insider Trading Arrangements and Policies

During the quarter ended March 31, 2024, none of our directors or officers adopted orterminated any contract, instruction or written plan for the purchase or sale of our securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).

Amendments to Articles of Incorporation and By-Laws

On May 1, 2024, the Company filed a Certificate of Amendment (the “Charter Amendment”) to its Amended and Restated Certificate of Incorporation (as amended, the “Charter”) to change the legal name of the Company from “BRP Group, Inc.” to “The Baldwin Insurance Group, Inc.”, effective May 2, 2024 (the “Name Change”). The Name Change was approved by the board of directors (the “Board”) of the Company in accordance with Delaware law. The Board also approved the Second Amended and Restated By-Laws of the Company, effective May 2, 2024, to (i) reflect the name change, (ii) update and expand the procedural and informational requirements for director nominations and other proposals submitted by shareholders under the Company's "advance notice" provisions, including updates to reflect the SEC's adoption of "universal proxy" rules as set forth in Rule 14a-19 under the Exchange Act and (iii) make other non-substantive and conforming revisions and clarifications. The foregoing description does not purport to be a complete description and is qualified in its entirety by reference to the full text of the Second Amended and Restated By-Laws of the Company. Copies of the Charter Amendment and the Second Amended and Restated By-Laws of the Company are filed as exhibits 3.3 and 3.4, respectively, to this Quarterly Report on Form 10-Q.

Entry into Material Definitive Agreement

Effective May 2, 2024, Baldwin Holdings changed its legal name from “Baldwin Risk Partners, LLC” to “The Baldwin Insurance Group Holdings, LLC”. Pursuant to the Third Amended and Restated Limited Liability Company Agreement of Baldwin Holdings (as amended, the “LLCA”), the Company, as Managing Member (as defined in the LLCA) of Baldwin Holdings, approved the Second Amendment (the “LLCA Amendment”) to the LLCA. A copy of the LLCA Amendment is filed as exhibit 10.1 to this Quarterly Report on Form 10-Q.

Other Events

On May 7, 2024, the Company issued a press release announcing that its ticker symbol on the Nasdaq Global Select Market will change from “BRP” to “BWIN”. Trading under the new ticker symbol will begin May 20, 2024. A copy of the press release was furnished as Exhibit 99.1 to the Company’s Current Report on Form 8-K filed with the SEC on May 7, 2024.