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Baldwin Insurance Group Inc

For the period ended Dec 31, 2024. Filed Feb 25, 2025.

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FY2024 · Filed Feb 25, 2025

BWIN$32.15+0.5%Stored close · as of Nov 9, 2026

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Contents

21. Segment Information

  1. Segment Information

Effective January 1, 2024, the Company’s FounderShield Partner moved from the Underwriting, Capacity & Technology Solutions operating group to the Insurance Advisory Solutions operating group. Prior year segment reporting information within this note has been recast to conform to the current organizational structure.

Baldwin’s business is divided into three operating groups: Insurance Advisory Solutions, Underwriting, Capacity & Technology Solutions and Mainstreet Insurance Solutions.

The Insurance Advisory Solutions (“IAS”) operating group provides expertly-designed commercial risk management, employee benefits and private risk management solutions for businesses and high-net-worth individuals, as well as their families, through our national footprint which has assimilated some of the highest quality independent insurance brokers in the country with vast and varied strategic capabilities and expertise.

The Underwriting, Capacity & Technology Solutions (“UCTS”) operating group consists of three distinct businesses—its MGA platform (“MSI”), the reinsurance brokerage business, Juniper Re, and our captive management business. Through MSI, the Company manufactures proprietary, technology-enabled insurance products that are then distributed (in many instances via technology and/or API integrations) internally via risk advisors across its other operating groups and externally via select distribution partners, with a focus on sheltered channels where its products deliver speed, ease of use and certainty of execution, an example of which is the national embedded renters insurance product sold at point of lease via integrations with property management software providers. UCTS’ Wholesale Business was sold in the first quarter of 2024 and its operations are included in UCTS’ results through February 29, 2024.

The Mainstreet Insurance Solutions (“MIS”) operating group offers personal insurance, commercial insurance and life and health solutions to individuals and businesses in their communities, with a focus on accessing clients via sheltered distribution channels, which include, but are not limited to, new home builders, realtors, mortgage originators/lenders, master planned communities, and various other community centers of influence. The MIS operating group also offers consultation for government assistance programs and solutions, including traditional Medicare, Medicare Advantage and Affordable Care Act, to seniors and eligible individuals through a network of primarily independent contractor agents.

In all its operating groups, the Company generates commissions from insurance placement under both agency bill and direct bill arrangements, and profit-sharing income based on either the underlying book of business or performance, such as loss ratios. All operating groups also generate other ancillary income.

In the IAS and UCTS operating groups, the Company generates fees from service fee and consulting arrangements. Service fee arrangements are in place with certain clients for providing insurance placement services.

In the UCTS operating group, the Company generates fees from policy fee and installment fee arrangements. Policy fee revenue is earned for acting in the capacity of an MGA and providing payment processing services and other administrative functions on behalf of insurance company partners.

In the MIS operating group, the Company generates commissions and fees from marketing income, which is earned through co-branded Medicare marketing campaigns with the Company’s insurance company partners.

In addition, the Company generates investment income in all its operating groups and the Corporate and Other non-reportable segment.

The Company’s chief operating decision maker, the chief executive officer, evaluates the performance of its reportable segments based on net income (loss) and net income (loss) before interest, taxes, depreciation, amortization, and one-time transactional-related expenses or non-recurring items. The chief operating decision maker considers actual, actual-to-prior year variances, and budget-to-actual variances on a monthly basis for both profit measures to manage resources and make decisions about the business. However, only segment net income (loss), as the measure of segment profit or loss that is most consistent with GAAP measurement principles, is disclosed below.

Summarized financial information regarding the Company’s operating groups is shown in the following tables. The Corporate and Other non-reportable segment includes any expenses not allocated to the operating groups and corporate-related items, including interest expense. Intersegment revenue and expenses are eliminated through Corporate and Other. Service center expenses and other overhead are allocated to the Company’s operating groups based on either revenue or headcount as applicable to each expense.

The Company changed its measure of operating group profitability during the year ended December 31, 2024. In previous years, commissions, employee compensation and benefits expense relating to the Company’s growth services colleagues was primarily recognized in Corporate and Other. During 2024, the Company began allocating growth services colleague compensation amongst the respective operating groups. This change in measurement resulted in an increase to commissions, employee compensation and benefits expense in each of the operating groups and a decrease in Corporate and Other.

For the Year Ended December 31, 2024
(in thousands)Insurance Advisory SolutionsUnderwriting, Capacity & Technology SolutionsMainstreet Insurance SolutionsCorporateand OtherTotal
Revenues:
Commission revenue(1)(2)$569,434$388,810$250,825$(79,166)$1,129,903
Profit-sharing revenue60,93512,46422,133—95,532
Consulting and service fee revenue71,8526,316——78,168
Policy fee and installment fee revenue—60,719——60,719
Other income3,9365688,290—12,794
Investment income5,7794,062352,04511,921
Total revenue711,936472,939281,283(77,121)1,389,037
Expenses:
Outside commissions(2)11,009260,20477,782(79,166)269,829
Inside advisor commissions167,6951,61829,560—198,873
Fixed compensation206,02953,45338,6014,965303,048
Benefits and other82,92532,75722,9748,466147,122
Share-based compensation25,5119,3266,71923,94765,503
Severance1,8951,7575201,5845,756
Colleague earnout incentives39,3152,602——41,917
Commissions, employee compensation and benefits534,379361,717176,156(40,204)1,032,048
Selling expense23,0984,41415,7546,86650,132
Operating expense54,71436,60219,44928,172138,937
Administrative expense63,01615,68127,511144,390250,598
All other expenses, net(3)(15,403)(28,888)4952,199(41,597)
Total expense659,804389,526239,365141,4231,430,118
Net income (loss)$52,132$83,413$41,918$(218,544)$(41,081)
Other segment disclosures:
Change in fair value of contingent consideration$(10,458)$5,085$424$—$(4,949)
Depreciation and amortization expense61,70715,51827,1674,532108,924
Interest (income) expense, net(4)(26)32123,642123,644
Gain on divestitures3,84335,110——38,953
Loss on extinguishment and modification of debt———(15,113)(15,113)
Capital expenditures6,11017,6268,8978,41641,049
At December 31, 2024
Total assets$2,329,152$621,407$524,576$59,596$3,534,731

(1)During the year ended December 31, 2024, commission revenue for the IAS, UCTS and MIS operating groups included direct bill revenue of $351.3 million, $6.1 million and $248.8 million, respectively, and agency bill revenue of $218.2 million,$382.7 million and$2.0 million, respectively.

(2) During the year ended December 31, 2024, the UCTS operating group recorded commission revenue shared with other operating groups of $77.6 million; and the MIS operating group recorded commission revenue shared within the same operating group of $1.6 million. Commission revenue shared within the same operating group and passed through to other operating groups is eliminated through Corporate and Other.

(3)All other expenses include change in fair value of contingent consideration, gain on divestitures, other income (expense), net, income tax expense.

For the Year Ended December 31, 2023
(in thousands)Insurance Advisory SolutionsUnderwriting, Capacity & Technology SolutionsMainstreet Insurance SolutionsCorporateand OtherTotal
Revenues:
Commission revenue(1)(2)$512,211$305,752$217,300$(67,711)$967,552
Profit-sharing revenue56,54921,17415,714—93,437
Consulting and service fee revenue68,4816,156——74,637
Policy fee and installment fee revenue—65,386——65,386
Other income5,1024,0311,683—10,816
Investment income3,7322,040—9556,727
Total revenue646,075404,539234,697(66,756)1,218,555
Expenses:
Outside commissions(2)7,480209,18862,461(67,711)211,418
Inside advisor commissions153,2124,53026,0732,927186,742
Fixed compensation191,92953,22036,35912,920294,428
Benefits and other79,50026,97420,8088,729136,011
Share-based compensation3,6933,7271,34347,45856,221
Severance3,3624691,19613,48718,514
Colleague earnout incentives8,020———8,020
Commissions, employee compensation and benefits447,196298,108148,24017,810911,354
Selling expense19,7503,95414,6807,29745,681
Operating expense60,01137,44116,52326,419140,394
Administrative expense56,96217,12423,821123,879221,786
All other expenses, net(3)38,52020,1312,0112,69763,359
Total expense622,439376,758205,275178,1021,382,574
Net income (loss)$23,636$27,781$29,422$(244,858)$(164,019)
Other segment disclosures:
Change in fair value of contingent consideration$38,306$20,930$1,847$—$61,083
Depreciation and amortization expense55,33916,58423,4183,06198,402
Interest (income) expense, net(157)—(30)119,652119,465
Capital expenditures1,3307,5713,4828,99321,376
At December 31, 2023
Total assets$2,292,729$646,404$518,593$44,211$3,501,937

(1)During the year ended December 31, 2023, commission revenue for the IAS, UCTS and MIS operating groups included direct bill revenue of $325.2 million, $44.0 million and $215.6 million, respectively, and agency bill revenue of $187.0 million,$261.8 million and$1.7 million, respectively.

(2)During the year ended December 31, 2023, the UCTS operating group recorded commission revenue shared with other operating groups of $65.9 million; and the MIS operating group recorded commission revenue shared within the same operating group of $1.8 million. Commission revenue shared within the same operating group and passed through to other operating groups is eliminated through Corporate and Other.

(3)All other expenses include change in fair value of contingent consideration, other income (expense), net, income tax expense.

For the Year Ended December 31, 2022
(in thousands)Insurance Advisory SolutionsUnderwriting, Capacity & Technology SolutionsMainstreet Insurance SolutionsCorporateand OtherTotal
Revenues:
Commission revenue(1)(2)$464,672$218,983$145,981$(42,842)$786,794
Profit-sharing revenue47,0759,7579,259—66,091
Consulting and service fee revenue56,6864,558——61,244
Policy fee and installment fee revenue—55,362——55,362
Other income5,3094,1221,798—11,229
Total revenue573,742292,782157,038(42,842)980,720
Expenses:
Outside commissions(2)8,428153,50237,891(42,842)156,979
Inside advisor commissions140,7594,98519,522(10,309)154,957
Fixed compensation172,13533,98226,79913,990246,906
Benefits and other74,78515,18913,3229,852113,148
Share-based compensation———46,20146,201
Severance4311551984701,254
Commissions, employee compensation and benefits396,538207,81397,73217,362719,445
Selling expense15,6422,9769,0218,21735,856
Operating expense56,99323,50715,24731,216126,963
Administrative expense57,53717,04816,20377,167167,955
All other expenses, net(3)25,1147,037583(25,485)7,249
Total expense551,824258,381138,786108,4771,057,468
Net income (loss)$21,918$34,401$18,252$(151,319)$(76,748)
Other segment disclosures:
Change in fair value of contingent consideration$25,156$6,627$524$—$32,307
Depreciation and amortization expense53,22216,02414,8562,25686,358
Interest (income) expense, net(232)—(30)71,33471,072
Capital expenditures1,7385,6553,01811,56821,979

(1)During the year ended December 31, 2022, commission revenue for the IAS, UCTS and MIS operating groups included direct bill revenue of $300.1 million, $40.6 million and $143.9 million, respectively, and agency bill revenue of $164.6 million,$178.4 million and $2.1 million, respectively.

(2)During the year ended December 31, 2022, the IAS operating group recorded commission revenue shared with other operating groups of $1.7 million; the UCTS operating group recorded commission revenue shared with other operating groups of $39.2 million; and the MIS operating group recorded commission revenue shared within the same operating group of $1.9 million. Commission revenue shared within the same operating group is eliminated through Corporate and Other.

(3)All other expenses include change in fair value of contingent consideration, other income (expense), net, income tax expense.

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