Accelerant Holdings

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On July 23, 2025, our registration statement on Form S-1 (File No. 333-288435) was declared effective by the SEC. Pursuant to such registration statement, we issued and sold 20,276,280 Class A common shares at a public offering price of $21.00 per share on July 25, 2025. The Company received net proceeds of $393.4 million, after deducting $23.4 million in underwriting discounts and commissions and estimated offering expenses of $9.0 million. The Company used a portion of the net proceeds to fund the redemption of the Class C convertible preference shares for $175.3 million in cash (as all holders of the Class C convertible preference shares elected to redeem at the date of its IPO) and to fund a one-time $25.0 million termination fee to an affiliate of Altamont Capital partners, and the Company intends to use the remaining amount for general corporate purposes. In addition, certain shareholders sold 19,354,044 at the public offering price of $21.00 per share and received net proceeds of $384.1 million after deducting $22.4 million in underwriting discounts and commissions. The Company did not receive any proceeds from the sale of Class A common shares by the selling shareholders.

Morgan Stanley & Co. LLC, Goldman Sachs & Co. LLC, BMO Capital Markets Corp. and RBC Capital Markets, LLC acted as joint book-running managers in the IPO.

For additional details on the IPO, refer to “Nature of business and basis of presentation—Initial Public Offering” in Note 1 of the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.