UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30, 2022~~March 31, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ___________

Commission File No. 001-12257

______________________________

MERCURY GENERAL CORPORATION

(Exact name of registrant as specified in its charter)

________________________________


California		95-2211612
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

4484 Wilshire Boulevard
Los Angeles,	California	90010
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (323) 937-1060

_______________________________

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	MCY	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý☒ No o☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý☒ No o☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

ý☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

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. o☐

Indicate by check mark whether the registrant is a shell company (as defined in the Rule 12b-2 of the Exchange Act). Yes ☐ No ý☒

At ~~October~~April 27, ~~2022,~~2023, the registrant had issued and outstanding an aggregate of 55,371,127 shares of its Common Stock.

Table of Contents

MERCURY GENERAL CORPORATION

INDEX TO FORM 10-Q



		Page
PART I - FINANCIAL INFORMATION

Item 1	Financial Statements	3
	Consolidated Balance Sheets as of ~~September~~March 3 ~~30, 2022~~1 , 202 3 and December 31, ~~2021~~20 2 2	3
	Consolidated Statements of Operations for the Three ~~and~~ ~~Nine~~ Months Ended ~~September~~ ~~30, 2022~~March 31, 2023 and ~~2021~~ 2022	4
	Consolidated Statements of Shareholders’ Equity for the Three ~~and~~ ~~Nine~~ Months Ended ~~September~~ ~~30, 2022~~March 31, 2023 and ~~2021~~2022	5
	Consolidated Statements of Cash Flows for the ~~Nine~~Three Months Ended ~~September~~ ~~30, 2022~~March 31, 2023 and ~~2021~~ 2022	6
	Notes to Consolidated Financial Statements	7
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
Item 3	Quantitative and Qualitative Disclosures about Market Risks	4238
Item 4	Controls and Procedures	4440

PART II - OTHER INFORMATION

Item 1	Legal Proceedings	4440
Item 1A	Risk Factors	4541
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	4541
Item 3	Defaults upon Senior Securities	4541
Item 4	Mine Safety Disclosures	4541
Item 5	Other Information	4541
Item 6	Exhibits	4641

SIGNATURES		4742

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

MERCURY GENERAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands)


		September 30, 2022		December 31, 2021			March 31, 2023		December 31, 2022
		(unaudited)					(unaudited)
ASSETS	ASSETS					ASSETS
Investments, at fair value:	Investments, at fair value:					Investments, at fair value:
Fixed maturity securities (amortized cost $4,105,574; $3,909,780)		$	3,897,859	$	4,031,523
Equity securities (cost $688,401; $754,536)		684,335		970,939
Short-term investments (cost $101,548; $141,206)		100,621		140,127
Fixed maturity securities (amortized cost $4,240,790; $4,226,790)						Fixed maturity securities (amortized cost $4,240,790; $4,226,790)	$	4,142,087	$	4,088,311
Equity securities (cost $652,157; $668,843)						Equity securities (cost $652,157; $668,843)	686,105		699,552
Short-term investments (cost $147,797; $123,928)						Short-term investments (cost $147,797; $123,928)	146,840		122,937
Total investments	Total investments	4,682,815		5,142,589		Total investments	4,975,032		4,910,800
Cash	Cash	335,886		335,557		Cash	270,380		289,776
Receivables:	Receivables:					Receivables:
Premiums	Premiums	646,942		621,740		Premiums	568,825		571,910
Allowance for credit losses on premiums receivable	Allowance for credit losses on premiums receivable	(6,000)		(6,000)		Allowance for credit losses on premiums receivable	(5,800)		(5,800)
Premiums receivable, net of allowance for credit losses	Premiums receivable, net of allowance for credit losses	640,942		615,740		Premiums receivable, net of allowance for credit losses	563,025		566,110
Accrued investment income	Accrued investment income	48,894		43,299		Accrued investment income	53,135		52,474
Other	Other	7,871		7,600		Other	21,500		11,358
Total receivables	Total receivables	697,707		666,639		Total receivables	637,660		629,942
Reinsurance recoverables	Reinsurance recoverables	25,309		45,000		Reinsurance recoverables	32,726		25,895
Deferred policy acquisition costs	Deferred policy acquisition costs	279,726		258,259		Deferred policy acquisition costs	266,391		266,475
Fixed assets (net of accumulated depreciation $325,461; $308,997)		189,753		191,332
Fixed assets (net of accumulated depreciation $324,299; $332,938)						Fixed assets (net of accumulated depreciation $324,299; $332,938)	158,543		171,442
Operating lease right-of-use assets	Operating lease right-of-use assets	23,610		31,967		Operating lease right-of-use assets	17,799		20,183
Current income taxes	Current income taxes	48,429		20,108		Current income taxes	77,951		55,136
Deferred income taxes	Deferred income taxes	65,705		—		Deferred income taxes	36,879		42,903
Goodwill	Goodwill	42,796		42,796		Goodwill	42,796		42,796
Other intangible assets, net	Other intangible assets, net	9,455		10,255		Other intangible assets, net	8,992		9,212
Other assets	Other assets	53,470		27,970		Other assets	64,208		49,628
Total assets	Total assets	$	6,454,661	$	6,772,472	Total assets	$	6,589,357	$	6,514,188
LIABILITIES AND SHAREHOLDERS’ EQUITY	LIABILITIES AND SHAREHOLDERS’ EQUITY					LIABILITIES AND SHAREHOLDERS’ EQUITY
Loss and loss adjustment expense reserves	Loss and loss adjustment expense reserves	$	2,432,734	$	2,226,430	Loss and loss adjustment expense reserves	$	2,677,561	$	2,584,910
Unearned premiums	Unearned premiums	1,635,459		1,519,799		Unearned premiums	1,551,329		1,545,639
Notes payable	Notes payable	373,230		372,931		Notes payable	448,430		398,330
Accounts payable and accrued expenses	Accounts payable and accrued expenses	155,441		169,125		Accounts payable and accrued expenses	151,413		151,686
Operating lease liabilities	Operating lease liabilities	26,366		34,577		Operating lease liabilities	19,383		21,924
Deferred income taxes		—		53,569
Other liabilities	Other liabilities	284,950		255,760		Other liabilities	281,978		289,568
Total liabilities	Total liabilities	4,908,180		4,632,191		Total liabilities	5,130,094		4,992,057
Commitments and contingencies	Commitments and contingencies					Commitments and contingencies
Shareholders’ equity:	Shareholders’ equity:					Shareholders’ equity:
Common stock without par value or stated value: Authorized 70,000 shares; issued and outstanding 55,371; 55,371	Common stock without par value or stated value: Authorized 70,000 shares; issued and outstanding 55,371; 55,371	98,947		98,943		Common stock without par value or stated value: Authorized 70,000 shares; issued and outstanding 55,371; 55,371	98,947		98,947
Retained earnings	Retained earnings	1,447,534		2,041,338		Retained earnings	1,360,316		1,423,184
Total shareholders’ equity	Total shareholders’ equity	1,546,481		2,140,281		Total shareholders’ equity	1,459,263		1,522,131
Total liabilities and shareholders’ equity	Total liabilities and shareholders’ equity	$	6,454,661	$	6,772,472	Total liabilities and shareholders’ equity	$	6,589,357	$	6,514,188

See accompanying Notes to Consolidated Financial Statements.

Table of Contents

MERCURY GENERAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021		2022		2021			2023		2022
Revenues:	Revenues:									Revenues:
Net premiums earned	Net premiums earned	$	996,939	$	940,941	$	2,947,000	$	2,783,682	Net premiums earned	$	1,004,704	$	962,550
Net investment income	Net investment income	44,563		32,334		118,469		95,566		Net investment income	51,973		35,351
Net realized investment (losses) gains		(144,213)		(43,543)		(581,237)		56,953
Net realized investment gains (losses)										Net realized investment gains (losses)	49,008		(195,086)
Other	Other	2,998		2,481		7,141		7,883		Other	894		2,646
Total revenues	Total revenues	900,287		932,213		2,491,373		2,944,084		Total revenues	1,106,579		805,461
Expenses:	Expenses:									Expenses:
Losses and loss adjustment expenses	Losses and loss adjustment expenses	787,462		697,947		2,436,175		1,981,519		Losses and loss adjustment expenses	929,529		821,933
Policy acquisition costs	Policy acquisition costs	168,870		153,142		487,444		468,556		Policy acquisition costs	164,507		162,092
Other operating expenses	Other operating expenses	68,585		80,238		208,305		216,723		Other operating expenses	69,690		70,290
Interest	Interest	4,273		4,267		12,822		12,845		Interest	4,931		4,275
Total expenses	Total expenses	1,029,190		935,594		3,144,746		2,679,643		Total expenses	1,168,657		1,058,590
(Loss) income before income taxes		(128,903)		(3,381)		(653,373)		264,441
Income tax (benefit) expense		(30,600)		(4,669)		(147,471)		46,977
Net (loss) income		$	(98,303)	$	1,288	$	(505,902)	$	217,464
Net (loss) income per share:
Loss before income taxes										Loss before income taxes	(62,078)		(253,129)
Income tax benefit										Income tax benefit	(16,790)		(56,212)
Net loss										Net loss	$	(45,288)	$	(196,917)
Net loss per share:										Net loss per share:
Basic	Basic	$	(1.78)	$	0.02	$	(9.14)	$	3.93	Basic	$	(0.82)	$	(3.56)
Diluted	Diluted	$	(1.78)	$	0.02	$	(9.14)	$	3.93	Diluted	$	(0.82)	$	(3.56)
Weighted average shares outstanding:	Weighted average shares outstanding:									Weighted average shares outstanding:
Basic	Basic	55,371		55,371		55,371		55,367		Basic	55,371		55,371
Diluted	Diluted	55,371		55,375		55,371		55,375		Diluted	55,371		55,371

See accompanying Notes to Consolidated Financial Statements.

Table of Contents

MERCURY GENERAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(in thousands)

(unaudited)


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021		2022		2021			2023		2022
Common stock, beginning of period	Common stock, beginning of period	$	98,947	$	98,872	$	98,943	$	98,970	Common stock, beginning of period	$	98,947	$	98,943
Proceeds from stock options exercised		—		—		—		215
Share-based compensation expense	Share-based compensation expense	—		36		15		106		Share-based compensation expense	—		15
Withholding tax on stock options exercised	Withholding tax on stock options exercised	—		—		(11)		(383)		Withholding tax on stock options exercised	—		(11)
Common stock, end of period	Common stock, end of period	98,947		98,908		98,947		98,908		Common stock, end of period	98,947		98,947
Retained earnings, beginning of period	Retained earnings, beginning of period	1,563,418		2,079,759		2,041,338		1,933,627		Retained earnings, beginning of period	1,423,184		2,041,338
Net (loss) income		(98,303)		1,288		(505,902)		217,464
Net loss										Net loss	(45,288)		(196,917)
Dividends paid to shareholders	Dividends paid to shareholders	(17,581)		(35,022)		(87,902)		(105,066)		Dividends paid to shareholders	(17,580)		(35,161)
Retained earnings, end of period	Retained earnings, end of period	1,447,534		2,046,025		1,447,534		2,046,025		Retained earnings, end of period	1,360,316		1,809,260
Total shareholders’ equity, end of period	Total shareholders’ equity, end of period	$	1,546,481	$	2,144,933	$	1,546,481	$	2,144,933	Total shareholders’ equity, end of period	$	1,459,263	$	1,908,207

See accompanying Notes to Consolidated Financial Statements.

Table of Contents

MERCURY GENERAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


		Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021			2023		2022
CASH FLOWS FROM OPERATING ACTIVITIES	CASH FLOWS FROM OPERATING ACTIVITIES					CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) income		$	(505,902)	$	217,464
Net loss						Net loss	$	(45,288)	$	(196,917)
Adjustments to reconcile net income to net cash provided by operating activities:	Adjustments to reconcile net income to net cash provided by operating activities:					Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	Depreciation and amortization	64,647		56,864		Depreciation and amortization	17,411		22,253
Net realized investment losses (gains)		581,237		(56,953)
Increase in premiums receivable		(25,202)		(58,529)
Decrease (increase) in reinsurance recoverables		19,691		(1,437)
Net realized investment (gains) losses						Net realized investment (gains) losses	(49,008)		195,086
Net losses on sales of fixed assets						Net losses on sales of fixed assets	1,784		5
Decrease (increase) in premiums receivable						Decrease (increase) in premiums receivable	3,085		(25,403)
(Increase) decrease in reinsurance recoverables						(Increase) decrease in reinsurance recoverables	(6,831)		9,894
Changes in current and deferred income taxes	Changes in current and deferred income taxes	(147,595)		(22,454)		Changes in current and deferred income taxes	(16,791)		(56,129)
Increase in deferred policy acquisition costs		(21,467)		(16,280)
Decrease (increase) in deferred policy acquisition costs						Decrease (increase) in deferred policy acquisition costs	84		(7,662)
Increase in loss and loss adjustment expense reserves	Increase in loss and loss adjustment expense reserves	206,304		150,817		Increase in loss and loss adjustment expense reserves	92,651		81,396
Increase in unearned premiums	Increase in unearned premiums	115,660		139,424		Increase in unearned premiums	5,690		48,387
Decrease in accounts payable and accrued expenses		(11,708)		(12,958)
Share-based compensation		15		106
Increase in accounts payable and accrued expenses						Increase in accounts payable and accrued expenses	442		7,548
Other, net	Other, net	9,191		31,965		Other, net	14,944		28,120
Net cash provided by operating activities	Net cash provided by operating activities	284,871		428,029		Net cash provided by operating activities	18,173		106,578
CASH FLOWS FROM INVESTING ACTIVITIES	CASH FLOWS FROM INVESTING ACTIVITIES					CASH FLOWS FROM INVESTING ACTIVITIES
Fixed maturity securities available for sale in nature:	Fixed maturity securities available for sale in nature:					Fixed maturity securities available for sale in nature:
Purchases	Purchases	(1,299,431)		(1,044,819)		Purchases	(175,292)		(338,829)
Sales	Sales	621,519		117,754		Sales	97,702		147,088
Calls or maturities	Calls or maturities	388,421		397,524		Calls or maturities	52,898		89,399
Equity securities available for sale in nature:	Equity securities available for sale in nature:					Equity securities available for sale in nature:
Purchases	Purchases	(755,838)		(695,393)		Purchases	(297,805)		(273,186)
Sales	Sales	843,283		689,484		Sales	320,113		263,352
Changes in securities payable and receivable	Changes in securities payable and receivable	(11,303)		20,267		Changes in securities payable and receivable	(37,650)		3,162
Decrease in short-term investments		39,634		213,553
(Increase) decrease in short-term investments						(Increase) decrease in short-term investments	(23,435)		5,372
Purchases of fixed assets	Purchases of fixed assets	(25,589)		(29,498)		Purchases of fixed assets	(8,685)		(8,273)
Sales of fixed assets						Sales of fixed assets	1,008		3
Other, net	Other, net	3,811		1,842		Other, net	1,646		1,491
Net cash used in investing activities	Net cash used in investing activities	(195,493)		(329,286)		Net cash used in investing activities	(69,500)		(110,421)
CASH FLOWS FROM FINANCING ACTIVITIES	CASH FLOWS FROM FINANCING ACTIVITIES					CASH FLOWS FROM FINANCING ACTIVITIES
Dividends paid to shareholders	Dividends paid to shareholders	(87,902)		(105,066)		Dividends paid to shareholders	(17,580)		(35,161)
Proceeds from stock options exercised		—		215
Payments on finance lease obligations	Payments on finance lease obligations	(1,147)		(765)		Payments on finance lease obligations	(489)		(789)
Net cash used in financing activities		(89,049)		(105,616)
Net increase (decrease) in cash		329		(6,873)
Proceeds from bank borrowing						Proceeds from bank borrowing	50,000		—
Net cash provided by (used in) financing activities						Net cash provided by (used in) financing activities	31,931		(35,950)
Net decrease in cash						Net decrease in cash	(19,396)		(39,793)
Cash:	Cash:					Cash:
Beginning of the year	Beginning of the year	335,557		348,479		Beginning of the year	289,776		335,557
End of period	End of period	$	335,886	$	341,606	End of period	$	270,380	$	295,764
SUPPLEMENTAL CASH FLOW DISCLOSURE	SUPPLEMENTAL CASH FLOW DISCLOSURE					SUPPLEMENTAL CASH FLOW DISCLOSURE
Interest paid	Interest paid	$	16,612	$	16,584	Interest paid	$	8,315	$	8,288
Income taxes paid, net		$	179	$	69,432
Income taxes refunded, net						Income taxes refunded, net	$	—	$	28

See accompanying Notes to Consolidated Financial Statements.

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MERCURY GENERAL CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. General

Consolidation and Basis of Presentation

The interim consolidated financial statements include the accounts of Mercury General Corporation and its subsidiaries (referred to herein collectively as the “Company”). For the list of the Company’s subsidiaries, see Note 1. Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022. These interim financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”), which differ in some respects from those filed in reports to insurance regulatory authorities. The financial data of the Company included herein are unaudited. In the opinion of management, all material adjustments of a normal recurring nature have been made to present fairly the Company’s financial position at ~~September 30, 2022~~March 31, 2023 and the results of operations and cash flows for the periods presented. All intercompany transactions and balances have been eliminated.

Certain financial information that is normally included in annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, has been omitted from the accompanying interim consolidated financial statements and related notes. Readers are urged to review the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021~~2022 for more complete descriptions and discussions. Operating results and cash flows for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, ~~2022.~~2023.

Certain prior period amounts have been reclassified to conform to the current period presentation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. These estimates require the Company to apply complex assumptions and judgments, and often the Company must make estimates about the effects of matters that are inherently uncertain and will likely change in subsequent periods. The most significant assumptions in the preparation of these consolidated financial statements relate to reserves for losses and loss adjustment expenses ("LAE"). Actual results could differ from those estimates. See Note 1. Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022.

Earnings (Loss) per Share

Potentially dilutive securities representing ~~approximately 18,000~~17,500 shares of common stock were excluded from the computation of diluted loss per share for the three months ended ~~September 30, 2022,~~March 31, 2023, because their effect would have been anti-dilutive. For the ~~nine~~three months ended ~~September 30,~~March 31, 2022, ~~1,294~~3,743 incremental shares were excluded from the computation of diluted loss per share as ~~the Company generated~~their effect would have been anti-dilutive due to a net ~~loss. There were no potentially dilutive securities with anti-dilutive effect for the three and nine months ended September 30, 2021.~~loss position.

Dividends per Share

The Company declared and paid a dividend per share of $0.3175 and ~~$0.6325~~$0.6350 during the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively, and dividends per share of $1.5875 and $1.8975 during the nine months ended September 30, 2022 and 2021,~~ respectively.

Deferred Policy Acquisition Costs

Deferred policy acquisition costs consist of commissions paid to outside agents, premium taxes, salaries, and certain other underwriting costs that are incremental or directly related to the successful acquisition of new and renewal insurance contracts and are amortized over the life of the related policy in proportion to premiums earned. Deferred policy acquisition costs are limited to the amount that will remain after deducting from unearned premiums and anticipated investment income, the estimated losses and loss adjustment expenses, and the servicing costs that will be incurred as premiums are earned. The Company’s deferred policy acquisition costs are further limited by excluding those costs not directly related to the successful acquisition of insurance contracts. Deferred policy acquisition cost amortization was ~~$168.9~~$164.5 million and ~~$153.1~~$162.1 million for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively, and $487.4 million and $468.6 million for the nine months~~

~~Table of Contents~~

~~ended September 30, 2022 and 2021,~~ respectively. The Company does not defer advertising expenditures but expenses them as incurred. The Company recorded net advertising expense of approximately ~~$2.3~~$1.9 million and ~~$19.4~~$3.9 million for the three months ended ~~September 30,~~March 31, 2023 and 2022, respectively.

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Fixed Assets

A fixed asset classified as held for sale is measured at the lower of its carrying amount or fair value less cost to sell, and is presented separately from other fixed assets. An office building located in Clearwater, Florida was classified as a property held for sale at December 31, 2022, and ~~2021, respectively, and $10.0~~$20.2 million of the property held for sale, which represented the fair value of the property less the estimated costs to sell on that date, was included in other assets in the Company's consolidated balance sheets. The Company completed the sale of this property on March 31, 2023 for a total sale price of $19.6 million, and ~~$40.7~~recognized a loss of $1.8 million for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 associated with the sale, which is included in other revenues in the Company's consolidated statements of operations. $9.8 million of the total sale price was received in the form of a promissory note (the "Note"). $1.0 million and ~~2021,~~$7.5 million of the sale price, after settlement of selling expenses and outstanding amounts due on the property, were received in cash on March 14, 2023 and April 3, 2023, respectively. Only the cash received as of March 31, 2023 on the sale of the property was reported in the Company's consolidated statements of cash flows. The Note is secured by the property sold, and bears interest at an annual rate of 7.0% for the first two years, with an adjustment to the greater of 7.0% or the rate on a one-year U.S. Treasury Bill at the two-year anniversary for the remainder of the term. The term of the Note is four years and interest is paid in monthly installments. In connection with the sale of the property, the Company entered into a lease agreement whereby the Company leased 14,883 square feet of office space, or approximately 9% of the total space of the property sold, from the new owner of the property. The lease term is five years, commencing on April 1, 2023, and the average annual base rent is approximately $395,000.

In addition, an office building located in Rancho Cucamonga, California was classified as a property held for sale at March 31, 2023, and $13.6 million of the property held for sale, which represented the carrying amount of the property on that date, was included in other assets in the Company's consolidated balance sheets. The Company is actively engaged in selling this office building as most of its employees currently work from home and this property is being used on a limited basis.

Reinsurance

Unearned premiums and loss and loss adjustment expense reserves are stated in the accompanying consolidated financial statements before deductions for ceded reinsurance. Unearned premiums and loss and loss adjustment expense reserves that are ceded to reinsurers are carried in other assets and reinsurance recoverables, respectively, in the Company's consolidated balance sheets. Earned premiums and losses and loss adjustment expenses are stated net of deductions for ceded reinsurance.

The Company is the assuming reinsurer under a Catastrophe Participation Reinsurance Contract (the "Contract") effective through December 31, ~~2022.~~2025. The Company reimburses up to ~~$25~~$30 million in losses for a proportional share of a portfolio of catastrophe losses under the Contract, to the extent the actual loss ratio exceeds the threshold loss ratio of 73.5%. If the actual loss ratio is less than the threshold loss ratio, the Company is eligible to receive a certain portion of the underwriting profit.

The Company is party to a Catastrophe Reinsurance Treaty (the "Treaty") covering a wide range of perils that is effective through June 30, 2023. The Treaty provides $936 million of coverage on a per occurrence basis after covered catastrophe losses exceed the $60 million Company retention limit. The Treaty specifically excludes coverage for any Florida business and for California earthquake losses on fixed property policies, such as homeowners, but does cover losses from fires following an earthquake. The Treaty provides for one full reinstatement of coverage limits with a minor exception at certain upper layers of coverage, and includes some additional minor territorial and coverage restrictions.

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The effect of reinsurance on property and casualty premiums written and earned was as follows:


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021		2022		2021			2023		2022
		(Amounts in thousands)									(Amounts in thousands)
Premiums Written	Premiums Written									Premiums Written
Direct	Direct	$	1,049,088	$	1,024,753	$	3,086,222	$	2,934,777	Direct	$	1,012,238	$	1,011,385
Ceded	Ceded	(22,805)		(17,322)		(57,776)		(48,750)		Ceded	(23,391)		(17,601)
Assumed	Assumed	138		161		10,582		13,048		Assumed	15,031		10,165
Net	Net	$	1,026,421	$	1,007,592	$	3,039,028	$	2,899,075	Net	$	1,003,878	$	1,003,949
Premiums Earned	Premiums Earned									Premiums Earned
Direct	Direct	$	1,009,829	$	947,458	$	2,974,651	$	2,800,357	Direct	$	1,016,870	$	970,163
Ceded	Ceded	(22,825)		(17,175)		(57,383)		(48,335)		Ceded	(23,198)		(17,462)
Assumed	Assumed	2,684		3,322		8,142		9,912		Assumed	3,890		2,717
Net	Net	$	989,688	$	933,605	$	2,925,410	$	2,761,934	Net	$	997,562	$	955,418

The Company recognized ceded premiums earned of approximately $23 million and $17 million for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively, and $57 million and $48 million for the nine months ended September 30, 2022 and 2021,~~ respectively, which are included in net premiums earned in its consolidated statements of operations. The Company recognized ceded losses and loss adjustment expenses of approximately ~~$(2)~~$7 million and ~~$(1)~~$(7) million for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively, and $(15) million and $(4) million for the nine months ended September 30, 2022 and 2021,~~ respectively, which are included in losses and loss adjustment expenses in its consolidated statements of operations. The negative ceded losses and loss adjustment expenses for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 ~~and 2021~~ were primarily the result of favorable development on prior years' catastrophe losses that had been ceded to the Company's reinsurers.

The Company's insurance subsidiaries, as primary insurers, are required to pay losses to the extent reinsurers are unable to discharge their obligations under the reinsurance agreements.

Revenue from Contracts with Customers (Topic 606)

The Company's revenue from contracts with customers is commission income earned from third-party insurers by its

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100% owned insurance agencies, which amounted to approximately ~~$4.5~~$4.8 million and ~~$4.6~~$4.5 million, with related expenses of ~~$2.5~~$2.9 million and ~~$3.0~~$2.8 million, for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively, and $13.5 million and $15.9 million, with related expenses of $8.0 million and $9.9 million, for the nine months ended September 30, 2022 and 2021,~~ respectively. All of the commission income, net of related expenses, is included in other revenues in the Company's consolidated statements of operations, and in other income of the Property and Casualty business segment in the Company's segment reporting (see Note 13. Segment Information).

As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, the Company had no contract assets and contract liabilities, and no remaining performance obligations associated with unrecognized revenues.

Allowance for Credit Losses

Financial Instruments - Credit Losses (Topic 326) uses the "expected loss" methodology for recognizing credit losses for financial assets that are not accounted for at fair value through net income. The Company's investment portfolio, ~~which does not include~~excluding accrued investment income, iswas not ~~subject to~~affected by Topic 326 as it applies the fair value option to all of its ~~investments (see Note 4. Fair Value Option).~~investments. The estimated allowance amounts for credit losses at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022 related to premiums receivable.

Premiums Receivable

The majority of the Company's premiums receivable are short-term in nature and are due within a year, consistent with the policy term of its insurance policies sold. Generally, premiums are collected prior to providing risk coverage, minimizing the Company's exposure to credit risk. In estimating an allowance for uncollectible premiums receivable, the Company assesses customer balances and write-offs by state, line of business, and the year the premiums were written. The estimated allowance is based on historical write-off percentages adjusted for the effects of current trends and reasonable and supportable forecasts, as well as expected recoveries of amounts written off.

The improving economy and declining unemployment rate contributed to the reduction in allowance for credit losses for the nine months ended September 30, 2021. However, the rising inflation and interest rates had negative impacts on the allowance for credit losses for the nine months ended September 30, 2022, mostly offsetting the positive impacts

Table of ~~some improvements in the economy.~~Contents

The following table presents a summary of changes in allowance for credit losses on premiums receivable:


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021		2022		2021			2023		2022

		(Amounts in thousands)									(Amounts in thousands)
Beginning balance	Beginning balance	$	6,000	$	6,000	$	6,000	$	10,000	Beginning balance	$	5,800	$	6,000
Provision during the period for expected credit losses	Provision during the period for expected credit losses	1,153		694		3,330		(1,837)		Provision during the period for expected credit losses	1,136		1,170
Write-off amounts during the period	Write-off amounts during the period	(1,311)		(838)		(3,798)		(2,610)		Write-off amounts during the period	(1,270)		(1,319)
Recoveries during the period of amounts previously written off	Recoveries during the period of amounts previously written off	158		144		468		447		Recoveries during the period of amounts previously written off	134		149
Ending balance	Ending balance	$	6,000	$	6,000	$	6,000	$	6,000	Ending balance	$	5,800	$	6,000

Accrued Interest Receivables

The Company made certain accounting policy elections for its accrued interest receivables allowed under Topic 326: a) an election to present accrued interest receivable balances separately from the associated financial assets on the balance sheet, and b) an election not to measure an allowance for credit losses on accrued interest receivable amounts and instead write off uncollectible accrued interest amounts in a timely manner by reversing interest income. The Company's accrued interest receivable balances are included in accrued investment income receivable in its consolidated balance sheets. There were no accrued interest receivable amounts considered uncollectible or written off during the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 and ~~2021.~~2022.

2. Recently Issued Accounting Standards

In March 2020, the Financial Accounting Standards Board ("FASB") issued ASU 2020-04, "Reference Rate Reform

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~~(Topic~~ (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reporting." ASU 2020-04 provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this ASU apply only to contracts, hedging relationships, and other transactions that reference LIBOR or other interbank offered rates expected to be discontinued because of reference rate reform. ASU 2020-04 iswas effective for all entities as of March 12, 2020 through December 31, 2022. ~~The Company expects~~In December 2022, the FASB issued ASU 2022-06, "Reference Rate Reform (Topic 848), Deferral of the Sunset Date of Topic 848," which defers the sunset date of Topic 848 from December 31, 2022 to ~~apply the optional expedients in this ASU to its unsecured credit facility that references LIBOR (see Note 11), when the facility is modified with a replacement rate before LIBOR is discontinued.~~December 31, 2024. The Company does not expect any material impact on its consolidated financial statements and related disclosures resulting from applying ~~this ASU.~~these ASUs.

3. Financial Instruments

Financial instruments recorded in the consolidated balance sheets include investments, note receivable, other receivables, options sold, accounts payable, and unsecured notes payable. Due to their short-term maturities, the carrying values of other receivables and accounts payable approximate their fair values. All investments are carried at fair value in the consolidated balance sheets.

The following table presents the fair values of financial instruments:


		September 30, 2022		December 31, 2021			March 31, 2023		December 31, 2022

		(Amounts in thousands)					(Amounts in thousands)
Assets	Assets					Assets
Investments	Investments	$	4,682,815	$	5,142,589	Investments	$	4,975,032	$	4,910,800
Note receivable						Note receivable	9,800		—
Liabilities	Liabilities					Liabilities
Options sold	Options sold	169		301		Options sold	581		162
Notes payable	Notes payable	349,643		413,378		Notes payable	437,445		375,631

Investments

~~The Company applies~~Interest and dividend income on investment holdings are recognized on an accrual basis at each measurement date and are included in net investment income in the ~~fair value option to all fixed maturity and equity securities and short-term investments at the time an eligible item is first recognized.~~Company’s consolidated statements of operations. The cost of investments sold is determined on a first-in and first-out method and realized gains and losses are included in net realized investment gains or

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losses in the Company's consolidated statements of operations. ~~See Note 4. Fair Value Option for additional information.~~

In the normal course of investing activities, the Company either forms or enters into relationships with variable interest entities ("VIEs"). A VIE is an entity that either has investors that lack certain essential characteristics of a controlling financial interest, such as simple majority kick-out rights, or lacks sufficient funds to finance its own activities without financial support provided by other entities. The Company performs ongoing qualitative assessments of the VIEs to determine whether the Company has a controlling financial interest in the VIE and therefore is the primary beneficiary. The Company is deemed to have a controlling financial interest when it has both the ability to direct the activities that most significantly impact the economic performance of the VIE and the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. Based on the Company's assessment, if it determines it is the primary beneficiary, the Company consolidates the VIE in its consolidated financial statements.

From time to time, the Company forms special purpose investment vehicles to facilitate its investment activities involving derivative instruments such as total return swaps, or limited partnerships such as private equity funds. These special purpose investment vehicles are consolidated VIEs as the Company has determined it is the primary beneficiary of such VIEs. Creditors have no recourse against the Company in the event of default by these VIEs. The Company had no implied or unfunded commitments to these VIEs at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021.~~2022. The Company's financial or other support provided to these VIEs and its loss exposure are limited to its collateral and original investment.

The Company invests, directly or indirectly through its consolidated VIEs, in limited partnerships or limited liability companies such as private equity funds. These investments are non-consolidated VIEs as the Company has determined it is not the primary beneficiary of such VIEs. The Company's maximum exposure to loss with respect to these VIEs is limited to the total carrying value that is included in equity securities in the Company's consolidated balance sheets. At ~~September 30, 2022~~each of March 31, 2023 and December 31, ~~2021,~~2022, the Company had approximately ~~$10~~$9 million ~~and $32 million, respectively,~~ in unfunded commitments to these VIEs.

Note Receivable

Note receivable resulted from the sale of an office building. For additional information, see Note 1. General—Fixed Assets. Note receivable is included in other assets in the Company's consolidated balance sheets, and interest earned on note receivable is recognized in other revenues in the Company's consolidated statements of operations.

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Options Sold

The Company writes covered call options through listed and over-the-counter exchanges. When the Company writes an option, an amount equal to the premium received by the Company is recorded as a liability and is subsequently adjusted to the current fair value of the option written. Premiums received from writing options that expire unexercised are treated by the Company as realized gains from investments on the expiration date. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security or currency in determining whether the Company has realized a gain or loss. The Company, as writer of an option, bears the market risk of an unfavorable change in the price of the security underlying the written option. Liabilities for covered call options are included in other liabilities in the Company's consolidated balance sheets.

Notes Payable

The fair value of the Company’s publicly traded $375 million unsecured notes at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021 was~~2022 and its $75 million and $25 million drawn under the unsecured credit facility at March 31, 2023 and December 31, 2022, respectively, were obtained from a third party pricing service.

For additional disclosures regarding methods and assumptions used in estimating fair values, see Note 5. Fair Value Measurements.

4. Fair Value Option

The Company applies the fair value option to all fixed maturity and equity investment securities, ~~and~~ short-term investments, ~~at the time an eligible item is first recognized. In addition, the Company elected to apply the fair value option to the~~and note ~~receivable recognized as part of the sale of land in August 2017. The Company received the full principal amount due on the note receivable in November 2021.~~receivable. The primary reasons for electing the fair value option were simplification and cost-benefit considerations as well as the expansion of the use of fair value measurement by the Company consistent with the long-term measurement objectives of the FASB for accounting for financial instruments.

Gains or losses due to changes in fair value of financial instruments measured at fair value pursuant to application of the fair value option are included in net realized investment gains or losses in the Company’s consolidated statements of operations. ~~Interest and dividend income on investment holdings are recognized on an accrual basis at each measurement date and are included in net investment income in the Company’s consolidated statements~~

Table of ~~operations, while interest earned on the note receivable was included in other revenues in the Company’s consolidated statements of operations.~~Contents

The following table presents gains or losses recognized due to changes in fair value of financial instruments pursuant to application of the fair value option:


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021		2022		2021			2023		2022

		(Amounts in thousands)									(Amounts in thousands)
Fixed maturity securities	Fixed maturity securities	$	(83,257)	$	(26,120)	$	(329,458)	$	(21,729)	Fixed maturity securities	$	39,776	$	(157,929)
Equity securities	Equity securities	(45,779)		(19,884)		(220,469)		47,057		Equity securities	3,240		(40,321)
Short-term investments	Short-term investments	1,817		(170)		152		(161)		Short-term investments	34		2
Total investments		$	(127,219)	$	(46,174)	$	(549,775)	$	25,167
Note receivable		—		43		—		15
Total (losses) gains		$	(127,219)	$	(46,131)	$	(549,775)	$	25,182
Total gains (losses)										Total gains (losses)	$	43,050	$	(198,248)

5. Fair Value Measurements

The Company employs a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date using the exit price. Accordingly, when market observable data are not readily available, the Company’s own assumptions are used to reflect those that market participants would be presumed to use in pricing the asset or liability at the measurement date.

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Assets and liabilities recorded at fair value on the consolidated balance sheets are categorized based on the level of judgment associated with inputs used to measure their fair values and the level of market price observability, as follows:


Level 1			Unadjusted quoted prices are available in active markets for identical assets or liabilities as of the reporting date.
Level 2			Pricing inputs are other than quoted prices in active markets, which are based on the following: • Quoted prices for similar assets or liabilities in active markets; • Quoted prices for identical or similar assets or liabilities in non-active markets; or • Either directly or indirectly observable inputs as of the reporting date.
Level 3			Pricing inputs are unobservable and significant to the overall fair value measurement, and the determination of fair value requires significant management judgment or estimation.

In certain cases, inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. Thus, a Level 3 fair value measurement may include inputs that are observable (Level 1 or Level 2) and unobservable (Level 3). The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and consideration of factors specific to the asset or liability.

The Company uses prices and inputs that are current as of the measurement date, including during periods of market disruption. In periods of market disruption, the ability to observe prices and inputs may be reduced for many instruments. This condition could cause an instrument to be reclassified from Level 1 to Level 2, or from Level 2 to Level 3. The Company recognizes transfers between levels at either the actual date of the event or a change in circumstances that caused the transfer.

Summary of Significant Valuation Techniques for Financial Assets and Financial Liabilities

The Company’s fair value measurements are based on the market approach, which utilizes market transaction data for the same or similar instruments. The Company obtained unadjusted fair values on ~~97.8%~~98.1% of its investment portfolio at fair value from an independent pricing service at ~~September 30, 2022.~~March 31, 2023.

Level 1 measurements - Fair values of financial assets and financial liabilities are obtained from an independent pricing service, and are based on unadjusted quoted prices for identical assets or liabilities in active markets. Additional pricing services and closing exchange values are used as a comparison to ensure that reasonable fair values are used in pricing the investment portfolio.

U.S. government bonds and agencies /Short-term bonds: Valued using unadjusted quoted market prices for identical assets in active markets.

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Common stock: Comprised of actively traded, exchange listed U.S. and international equity securities and valued based on unadjusted quoted prices for identical assets in active markets.

Money market instruments: Valued based on unadjusted quoted prices for identical assets in active markets.

Options sold: Comprised of free-standing exchange listed derivatives that are actively traded and valued based on unadjusted quoted prices for identical instruments in active markets.

Level 2 measurements - Fair values of financial assets and financial liabilities are obtained from an independent pricing service or outside brokers, and are based on prices for similar assets or liabilities in active markets or valuation models whose inputs are observable, directly or indirectly, for substantially the full term of the asset or liability. Additional pricing services are used as a comparison to ensure reliable fair values are used in pricing the investment portfolio.

Municipal securities: Valued based on models or matrices using inputs such as quoted prices for identical or similar assets in active markets.

Mortgage-backed securities: Comprised of securities that are collateralized by residential and commercial mortgage loans valued based on models or matrices using multiple observable inputs, such as benchmark yields, reported trades and broker/dealer quotes, for identical or similar assets in active markets. The Company had holdings of ~~$27.8~~$26.9 million and ~~$25.2~~$27.3 million at fair value in commercial mortgage-backed securities at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively.

Corporate securities/Short-term bonds: Valued based on a multi-dimensional model using multiple observable inputs, such as

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benchmark yields, reported trades, broker/dealer quotes and issue spreads, for identical or similar assets in active markets.

Non-redeemable preferred stock: Valued based on observable inputs, such as underlying and common stock of same issuer and appropriate spread over a comparable U.S. Treasury security, for identical or similar assets in active markets.

Collateralized loan obligations ("CLOs"): Valued based on underlying debt instruments and the appropriate benchmark spread for similar assets in active markets.

Other asset-backed securities: Comprised of securities that are collateralized by non-mortgage assets, such as automobile loans, valued based on models or matrices using multiple observable inputs, such as benchmark yields, reported trades and broker/dealer quotes, for identical or similar assets in active markets.

Note receivable: Valued based on observable inputs, such as benchmark yields, and considering any premium or discount for the differential between the stated interest rate and market interest rates, based on quoted market prices of similar instruments.

Level 3 measurements - Fair values of financial assets and financial liabilities are based on inputs that are both unobservable and significant to the overall fair value measurement, including any items in which the evaluated prices obtained elsewhere are deemed to be of a distressed trading level. At ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, the Company did not have any financial assets or financial liabilities based on Level 3 measurements.

Fair value measurement using NAV practical expedient - The fair value of the Company's investment in private equity funds measured at net asset value ("NAV") is determined using NAV as advised by the external fund managers and the third party administrators. The NAV of the Company's limited partnership or limited liability company interest in such a fund is based on the manager's and the administrator's valuation of the underlying holdings in accordance with the fund's governing documents and GAAP. In accordance with applicable accounting guidance, private equity funds measured at fair value using the NAV practical expedient are not classified in the fair value hierarchy. At ~~September 30, 2022,~~March 31, 2023, the Company had capital invested ~~or committed capital~~ in five such funds: the strategy of three such funds with a combined fair value of approximately ~~$92.1~~$92.9 million at ~~September 30, 2022~~March 31, 2023 is to provide current income to investors by investing mainly in secured loans, CLOs or CLO issuers, and equity interests in vehicles established to purchase and warehouse loans; the strategy of another such fund with a fair value of approximately ~~$0.6 million~~$0.5 thousand at ~~September 30, 2022~~March 31, 2023 is to achieve favorable long-term financial returns and measurable positive social and environmental returns by investing in privately held technology, healthcare, specialty consumer goods and service companies; and the strategy of the other such fund with a fair value of approximately ~~$0.1~~$1.0 million at ~~September 30, 2022~~March 31, 2023 is to achieve long-term capital appreciation through privately-negotiated venture capital investments in seed- and early-stage portfolio companies with technology-enabled business models. The Company had approximately ~~$10~~$9 million in unfunded commitments at ~~September 30, 2022~~March 31, 2023 with respect to the private equity funds measured at NAV. The underlying assets of the funds are expected to be liquidated over the period of approximately one year to ten years from ~~September 30, 2022.~~March 31, 2023. In addition, the Company does not have the ability to redeem or withdraw from the funds, or to sell, assign, pledge or transfer its investment, without the consent from the General Partner or Managers of each fund, but will receive distributions based on the liquidation of the underlying assets and the interest proceeds from the underlying assets.

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The Company’s financial instruments at fair value are reflected in the consolidated balance sheets on a trade-date basis. Related unrealized gains or losses are recognized in net realized investment gains or losses in the consolidated statements of operations. Fair value measurements are not adjusted for transaction costs.

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The following tables present information about the Company’s assets and liabilities measured at fair value on a recurring basis, and indicate the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair values:


		September 30, 2022									March 31, 2023
		Level 1		Level 2		Level 3		Total			Level 1		Level 2		Level 3		Total

		(Amounts in thousands)									(Amounts in thousands)
Assets	Assets									Assets
Fixed maturity securities:	Fixed maturity securities:									Fixed maturity securities:
U.S. government bonds and agencies	U.S. government bonds and agencies	$	59,327	$	10,036	$	—	$	69,363	U.S. government bonds and agencies	$	118,015	$	48,103	$	—	$	166,118
Municipal securities	Municipal securities	—		2,688,727		—		2,688,727		Municipal securities	—		2,746,066		—		2,746,066
Mortgage-backed securities	Mortgage-backed securities	—		165,208		—		165,208		Mortgage-backed securities	—		163,591		—		163,591
Corporate securities	Corporate securities	—		510,811		—		510,811		Corporate securities	—		602,895		—		602,895
Collateralized loan obligations	Collateralized loan obligations	—		285,360		—		285,360		Collateralized loan obligations	—		355,905		—		355,905
Other asset-backed securities	Other asset-backed securities	—		178,390		—		178,390		Other asset-backed securities	—		107,512		—		107,512
Total fixed maturity securities	Total fixed maturity securities	59,327		3,838,532		—		3,897,859		Total fixed maturity securities	118,015		4,024,072		—		4,142,087
Equity securities:	Equity securities:									Equity securities:
Common stock	Common stock	537,455		—		—		537,455		Common stock	542,377		—		—		542,377
Non-redeemable preferred stock	Non-redeemable preferred stock	—		54,042		—		54,042		Non-redeemable preferred stock	—		49,834		—		49,834
Private equity funds measured at net asset value (1)	Private equity funds measured at net asset value (1)							92,838		Private equity funds measured at net asset value (1)							93,894
Total equity securities	Total equity securities	537,455		54,042		—		684,335		Total equity securities	542,377		49,834		—		686,105
Short-term investments:	Short-term investments:									Short-term investments:
Short-term bonds	Short-term bonds	15,488		—		—		15,488		Short-term bonds	34,423		6,976		—		41,399
Money market instruments	Money market instruments	85,094		—		—		85,094		Money market instruments	105,401		—		—		105,401
Other	Other	39		—		—		39		Other	40		—		—		40
Total short-term investments	Total short-term investments	100,621		—		—		100,621		Total short-term investments	139,864		6,976		—		146,840
Other assets:										Other assets:
Note receivable										Note receivable	—		9,800		—		9,800
Total assets at fair value	Total assets at fair value	$	697,403	$	3,892,574	$	—	$	4,682,815	Total assets at fair value	$	800,256	$	4,090,682	$	—	$	4,984,832
Liabilities	Liabilities									Liabilities
Other liabilities:	Other liabilities:									Other liabilities:
Options sold	Options sold	$	169	$	—	$	—	$	169	Options sold	$	581	$	—	$	—	$	581
Total liabilities at fair value	Total liabilities at fair value	$	169	$	—	$	—	$	169	Total liabilities at fair value	$	581	$	—	$	—	$	581

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		December 31, 2021									December 31, 2022
		Level 1		Level 2		Level 3		Total			Level 1		Level 2		Level 3		Total

		(Amounts in thousands)									(Amounts in thousands)
Assets	Assets									Assets
Fixed maturity securities:	Fixed maturity securities:									Fixed maturity securities:
U.S. government bonds	U.S. government bonds	$	13,085	$	—	$	—	$	13,085	U.S. government bonds	$	103,519	$	55,088	$	—	$	158,607
Municipal securities	Municipal securities	—		2,843,221		—		2,843,221		Municipal securities	—		2,737,183		—		2,737,183
Mortgage-backed securities	Mortgage-backed securities	—		137,002		—		137,002		Mortgage-backed securities	—		166,260		—		166,260
Corporate securities	Corporate securities	—		523,853		—		523,853		Corporate securities	—		569,553		—		569,553
Collateralized loan obligations	Collateralized loan obligations	—		314,153		—		314,153		Collateralized loan obligations	—		320,252		—		320,252
Other asset-backed securities	Other asset-backed securities	—		200,209		—		200,209		Other asset-backed securities	—		136,456		—		136,456
Total fixed maturity securities	Total fixed maturity securities	13,085		4,018,438		—		4,031,523		Total fixed maturity securities	103,519		3,984,792		—		4,088,311
Equity securities:	Equity securities:									Equity securities:
Common stock	Common stock	797,024		—		—		797,024		Common stock	558,169		—		—		558,169
Non-redeemable preferred stock	Non-redeemable preferred stock	—		65,501		—		65,501		Non-redeemable preferred stock	—		51,236		—		51,236
Private equity funds measured at net asset value (1)	Private equity funds measured at net asset value (1)							108,414		Private equity funds measured at net asset value (1)							90,147
Total equity securities	Total equity securities	797,024		65,501		—		970,939		Total equity securities	558,169		51,236		—		699,552
Short-term investments:	Short-term investments:									Short-term investments:
Short-term bonds	Short-term bonds	1,453		15,748		—		17,201		Short-term bonds	51,638		8,238		—		59,876
Money market instruments	Money market instruments	122,917		—		—		122,917		Money market instruments	63,021		—		—		63,021
Other	Other	9		—		—		9		Other	40		—		—		40
Total short-term investments	Total short-term investments	124,379		15,748		—		140,127		Total short-term investments	114,699		8,238		—		122,937
Total assets at fair value	Total assets at fair value	$	934,488	$	4,099,687	$	—	$	5,142,589	Total assets at fair value	$	776,387	$	4,044,266	$	—	$	4,910,800
Liabilities	Liabilities									Liabilities
Other liabilities:	Other liabilities:									Other liabilities:
Options sold	Options sold	$	301	$	—	$	—	$	301	Options sold	$	162	$	—	$	—	$	162
Total liabilities at fair value	Total liabilities at fair value	$	301	$	—	$	—	$	301	Total liabilities at fair value	$	162	$	—	$	—	$	162

__________

(1) The fair value is measured using the NAV practical expedient; therefore, it is not categorized within the fair value hierarchy. The fair value amount is presented in this table to permit reconciliation of the fair value hierarchy to the amounts presented in the Company's consolidated balance sheets.

There were no transfers between Levels 1, 2, and 3 of the fair value hierarchy during the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021.~~2022.

At ~~September 30, 2022, the Company did not have any nonrecurring~~March 31, 2023, there were no material assets or liabilities measured at fair value ~~measurements of nonfinancial assets or nonfinancial liabilities.~~on a nonrecurring basis.

Financial Instruments Disclosed, But Not Carried, at Fair Value

The following tables present the carrying value and fair value of the Company’s financial instruments disclosed, but not carried, at fair value, and the level within the fair value hierarchy at which such instruments are categorized:


		September 30, 2022											March 31, 2023
		Carrying Value		Fair Value		Level 1		Level 2		Level 3			Carrying Value		Fair Value		Level 1		Level 2		Level 3

		(Amounts in thousands)											(Amounts in thousands)
Liabilities	Liabilities											Liabilities
Notes payable:	Notes payable:											Notes payable:
Unsecured notes	Unsecured notes	$	373,230	$	349,643	$	—	$	349,643	$	—	Unsecured notes	$	373,430	$	362,441	$	—	$	362,441	$	—
Unsecured credit facility												Unsecured credit facility	75,000		75,004		—		75,004		—
Total												Total	$	448,430	$	437,445	$	—	$	437,445	$	—

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		December 31, 2021											December 31, 2022
		Carrying Value		Fair Value		Level 1		Level 2		Level 3			Carrying Value		Fair Value		Level 1		Level 2		Level 3

		(Amounts in thousands)											(Amounts in thousands)
Liabilities	Liabilities											Liabilities
Notes payable:	Notes payable:											Notes payable:
Unsecured notes	Unsecured notes	$	372,931	$	413,378	$	—	$	413,378	$	—	Unsecured notes	$	373,330	$	350,644	$	—	$	350,644	$	—
Unsecured credit facility												Unsecured credit facility	25,000		24,987		—		24,987		—
Total												Total	$	398,330	$	375,631	$	—	$	375,631	$	—

Unsecured Notes

The fair value of the Company’s publicly traded $375 million unsecured notes at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022 was based on the spreads above the risk-free yield curve. These spreads are generally obtained from the new issue market, secondary trading and broker-dealer quotes. See Note 11. Notes Payable for additional information on unsecured notes.

Unsecured Credit Facility

The fair values of the Company's $75 million and $25 million drawn under the unsecured credit facility at March 31, 2023 and December 31, 2022, respectively, are based on the unadjusted quoted price for similar notes in active markets. See Note 11. Notes Payable for additional information on the unsecured credit facility.

6. Derivative Financial Instruments

The Company is exposed to certain risks relating to its ongoing business operations. The primary risk managed by using derivative instruments is equity price risk. Equity contracts (options sold) on various equity securities are intended to manage the price risk associated with forecasted purchases or sales of such securities. From time to time, the Company also enters into derivative contracts to enhance returns on its investment portfolio.

The following tables present the location and amounts of derivative fair values in the consolidated balance sheets and derivative gains or losses in the consolidated statements of operations:


		Derivatives					Derivatives
		September 30, 2022		December 31, 2021			March 31, 2023		December 31, 2022

		(Amount in thousands)					(Amount in thousands)
Options sold - Other liabilities	Options sold - Other liabilities	$	169	$	301	Options sold - Other liabilities	$	581	$	162
Total	Total	$	169	$	301	Total	$	581	$	162


		Gains Recognized in Net Income									Gains Recognized in Net Income
		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021		2022		2021			2023		2022

		(Amounts in thousands)									(Amounts in thousands)
Options sold - Net realized investment (losses) gains		$	1,311	$	557	$	3,939	$	1,340
Options sold - Net realized investment gains (losses)										Options sold - Net realized investment gains (losses)	$	1,228	$	1,225
Total	Total	$	1,311	$	557	$	3,939	$	1,340	Total	$	1,228	$	1,225

Most options sold consist of covered calls. The Company writes covered calls on underlying equity positions held as an enhanced income strategy that is permitted for the Company’s insurance subsidiaries under statutory regulations. The Company manages the risk associated with covered calls through strict capital limitations and asset diversification throughout various industries. See Note 5. Fair Value Measurements for additional disclosures regarding options sold.

7. Goodwill and Other Intangible Assets

Goodwill

There were no changes in the carrying amount of goodwill during the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 and ~~2021.~~2022. No accumulated goodwill impairment losses existed at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021.~~2022. Goodwill is reviewed annually for impairment and more frequently if potential impairment indicators exist. No impairment indicators were identified during the

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three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 and ~~2021.~~2022. All of the Company's goodwill is associated with the Property and Casualty business segment (See Note 13. Segment Information for additional information on the reportable business segment).

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Other Intangible Assets

The following table presents the components of other intangible assets:


		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Useful Lives		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Useful Lives

		(Amounts in thousands)						(in years)		(Amounts in thousands)						(in years)
As of September 30, 2022:
As of March 31, 2023:									As of March 31, 2023:
Customer relationships	Customer relationships	$	54,862	$	(53,385)	$	1,477	11	Customer relationships	$	54,862	$	(53,526)	$	1,336	11
Trade names	Trade names	15,400		(8,822)		6,578		24	Trade names	15,400		(9,144)		6,256		24
Technology	Technology	4,300		(4,300)		—		10	Technology	4,300		(4,300)		—		10
Insurance license	Insurance license	1,400		—		1,400		Indefinite	Insurance license	1,400		—		1,400		Indefinite
Total other intangible assets, net	Total other intangible assets, net	$	75,962	$	(66,507)	$	9,455		Total other intangible assets, net	$	75,962	$	(66,970)	$	8,992

As of December 31, 2021:
As of December 31, 2022:									As of December 31, 2022:
Customer relationships	Customer relationships	$	54,862	$	(53,065)	$	1,797	11	Customer relationships	$	54,862	$	(53,467)	$	1,395	11
Trade names	Trade names	15,400		(8,342)		7,058		24	Trade names	15,400		(8,983)		6,417		24
Technology	Technology	4,300		(4,300)		—		10	Technology	4,300		(4,300)		—		10
Insurance license	Insurance license	1,400		—		1,400		Indefinite	Insurance license	1,400		—		1,400		Indefinite
Total other intangible assets, net	Total other intangible assets, net	$	75,962	$	(65,707)	$	10,255		Total other intangible assets, net	$	75,962	$	(66,750)	$	9,212

Other intangible assets are reviewed annually for impairment and more frequently if potential impairment indicators exist. No impairment indicators were identified during the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 and ~~2021.~~2022.

Other intangible assets with definite useful lives are amortized on a straight-line basis over their useful lives. Amortization expense for other intangible assets was $0.2 million and $0.3 million for ~~each of~~ the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, and $0.8 million for each of the nine months ended September 30, 2022 and 2021.~~respectively.

The following table presents the estimated future amortization expense related to other intangible assets as of ~~September 30, 2022:~~March 31, 2023:


Year	Year	Amortization Expense		Year	Amortization Expense
		(Amounts in thousands)			(Amounts in thousands)
Remainder of 2022		$	243
2023		879
Remainder of 2023				Remainder of 2023	$	659
2024	2024	851		2024	851
2025	2025	807		2025	807
2026	2026	807		2026	807
2027				2027	807
Thereafter	Thereafter	4,468		Thereafter	3,661
Total	Total	$	8,055	Total	$	7,592

8. Share-Based Compensation

In February 2015, the Company's Board of Directors adopted the 2015 Incentive Award Plan (the "2015 Plan"), replacing the 2005 Equity Incentive Plan which expired in January 2015. The 2015 Plan was approved at the Company's Annual Meeting of Shareholders in May 2015. A maximum of 4,900,000 shares of common stock are authorized for issuance under the 2015 Plan upon exercise of stock options, stock appreciation rights and other awards, or upon vesting of restricted stock unit ("RSU") or deferred stock awards. The Company granted 80,000 stock options, 10,000 of which were forfeited, with 4,830,000 shares of common stock available for future grant under the 2015 Plan as of ~~September 30, 2022.~~March 31, 2023.

Share-based compensation expenses for all stock options granted or modified are based on their estimated grant-date fair values. These compensation costs are recognized on a straight-line basis over the requisite service period of the award. The Company estimates forfeitures expected to occur in determining the amount of compensation cost to be recognized in each

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period. As of ~~September 30, 2022,~~March 31, 2023, all outstanding stock options have a term of ten years from the date of grant and become exercisable in four equal installments on the first through fourth anniversaries of the grant date. The fair value of stock option awards is estimated using the Black-Scholes option pricing model with the grant-date assumptions and weighted-average fair

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values.

In February 2018, the Compensation Committee of the Company's Board of Directors awarded a total of 80,000 stock options to four senior executives under the 2015 Plan, which vested over the four-year requisite service period, except for 10,000 of these stock options that were forfeited in February 2019 following the departure of a senior executive. The fair values of these stock options were estimated on the date of grant using a closed-form option valuation model (Black-Scholes).

The following table provides the assumptions used in the calculation of grant-date fair values of these stock options based on the Black-Scholes option pricing model:


Weighted-average grant-date fair value	$	8.09
Expected volatility	33.18		%
Risk-free interest rate	2.62		%
Expected dividend yield	5.40		%
Expected term in months	72

Expected volatilities are based on historical volatility of the Company’s stock over the term of the stock options. The expected term of stock options represents the period of time that stock options granted are expected to be outstanding, and is estimated based on historical exercise patterns and post-vesting termination behavior. The risk-free interest rate is determined based on U.S. Treasury yields with equivalent remaining terms in effect at the time of the grant.

As of ~~September 30, 2022,~~March 31, 2023, the Company had no unrecognized compensation expense related to stock options awarded under the 2015 Plan.

No share-based compensation awards were granted during the ~~nine~~three months ended ~~September 30, 2022.~~March 31, 2023.

9. Income Taxes

For financial statement purposes, the Company recognizes tax benefits related to positions taken, or expected to be taken, on a tax return only if the positions are “more-likely-than-not” sustainable. Once this threshold has been met, the Company’s measurement of its expected tax benefits is recognized in its consolidated financial statements.

There were no changes to the total amount of unrecognized tax benefits related to tax uncertainties during the ~~nine~~three months ended ~~September 30, 2022.~~March 31, 2023.

The Company and its subsidiaries file income tax returns with the Internal Revenue Service and the taxing authorities of various states. Tax years that remain subject to examination by major taxing jurisdictions are 2019 through 2021 for federal taxes, and 2011 ~~through 2013~~ and 2020 through 2021 for California state taxes. ~~For~~The Company has certain unresolved tax years 2011 through 2013, the Company received Notices of Proposed Assessments (“NPAs”) and submitted a formal protest to the FTB in 2018. During the fourth quarter of 2021, the FTB issued the protest determination letterassessment issues for tax ~~years~~year 2011 ~~through 2013. During the second quarter of 2022, the FTB issued the principal schedules detailing the tax assessments~~ for ~~tax years 2011 through 2013. The Company is currently reviewing the results of the principal schedules.~~California state taxes that are not material to its consolidated financial statements. Tax years ~~2014~~2012 through 2019 for California state taxes have been resolved with no outstanding issues.

If a reasonable settlement is not reached for tax years 2011 through 2013 for California state taxes, the Company intends to pursue other options, including a formal hearing with the FTB, an appeal with the California Office of Tax Appeals, or litigation in Superior Court. The Company believes that the resolution of these examinations and assessments will not have a material impact on the financial position of the Company.

Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting basis and the respective tax basis of the Company’s assets and liabilities, and expected benefits of utilizing net operating loss, capital loss, and tax-credit carryforwards. The Company assesses the likelihood that its deferred tax assets will be realized and, to the extent management does not believe these assets are more likely than not to be realized, a valuation allowance is established. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates or laws is recognized in net income (loss) in the period that includes the enactment date.

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At ~~September 30, 2022,~~March 31, 2023, the Company’s deferred income taxes were in a net asset position, which included a combination of ordinary and capital deferred tax expenses or benefits. In assessing the Company’s ability to realize deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon generating sufficient taxable income of the appropriate character within the carryback and carryforward periods available under the tax law. Management considers the

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reversal of deferred tax liabilities, projected future taxable income of an appropriate nature, and tax planning strategies in making this assessment. The Company believes that through projected future taxable income of an appropriate nature, the use of prudent tax planning strategies, and the generation of capital gains, sufficient income will be realized in order to maximize the full benefits of its deferred tax assets. Although realization is not assured, management believes that it is more likely than not that the Company’s deferred tax assets will be realized.

10. Loss and Loss Adjustment Expense Reserves

The following table presents the activity in loss and loss adjustment expense reserves:


		Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021			2023		2022

		(Amounts in thousands)					(Amounts in thousands)
Gross reserves, beginning of period	Gross reserves, beginning of period	$	2,226,430	$	1,991,304	Gross reserves, beginning of period	$	2,584,910	$	2,226,430
Reinsurance recoverables on unpaid losses, beginning of period	Reinsurance recoverables on unpaid losses, beginning of period	(41,377)		(54,460)		Reinsurance recoverables on unpaid losses, beginning of period	(25,322)		(41,377)
Net reserves, beginning of period	Net reserves, beginning of period	2,185,053		1,936,844		Net reserves, beginning of period	2,559,588		2,185,053
Incurred losses and loss adjustment expenses related to:	Incurred losses and loss adjustment expenses related to:					Incurred losses and loss adjustment expenses related to:
Current year	Current year	2,386,233		2,005,233		Current year	945,013		769,022
Prior years	Prior years	49,942		(23,714)		Prior years	(15,484)		52,911
Total incurred losses and loss adjustment expenses	Total incurred losses and loss adjustment expenses	2,436,175		1,981,519		Total incurred losses and loss adjustment expenses	929,529		821,933
Loss and loss adjustment expense payments related to:	Loss and loss adjustment expense payments related to:					Loss and loss adjustment expense payments related to:
Current year	Current year	1,267,535		1,088,285		Current year	310,102		261,115
Prior years	Prior years	945,371		739,385		Prior years	531,755		471,258
Total payments	Total payments	2,212,906		1,827,670		Total payments	841,857		732,373
Net reserves, end of period	Net reserves, end of period	2,408,322		2,090,693		Net reserves, end of period	2,647,260		2,274,613
Reinsurance recoverables on unpaid losses, end of period	Reinsurance recoverables on unpaid losses, end of period	24,412		51,428		Reinsurance recoverables on unpaid losses, end of period	30,301		33,213
Gross reserves, end of period	Gross reserves, end of period	$	2,432,734	$	2,142,121	Gross reserves, end of period	$	2,677,561	$	2,307,826

~~During~~The decrease in the ~~nine~~provision for insured events of prior years during the three months ended ~~September 30,~~March 31, 2023 of $15.5 million was primarily attributable to lower than estimated losses and loss adjustment expenses in the homeowners line of insurance business. The increase in the provision for insured events of prior years during the three months ended March 31, 2022 ~~inflationary trends have~~of $52.9 million was primarily attributable to higher than estimated losses and loss adjustment expenses in the automobile and commercial property lines of insurance business. The U.S. inflation rate accelerated to ~~their~~its highest level in decades ~~which has~~in 2022, and had a significant impact on the cost of auto parts and labor as well as medical expenses for bodily ~~injuries, and supply chain and labor shortage issues have lengthened the time to repair vehicles.~~injuries. Bodily injury costs ~~are~~were also under pressure from social inflation. ~~These factors~~The inflationary pressures continued to have a negative impact on loss severity in the automobile line of insurance business and increased losses and loss adjustment expenses for the insured events of the current accident year for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 compared to the corresponding period in ~~2021~~.2022. The ~~increase~~Company has increased rates and filed for additional rate increases in many states and is taking various non-rate actions to improve profitability.

For the ~~provision~~three months ended March 31, 2023 and 2022, the Company incurred catastrophe losses of approximately $98 million and $22 million, respectively. No reinsurance benefits were available for ~~insured~~these losses as none of the catastrophe events during these periods individually resulted in losses in excess of ~~prior years~~the Company's retention limit. Catastrophe losses during the ~~nine~~three months ended ~~September 30, 2022 of $49.9 million was~~March 31, 2023 resulted primarily ~~attributable to higher than estimated~~from winter storms and rainstorms in California, Texas and Oklahoma. Catastrophe losses and loss adjustment expenses in the private passenger automobile line of insurance business. The inflationary pressures and the supply chain and labor shortage issues discussed above were major contributors to the adverse reserve development in the private passenger automobile line of insurance business for the first nine months of 2022. The decrease in the provision for insured events of prior years during the ~~nine~~three months ended ~~September 30, 2021 of $23.7 million was~~March 31, 2022 resulted primarily ~~attributable to lower than estimated losses~~from winter storms in Texas and ~~loss adjustment expenses in the private passenger automobile and homeowners lines of insurance business.~~California.

For the nine months ended September 30, 2022 and 2021, the Company recorded catastrophe losses net of reinsurance of approximately $62 million and $85 million, respectively. Catastrophe losses due to the events that occurred during the nine months ended September 30, 2022 totaled approximately $58 million, with no reinsurance benefits used for these losses, resulting primarily from winter storms, rainstorms and hail in Texas and Oklahoma, the impact of Hurricane Ian in Florida which caused $11 million in losses, and winter storms in California. Catastrophe losses due to the events that occurred during the nine months ended September 30, 2021 totaled approximately $91 million, with no reinsurance benefits used for these losses, resulting primarily from the deep freeze and other extreme weather events in Texas and Oklahoma, wildfires and winter storms in California, and the impact of Hurricane Ida in New Jersey and New York.

~~In addition, the Company experienced unfavorable development of approximately~~

~~$4 million~~

~~and favorable development of approximately~~

~~$6 million~~

~~on prior years' catastrophe losses for the nine months ended September 30, 2022 and 2021, respectively.~~

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11. Notes Payable

The following table presents information about the Company's notes payable:


		Lender	Interest Rate	Maturity Date	September 30, 2022		December 31, 2021			Lender	Interest Rate	Maturity Date	March 31, 2023		December 31, 2022

					(Amounts in thousands)								(Amounts in thousands)
Senior unsecured notes(1)	Senior unsecured notes(1)	Publicly traded	4.40%	March 15, 2027	$	375,000	$	375,000	Senior unsecured notes(1)	Publicly traded	4.40%	March 15, 2027	$	375,000	$	375,000
Unsecured credit facility(2)	Unsecured credit facility(2)	Bank of America, Wells Fargo Bank, and U.S. Bank	LIBOR plus 112.5-150.0 basis points	March 31, 2026	—		—		Unsecured credit facility(2)	Bank of America, Wells Fargo Bank, and U.S. Bank	Term SOFR plus 112.5-150.0 basis points	November 16, 2026	75,000		25,000
Total principal amount	Total principal amount				375,000		375,000		Total principal amount				450,000		400,000
Less unamortized discount and debt issuance costs(3)	Less unamortized discount and debt issuance costs(3)				1,770		2,069		Less unamortized discount and debt issuance costs(3)				1,570		1,670
Total debt	Total debt				$	373,230	$	372,931	Total debt				$	448,430	$	398,330

__________

(1)On March 8, 2017, the Company completed a public debt offering issuing $375 million of senior notes. The notes are unsecured, senior obligations of the Company with a 4.4% annual coupon payable on March 15 and September 15 of each year commencing September 15, 2017. ~~These~~The notes mature on March 15, 2027. The Company used the proceeds from the notes to pay off amounts outstanding under the existing loan and credit facilities and for general corporate purposes. The Company incurred debt issuance costs of approximately $3.4 million, inclusive of underwriters' fees. The notes were issued at a slight discount of 99.847% of par, resulting in the effective annualized interest rate, including debt issuance costs, of approximately 4.45%.

(2)On March ~~29, 2017, the Company entered into an unsecured credit agreement (the "2017 Credit Agreement") that provided for revolving loans of up to $50 million and was set to mature on March 29, 2022. On March~~ 31, 2021, the Company entered into an ~~amended and restated~~unsecured $75 million five-year revolving credit ~~agreement (the "Amended and Restated Credit Agreement") that amended and restated~~facility. On November 18, 2022, the ~~2017 Credit Agreement.~~Company entered into the First Amendment to this credit facility. The ~~Amended and Restated Credit Agreement, among other things,~~First Amendment extended the maturity date of the loan ~~that was the subject of the 2017 Credit Agreement~~ to November 16, 2026 from March 31, 2026 ~~added U.S. Bank as an additional lender, and~~with possible further extension if certain conditions are met, increased the aggregate commitments by all the lenders to $200 million from $75 million, ~~from $50 million under~~and replaced the ~~2017 Credit Agreement.~~LIBOR with the Term SOFR. The interest rates on borrowings under the credit facility are based on the Company's debt to total capital ratio and range from ~~LIBOR~~Term SOFR plus 112.5 basis points when the ratio is under 20% to ~~LIBOR~~Term SOFR plus 150.0 basis points when the ratio is greater than or equal to 30%. Commitment fees for the undrawn portions of the credit facility range from 12.5 basis points when the ratio is under 20% to 22.5 basis points when the ratio is greater than or equal to 30%. The debt to total capital ratio is expressed as a percentage of (a) consolidated debt to (b) consolidated shareholders' equity plus consolidated debt. The Company's debt to total capital ratio was ~~19.5%~~23.6% at ~~September 30, 2022,~~March 31, 2023, resulting in a ~~12.5~~15.0 basis point commitment fee on the ~~$75~~$125 million undrawn portion of the credit facility. As of ~~October~~April 27, ~~2022, there have been no borrowings~~2023, a total of $75 million was drawn under this ~~facility.~~facility on a three-month revolving basis at an annual interest rate of approximately 6.28%. The Company contributed $50 million of the total amount drawn to the surplus of one of its consolidated insurance subsidiaries in the first quarter of 2023, and used the remainder for general corporate purposes.

(3)The unamortized discount and debt issuance costs are associated with the publicly traded $375 million senior unsecured notes. These are amortized to interest expense over the life of the notes, and the unamortized balance is presented in the Company's consolidated balance sheets as a direct deduction from the carrying amount of the debt. The unamortized ~~debt issuance cost~~costs of approximately ~~$0.2~~$0.8 million associated with entering into the ~~$75~~$200 million unsecured revolving credit facility maturing on ~~March 31,~~November 16, 2026 isare included in other assets in the Company's consolidated balance sheets and amortized to interest expense over the term of the credit facility.

12. Contingencies

The Company is, from time to time, named as a defendant in various lawsuits or regulatory actions incidental to its insurance business. The majority of lawsuits brought against the Company relate to insurance claims that arise in the normal course of business and are reserved for through the reserving process. For a discussion of the Company’s reserving methods, see the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022.

On September 10, 2021, the California Department of Insurance ("DOI") served the Company a Notice of Non-Compliance ("NNC"), alleging violations in connection with its 2014 Rating & Underwriting Examination Report, which was adopted by the California DOI in 2019. The NNC itemizes alleged violations, many of which management believes were corrected or otherwise resolved during the course of the examination, and seeks penalties. The Company has participated in lengthy and detailed discussions with the California DOI since the adoption of the examination report, in an attempt to address the issues deemed unresolved by the California DOI, and has taken several additional corrective actions approved by the California DOI. The Company is continuing discussions with the California DOI ~~in order~~ to resolve the outstanding issues, or at least

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~~least~~ obtain the agreement of the California DOI to remove the resolved items from the NNC before proceeding to a formal hearing process if a settlement is not reached. On August 1, 2022, the California DOI publicly announced its intention to pursue an administrative action against the Company with respect to certain outstanding issues. The Company filed a written response to the NNC on September 29, 2022. The response, consisting of a notice of defense, a motion to strike, and a motion to dismiss, challenges the NNC on procedural and substantive grounds. On November 9, 2022, the California DOI served objections and non-substantive responses to the Company's discovery requests. The Company is continuing settlement discussions with the California DOI. The parties are also conferring regarding the possible filing of an Amended NNC that would eliminate the resolved items and identify the remaining issues in dispute should the matter proceed to a hearing. The Company cannot reasonably predict the likelihood, timing or outcome of any hearing process or administrative action, nor can it reasonably estimate the amount of penalties, if any.

On October 5, 2021, the Company received a letter from the California DOI requesting additional information on the amount of premium refunds or credits that the Company has provided or plans to further provide to its private passenger automobile policyholders, and the methodology used in determining such refunds or credits for the time period of March 2020 through at least March 2021, due to reduced driving during the pandemic. On October 6, 2021, the California DOI issued a press release alleging that the Company and two other insurers have not provided enough premium relief to the policyholders through premium refunds or credits for lower frequency resulting from reduced driving during the pandemic. Two private actions against the Company were also filed during the first quarter of 2022, asserting substantially the same arguments on behalf of an alleged class of similarly situated policyholders, and seeking restitution of the allegedly excessive premiums charged during the pandemic. On November 21, 2022, after its review of loss and expense data requested from and provided by the Company, the California DOI notified the Company that an additional total refund of approximately $52 million should be provided to its private passenger automobile policyholders, purportedly based upon its analysis of the Company’s data. The Company believes that the amounts returned to-date, including the mileage reductions on individual policies, have provided appropriate and material relief to its policyholders and that there is no legal basis for the California DOI or the courts to require the Company to issue additional refunds. The total amount of premiums returned to the Company's policyholders through refunds or credits is approximately $128 million, which reduced its net premiums earned for 2020. The Company ~~has~~ also worked with its agents and policyholders to reclassify exposures on an individual policy basis, including reducing mileage on a large number of vehicles since the pandemic began. Management believes the mileage reductions ~~have~~ significantly reduced premiums on those individual policies in a manner consistent with the Company’s filed and approved rates. ~~However, the~~The Company ~~cannot predict whether or not~~engaged in discussions with the California DOI, ~~or private plaintiffs will take further actions against~~and on April 24, 2023, the Company entered into a stipulated settlement agreement with the California DOI (the “Settlement Stipulation”), which fully resolves all issues related to the California DOI’s alleged COVID refund obligations, with the exception of a similar negotiation involving Orion Indemnity Company, a small consolidated subsidiary of the Company, that is in the process of being settled separately with the California DOI for a relatively insignificant amount. Under the Settlement Stipulation, the Company agreed to provide an aggregate credit amount of $25 million to the existing California private passenger automobile policyholders of Mercury Insurance Company ("MIC") and California Automobile Insurance Company ("CAIC"), significant consolidated subsidiaries of the Company, by means of a credit against the future private passenger automobile renewal premium ~~refunds~~obligations over a period not to exceed 18 months commencing as of the date the 6.99% rate increase applications on the California private passenger automobile line of insurance business for MIC and CAIC, filed with the California DOI on March 9, 2023, are approved and effective. The renewal premium credits ~~which may include inducing~~will be recorded as reductions to the Company’s net premiums earned and written in the periods when the applicable policies are renewed. Although the Company believes the voluntary amounts returned to date have provided appropriate relief to its policyholders and there is no legal basis for the California DOI to require the Company to ~~provide~~issue additional ~~premium~~ refunds, the Company agreed to the Settlement Stipulation to resolve the matter and facilitate timely review and approval of its ~~policyholders, nor can it~~pending rate applications. The two private actions seeking COVID-related restitution have been coordinated and are still pending, and the Company intends to seek dismissal, based on the resolution with the California DOI, and based on California caselaw barring such retroactive relief. The Company cannot reasonably estimate the amount of such additional refunds or other losses, if any, ~~due to any potential actions~~that may be ordered by the ~~California DOI or~~court. If early dismissal cannot be obtained, the ~~courts and~~Company intends to vigorously defend the ~~Company's responses to such actions.~~cases.

The Company establishes reserves for non-insurance claims related lawsuits, regulatory actions, and other contingencies when the Company believes a loss is probable and is able to estimate its potential exposure. For loss contingencies believed to be reasonably possible, the Company also discloses the nature of the loss contingency and an estimate of the possible loss, range of loss, or a statement that such an estimate cannot be made. In addition, the Company accrues for anticipated legal defense costs associated with such lawsuits and regulatory actions. While actual losses may differ from the amounts recorded and the ultimate outcome of the Company's pending actions is generally not yet determinable, the Company does not believe that the ultimate resolution of currently pending legal or regulatory proceedings, either individually or in the aggregate, will have a material adverse effect on its financial condition or cash flows.

In all cases, the Company vigorously defends itself unless a reasonable settlement appears appropriate. For a discussion of any additional regulatory or legal matters, see the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022.

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13. Segment Information

The Company is primarily engaged in writing personal automobile insurance and provides related property and casualty insurance products to its customers through 1312 subsidiaries in 11 states, principally in California.

The Company has one reportable business segment - the Property and Casualty business segment.

The Company’s Chief Operating Decision Maker evaluates operating results based on pre-tax underwriting results which is calculated as net premiums earned less (a) losses and loss adjustment expenses and (b) underwriting expenses (policy acquisition costs and other operating expenses).

Expenses are allocated based on certain assumptions that are primarily related to premiums and losses. The Company’s net investment income, net realized investment gains or losses, other income, and interest expense are excluded in evaluating pretax underwriting profit. The Company does not allocate its assets, including investments, or income taxes in evaluating pre-tax underwriting profit.

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Property and Casualty Lines

The Property and Casualty business segment offers several insurance products to the Company’s individual customers and small business customers. These insurance products are: private passenger automobile which is the Company’s primary business, and related insurance products such as homeowners, commercial automobile and commercial property. These related insurance products are primarily sold to the Company’s individual customers and small business customers, which increases retention of the Company’s private passenger automobile client base. The insurance products comprising the Property and Casualty business segment are sold through the same distribution channels, mainly through independent and 100% owned insurance agents, and go through a similar underwriting process.

Other Lines

The Other business segment represents net premiums written and earned from an operating segment that does not meet the quantitative thresholds required to be considered a reportable segment. This operating segment offers automobile mechanical protection warranties which are primarily sold through automobile dealerships and credit unions.

The following ~~tables present~~table presents the Company's operating results by reportable segment:


		Three Months Ended September 30,													Three Months Ended March 31,
		2022						2021							2023						2022
		Property & Casualty		Other		Total		Property & Casualty		Other		Total			Property & Casualty		Other		Total		Property & Casualty		Other		Total

		(Amounts in millions)													(Amounts in millions)
Net premiums earned	Net premiums earned	$	989.7	$	7.2	$	996.9	$	933.6	$	7.3	$	940.9	Net premiums earned	$	997.6	$	7.1	$	1,004.7	$	955.4	$	7.2	$	962.6
Less:	Less:													Less:
Losses and loss adjustment expenses	Losses and loss adjustment expenses	783.8		3.7		787.5		694.2		3.7		697.9		Losses and loss adjustment expenses	925.8		3.7		929.5		818.3		3.6		821.9
Underwriting expenses	Underwriting expenses	233.6		3.8		237.4		229.7		3.7		233.4		Underwriting expenses	230.8		3.5		234.3		229.1		3.3		232.4
Underwriting (loss) gain		(27.7)		(0.3)		(28.0)		9.7		(0.1)		9.6
Underwriting loss														Underwriting loss	(159.0)		(0.1)		(159.1)		(92.0)		0.3		(91.7)
Investment income	Investment income					44.6						32.3		Investment income					52.0						35.4
Net realized investment losses						(144.2)						(43.5)
Net realized investment gains (losses)														Net realized investment gains (losses)					49.0						(195.1)
Other income	Other income					3.0						2.5		Other income					0.9						2.6
Interest expense	Interest expense					(4.3)						(4.3)		Interest expense					(4.9)						(4.3)
Pre-tax loss	Pre-tax loss					$	(128.9)					$	(3.4)	Pre-tax loss					$	(62.1)					$	(253.1)
Net (loss) income						$	(98.3)					$	1.3
Net loss														Net loss					$	(45.3)					$	(196.9)

Nine Months Ended September 30,
2022 2021
Property & Casualty Other Total Property & Casualty Other Total
(Amounts in millions)
Net premiums earned $ 2,925.4 $ 21.6 $ 2,947.0 $ 2,761.9 $ 21.8 $ 2,783.7
Less:
Losses and loss adjustment expenses 2,425.1 11.1 2,436.2 1,970.8 10.7 1,981.5
Underwriting expenses 687.3 8.5 695.8 675.1 10.4 685.5
Underwriting (loss) gain (187.0) 2.0 (185.0) 116.0 0.7 116.7
Investment income 118.5 95.6
Net realized investment (losses) gains (581.2) 57.0
Other income 7.1 7.9
Interest expense (12.8) (12.8)
Pre-tax (loss) income $ (653.4) $ 264.4
Net (loss) income $ (505.9) $ 217.5

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The following ~~tables present~~table presents the Company’s net premiums earned and direct premiums written by reportable segment and line of insurance business:


		Three Months Ended September 30,													Three Months Ended March 31,
		2022						2021							2023						2022
		Property & Casualty		Other		Total		Property & Casualty		Other		Total			Property & Casualty		Other		Total		Property & Casualty		Other		Total

		(Amounts in millions)													(Amounts in millions)
Private passenger automobile	Private passenger automobile	$	665.6	$	—	$	665.6	$	652.0	$	—	$	652.0	Private passenger automobile	$	660.6	$	—	$	660.6	$	659.3	$	—	$	659.3
Homeowners	Homeowners	213.0		—		213.0		178.9		—		178.9		Homeowners	222.5		—		222.5		192.0		—		192.0
Commercial automobile	Commercial automobile	68.0		—		68.0		65.6		—		65.6		Commercial automobile	69.1		—		69.1		64.5		—		64.5
Other	Other	43.1		7.2		50.3		37.1		7.3		44.4		Other	45.4		7.1		52.5		39.6		7.2		46.8
Net premiums earned	Net premiums earned	$	989.7	$	7.2	$	996.9	$	933.6	$	7.3	$	940.9	Net premiums earned	$	997.6	$	7.1	$	1,004.7	$	955.4	$	7.2	$	962.6

Private passenger automobile	Private passenger automobile	$	680.6	$	—	$	680.6	$	693.9	$	—	$	693.9	Private passenger automobile	$	634.3	$	—	$	634.3	$	681.3	$	—	$	681.3
Homeowners	Homeowners	251.8		—		251.8		222.6		—		222.6		Homeowners	241.6		—		241.6		210.2		—		210.2
Commercial automobile	Commercial automobile	66.5		—		66.5		62.3		—		62.3		Commercial automobile	80.0		—		80.0		71.6		—		71.6
Other	Other	50.2		8.0		58.2		46.0		7.3		53.3		Other	56.3		6.4		62.7		48.3		6.8		55.1
Direct premiums written	Direct premiums written	$	1,049.1	$	8.0	$	1,057.1	$	1,024.8	$	7.3	$	1,032.1	Direct premiums written	$	1,012.2	$	6.4	$	1,018.6	$	1,011.4	$	6.8	$	1,018.2

Nine Months Ended September 30,
2022 2021
Property & Casualty Other Total Property & Casualty Other Total
(Amounts in millions)
Private passenger automobile $ 1,990.9 $ — $ 1,990.9 $ 1,956.6 $ — $ 1,956.6
Homeowners 610.9 — 610.9 509.1 — 509.1
Commercial automobile 198.6 — 198.6 192.8 — 192.8
Other 125.0 21.6 146.6 103.4 21.8 125.2
Net premiums earned $ 2,925.4 $ 21.6 $ 2,947.0 $ 2,761.9 $ 21.8 $ 2,783.7
Private passenger automobile $ 2,015.6 $ — $ 2,015.6 $ 2,006.4 $ — $ 2,006.4
Homeowners 713.9 — 713.9 600.7 — 600.7
Commercial automobile 207.9 — 207.9 197.4 — 197.4
Other 148.8 23.3 172.1 130.3 23.6 153.9
Direct premiums written $ 3,086.2 $ 23.3 $ 3,109.5 $ 2,934.8 $ 23.6 $ 2,958.4

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Item 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for certain forward-looking statements. Certain statements contained in this report are forward-looking statements based on the Company’s current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be those anticipated by the Company. Actual results may differ from those projected in the forward-looking statements. These forward-looking statements involve significant risks and uncertainties (some of which are beyond the control of the Company) and are subject to change based upon various factors, including but not limited to the following risks and uncertainties: changes in the demand for the Company’s insurance products, inflation and general economic conditions, including general market risks associated with the Company’s investment portfolio; the accuracy and adequacy of the Company’s pricing methodologies; catastrophes in the markets served by the Company; uncertainties related to estimates, assumptions and projections generally; the possibility that actual loss experience may vary adversely from the actuarial estimates made to determine the Company’s loss reserves in general; the Company’s ability to obtain and the timing of the approval of premium rate changes for insurance policies issued in the states where it operates; legislation adverse to the automobile insurance industry or business generally that may be enacted in the states where the Company operates; the Company’s success in managing its business in non-California states; the presence of competitors with greater financial resources and the impact of competitive pricing and marketing efforts; the Company's ability to successfully manage its claims organization outside of California; the Company's ability to successfully allocate the resources used in the states with reduced or exited operations to its operations in other states; changes in driving patterns and loss trends; acts of war and terrorist activities; pandemics, epidemics, widespread health emergencies, or outbreaks of infectious diseases; court decisions and trends in litigation and health care and auto repair costs; and legal, cybersecurity, regulatory and litigation risks. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as the result of new information, future events or otherwise. For a more detailed discussion of some of the foregoing risks and uncertainties, see the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on February ~~15, 2022.~~14, 2023.

OVERVIEW

A. General

The operating results of property and casualty insurance companies are subject to significant quarter-to-quarter and year-to-year fluctuations due to the effect of competition on pricing, the frequency and severity of losses, the effect of weather and natural disasters on losses, general economic conditions, the general regulatory environment in states in which an insurer operates, state regulation of insurance including premium rates, changes in fair value of investments, and other factors such as changes in tax laws. The property and casualty insurance industry has been highly cyclical, with periods of high premium rates and shortages of underwriting capacity followed by periods of severe price competition and excess capacity. These cycles can have a significant impact on the Company’s ability to grow and retain business.

This section discusses some of the relevant factors that management considers in evaluating the Company’s performance, prospects, and risks. It is not all-inclusive and is meant to be read in conjunction with the entirety of management’s discussion and analysis, the Company’s consolidated financial statements and notes thereto, and all other items contained within this Quarterly Report on Form 10-Q.

~~Note on General Business and Economic Conditions~~

The outbreak of COVID-19 has had a notable impact on general economic conditions, including, but not limited to, the temporary closures of many businesses and reduced consumer spending. The Company has taken and continues to take a number of precautionary steps to safeguard its customers, business and employees from COVID-19. Most of the Company's employees have been working remotely, with only certain operationally critical employees working on site at various locations. In November 2021, the Company extended its "work-from-home" policy indefinitely under the new "Mercury's My Workplace" policy, allowing most of its employees to work from anywhere in the U.S. beginning January 2022.

The Company's automobile line of insurance business experienced a rapid drop in loss frequency in the second quarter of 2020 due to reduced driving following the outbreak of the pandemic. Since then, loss frequency has increased and is now near pre-pandemic levels. Inflationary trends have accelerated to their highest level since the 1980s in 2022, with the most recent consumer price index increase of 8.2%. Excessive inflation has led to significant increases in loss severities related to vehicle repairs and bodily injuries. The COVID-19 pandemic also created more uncertainty, and the total effect on losses occurring

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during the COVID-19 era will not be known for several years. The Company expects more late reported claims and a prolonged settlement period. The sustained high loss severity, combined with loss frequency at near pre-pandemic levels, have negatively impacted the Company's results of operations, and the Company has submitted private passenger automobile rate filings in many states requesting rate increases. In addition, the Company is taking various non-rate actions to improve profitability.

The Federal Open Market Committee started raising the federal funds rate in March 2022 as a response to inflationary pressures. The ensuing increases in market interest rates, combined with the high inflation, the supply chain and labor issues, and the Russia-Ukraine war, have placed significant strain on financial markets leading to market volatility and turmoil. The fair values of the Company's equity securities have reflected such market volatility and the fair values of its fixed maturity securities have decreased significantly as a result of increases in market interest rates during the first nine months of 2022. The Company believes that it will continue to have sufficient liquidity to support its business operations without the forced sale of investments, based on its existing cash and short-term investments, future cash flows from operations, and $75 million of undrawn credit in its unsecured credit facility.

The Company will continue to monitor the effects of COVID-19 and its variants, the high inflation and interest rates, the supply chain and labor issues, the Russia-Ukraine war, and the legislative relief programs, including the Inflation Reduction Act of 2022 signed into law in August 2022. The extent of these effects on the Company's business and financial results will depend largely on future developments, including the duration of the high inflation and interest rates and the war, most of which are highly uncertain and cannot be predicted.

In October 2022, the Company reduced its workforce by approximately 40 employees, and a one-time cost of approximately $3 million associated with the workforce reduction will be recorded as an expense for the fourth quarter of 2022. The Company anticipates this reduction will result in ongoing annual cost savings of approximately $6 million.

B. Business

The Company is primarily engaged in writing personal automobile insurance through 1312 insurance subsidiaries (“Insurance Companies”) in 11 states, principally California. The Company also writes homeowners, commercial automobile, commercial property, mechanical protection, and umbrella insurance. The Company's insurance policies are mostly sold through independent agents who receive a commission for selling policies. The Company believes that it has thorough underwriting and claims handling processes that, together with its agent relationships, provide the Company with competitive advantages.

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The following tables present direct premiums written, by state and line of insurance business, for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021:~~2022:


		Nine Months Ended September 30, 2022																		Three Months Ended March 31, 2023
		(Dollars in thousands)																		(Dollars in thousands)

		Private Passenger Automobile			Homeowners			Commercial Automobile			Other Lines (2)			Total						Private Passenger Automobile			Homeowners			Commercial Automobile			Other Lines (2)			Total
California	California	$	1,672,123		$	544,374		$	143,991		$	159,404		$	2,519,892		81.1	%	California	$	509,017		$	173,130		$	56,482		$	59,265		$	797,894		78.4	%
Texas	Texas	73,022			81,129			34,555			4,998			193,704			6.2	%	Texas	29,923			35,326			13,281			1,209			79,739			7.8	%
Other states (1)	Other states (1)	270,407			88,396			29,391			7,672			395,866			12.7	%	Other states (1)	95,366			33,120			10,227			2,215			140,928			13.8	%
Total	Total	$	2,015,552		$	713,899		$	207,937		$	172,074		$	3,109,462		100.0	%	Total	$	634,306		$	241,576		$	79,990		$	62,689		$	1,018,561		100.0	%
		64.8		%	23.0		%	6.7		%	5.5		%	100.0		%				62.3		%	23.6		%	7.9		%	6.2		%	100.0		%


		Nine Months Ended September 30, 2021																		Three Months Ended March 31, 2022
		(Dollars in thousands)																		(Dollars in thousands)

		Private Passenger Automobile			Homeowners			Commercial Automobile			Other Lines (2)			Total						Private Passenger Automobile			Homeowners			Commercial Automobile			Other Lines (2)			Total
California	California	$	1,752,380		$	484,264		$	136,938		$	140,700		$	2,514,282		85.0	%	California	$	567,202		$	160,704		$	49,872		$	51,328		$	829,106		81.4	%
Texas																			Texas	23,180			24,680			12,351			1,557			61,768			6.1	%
Other states (1)	Other states (1)	254,005			116,399			60,424			13,283			444,111			15.0	%	Other states (1)	90,906			24,871			9,350			2,232			127,359			12.5	%
Total	Total	$	2,006,385		$	600,663		$	197,362		$	153,983		$	2,958,393		100.0	%	Total	$	681,288		$	210,255		$	71,573		$	55,117		$	1,018,233		100.0	%
		67.8		%	20.3		%	6.7		%	5.2		%	100.0		%				66.9		%	20.7		%	7.0		%	5.4		%	100.0		%

______________

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(1) No individual state accounted for more than 5% of total direct premiums written.

(2) No individual line of insurance business accounted for more than 5% of total direct premiums written.

C. Regulatory and Legal Matters

The Department of Insurance (“DOI”) in each state in which the Company operates is responsible for conducting periodic financial, market conduct, and rating and underwriting examinations of the Insurance Companies in their states. Market conduct examinations typically review compliance with insurance statutes and regulations with respect to rating, underwriting, claims handling, billing, and other practices.

The following table presents a summary of recent and upcoming examinations:

State

Exam Type

Exam Period Covered

Status

CA, FL, GA, IL, OK, TX

Coordinated Multi-state Financial

2018-2021

~~Examination began in the second quarter of 2022.~~

~~Premium Tax~~

~~2018-2021~~

~~Examination was completed in the third quarter of 2022.~~Received draft examination reports.

During the course of and at the conclusion of the examinations, the examining DOI generally reports findings to the Company. No material findings were noted in the draft examination reports of the coordinated multi-state financial examination.

~~The~~In January 2023, the California DOI ~~has not~~ approved a 6.9% rate increase on the private passenger automobile ~~rate filing from any major insurer since the beginning~~line of insurance business for Mercury Insurance Company ("MIC") and California Automobile Insurance Company ("CAIC"), consolidated subsidiaries of the ~~pandemic.~~Company. The ~~California DOI recently requested information from insurers to determine if,~~private passenger automobile line of insurance business of MIC and CAIC represented approximately 50% and 4%, respectively, of the Company's total net premiums earned for the three months ended March 31, 2023. These rate increases became effective in ~~its view, pandemic-related premium refunds were adequate.~~March 2023. The ~~California DOI is reviewing the information provided by insurers in conjunction~~Company filed an additional 6.99% rate increase with ~~their rate filings. Although California courts have ruled that~~ the California DOI ~~lacks~~on the ~~authority to order such refunds,~~private passenger automobile line of insurance business for MIC and CAIC in March 2023.

In March 2023, California DOI approved a 12.6% rate increase on the California ~~DOI is not approving rate increases until it has gone through this review process. While delays in obtaining indicated rates can adversely impact results~~homeowners line of operations in any environment, that impact is especially severe in the current inflationary environment. The Company and other insurers have expressed, in private discussions and in written arguments submitted by trade groups, that the California DOI has a statutory duty to review and approve rate filings. It is not reasonably possible to predict if, or when, the California DOI will approveinsurance business, which represented approximately 17% of the Company's ~~pending~~total net premiums earned for the three months ended March 31, 2023. This rate ~~filings.~~increase becomes effective in May 2023.

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D. Critical Accounting Estimates

Loss and Loss Adjustment Expense Reserves ("Loss Reserves")

Preparation of the Company’s consolidated financial statements requires management’s judgment and estimates. The most significant is the estimate of loss reserves. Estimating loss reserves is a difficult process as many factors can ultimately affect the final settlement of a claim and, therefore, the loss reserve that is required. A key assumption in estimating loss reserves is the degree to which the historical data used to analyze reserves will be predictive of ultimate claim costs on incurred claims. Changes in the regulatory and legal environments, results of litigation, medical costs, the cost of repair materials, and

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labor rates, among other factors, can impact this assumption. In addition, time can be a critical part of reserving determinations since the longer the span between the incidence of a loss and the payment or settlement of a claim, the more variable the ultimate settlement amount could be. Accordingly, short-tail claims, such as property damage claims, tend to be more reasonably predictable than long-tail liability claims.

The Company calculates a loss reserve point estimate rather than a range. There is inherent uncertainty with estimates and this is particularly true with loss reserve estimates. This uncertainty comes from many factors which may include changes in claims reporting and settlement patterns, changes in the regulatory and legal environments, uncertainty over inflation rates, and uncertainty for unknown items. The Company does not make specific provisions for these uncertainties, rather it considers them in establishing its loss reserve by reviewing historical patterns and trends and projecting these out to current loss reserves. The underlying factors and assumptions that serve as the basis for preparing the loss reserve estimate include paid and incurred loss development factors, expected average costs per claim, inflation trends, expected loss ratios, industry data, and other relevant information.

The Company also engages independent actuarial consultants to review the Company’s loss reserves and to provide the annual actuarial opinions under statutory accounting principles as required by state regulation. The Company analyzes loss reserves quarterly primarily using the incurred loss, paid loss, average severity coupled with the claim count development methods, and the generalized linear model ("GLM") described below. When deciding among methods to use, the Company evaluates the credibility of each method based on the maturity of the data available and the claims settlement practices for each particular line of insurance business or coverage within a line of insurance business. The Company may also evaluate qualitative factors such as known changes in laws or legal rulings that could affect claims handling or other external environmental factors or internal factors that could affect the settlement of claims. When establishing the loss reserve, the Company will generally analyze the results from all of the methods used rather than relying on a single method. While these methods are designed to determine the ultimate losses on claims under the Company’s policies, there is inherent uncertainty in all actuarial models since they use historical data to project outcomes. The Company believes that the techniques it uses provide a reasonable basis in estimating loss reserves.

•The incurred loss method analyzes historical incurred case loss (case reserves plus paid losses) development to estimate ultimate losses. The Company applies development factors against current case incurred losses by accident period to calculate ultimate expected losses. The Company believes that the incurred loss method provides a reasonable basis for evaluating ultimate losses, particularly in the Company’s larger, more established lines of

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insurance business which have a long operating history.

•The paid loss method analyzes historical payment patterns to estimate the amount of losses yet to be paid.

•The average severity method analyzes historical loss payments and/or incurred losses divided by closed claims and/or total claims to calculate an estimated average cost per claim. From this, the expected ultimate average cost per claim can be estimated. The average severity method coupled with the claim count development method provide meaningful information regarding inflation and frequency trends that the Company believes is useful in establishing loss reserves. The claim count development method analyzes historical claim count development to estimate future incurred claim count development for current claims. The Company applies these development factors against current claim counts by accident period to calculate ultimate expected claim counts.

•The GLM determines an average severity for each percentile of claims that have been closed as a percentage of estimated ultimate claims. The average severities are applied to open claims to estimate the amount of losses yet to be paid. The GLM utilizes operational time, determined as a percentile of claims closed rather than a finite calendar period, which neutralizes the effect of changes in the timing of claims handling.

The Company analyzes catastrophe losses separately from non-catastrophe losses. For catastrophe losses, the Company generally determines claim counts based on claims reported and development expectations from previous catastrophes and applies an average expected loss per claim based on loss reserves established by adjusters and average losses on previous similar catastrophes. For catastrophe losses on individual properties that are expected to be total losses, the Company typically establishes reserves at the policy limits.

At ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, the Company recorded its point estimate of approximately ~~$2.43~~$2.68 billion and ~~$2.23~~$2.58 billion ($~~2.41~~2.65 billion and ~~$2.19~~$2.56 billion, net of reinsurance), respectively, in loss reserves, which included approximately ~~$1.18~~$1.52 billion and ~~$1.03~~$1.45 billion ($~~1.18~~1.51 billion and ~~$1.02~~$1.45 billion, net of reinsurance), respectively, of incurred but not reported loss reserves (“IBNR”). IBNR includes estimates, based upon past experience, of ultimate developed costs, which may differ from case estimates, unreported claims that occurred on or prior to ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, and estimated future payments for reopened claims. Management believes that the liability for loss reserves is adequate to cover the

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ultimate net cost of losses and loss adjustment expenses incurred to date; however, since the provisions are necessarily based upon estimates, the ultimate liability may be more or less than such provisions.

The Company evaluates its loss reserves quarterly. When management determines that the estimated ultimate claim cost requires a decrease for previously reported accident years, favorable development occurs and a reduction in losses and loss adjustment expenses is reported in the current period. If the estimated ultimate claim cost requires an increase for previously reported accident years, unfavorable development occurs and an increase in losses and loss adjustment expenses is reported in the current period.

For a further discussion of the Company’s reserving methods, see the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022.

RESULTS OF OPERATIONS

Three Months Ended ~~September 30, 2022~~March 31, 2023 Compared to Three Months Ended ~~September 30, 2021~~March 31, 2022

Revenues

Net premiums earned increased 4.4% and net premiums written decreased 0.1% for the three months ended ~~September 30, 2022 increased 6.0% and 1.9%, respectively,~~March 31, 2023, from the corresponding period in ~~2021.~~2022. The increase in net premiums earned was primarily due to increases in the number of policies written outside of California, and rate increases in the California homeowners line of insurance business and in certain lines of insurance business in some states outside of California, partially offset by a decrease in the number of private passenger automobile policies written in California. The increase in net premiums written was primarily due to increases in the number of policies written outside of California and rate increases in certain lines of insurance business in some states outside of California, partially offset by a decrease in the number of private passenger automobile policies written in California. During 2022, the Company discontinued offering twelve-month private passenger automobile policies on new and renewal businesses in most states where it operates, including California, which contributed to the decrease in net premiums written for the three months ended March 31, 2023 compared to the same period in 2022.

Net premiums earned included ceded premiums earned of ~~$22.8~~$23.2 million and ~~$17.2~~$17.5 million for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ respectively. Net premiums written included ceded premiums written of ~~$22.8~~$23.4 million and ~~$17.3~~$17.6 million for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ respectively. The increases in ceded premiums earned and ceded premiums written resulted mostly from higher reinsurance coverage and rates and growth in the covered book of business.

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Net premiums earned, a GAAP measure, represents the portion of net premiums written that is recognized as revenue in the financial statements for the periods presented and earned on a pro-rata basis over the term of the policies. Net premiums written is a non-GAAP financial measure which represents the premiums charged on policies issued during a fiscal period, net of any applicable reinsurance. Net premiums written is a statutory measure designed to determine production levels.

The following is a reconciliation of net premiums earned to net premiums written:


		Three Months Ended September 30,					Three Months Ended March 31,
		2022		2021			2023		2022

		(Amounts in thousands)					(Amounts in thousands)
Net premiums earned	Net premiums earned	$	996,939	$	940,941	Net premiums earned	$	1,004,704	$	962,550
Change in net unearned premiums	Change in net unearned premiums	37,537		74,026		Change in net unearned premiums	5,498		48,248
Net premiums written	Net premiums written	$	1,034,476	$	1,014,967	Net premiums written	$	1,010,202	$	1,010,798

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Expenses

Loss and expense ratios are used to interpret the underwriting experience of property and casualty insurance companies. The following table presents the Insurance Companies’ loss, expense, and combined ratios determined in accordance with GAAP:


		Three Months Ended September 30,					Three Months Ended March 31,
		2022		2021			2023		2022

Loss ratio	Loss ratio	79.0	%	74.2	%	Loss ratio	92.5	%	85.4	%
Expense ratio	Expense ratio	23.8	%	24.8	%	Expense ratio	23.3	%	24.1	%
Combined ratio	Combined ratio	102.8	%	99.0	%	Combined ratio	115.8	%	109.5	%

Loss ratio is calculated by dividing losses and loss adjustment expenses by net premiums earned. The loss ratio for the ~~third~~first quarter of ~~2022~~2023 and ~~2021~~2022 was affected by favorable development of approximately $1$15 million and $8unfavorable development of approximately $53 million, respectively, on prior accident years' loss and loss adjustment expense reserves. The favorable development for the ~~third~~first quarter of 2022 was primarily attributable to lower than estimated losses and loss adjustment expenses in the commercial property and umbrella lines of insurance business. The favorable development for the third quarter of 20212023 was primarily attributable to lower than estimated losses and loss adjustment expenses in the homeowners line of insurance business. The unfavorable development for the first quarter of 2022 was primarily attributable to higher than estimated losses and ~~private passenger~~loss adjustment expenses in the automobile and commercial property lines of insurance business.

The 2023 loss ratio was negatively impacted by approximately $98 million of catastrophe losses, primarily due to winter storms and rainstorms in California, Texas and Oklahoma. There was no development on prior years' catastrophe losses for the three months ended March 31, 2023. The 2022 loss ratio was negatively impacted by approximately ~~$18~~$21 million of catastrophe losses, excluding unfavorable development of approximately $1 million on prior years' catastrophe losses, primarily due to ~~the impact of Hurricane Ian in Florida which caused $11 million in losses, and rainstorms~~winter storms in Texas and Oklahoma. The 2021 loss ratio was negatively impacted by approximately $27 million of catastrophe losses, excluding favorable development of approximately $2 million on prior years' catastrophe losses, primarily due to wildfires in California and the impact of Hurricane Ida in New Jersey and New York.California.

Excluding the effects of estimated prior periods’ loss development and catastrophe losses, the loss ratio was ~~77.3%~~84.3% and ~~72.2%~~77.7% for the ~~third~~first quarter of ~~2022~~2023 and ~~2021,~~2022, respectively. The increase in the loss ratio was primarily due to an increase in loss severity in the automobile line of insurance business. ~~Inflationary trends have~~The U.S. inflation rate accelerated to ~~their~~its highest level in decades in 2022, ~~which has~~and had a significant impact on the cost of auto parts and labor as well as medical expenses for bodily ~~injuries, and supply chain and labor shortage issues have lengthened the time to repair vehicles.~~injuries. Bodily injury costs ~~are~~were also under pressure from social inflation. ~~These~~The inflationary pressures ~~and~~continued to negatively impact loss severity in the ~~supply chain and labor shortage issues have led to a significant increase in~~ automobile ~~loss severity~~line of insurance business and increased losses and loss adjustment expenses for the insured events of the current accident year for the three months ended ~~September 30, 2022~~March 31, 2023 compared to the corresponding period in ~~2021.~~2022. The Company has increased rates and filed for additional rate increases in many states and is taking various non-rate actions to improve profitability.

Expense ratio is calculated by dividing the sum of policy acquisition costs and other operating expenses by net premiums earned. The expense ratio for the three months ended ~~September 30, 2022~~March 31, 2023 decreased compared to the corresponding period in ~~2021,~~2022, primarily due to lower expenses for advertising and ~~other expenses.~~profitability-related accruals combined with higher net premiums earned.

Combined ratio is equal to loss ratio plus expense ratio and is the key measure of underwriting performance traditionally used in the property and casualty insurance industry. A combined ratio under 100% generally reflects profitable underwriting results, and a combined ratio over 100% generally reflects unprofitable underwriting results.

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Income tax benefit was ~~$30.6~~$16.8 million and ~~$4.7~~$56.2 million for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ respectively. The ~~increase~~decrease in income tax benefit was primarily due to a ~~$125.5~~$191.1 million ~~increase~~decrease in total pre-tax loss. ~~Tax-exempt investment income, a component of total pre-tax loss, remained relatively steady with the corresponding period in 2021.~~

The Company’s effective income tax rate can be affected by several factors. These generally relate to large changes in the composition of fully taxable income, including net realized investment gains or losses, tax-exempt investment income, non-deductible expenses, and periodically, non-routine tax items such as adjustments to unrecognized tax benefits related to tax uncertainties. ~~Tax-exempt~~Income tax benefit of $16.8 million on pre-tax loss of $62.1 million, including tax-exempt investment income of ~~approximately $19 million coupled with pre-tax loss of approximately $129~~$22.0 million, resulted in an effective tax rate of ~~23.7%~~27.0%, above the statutory tax rate of 21%, for the three months ended ~~September 30, 2022,~~March 31, 2023, and income tax benefit of $56.2 million on pre-tax loss of $253.1 million, including tax-exempt investment income of ~~approximately $18 million coupled with pre-tax loss of approximately $3~~$17.2 million, resulted in an effective tax rate of ~~138.1%~~22.2% for the corresponding period in ~~2021.~~2022.

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Investments

The following table presents the investment results of the Company:


		Three Months Ended September 30,							Three Months Ended March 31,
		2022			2021				2023			2022

		(Dollars in thousands)							(Dollars in thousands)
Average invested assets at cost (1)	Average invested assets at cost (1)	$	4,912,521		$	4,751,171		Average invested assets at cost (1)	$	5,022,572		$	4,863,814
Net investment income (2)	Net investment income (2)							Net investment income (2)
Before income taxes	Before income taxes	$	44,563		$	32,334		Before income taxes	$	51,973		$	35,351
After income taxes	After income taxes	$	38,653		$	28,708		After income taxes	$	44,795		$	30,921
Average annual yield on investments(2)	Average annual yield on investments(2)							Average annual yield on investments(2)
Before income taxes	Before income taxes	3.6		%	2.7		%	Before income taxes	4.1		%	2.9		%
After income taxes	After income taxes	3.2		%	2.4		%	After income taxes	3.6		%	2.5		%
Net realized investment losses		$	(144,213)		$	(43,543)
Net realized investment gains (losses)								Net realized investment gains (losses)	$	49,008		$	(195,086)

__________

(1) Fixed maturities and short-term bonds at amortized cost; equities and other short-term investments at cost. Average invested assets at cost are based on the monthly amortized cost of the invested assets for each period.

(2) Higher net investment income before and after income taxes for the three months ended ~~September 30, 2022~~March 31, 2023 compared to the corresponding period in ~~2021~~2022 resulted largely from higher average yield combined with higher average invested assets. Average annual yield on investments before and after income taxes for the three months ended ~~September 30, 2022~~March 31, 2023 increased compared to the corresponding period in ~~2021,~~2022, primarily due to the maturity and replacement of lower yielding investments purchased when market interest rates were lower with higher yielding investments, as a result of increasing market interest ~~rates.~~rates, as well as higher yields on investments based on floating interest rates.

The following tables present the components of net realized investment gains or losses included in net ~~income:~~loss:

Three Months Ended September 30, 2022
Gains (Losses) Recognized in Net Income
Sales
Changes in fair value
Total
(Amounts in thousands)
Net realized investment gains (losses)
Fixed maturity securities (1)(2)
$ (30,841) $ (83,257) $ (114,098)
Equity securities (1)(3)
14,017 (45,779) (31,762)
Short-term investments (1)
(1,481) 1,817 336
Options sold 1,216 95 1,311
Total $ (17,089) $ (127,124) $ (144,213)

Three Months Ended September 30, 2021
Gains (Losses) Recognized in Net Income
Sales Changes in fair value Total
(Amounts in thousands)
Net realized investment gains (losses)
Fixed maturity securities (1)(2)
$ (122) $ (26,120) $ (26,242)
Equity securities (1)(3)
2,153 (19,884) (17,731)
Short-term investments (1)
— (170) (170)
Note receivable (1)
— 43 43
Options sold 718 (161) 557
Total $ 2,749 $ (46,292) $ (43,543)

~~__________~~


	Three Months Ended March 31, 2023
	Gains (Losses) Recognized in Net Income
	Sales		Changes in fair value		Total

	(Amounts in thousands)
Net realized investment gains (losses)
Fixed maturity securities (1)(2)	$	(891)	$	39,776	$	38,885
Equity securities (1)(3)	5,621		3,240		8,861
Short-term investments (1)	—		34		34
Options sold	1,457		(229)		1,228
Total	$	6,187	$	42,821	$	49,008

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	Three Months Ended March 31, 2022
	Gains (Losses) Recognized in Net Income
	Sales		Changes in fair value		Total

	(Amounts in thousands)
Net realized investment gains (losses)
Fixed maturity securities (1)(2)	$	(2,800)	$	(157,929)	$	(160,729)
Equity securities (1)(3)	5,562		(40,321)		(34,759)
Short-term investments (1)	(825)		2		(823)
Options sold	1,307		(82)		1,225
Total	$	3,244	$	(198,330)	$	(195,086)

__________

(1)The changes in fair value of the investment portfolio ~~and note receivable~~ resulted from application of the fair value option.

(2)The increases in fair value of fixed maturity securities for the first quarter of 2023 primarily resulted from decreases in market interest rates. The decreases in fair value of fixed maturity securities for the ~~third quarters~~first quarter of 2022 ~~and 2021~~ primarily resulted from increases in market interest rates.

(3)The primary cause for the increases in fair value of equity securities for the first quarter of 2023 was the overall improvement in equity markets. The primary cause for the decreases in fair value of equity securities for the ~~third quarters~~first quarter of 2022 ~~and 2021~~ was the overall decline in equity markets.

Net Income (Loss) ~~Income~~

Three Months Ended September 30,
2022 2021
(Amounts in thousands, except per share data)
Net (loss) income $ (98,303) $ 1,288
Basic average shares outstanding 55,371 55,371
Diluted average shares outstanding 55,371 55,375
Basic Per Share Data:
Net (loss) income $ (1.78) $ 0.02
Net realized investment losses, net of tax $ (2.06) $ (0.62)
Diluted Per Share Data:
Net (loss) income $ (1.78) $ 0.02
Net realized investment losses, net of tax $ (2.06) $ (0.62)


	Three Months Ended March 31,
	2023		2022

	(Amounts in thousands, except per share data)
Net loss	$	(45,288)	$	(196,917)
Basic average shares outstanding	55,371		55,371
Diluted average shares outstanding	55,371		55,371
Basic Per Share Data:
Net loss	$	(0.82)	$	(3.56)
Net realized investment gains (losses), net of tax	$	0.70	$	(2.78)
Diluted Per Share Data:
Net loss	$	(0.82)	$	(3.56)
Net realized investment gains (losses), net of tax	$	0.70	$	(2.78)

~~Nine Months Ended September 30, 2022 Compared to Nine Months Ended September 30, 2021~~

~~Revenues~~

Net premiums earned and net premiums written for the nine months ended September 30, 2022 increased 5.9% and 4.8%, respectively, from the corresponding period in 2021. The increases in net premiums earned and net premiums written were primarily due to increases in the number of policies written outside of California, and rate increases in the California homeowners line of insurance business and in certain lines of insurance business in some states outside of California, partially offset by a decrease in the number of private passenger automobile policies written in California.

Net premiums earned included ceded premiums earned of $57.4 million and $48.3 million for the nine months ended September 30, 2022 and 2021, respectively. Net premiums written included ceded premiums written of $57.8 million and $48.8 million for the nine months ended September 30, 2022 and 2021, respectively. The increases in ceded premiums earned and ceded premiums written resulted mostly from higher reinsurance coverage and rates and growth in the covered book of business.

~~The following is a reconciliation of net premiums earned to net premiums written:~~

Nine Months Ended September 30,
2022 2021
(Amounts in thousands)
Net premiums earned $ 2,947,000 $ 2,783,682
Change in net unearned premiums 115,267 139,009
Net premiums written $ 3,062,267 $ 2,922,691

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~~Expenses~~

~~The following table presents the Insurance Companies’ loss, expense, and combined ratios determined in accordance with GAAP:~~

Nine Months Ended September 30,
2022 2021
Loss ratio 82.7 % 71.2 %
Expense ratio 23.6 % 24.6 %
Combined ratio 106.3 % 95.8 %

The loss ratio for the nine months of 2022 and 2021 was affected by unfavorable development of approximately $50 million and favorable development of approximately $24 million, respectively, on prior accident years' loss and loss adjustment expense reserves. The unfavorable development for the nine months of 2022 was primarily attributable to higher than estimated losses and loss adjustment expenses in the private passenger automobile line of insurance business. Inflationary trends have accelerated to their highest level in decades in 2022, which has had a significant impact on the cost of auto parts and labor as well as medical expenses for bodily injuries, and supply chain and labor shortage issues have lengthened the time to repair vehicles. Bodily injury costs are also under pressure from social inflation. These factors were major contributors to the adverse reserve development in the private passenger automobile line of insurance business. The favorable development for the nine months of 2021 was primarily attributable to lower than estimated losses and loss adjustment expenses in the private passenger automobile and homeowners lines of insurance business.

The 2022 loss ratio was negatively impacted by approximately $58 million of catastrophe losses, excluding unfavorable development of approximately $4 million on prior years' catastrophe losses, primarily due to winter storms, rainstorms and hail in Texas and Oklahoma, the impact of Hurricane Ian in Florida which caused $11 million in losses, and winter storms in California. The 2021 loss ratio was negatively impacted by approximately $91 million of catastrophe losses, excluding favorable development of approximately $6 million on prior years' catastrophe losses, primarily due to the deep freeze and other extreme weather events in Texas and Oklahoma, wildfires and winter storms in California, and the impact of Hurricane Ida in New Jersey and New York.

Excluding the effects of estimated prior periods’ loss development and catastrophe losses, the loss ratio was 79.0% and 68.8% for the nine months of 2022 and 2021, respectively. The increase in the loss ratio was primarily due to increases in loss severity and frequency in the automobile line of insurance business. The inflationary pressures and the supply chain and labor shortage issues discussed above have led to a significant increase in automobile loss severity and increased losses and loss adjustment expenses for the insured events of the current accident year for the nine months ended September 30, 2022 compared to the corresponding period in 2021. After bottoming out in the second quarter of 2020, automobile loss frequency has mostly been increasing and is near pre-pandemic levels. The Company has filed for rate increases in many states and is taking various non-rate actions to improve profitability.

~~The expense ratio for the nine months ended September 30, 2022 decreased compared to the corresponding period in 2021, primarily due to lower advertising and other expenses.~~

Income tax (benefit) expense was $(147.5) million and $47.0 million for the nine months ended September 30, 2022 and 2021, respectively. The decrease in income tax expense was primarily due to a $917.8 million decrease in total pre-tax income. Tax-exempt investment income, a component of total pre-tax (loss) income, remained relatively steady with the corresponding period in 2021.

Tax-exempt investment income of approximately $54 million coupled with pre-tax loss of approximately $653 million resulted in an effective tax rate of 22.6%, above the statutory tax rate of 21%, for the nine months ended September 30, 2022, while tax-exempt investment income of approximately $56 million coupled with pre-tax income of approximately $264 million resulted in an effective tax rate of 17.8%, below the statutory rate, for the corresponding period in 2021.

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~~Investments~~

~~The following table presents the investment results of the Company:~~

Nine Months Ended September 30,
2022 2021
(Dollars in thousands)
Average invested assets at cost (1)
$ 4,889,050 $ 4,643,916
Net investment income (2)
Before income taxes $ 118,469 $ 95,566
After income taxes $ 103,091 $ 85,168
Average annual yield on investments
Before income taxes 3.2 % 2.7 %
After income taxes 2.8 % 2.5 %
Net realized investment (losses) gains $ (581,237) $ 56,953

~~__________~~

~~(1)~~ Fixed maturities and short-term bonds at amortized cost; equities and other short-term investments at cost. Average invested assets at cost are based on the monthly amortized cost of the invested assets for each period.

~~(2)~~ Higher net investment income before and after income taxes for the nine months ended September 30, 2022 compared to the corresponding period in 2021 resulted largely from higher average yield combined with higher average invested assets. Average annual yield on investments before and after income taxes for the nine months ended September 30, 2022 increased compared to the corresponding period in 2021, primarily due to the maturity and replacement of lower yielding investments purchased when market interest rates were lower with higher yielding investments, as a result of increasing market interest rates.

~~The following tables present the components of net realized investment gains or losses included in net income:~~

Nine Months Ended September 30, 2022
Gains (Losses) Recognized in Net Income
Sales
Changes in fair value
Total
(Amounts in thousands)
Net realized investment gains (losses)
Fixed maturity securities (1)(2)
$ (53,224) $ (329,458) $ (382,682)
Equity securities (1)(3)
20,311 (220,469) (200,158)
Short-term investments (1)
(2,488) 152 (2,336)
Options sold 3,915 24 3,939
Total $ (31,486) $ (549,751) $ (581,237)

Nine Months Ended September 30, 2021
Gains (Losses) Recognized in Net Income
Sales Changes in fair value Total
(Amounts in thousands)
Net realized investment gains (losses)
Fixed maturity securities (1)(2)
$ (3,607) $ (21,729) $ (25,336)
Equity securities (1)(3)
33,802 47,057 80,859
Short-term investments (1)
236 (161) 75
Note receivable (1)
— 15 15
Options sold 1,579 (239) 1,340
Total $ 32,010 $ 24,943 $ 56,953

~~__________~~

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~~(1)The changes in fair value of the investment portfolio and note receivable resulted from application of the fair value option.~~

~~(2)The decreases in fair value of fixed maturity securities for the nine months of 2022 and 2021 primarily resulted from increases in market interest rates.~~

~~(3)~~The primary cause for the decrease in fair value of equity securities for the nine months of 2022 was the overall decline in equity markets. The primary cause for the increase in fair value of equity securities for the nine months of 2021 was the overall improvement in equity markets.

~~Net (Loss) Income~~

Nine Months Ended September 30,
2022 2021
(Amounts in thousands, except per share data)
Net (loss) income $ (505,902) $ 217,464
Basic average shares outstanding 55,371 55,367
Diluted average shares outstanding 55,371 55,375
Basic Per Share Data:
Net (loss) income $ (9.14) $ 3.93
Net realized investment (losses) gains, net of tax $ (8.29) $ 0.82
Diluted Per Share Data:
Net (loss) income $ (9.14) $ 3.93
Net realized investment (losses) gains, net of tax $ (8.29) $ 0.82

LIQUIDITY AND CAPITAL RESOURCES

A. Cash Flows

The Company has generated positive cash flow from operations since the public offering of its common stock in November 1985. The Company does not attempt to match the duration and timing of asset maturities with those of liabilities; rather, it manages its portfolio with a view towards maximizing total return with an emphasis on after-tax income. With combined cash and short-term investments of ~~$436.5~~$417.2 million ~~at September 30, 2022~~ as well as ~~$75~~$125 million of undrawn credit ~~available on the~~under its unsecured credit facility at March 31, 2023, the Company believes its cash flow from operations is adequate to satisfy its liquidity requirements without the forced sale of investments. Investment maturities are also available to meet the Company’s liquidity needs. However, the Company operates in a rapidly evolving and often unpredictable business environment that may change the timing or amount of expected future cash receipts and expenditures. Accordingly, there can be no assurance that the Company’s sources of funds will be sufficient to meet its liquidity needs or that the Company will not be required to raise additional funds to meet those needs or for future business expansion, through the sale of equity or debt securities or from credit facilities with lending institutions.

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Net cash provided by operating activities for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 was ~~$284.9~~$18.2 million, a decrease of ~~$143.2~~$88.4 million compared to the corresponding period in ~~2021.~~2022. The decrease was primarily due to increases in payments for losses and loss adjustment expenses, ~~and policy acquisition costs,~~ partially offset by an increase in premium collections ~~a decrease in payments for income taxes,~~ and an increase in ~~net~~ investment income received. The Company utilized the cash provided by operating activities during the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 primarily for the net purchases of investment securities and payment of dividends to its shareholders.

On July 29, 2022, the Board did not extend its authorization of the repurchase of up to $200 million of the Company’s Common Stock and allowed its authorization to expire on that date, which the Board originally authorized on July 31, 2020. The Company has not repurchased any of the Company’s Common Stock under this authorization.

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The following table presents the estimated fair value of fixed maturity securities at ~~September 30, 2022~~March 31, 2023 by contractual maturity in the next five years:


	Fixed Maturity Securities
	(Amounts in thousands)
Due in one year or less	$	~~243,303~~131,354
Due after one year through two years	~~198,306~~296,345
Due after two years through three years	~~136,983~~156,907
Due after three years through four years	~~206,455~~262,532
Due after four years through five years	~~349,909~~287,637
Total due within five years	$	~~1,134,956~~1,134,775

B. Reinsurance

For California homeowners policies, the Company has reduced its catastrophe exposure from earthquakes by placing earthquake risks directly with the California Earthquake Authority ("CEA"). However, the Company continues to have catastrophe exposure to fires following an earthquake.

The Company is the assuming reinsurer under a Catastrophe Participation Reinsurance Contract (the "Contract") effective ~~for the 12 months ending~~through December 31, ~~2022.~~2025. The Company reimburses a group of affiliates of a ceding company for a proportional share of a portfolio of catastrophe losses based on the premiums ceded to the Company under the Contract, to the extent the actual loss ratio exceeds the threshold loss ratio of 73.5% ~~and 71.0% for the 12 months ending December 31, 2022 and 2021, respectively.~~. The total assumed premium under the Contract is ~~$10.0~~$15.0 million for each of the 12 month periods ending December 31, 2023 through 2025 and ~~$12.5~~$10.0 million for the 12 months ~~ending~~ended December 31, ~~2022 and 2021, respectively.~~2022. The total possible amount of losses for the Company under the Contract is ~~$25.0~~$30.0 million for each of the 12 month periods ending December 31, 2023 through 2025 and ~~$31.3~~$25.0 million for the 12 months ~~ending~~ended December 31, ~~2022 and 2021, respectively.~~2022. The Company recognized ~~$2.5~~$3.8 million and ~~$3.1~~$2.5 million in earned premiums and ~~$2.2~~$2.7 million and ~~$5.5~~$2.4 million in incurred losses under the Contract for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively, and $7.5 million and $9.4 million in earned premiums and $6.3 million and $13.4 million in incurred losses for the nine months ended September 30, 2022 and 2021,~~ respectively.

The Company is the ceding party to a Catastrophe Reinsurance Treaty (the "Treaty") covering a wide range of perils that is effective through June 30, 2023. For the 12 months ending June 30, 2023 and 2022, the Treaty provides approximately $936 million and $792 million of coverage, respectively, on a per occurrence basis after covered catastrophe losses exceed the Company retention limit of $60 million and $40 million, respectively. The Treaty specifically excludes coverage for any Florida business and for California earthquake losses on fixed property policies such as homeowners, but does cover losses from fires following an earthquake. The Treaty includes additional restrictions as noted in the tables below.

Coverage on individual catastrophes provided for the 12 months ending June 30, 2023 under the Treaty is presented below in various layers:


	Catastrophe Losses and LAE
	In Excess of		Up to		Percentage of Coverage

	(Amounts in millions)
Retained	$	—	$	60	—	%
Layer of Coverage	60		100		19.5
Layer of Coverage	100		200		98.8
Layer of Coverage (1)	200		530		98.6
Layer of Coverage (2) (3) (4)	530		930		100.0
Layer of Coverage	930		1,035		98.9

__________

(1) 5% of this layer covers California, Arizona and Nevada only.

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(2) 33% of this layer covers California, Arizona and Nevada only.

(3) Layer of Coverage represents multiple actual treaty layers that are grouped for presentation purposes.

(4) 6.3% of this layer covers only California wildfires and fires following an earthquake in California, and is not subject to reinstatement.

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Coverage on individual catastrophes provided for the 12 months ended June 30, 2022 under the Treaty is presented below in various layers:


	Catastrophe Losses and LAE
	In Excess of		Up to		Percentage of Coverage

	(Amounts in millions)
Retained	$	—	$	40	—	%
Layer of Coverage	40		100		70
Layer of Coverage (1) (2)	100		450		100
Layer of Coverage (1) (3) (4) (5)	450		850		100

__________

(1) Layer of Coverage represents multiple actual treaty layers that are grouped for presentation purposes.

(2) 4.1% of this layer excludes Texas.

(3) 11.9% of this layer excludes Texas.

(4) 15.0% of this layer covers California, Arizona and Nevada only.

(5) 12.7% of this layer covers only California wildfires and fires following an earthquake in California, and is not subject to reinstatement.

The table below presents the combined total reinsurance premiums under the Treaty (annual premiums and reinstatement premiums) for the 12 months ending June 30, 2023 and 2022, respectively:


Treaty	Annual Premium (1)		Reinstatement Premium (2)		Total Combined Premium (2)

	(Amounts in millions)
For the 12 months ending June 30, 2023	$	74	$	—	$	74
For the 12 months ended June 30, 2022	$	55	$	—	$	55

__________

(1) The increase in the annual premium is primarily due to an increase in reinsurance coverage and rates and growth in the covered book of business.

(2) The reinstatement premium and the total combined premium for the treaty period ending June 30, 2023 are projected amounts to be paid based on the assumption that there will be no reinstatements occurring during this treaty period. The reinstatement premium for the treaty period ended June 30, 2022 is zero, as there were no actual reinstatement premiums paid.

The Treaty ending June 30, 2023 and 2022 each provides for one full reinstatement of coverage limits. Reinstatement premiums are based on the amount of reinsurance benefits used by the Company at 100% of the annual premium rate, with the exception of the reinstatement restrictions noted in the tables above, up to the maximum reinstatement premium of approximately $72 million and $51 million if the full amount of benefit is used for the 12 months ending June 30, 2023 and 2022, respectively.

The total amount of reinstatement premiums is recorded as ceded reinstatement premiums written at the time of the catastrophe event based on the total amount of reinsurance benefits expected to be used for the event, and such reinstatement premiums are recognized ratably over the remaining term of the Treaty as ceded reinstatement premiums earned.

The catastrophe events that occurred in ~~2022~~2023 caused approximately ~~$58~~$98 million in losses to the Company, resulting primarily from winter storms and rainstorms in California, Texas and ~~hail~~Oklahoma. No reinsurance benefits were available under the Treaty for these losses as none of the 2023 catastrophe events individually resulted in losses in excess of the Company’s per-occurrence retention limit of $60 million under the Treaty for the 12 months ending June 30, 2023.

The catastrophe events that occurred in 2022 caused approximately $105 million in losses to the Company as of March 31, 2023, resulting primarily from the deep freeze of Winter Storm Elliott and other extreme weather events in Texas, Oklahoma and ~~Oklahoma,~~Georgia, winter storms in California, and the impact of Hurricane Ian in ~~Florida which caused $11 million in losses, and winter storms in California.~~Florida. No reinsurance benefits were

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available under the Treaty for these losses as none of the 2022 catastrophe events individually resulted in losses in excess of the Company’s per-occurrence retention limit of $60 million and $40 million under the Treaty for the 12 months ending June 30, 2023 and 2022, respectively.

The catastrophe events that occurred in 2021 caused approximately $113 million in losses to the Company as of September 30, 2022, resulting primarily from the deep freeze and other extreme weather events in Texas and Oklahoma, rainstorms, wildfires and winter storms in California, and the impact of Hurricane Ida in New Jersey and New York. No reinsurance benefits were available under the Treaty for these losses as none of the 2021 catastrophe events individually resulted in losses in excess of the Company’s per-occurrence retention limit of $40 million under the Treaty for each of the 12 months ending June 30, 2022 and 2021.

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The Company carries a commercial umbrella reinsurance treaty and a per-risk property reinsurance treaty, and seeks facultative arrangements for large property risks. In addition, the Company has other reinsurance in force that is not material to the consolidated financial statements. If any reinsurers are unable to perform their obligations under a reinsurance treaty, the Company will be required, as primary insurer, to discharge all obligations to its policyholders in their entirety.

C. Invested Assets

Portfolio Composition

An important component of the Company’s financial results is the return on its investment portfolio. The Company’s investment strategy emphasizes safety of principal and consistent income generation, within a total return framework. The investment strategy has historically focused on maximizing after-tax yield with a primary emphasis on maintaining a well-diversified, investment grade, fixed income portfolio to support the underlying liabilities and achieve return on capital and profitable growth. The Company believes that investment yield is maximized by selecting assets that perform favorably on a long-term basis and by disposing of certain assets to enhance after-tax yield and minimize the potential effect of downgrades and defaults. The Company believes that this strategy enables the optimal investment performance necessary to sustain investment income over time. The Company’s portfolio management approach utilizes a market risk and consistent asset allocation strategy as the primary basis for the allocation of interest sensitive, liquid and credit assets as well as for determining overall below investment grade exposure and diversification requirements. Within the ranges set by the asset allocation strategy, tactical investment decisions are made in consideration of prevailing market conditions.

The following table presents the composition of the total investment portfolio of the Company at ~~September 30, 2022:~~March 31, 2023:


		Cost (1)		Fair Value			Cost (1)		Fair Value

		(Amounts in thousands)					(Amounts in thousands)
Fixed maturity securities:	Fixed maturity securities:					Fixed maturity securities:
U.S. government bonds and agencies	U.S. government bonds and agencies	$	69,806	$	69,363	U.S. government bonds and agencies	$	166,375	$	166,118
Municipal securities	Municipal securities	2,797,095		2,688,727		Municipal securities	2,772,972		2,746,066
Mortgage-backed securities	Mortgage-backed securities	181,850		165,208		Mortgage-backed securities	181,210		163,591
Corporate securities	Corporate securities	560,699		510,811		Corporate securities	636,607		602,895
Collateralized loan obligations	Collateralized loan obligations	307,457		285,360		Collateralized loan obligations	367,262		355,905
Other asset-backed securities	Other asset-backed securities	188,667		178,390		Other asset-backed securities	116,364		107,512
		4,105,574		3,897,859			4,240,790		4,142,087
Equity securities:	Equity securities:					Equity securities:
Common stock	Common stock	485,603		537,455		Common stock	445,201		542,377
Non-redeemable preferred stock	Non-redeemable preferred stock	64,429		54,042		Non-redeemable preferred stock	64,860		49,834
Private equity funds measured at net asset value (2)	Private equity funds measured at net asset value (2)	138,369		92,838		Private equity funds measured at net asset value (2)	142,096		93,894
		688,401		684,335			652,157		686,105
Short-term investments	Short-term investments	101,548		100,621		Short-term investments	147,797		146,840
Total investments	Total investments	$	4,895,523	$	4,682,815	Total investments	$	5,040,744	$	4,975,032

______________

(1) Fixed maturities and short-term bonds at amortized cost; equities and other short-term investments at cost.

(2) The fair value is measured using the NAV practical expedient. See Note 5. Fair Value Measurements of the Notes to Consolidated Financial Statements for additional information.

At ~~September 30, 2022, 50.6%~~March 31, 2023, 49.1% of the Company’s total investment portfolio at fair value and ~~60.8%~~59.0% of its total fixed maturity securities at fair value were invested in tax-exempt state and municipal bonds. Equity holdings consist of non-redeemable preferred stocks, dividend-bearing common stocks on which dividend income is partially tax-sheltered by the 50% corporate dividend received deduction, and private equity funds. At ~~September 30, 2022, 84.6%~~March 31, 2023, 71.8% of short-term investments consisted of highly rated short-duration securities redeemable on a daily or weekly basis.

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Fixed Maturity Securities and Short-Term Investments

Fixed maturity securities include debt securities, which are mostly long-term bonds and other debt with maturities of at least one year from purchase, and which may have fixed or variable principal payment schedules, may be held for indefinite periods of time, and may be used as a part of the Company’s asset/liability strategy or sold in response to changes in interest

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rates, anticipated prepayments, risk/reward characteristics, liquidity needs, tax planning considerations, or other economic factors. Short-term instruments include money market accounts, options, and short-term bonds that are highly rated short duration securities and redeemable within one year.

A primary exposure for the fixed maturity securities is interest rate risk. The longer the duration, the more sensitive the asset is to market interest rate fluctuations. As assets with longer maturity dates tend to produce higher current yields, the Company’s historical investment philosophy has resulted in a portfolio with a moderate duration. The Company's portfolio is heavily weighted in investment grade tax-exempt municipal bonds. Fixed maturity securities purchased by the Company typically have call options attached, which further reduce the duration of the asset as interest rates decline. The holdings that are heavily weighted with high coupon issues, are expected to be called prior to maturity. Modified duration measures the length of time it takes, on average, to receive the present value of all the cash flows produced by a bond, including reinvestment of interest. As it measures four factors (maturity, coupon rate, yield and call terms) which determine sensitivity to changes in interest rates, modified duration is considered a better indicator of price volatility than simple maturity alone.

The following table presents the maturities and durations of the Company's fixed maturity securities and short-term investments:


		September 30, 2022	December 31, 2021		March 31, 2023	December 31, 2022

		(in years)			(in years)
Fixed Maturity Securities	Fixed Maturity Securities			Fixed Maturity Securities
Nominal average maturity:	Nominal average maturity:			Nominal average maturity:
excluding short-term investments	excluding short-term investments	12.2	10.8	excluding short-term investments	12.2	12.4
including short-term investments	including short-term investments	11.9	10.4	including short-term investments	11.8	12.0
Call-adjusted average maturity:	Call-adjusted average maturity:			Call-adjusted average maturity:
excluding short-term investments	excluding short-term investments	6.7	4.6	excluding short-term investments	4.2	4.9
including short-term investments	including short-term investments	6.5	4.5	including short-term investments	4.0	4.8
Modified duration reflecting anticipated early calls:	Modified duration reflecting anticipated early calls:			Modified duration reflecting anticipated early calls:
excluding short-term investments	excluding short-term investments	3.9	3.5	excluding short-term investments	3.5	3.6
including short-term investments	including short-term investments	3.8	3.4	including short-term investments	3.3	3.5
Short-Term Investments	Short-Term Investments	—	—	Short-Term Investments	—	—

Another exposure related to the fixed maturity securities is credit risk, which is managed by maintaining a weighted-average portfolio credit quality rating of A+, at fair value, at ~~September 30, 2022,~~March 31, 2023, consistent with the average rating at December 31, ~~2021.~~2022. The Company's municipal bond holdings, of which ~~88.1%~~89.0% were tax exempt, represented ~~60.8%~~59.0% of its fixed maturity securities portfolio at ~~September 30, 2022,~~March 31, 2023, at fair value, and are broadly diversified geographically. See Part I-Item 3. Quantitative and Qualitative Disclosures About Market Risks for a breakdown of municipal bond holdings by state.

To calculate the weighted-average credit quality ratings disclosed throughout this Quarterly Report on Form 10-Q, individual securities were weighted based on fair value and credit quality ratings assigned by nationally recognized securities rating organizations.

Taxable holdings consist principally of investment grade issues. At ~~September 30, 2022,~~March 31, 2023, fixed maturity securities holdings rated below investment grade and non-rated bonds totaled ~~$5.8~~$10.5 million and ~~$13.8~~$32.1 million, respectively, at fair value, and represented ~~0.1%~~0.3% and ~~0.4%~~0.8%, respectively, of total fixed maturity securities. The majority of non-rated issues are a result of municipalities pre-funding and collateralizing those issues with U.S. government securities with an implicit AAA equivalent credit risk. At December 31, ~~2021,~~2022, fixed maturity securities holdings rated below investment grade and non-rated bonds totaled ~~$7.1~~$6.6 million and ~~$17.3~~$26.5 million, respectively, at fair value, and represented 0.2% and ~~0.4%~~0.6%, respectively, of total fixed maturity securities.

The overall credit ratings for the Company’s fixed maturity securities portfolio were relatively stable during the ~~nine~~three months ended ~~September 30, 2022,~~March 31, 2023, with ~~95.8%~~86.6% of fixed maturity securities at fair value experiencing no change in their overall

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rating. ~~3.7%~~11.0% and ~~0.5%~~2.4% of fixed maturity securities at fair value experienced upgrades and downgrades, respectively, during the ~~nine~~three months ended ~~September 30, 2022.~~

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March 31, 2023.

The following table presents the credit quality ratings of the Company’s fixed maturity securities by security type at fair value:


		September 30, 2022																			March 31, 2023
		(Dollars in thousands)																			(Dollars in thousands)
Security Type	Security Type	AAA(1)			AA(1)			A(1)			BBB(1)			Non-Rated/Other(1)			Total Fair Value(1)			Security Type	AAA(1)			AA(1)			A(1)			BBB(1)			Non-Rated/Other(1)			Total Fair Value(1)
U.S. government bonds and agencies:	U.S. government bonds and agencies:																			U.S. government bonds and agencies:
Agencies	Agencies	$	10,036		$	—		$	—		$	—		$	—		$	10,036		Agencies	$	48,103		$	—		$	—		$	—		$	—		$	48,103
Treasuries	Treasuries	59,327			—			—			—			—			59,327			Treasuries	118,015			—			—			—			—			118,015
Total	Total	69,363			—			—			—			—			69,363			Total	166,118			—			—			—			—			166,118
		100.0		%	—		%	—		%	—		%	—		%	100.0		%		100.0		%	—		%	—		%	—		%	—		%	100.0		%
Municipal securities:	Municipal securities:																			Municipal securities:
Insured	Insured	33,543			241,428			71,978			33,593			2,417			382,959			Insured	25,793			256,035			70,997			28,116			8,936			389,877
Uninsured	Uninsured	75,283			590,747			1,406,811			215,091			17,836			2,305,768			Uninsured	81,885			720,177			1,368,976			155,749			29,402			2,356,189
Total	Total	108,826			832,175			1,478,789			248,684			20,253			2,688,727			Total	107,678			976,212			1,439,973			183,865			38,338			2,746,066
		4.0		%	31.0		%	55.0		%	9.2		%	0.8		%	100.0		%		3.9		%	35.5		%	52.5		%	6.7		%	1.4		%	100.0		%
Mortgage-backed securities:	Mortgage-backed securities:																			Mortgage-backed securities:
Commercial	Commercial	17,252			5,819			4,760			—			—			27,831			Commercial	16,874			5,276			4,749			—			—			26,899
Agencies	Agencies	555			—			—			—			—			555			Agencies	5,317			—			—			—			—			5,317
Non-agencies:	Non-agencies:																			Non-agencies:
Prime	Prime	17,405			99,219			18,491			—			404			135,519			Prime	21,120			90,137			18,450			—			391			130,098
Alt-A	Alt-A	—			450			—			146			707			1,303			Alt-A	—			459			—			139			679			1,277
Total	Total	35,212			105,488			23,251			146			1,111			165,208			Total	43,311			95,872			23,199			139			1,070			163,591
		21.3		%	63.8		%	14.1		%	0.1		%	0.7		%	100.0		%		26.5		%	58.5		%	14.2		%	0.1		%	0.7		%	100.0		%
Corporate securities:	Corporate securities:																			Corporate securities:
Communications	Communications	—			167			—			6,334			—			6,501			Communications	—			168			—			6,446			—			6,614
Consumer, cyclical	Consumer, cyclical	—			1,825			—			52,997			—			54,822			Consumer, cyclical	—			1,853			—			40,195			—			42,048
Consumer, non-cyclical	Consumer, non-cyclical	—			—			21,790			9,065			—			30,855			Consumer, non-cyclical	—			—			18,203			8,518			—			26,721
Energy	Energy	—			6,685			3,456			35,855			—			45,996			Energy	—			6,890			3,456			32,528			—			42,874
Financial	Financial	—			19,785			150,688			58,079			5,622			234,174			Financial	—			20,524			192,917			55,629			3,200			272,270
Industrial	Industrial	—			15,000			53,367			48,119			—			116,486			Industrial	—			62,100			83,318			47,241			—			192,659
Technology	Technology	—			—			—			692			—			692			Technology	—			—			—			718			—			718
Utilities	Utilities	—			—			9,040			12,245			—			21,285			Utilities	—			—			9,084			9,907			—			18,991
Total	Total	��			43,462			238,341			223,386			5,622			510,811			Total	—			91,535			306,978			201,182			3,200			602,895
		—		%	8.5		%	46.7		%	43.7		%	1.1		%	100.0		%		—		%	15.2		%	50.9		%	33.4		%	0.5		%	100.0		%
Collateralized loan obligations:	Collateralized loan obligations:																			Collateralized loan obligations:
Corporate	Corporate	9,706			77,251			198,403			—			—			285,360			Corporate	52,359			73,957			229,589			—			—			355,905
Total	Total	9,706			77,251			198,403			—			—			285,360			Total	52,359			73,957			229,589			—			—			355,905
		3.4		%	27.1		%	69.5		%	—		%	—		%	100.0		%		14.7		%	20.8		%	64.5		%	—		%	—		%	100.0		%

Other asset-backed securities	Other asset-backed securities	4,196			76,994			62,742			34,458			—			178,390			Other asset-backed securities	7,793			—			65,391			34,328			—			107,512
		2.4		%	43.1		%	35.2		%	19.3		%	—		%	100.0		%		7.2		%	—		%	60.9		%	31.9		%	—		%	100.0		%
Total	Total	$	227,303		$	1,135,370		$	2,001,526		$	506,674		$	26,986		$	3,897,859		Total	$	377,259		$	1,237,576		$	2,065,130		$	419,514		$	42,608		$	4,142,087
		5.8		%	29.1		%	51.4		%	13.0		%	0.7		%	100.0		%		9.1		%	29.9		%	49.9		%	10.1		%	1.0		%	100.0		%

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(1)Intermediate ratings are included at each level (e.g., AA includes AA+, AA and AA-).

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U.S. Government Bonds and Agencies

The Company had ~~$69.4~~$166.1 million and ~~$13.1~~$158.6 million, or ~~1.8%~~4.0% and ~~0.3%~~3.9% of its fixed maturity securities portfolio, at fair

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value, in U.S. government bonds and agencies at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively. At ~~September 30, 2022,~~March 31, 2023, Moody's and Fitch ratings for U.S. government-issued debt were Aaa and AAA, respectively, although a significant increase in government deficits and debt could lead to a downgrade. The Company understands that market participants continue to use rates of return on U.S. government debt as a risk-free rate and have continued to invest in U.S. Treasury securities. The modified duration of the U.S. government bonds and agencies portfolio reflecting anticipated early calls was ~~1.6~~1.3 years and ~~0.9~~1.4 years at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively.

Municipal Securities

The Company had ~~$2.69~~$2.75 billion and ~~$2.84~~$2.74 billion, or ~~69.0%~~66.3% and ~~70.5%~~67.0% of its fixed maturity securities portfolio, at fair value, in municipal securities, ~~$383.0~~$389.9 million and ~~$424.1~~$395.2 million of which were insured, at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively. The underlying ratings for insured municipal bonds have been factored into the average rating of the securities by the rating agencies with no significant disparity between the absolute securities ratings and the underlying credit ratings as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021.~~2022.

At ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021, 64.5%~~2022, 68.2% and ~~56.8%~~65.5%, respectively, of the insured municipal securities, at fair value, most of which were investment grade, were insured by bond insurers that provide credit enhancement and ratings reflecting the credit of the underlying issuers. At ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, the average rating of the Company’s insured municipal securities was A+, which corresponded to the average rating of the investment grade bond insurers. The remaining ~~35.5%~~31.8% and ~~43.2%~~34.5% of insured municipal securities at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively, were non-rated or below investment grade, and were insured by bond insurers that the Company believes did not provide credit enhancement. The modified duration of the municipal securities portfolio reflecting anticipated early calls was ~~3.8~~3.3 years and ~~3.1~~3.6 years at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively.

The Company considers the strength of the underlying credit as a buffer against potential market value declines which may result from future rating downgrades of the bond insurers. In addition, the Company has a long-term time horizon for its municipal bond holdings, which generally allows it to recover the full principal amounts upon maturity and avoid forced sales prior to maturity of bonds that have declined in market value due to the bond insurers’ rating downgrades. Based on the uncertainty surrounding the financial condition of these insurers, it is possible that there will be future downgrades to below investment grade ratings by the rating agencies in the future, and such downgrades could impact the estimated fair value of municipal bonds.

Mortgage-Backed Securities

At ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, substantially all of the mortgage-backed securities portfolio of ~~$165.2~~$163.6 million and ~~$137.0~~$166.3 million, or ~~4.2%~~3.9% and ~~3.4%~~4.1%, respectively, of the Company's fixed maturity securities portfolio, at fair value, was categorized as loans to “prime” residential and commercial real estate borrowers. The Company had holdings of ~~$27.8~~$26.9 million and ~~$25.2~~$27.3 million at fair value ($~~29.0~~27.9 million and ~~$25.1~~$28.4 million at amortized cost) in commercial mortgage-backed securities at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively.

The weighted-average rating of the entire mortgage-backed securities portfolio was AA at each of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021.~~2022. The modified duration of the mortgage-backed securities portfolio reflecting anticipated early calls was ~~5.1~~10.7 years and ~~7.9~~7.3 years at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively.

Corporate Securities

Corporate securities included in fixed maturity securities were as follows:

September 30, 2022

December 31, 2021

March 31, 2023

December 31, 2022

(Dollars in thousands)

Corporate securities at fair value

510,811

523,853

Corporate securities at fair value

602,895

569,553

Percentage of total fixed maturity securities portfolio

13.1

13.0

Percentage of total fixed maturity securities portfolio

14.6

13.9

Modified duration

3.4 years

3.8 years

Modified duration

3.0 years

3.1 years

Weighted-average rating

A-

BBB+

Weighted-average rating

A-

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Collateralized Loan Obligations

Collateralized loan obligations included in fixed maturity securities were as follows:

September 30, 2022

December 31, 2021

March 31, 2023

December 31, 2022

(Dollars in thousands)

Collateralized loan obligations at fair value

285,360

314,153

Collateralized loan obligations at fair value

355,905

320,252

Percentage of total fixed maturity securities portfolio

7.3

7.8

Percentage of total fixed maturity securities portfolio

8.6

7.8

Modified duration

5.0 years

6.3 years

Modified duration

4.1 years

4.6 years

Weighted-average rating

A+

AA-

Weighted-average rating

A+

Other Asset-Backed Securities

Other asset-backed securities included in fixed maturity securities were as follows:

September 30, 2022

December 31, 2021

March 31, 2023

December 31, 2022

(Dollars in thousands)

Other asset-backed securities at fair value

178,390

200,209

Other asset-backed securities at fair value

107,512

136,456

Percentage of total fixed maturity securities portfolio

4.6

5.0

Percentage of total fixed maturity securities portfolio

2.6

3.3

Modified duration

3.5 years

2.6 years

Modified duration

2.9 years

3.1 years

Weighted-average rating

A+

AA-

Weighted-average rating

A+

Equity Securities

Equity holdings of ~~$684.3~~$686.1 million and ~~$970.9~~$699.6 million at fair value, as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively, consisted of non-redeemable preferred stocks, common stocks on which dividend income is partially tax-sheltered by the 50% corporate dividend received deduction, and private equity funds. The Company had a net gain (loss) ~~gain~~ of ~~$(220.5)~~$3.2 million and ~~$47.1~~$(40.3) million due to changes in fair value of the Company’s equity securities portfolio for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ respectively. The primary cause for the increase in fair value of the Company’s equity securities portfolio for the three months ended March 31, 2023 was the overall improvement in equity markets. The primary cause for the decrease in fair value of the Company’s equity securities portfolio for the ~~nine~~three months ended ~~September 30,~~March 31, 2022 was the overall decline ~~in equity markets. The primary cause for the increase in fair value of the Company’s equity securities portfolio for the nine months ended September 30, 2021 was the overall improvement~~ in equity markets.

The Company’s common stock allocation is intended to enhance the return of and provide diversification for the total portfolio. At ~~September 30, 2022, 14.6%~~March 31, 2023, 13.8% of the total investment portfolio at fair value was held in equity securities, compared to ~~18.9%~~14.2% at December 31, ~~2021~~2022 .

D. Debt

On March 8, 2017, the Company completed a public debt offering issuing $375 million of senior notes. The notes are unsecured senior obligations of the Company, with a 4.4% annual coupon payable on March 15 and September 15 of each year commencing September 15, 2017. The notes mature on March 15, 2027. The Company used the proceeds from the notes to pay off amounts outstanding under the existing loan and credit facilities and for general corporate purposes. The Company incurred debt issuance costs of approximately $3.4 million, inclusive of underwriters' fees. The notes were issued at a slight discount of 99.847% of par, resulting in the effective annualized interest rate, including debt issuance costs, of approximately 4.45%.

On March ~~29, 2017, the Company entered into the 2017 Credit Agreement that provided for revolving loans of up to $50 million and was set to mature on March 29, 2022. On March~~ 31, 2021, the Company entered into an unsecured $75 million five-year revolving credit facility. On November 18, 2022, the ~~Amended and Restated Credit Agreement that amended and restated~~Company entered into the ~~2017 Credit Agreement.~~First Amendment to this credit facility. The ~~Amended and Restated Credit Agreement, among other things,~~First Amendment extended the maturity date of the loan ~~that was the subject of the 2017 Credit Agreement~~ to November 16, 2026 from March 31, 2026 ~~added U.S. Bank as an additional lender, and~~with possible further extension if certain conditions are met, increased the aggregate commitments by all the lenders to $200 million from $75 million, ~~from $50 million under~~and replaced the ~~2017 Credit Agreement.~~LIBOR with the Term SOFR. The interest rates on borrowings under the credit facility are based on the Company's debt to total capital ratio and range from ~~LIBOR~~Term SOFR plus 112.5 basis points when the ratio is under 20% to ~~LIBOR~~Term SOFR plus 150.0 basis points when the ratio is greater than or equal to 30%. Commitment fees for the undrawn portions of the credit facility range from 12.5 basis points when the ratio is under 20% to 22.5 basis points when the ratio is greater than or equal to 30%. The debt to total capital ratio is expressed as a percentage of (a) consolidated debt to (b) consolidated shareholders' equity plus consolidated debt. The Company's debt to total capital ratio was ~~19.5%~~23.6% at ~~September 30, 2022,~~March 31, 2023, resulting in a ~~12.5~~15.0 basis point commitment fee on the $125 million undrawn portion of the credit facility. As of April 27, 2023, a total of $75 million was drawn under this facility on a

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~~fee on the $75~~three-month revolving basis at an annual interest rate of approximately 6.28%. The Company contributed $50 million ~~undrawn portion~~ of the ~~credit facility. As~~total amount drawn to the surplus of ~~October 27, 2022, there have been no borrowings under this facility.~~one of its consolidated insurance subsidiaries in the first quarter of 2023, and used the remainder for general corporate purposes.

The Company was in compliance with all of the financial covenants pertaining to minimum statutory surplus, debt to total capital ratio, and risk based capital ratio under the unsecured credit facility at ~~September 30, 2022.~~March 31, 2023.

For additional information on debt, see Note 11. Notes Payable of the Notes to Consolidated Financial Statements.

E. Regulatory Capital Requirements

Among other considerations, industry and regulatory guidelines suggest that the ratio of a property and casualty insurer’s annual net premiums written to statutory policyholders’ surplus should not exceed 3.0 to 1. Based on the combined surplus of all the Insurance Companies of ~~$1.59~~$1.47 billion at ~~September 30, 2022,~~March 31, 2023, and net premiums written of ~~$3.99~~$3.98 billion for the twelve months ended on that date, the ratio of net premiums written to surplus was ~~2.51~~2.70 to 1 at ~~September 30, 2022.~~March 31, 2023.

Item 3. Quantitative and Qualitative Disclosures About Market Risks

The Company is subject to various market risk exposures primarily due to its investing and borrowing activities. Primary market risk exposures are changes in interest rates, equity prices, and credit risk. Adverse changes to these rates and prices may occur due to changes in the liquidity of a market, or to changes in market perceptions of creditworthiness and risk tolerance. The following disclosure reflects estimates of future performance and economic conditions. Actual results may differ.

Overview

The Company’s investment policies define the overall framework for managing market and investment risks, including accountability and controls over risk management activities, and specify the investment limits and strategies that are appropriate given the liquidity, surplus, product profile, and regulatory requirements of the subsidiaries. Executive oversight of investment activities is conducted primarily through the Company’s investment committee. The Company’s investment committee focuses on strategies to enhance after-tax yields, mitigate market risks, and optimize capital to improve profitability and returns.

The Company manages exposures to market risk through the use of asset allocation, duration, and credit ratings. Asset allocation limits place restrictions on the total amount of funds that may be invested within an asset class. Duration limits on the fixed maturity securities portfolio place restrictions on the amount of interest rate risk that may be taken. Comprehensive day-to-day management of market risk within defined tolerance ranges occurs as portfolio managers buy and sell within their respective markets based upon the acceptable boundaries established by investment policies.

Credit Risk

Credit risk results from uncertainty in a counterparty’s ability to meet its obligations. Credit risk is managed by maintaining a high credit quality fixed maturity securities portfolio. As of ~~September 30, 2022,~~March 31, 2023, the estimated weighted-average credit quality rating of the fixed maturity securities portfolio was A+, at fair value, consistent with the average rating at December 31, ~~2021.~~2022.

The following table presents fixed maturity municipal securities by state in descending order of holdings at fair value at ~~September 30, 2022:~~March 31, 2023:


States	Fair Value		Average Rating
	(Amounts in thousands)
Florida	$	~~315,092~~311,734	A
Texas	~~270,118~~247,332		AA-
~~Illinois~~California	~~195,703~~179,598		A+
~~California~~Illinois	~~176,050~~176,362		A+
New York	~~169,942~~172,430		A+AA-
Other states	~~1,561,822~~1,658,610		A+
Total	$	~~2,688,727~~2,746,066

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At ~~September 30, 2022,~~March 31, 2023, the fixed maturity municipal securities portfolio was broadly diversified among the states and the largest holdings were in populous states such as Florida and Texas. These holdings were further diversified primarily among cities, counties, schools, public works, hospitals, and state general obligations. The Company seeks to minimize overall credit risk and ensure diversification by limiting exposure to any particular issuer.

Taxable fixed maturity securities represented ~~39.2%~~41.0% of the Company’s total fixed maturity securities portfolio at fair value at ~~September 30, 2022. 4.5%~~March 31, 2023. 9.8% of the Company’s taxable fixed maturity securities at fair value were comprised of U.S. government bonds and agencies, which were rated AAA at ~~September 30, 2022.~~March 31, 2023. 0.2% of the Company’s taxable fixed maturity securities at fair value, representing 0.1% of its total fixed maturity securities portfolio at fair value, were rated below investment grade at ~~September 30, 2022.~~March 31, 2023. Below investment grade issues are considered “watch list” items by the Company, and their status is evaluated within the context of the Company’s overall portfolio and its investment policy on an aggregate risk management basis, as well as their ability to recover their investment on an individual issue basis.

Equity Price Risk

Equity price risk is the risk that the Company will incur losses due to adverse changes in equity markets.

At ~~September 30, 2022,~~March 31, 2023, the Company’s primary objective for common equity investments was current income. The fair value of the equity investments consisted of ~~$537.5~~$542.4 million in common stocks, ~~$54.0~~$49.8 million in non-redeemable preferred stocks, and ~~$92.8~~$93.9 million in private equity funds. Common stocks are typically valued for future economic prospects as perceived by the market.

Common stocks represented ~~11.5%~~10.9% of total investments at fair value at ~~September 30, 2022.~~March 31, 2023. Beta is a measure of a security’s systematic (non-diversifiable) risk, which is measured by the percentage change in an individual security’s return for a 1% change in the return of the market.

Based on hypothetical reductions in the overall value of the stock market, the following table illustrates estimated reductions in the overall value of the Company’s common stock portfolio at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021:~~2022:


		September 30, 2022		December 31, 2021			March 31, 2023		December 31, 2022

		(Amounts in thousands, except average Beta)					(Amounts in thousands, except average Beta)
Average Beta	Average Beta	0.87		1.14		Average Beta	0.83		0.84
Hypothetical reduction of 25% in the overall value of the stock market	Hypothetical reduction of 25% in the overall value of the stock market	$	116,896	$	227,152	Hypothetical reduction of 25% in the overall value of the stock market	$	111,865	$	116,518
Hypothetical reduction of 50% in the overall value of the stock market	Hypothetical reduction of 50% in the overall value of the stock market	$	233,793	$	454,304	Hypothetical reduction of 50% in the overall value of the stock market	$	223,731	$	233,036

Interest Rate Risk

Interest rate risk is the risk that the Company will incur a loss due to adverse changes in interest rates relative to the interest rate characteristics of interest bearing assets and liabilities. The Company faces interest rate risk as it invests a substantial amount of funds in interest sensitive assets and holds interest sensitive liabilities. Interest rate risk includes risks related to changes in U.S. Treasury yields and other key benchmarks, as well as changes in interest rates resulting from widening credit spreads and credit exposure to collateralized securities.

The fixed maturity securities portfolio, which represented ~~83.2%~~83.3% of total investments at ~~September 30, 2022~~March 31, 2023 at fair value, is subject to interest rate risk. The change in market interest rates is inversely related to the change in the fair value of the fixed maturity securities portfolio. A common measure of the interest sensitivity of fixed maturity securities is modified duration, a calculation that utilizes maturity, coupon rate, yield and call terms to calculate an average age to receive the present value of all the cash flows produced by such assets, including reinvestment of interest. The longer the duration, the more sensitive the asset is to market interest rate fluctuations.

The Company has historically invested in fixed maturity securities with a goal of maximizing after-tax yields and holding assets to the maturity or call date. Since assets with longer maturities tend to produce higher current yields, the Company’s historical investment philosophy resulted in a portfolio with a moderate duration. Fixed maturity securities purchased by the Company typically have call options attached, which further reduce the duration of the asset as interest rates decline. The modified duration of the overall fixed maturity securities portfolio reflecting anticipated early calls was ~~3.8~~3.3 years and ~~3.4~~3.5 years at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively.

If interest rates were to rise by 100 and 200 basis points, the Company estimates that the fair value of its fixed maturity securities portfolio at ~~September 30, 2022~~March 31, 2023 would decrease by ~~$150.3~~$143.5 million and ~~$300.7~~$286.9 million, respectively. Conversely, if

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interest rates were to decrease, the fair value of the Company’s fixed maturity securities portfolio would rise, and it may cause a higher number of the Company's fixed maturity securities to be called away. The proceeds from the called fixed maturity securities would likely be reinvested at lower yields, which would result in lower overall investment income for the Company.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures designed to ensure that information required to be disclosed in the Company’s reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost benefit relationship of possible controls and procedures.

As required by Securities and Exchange Commission Rule 13a-15(b), the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of the end of the quarter covered by this Quarterly Report on Form 10-Q. Based on the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

There has been no change in the Company’s internal control over financial reporting during the Company’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company’s process for evaluating controls and procedures is continuous and encompasses constant improvement of the design and effectiveness of established controls and procedures and the remediation of any deficiencies which may be identified during this process.

The Company has not experienced any material impact to its internal controls over financial reporting due to the COVID-19 pandemic. The Company will continually monitor and assess the COVID-19 situation with respect to its internal controls to minimize the impact of the pandemic on their design and operating effectiveness.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

In all cases, the Company vigorously defends itself unless a reasonable settlement appears appropriate. For a discussion of any additional legal matters, see the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022. See also “Overview-C. Regulatory and Legal Matters” in Part I-Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations of this Quarterly Report on Form 10-Q.

~~Table of Contents~~

There are no environmental proceedings arising under federal, state, or local laws or regulations to be discussed.

Table of Contents

Item 1A. Risk Factors

The Company’s business, results of operations, and financial condition are subject to various risks. These risks are described elsewhere in this Quarterly Report on Form 10-Q and in the Company’s other filings with the United States Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021. Except as set forth below, the~~2022. The risk factors identified in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2021~~2022 have not changed in any material respect.

~~High inflation levels could have adverse consequences for the Company, the insurance industry and the U.S. economy generally.~~

The U.S. economy is currently experiencing increasing levels of inflation, which creates a heightened level of risk for the Company, the insurance industry and the U.S. economy generally. Rising inflation may impact the reliability of the Company's loss reserve estimates and its ability to accurately price insurance products, and may create additional volatility in the fair value of its investments. Additionally, regulatory agencies, such as various state Departments of Insurance, the U.S. government and Federal Reserve may be slow to approve rate changes or adopt measures to attempt to control inflation, which could affect the Company's ability to generate profits and cash flow. There can be no assurance that inflation rates will not continue to escalate in the future or that measures adopted or that may be adopted by the U.S. government or the Federal Reserve to control inflation will be effective or successful. Continuing significant inflation could have a prolonged effect on the U.S. economy and could in turn increase the Company's operating and loss costs due to higher labor and materials costs, and may negatively affect its business, financial condition and results of operations.

~~The Company's business, financial condition and results of operations could be adversely affected by the ongoing conflict between Russia and Ukraine and related disruptions in the global economy.~~

The global economy has been negatively impacted by the military conflict between Russia and Ukraine. While the Company has no operations in Russia or Ukraine and writes business only in the United States, the escalation of geopolitical tensions related to this conflict, including increased trade barriers or restrictions on global trade, could result in, among other things, heightened cybersecurity threats, prolonged supply chain disruptions, protracted or increased inflation, lower consumer demand, fluctuations in interest rates, and increased volatility in financial markets, which could adversely affect the Company's business, financial condition and results of operations.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

~~Table of Contents~~

Item 6. Exhibits



15.1			Report of Independent Registered Public Accounting Firm.

15.2			Awareness Letter of Independent Registered Public Accounting Firm.

31.1			Certification of Registrant’s Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2			Certification of Registrant’s Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1			Certification of Registrant’s Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002. This certification is being furnished solely to accompany this Quarterly Report on Form 10-Q and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company.

32.2			Certification of Registrant’s Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002. This certification is being furnished solely to accompany this Quarterly Report on Form 10-Q and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not to be incorporated by reference into any filing of the Company.

101.INS			XBRL Instance Document- the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH			XBRL Taxonomy Extension Schema Document.

101.CAL			XBRL Taxonomy Extension Calculation Linkbase Document.

101.LAB			XBRL Taxonomy Extension Label Linkbase Document.

101.PRE			XBRL Taxonomy Extension Presentation Linkbase Document.

101.DEF			XBRL Taxonomy Extension Definition Linkbase Document.

104			Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

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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 thereunto duly authorized.


	MERCURY GENERAL CORPORATION

Date: ~~November 1, 2022~~May 2, 2023	By:	/s/ Gabriel Tirador
		Gabriel Tirador
		President and Chief Executive Officer

Date: ~~November 1, 2022~~May 2, 2023	By:	/s/ Theodore R. Stalick
		Theodore R. Stalick
		Senior Vice President and Chief Financial Officer

4742


	Three Months Ended September 30, 2022
	Gains (Losses) Recognized in Net Income
	Sales		Changes in fair value		Total

	(Amounts in thousands)
Net realized investment gains (losses)
Fixed maturity securities (1)(2)	$	(30,841)	$	(83,257)	$	(114,098)
Equity securities (1)(3)	14,017		(45,779)		(31,762)
Short-term investments (1)	(1,481)		1,817		336
Options sold	1,216		95		1,311
Total	$	(17,089)	$	(127,124)	$	(144,213)


	Three Months Ended September 30, 2021
	Gains (Losses) Recognized in Net Income
	Sales		Changes in fair value		Total

	(Amounts in thousands)
Net realized investment gains (losses)
Fixed maturity securities (1)(2)	$	(122)	$	(26,120)	$	(26,242)
Equity securities (1)(3)	2,153		(19,884)		(17,731)
Short-term investments (1)	—		(170)		(170)
Note receivable (1)	—		43		43
Options sold	718		(161)		557
Total	$	2,749	$	(46,292)	$	(43,543)