Sec Form 4 Filing - Schwartz Keoni Andrew @ Accelerant Holdings - 2025-07-25

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Schwartz Keoni Andrew
2. Issuer Name and Ticker or Trading Symbol
Accelerant Holdings [ ARX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
400 HAMILTON AVENUE, SUITE 230
3. Date of Earliest Transaction (MM/DD/YY)
07/25/2025
(Street)
PALO ALTO, CA94301
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Shares 07/25/2025 C( 4 ) 8,111,253 A 8,111,253 I See Footnote ( 2 )
Class A Common Shares 07/25/2025 S( 4 ) 8,111,253 D $ 21 0 I See Footnote ( 2 )
Class A Common Shares 07/25/2025 C( 4 ) 2,670,456 A 2,670,456 I See Footnote ( 5 )
Class A Common Shares 07/25/2025 S( 4 ) 2,670,456 D $ 21 0 I See Footnote ( 5 )
Class A Common Shares 07/25/2025 C( 4 ) 488,131 A 488,131 I See Footnote ( 7 )
Class A Common Shares 07/25/2025 S( 4 ) 488,131 D $ 21 0 I See Footnote ( 7 )
Class A Common Shares 07/25/2025 C( 4 ) 326,312 A 326,312 I See Footnote ( 8 )
Class A Common Shares 07/25/2025 S( 4 ) 326,312 D $ 21 0 I See Footnote ( 8 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
LP Interests of Accelerant Holdings LP ( 1 ) 07/25/2025 C 8,491,134,079 ( 1 ) ( 1 ) Class B Common Shares 90,196,595 $ 0 0 I See Footnote ( 2 )
Class B Common Shares ( 3 ) 07/25/2025 C 90,196,595 ( 3 ) ( 3 ) Class A Common Shares 90,196,595 ( 1 ) 90,196,595 I See Footnote ( 2 )
Class B Common Shares ( 3 ) 07/25/2025 C( 4 ) 8,111,253 ( 3 ) ( 3 ) Class A Common Shares 8,111,253 ( 4 ) 82,085,342 I See Footnote ( 2 )
LP Interests of Accelerant Holdings LP ( 1 ) 07/25/2025 C 100 ( 1 ) ( 1 ) Class B Common Shares 2,670,456 $ 0 0 I See Footnote ( 5 )
Class B Common Shares ( 3 ) 07/25/2025 C 2,670,456 ( 3 ) ( 3 ) Class A Common Shares 2,670,456 ( 1 ) 2,670,456 I See Footnote ( 5 )
Class B Common Shares ( 3 ) 07/25/2025 C( 4 ) 2,670,456 ( 3 ) ( 3 ) Class A Common Shares 2,670,456 ( 4 ) 0 I See Footnote ( 5 )
Convertible Preference Shares ( 6 ) 07/25/2025 C 5,427,970 ( 6 ) ( 6 ) Class B Common Shares 5,427,970 $ 0 0 I See Footnote ( 7 )
Class B Common Shares ( 3 ) 07/25/2025 C 5,427,970 ( 3 ) ( 3 ) Class A Common Shares 5,427,970 ( 1 ) 5,427,970 I See Footnote ( 7 )
Class B Common Shares ( 3 ) 07/25/2025 C( 4 ) 488,131 ( 3 ) ( 3 ) Class A Common Shares 488,131 ( 4 ) 4,939,839 I See Footnote ( 7 )
Convertible Preference Shares ( 6 ) 07/25/2025 C 3,628,575 ( 6 ) ( 6 ) Class B Common Shares 3,628,575 $ 0 0 I See Footnote ( 8 )
Class B Common Shares ( 3 ) 07/25/2025 C 3,628,575 ( 3 ) ( 3 ) Class A Common Shares 3,628,575 ( 1 ) 3,628,575 I See Footnote ( 8 )
Class B Common Shares ( 3 ) 07/25/2025 C( 4 ) 326,312 ( 3 ) ( 3 ) Class A Common Shares 326,312 ( 4 ) 3,302,263 I See Footnote ( 8 )
Redeemable Preference Shares ( 9 ) 07/25/2025 J( 9 ) 909,791 ( 9 ) ( 9 ) Common Shares 909,791 $ 31.55 0 I See Footnote ( 7 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Schwartz Keoni Andrew
400 HAMILTON AVENUE
SUITE 230
PALO ALTO, CA94301
X X
ACP Accelerant Holdings, L.P.
400 HAMILTON AVENUE
SUITE 230
PALO ALTO, CA94301
X
ACP Insurance Management, LLC
400 HAMILTON AVENUE
SUITE 230
PALO ALTO, CA94301
X
Signatures
Keoni Andrew Schwartz, By: /s/ Robert Hardy, Attorney-in-Fact 07/29/2025
Signature of Reporting Person Date
ACP Accelerant Holdings, L.P., By: /s/ Jennifer Mello, Attorney-in-Fact 07/29/2025
Signature of Reporting Person Date
ACP Insurance Management, LLC, By: /s/ Jennifer Mello, Attorney-in-Fact 07/29/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with the Issuer's initial public offering ("IPO"), these limited partnership interests of Accelerant Holdings LP were exchanged for Class B Common Shares of the Issuer in proportion to the economic interests represented by the limited partnership interests.
( 2 )These securities are held directly by ACP Accelerant Holdings, L.P. Each of (i) ACP Insurance Management, LLC, as the general partner of ACP Accelerant Holdings, L.P., and (ii) Keoni Schwartz ("Mr. Schwartz"), as the sole owner and managing member of ACP Insurance Management, LLC, may be deemed to have voting and dispositive power over these securities, but disclaim beneficial ownership over these securities except to the extent of their respective pecuniary interest therein, if any.
( 3 )Each holder of Class B Common Shares has the right to convert their Class B Common Shares into Class A Common Shares on a 1-for-1 basis at any time and at their option. Additionally, Class B Common Shares will automatically convert into Class A Common Shares, on a 1-for-1 basis, immediately following a transfer to any non-permitted holder of Class B Common Shares, and all outstanding Class B Common Shares will automatically convert into Class A Common Shares, on a 1-for-1 basis, on the earlier of: (i) if at any time following the consummation of the IPO, the holders of the Class B Common Shares immediately prior to the consummation of the IPO hold less than 50% of the total Class B Common Shares then in issue, and (ii) the third anniversary of the consummation of the Issuer's IPO.
( 4 )These Class B Common Shares converted into Class A Common Shares on a 1-for-1 basis a nd then were sold pursuant to an underwriting agreement dated as of July 23, 2025, by and among the Issuer, the selling stockholders, and the underwriters named therein in connection with the Issuer's IPO.
( 5 )These securities are held directly by ACP Accelerant Investment Holding Company, Ltd. ACP Accelerant Holdings, L.P. is the sole owner of ACP Accelerant Investment Holding Company, Ltd. Each of (i) ACP Insurance Management, LLC, as the general partner of ACP Accelerant Holdings, L.P., and (ii) Mr. Schwartz, as the sole owner and managing member of ACP Insurance Management, LLC, may be deemed to have voting and dispositive power over these securities, but disclaim beneficial ownership over these securities except to the extent of their respective pecuniary interest therein, if any.
( 6 )In connection with the Issuer's IPO, these shares of the Issuer's Preference Shares automatically converted into Class B Common Shares of the Issuer at a 1-for-1 conversion rate.
( 7 )These securities are held directly by ACP Accelerant Co-Invest, LLC. Each of (i) ACP Insurance Management, LLC, as the managing member of ACP Accelerant Co-Invest, LLC, and (ii) Mr. Schwartz, as the sole owner and managing member of ACP Insurance Management, LLC, may be deemed to have voting and dispositive power over these securities, but disclaim beneficial ownership over these securities except to the extent of their respective pecuniary interest therein, if any.
( 8 )These securities are held directly by ACP Accelerant Investment Holding Company II, Ltd. ACP Accelerant Holdings, L.P. is the sole owner of ACP Accelerant Investment Holding Company II, Ltd. Each of (i) ACP Insurance Management, LLC, as the general partner of ACP Accelerant Holdings, L.P., and (ii) Mr. Schwartz, as the sole owner and managing member of ACP Insurance Management, LLC, may be deemed to have voting and dispositive power over these securities, but disclaim beneficial ownership over these securities except to the extent of their respective pecuniary interest therein, if any.
( 9 )In connection with the Issuer's IPO, ACP Accelerant Co-Invest, LLC elected to have these Redeemable Preference Shares redeemed at a redemption price of $31.55 per share.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.