8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): December 16, 2021

UNITED INSURANCE HOLDINGS CORP.
(Exact name of registrant as specified in its charter)
Delaware		001-35761		75-3241967
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
800 2nd Avenue S.				33701
Saint Petersburg,	FL
(Address of principal executive offices)				(Zip Code)
		(727)	895-7737
		(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, $0.0001 par value per share	UIHC	Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected 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. ☐

Item 8.01. Other Events.

On December 16, 2021, United Insurance Holdings Corp. (the "Company") issued the attached press release, announcing an agreement in principle for the sale of its personal lines homeowners business in Georgia, North Carolina and South Carolina.

Item 9.01. Financial Statements and Exhibits

Exhibit No.	Description
99.1	Press Release issued by the Company on December 16, 2021
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		UNITED INSURANCE HOLDINGS CORP.
December 16, 2021	By:	/s/ B. Bradford Martz
		B. Bradford Martz, Chief Financial Officer and President (principal financial officer and principal accounting officer)

EX-99.1

1 UNITED INSURANCE HOLDINGS CORP. ANNOUNCES CONTINUED SHIFT TO COMMERCIAL SPECIALTY LINES WITH SALE OF SOUTHEAST PERSONAL LINES RENEWAL RIGHTS TO HCI GROUP, INC. St. Petersburg, FL – December 16, 2021: United Insurance Holdings Corp. (Nasdaq: UIHC), a data-driven personal and commercial lines insurance holding company with investments in emerging InsurTech innovations (“UPC Insurance”) and HCI Group, Inc. (NYSE: HCI), an InsurTech company with operations in insurance, software development and real estate (“HCI”), have reached an agreement in principle to transfer UPC Insurance’s personal lines business in the three Southeast states of Georgia, North Carolina and South Carolina to HCI. The transaction will enable UPC Insurance to reallocate capital from its personal lines portfolio to its fast growing commercial specialty property portfolio, which is underwritten by American Coastal Insurance Company. Under the terms of the transaction, HCI will provide 85% quota share reinsurance on the in-force, new and renewal policies of United Property and Casualty Insurance Company (“UPC”) in Georgia, North Carolina and South Carolina for the period December 31, 2021 through May 31, 2022. UPC’s 15% quota share reinsurance with another reinsurer is expected to remain in place during this time period. Under the quota share arrangement, HCI will pay to UPC a provisional ceding commission of 25% of premium earned during the term of the contract that could increase up to 32% depending on the direct loss ratio results for the reinsured business. The estimated ceded earned premium for the quota share period December 31, 2021 through May 31, 2022 is $33.3 million (85% of $39.2 million). This would result in estimated net ceding commissions to UPC between $8.3 million and $10.6 million. HCI will also pay UPC a catastrophe allowance equal to 9% of premium earned estimated at $3.0 million for the quota share period December 31, 2021 through May 31, 2022. Also as part of the transaction, UPC will grant HCI renewal rights in respect of its personal lines business in Georgia, North Carolina and South Carolina. Consideration for renewal rights includes an up-front cash payment from HCI to UPC of $3.8 million which will be adjusted based on the amount of premium transitioned to HCI, subject to a maximum of $6 million. In connection with the transaction, UPC Insurance will agree not to compete with HCI for the issuance of personal lines homeowners business in the three Southeast states until July 1, 2025. The transaction is subject to negotiation of definitive agreements and customary closing conditions, including receipt of all applicable regulatory approvals. Debevoise & Plimpton LLP is acting as legal advisor to UIHC. About UPC Insurance Founded in 1999, UPC Insurance is an insurance holding company that sources, writes and services personal and commercial residential property and casualty insurance policies using a group of wholly owned insurance subsidiaries and one majority owned insurance subsidiary through a variety of distribution channels. The Company currently writes policies in Florida, Georgia, Louisiana, New York, North Carolina, South Carolina and Texas. The Company also writes policies in Connecticut, Massachusetts, and New Jersey, where renewal rights have been sold and all premiums and losses are ceded. From its headquarters in St. Petersburg, UPC Isnsurance's team of dedicated professionals manages a completely integrated insurance company, including sales, underwriting, customer service and claims. Forward-Looking Statements Statements made in this press release may be “forward-looking statements.” These statements are made subject to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements do not relate strictly to historical or current facts and may be identified by their use of words such as “may,” “will,” “expect,” "endeavor," "project," “believe,” "plan,"

2 “anticipate,” “intend,” “could,” “would,” “estimate” or “continue” or the negative variations thereof or comparable terminology, and include statements regarding signing definitive documentation for the transaction, receipt of regulatory approvals and effectiveness of the quota share reinsurance agreement. We believe these statements are based on reasonable estimates, assumptions and plans. However, if the estimates, assumptions or plans underlying the forward-looking statements prove inaccurate or if other risks or uncertainties arise, actual results could differ materially from those communicated in these forward-looking statements. Factors that could cause actual results to differ materially from those expressed in, or implied by, the forward-looking statements may be found in our filings with the U.S. Securities and Exchange Commission, including the “Risk Factors” section in our most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date on which they are made, and, except as required by applicable law, we undertake no obligation to update or revise any forward-looking statement. CONTACT: OR INVESTOR RELATIONS: United Insurance Holdings Corp. The Equity Group Jessica Strathman Adam Prior Deputy Chief Financial Officer Senior Vice-President (727) 895-7737 / jstrathman@upcinsurance.com (212) 836-9606 / aprior@equityny.com

XML

Cover	Dec. 16, 2021
Document Information [Line Items]
Document Type	8-K
Document Period End Date	Dec. 16, 2021
Entity Registrant Name	UNITED INSURANCE HOLDINGS CORP.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-35761
Entity Tax Identification Number	75-3241967
Entity Address, Postal Zip Code	33701
Entity Address, City or Town	Saint Petersburg,
Entity Address, Address Line One	800 2nd Avenue S.
Local Phone Number	895-7737
City Area Code	(727)
Entity Emerging Growth Company	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, $0.0001 par value per share
Trading Symbol	UIHC
Security Exchange Name	NASDAQ
Entity Address, State or Province	FL
Amendment Flag	false
Entity Central Index Key	0001401521