Investments

3 Months Ended

Mar. 31, 2024

Investments

Investments

5. Investments

Available-For-Sale Investments

As of both March 31, 2024 and December 31, 2023, the Company did not have investments classified as available-for-sale securities. During the three months ended March 31, 2024 and 2023 the Company did not have any realized gains or losses or proceeds from the sale of available-for-sale securities. During the three months ended March 31, 2024, the Company did not have any maturities or purchases of available-for-sale securities. During the three months ended March 31, 2023, maturities of available-for-sale securities were $28.0 million and purchases of available-for sale securities were $9.8 million.

Investment Management Agreement

Mr. Bruce R. Berkowitz is the Chairman of the Company’s Board of Directors (the “Board”). He is the Manager of, and controls entities that own and control, Fairholme Holdings, LLC, which wholly owns Fairholme Capital Management, L.L.C. (“FCM”), an investment advisor registered with the SEC. Mr. Berkowitz is the Chief Investment Officer of FCM, which has provided investment advisory services to the Company since April 2013. FCM does not receive any compensation for services as the Company’s investment advisor. As of March 31, 2024, clients of FCM, including Mr. Berkowitz, beneficially owned approximately 38.6% of the Company’s common stock. FCM and its client, The Fairholme Fund, (“Fairholme”) a series of investments originating from the Fairholme Funds, Inc., may be deemed affiliates of the Company.

Pursuant to the terms of an Investment Management Agreement, as amended, (the “Investment Management Agreement”) with the Company, FCM agreed to supervise and direct the Company’s investment accounts in accordance with the investment guidelines and restrictions approved by the Company. The investment guidelines are set forth in the Investment Management Agreement and require that any new securities for purchase must be issues of the U.S. Treasury or U.S. Treasury Money Market Funds.