Filing Analysis
James River Group Holdings, Inc. announced the immediate resignation of director Kirstin M. Gould on August 20, 2026. The company stated the resignation was not due to any disagreement regarding operations, policies, or practices.
π Key Facts
- Kirstin M. Gould resigned from the Board of Directors effective August 20, 2026.
- The resignation was not related to any disagreement with the Company's operations, policies, or practices.
- The Company furnished its Q2 2026 investor presentation as an exhibit.
James River Group Holdings, Inc. announced its quarterly financial results for the period ending June 30, 2026, and declared a cash dividend of $0.01 per share.
π Key Facts
- Quarterly financial results for the quarter ended June 30, 2026 were released on August 10, 2026.
- The Board of Directors declared a cash dividend of $0.01 per share of common stock.
- Dividend record date is set for September 15, 2026.
- Dividend payment date is set for September 30, 2026.
The Company announced that a U.S. District Court has denied a motion for reconsideration regarding a previously granted motion to dismiss a lawsuit filed by Fleming Intermediate Holdings LLC. This legal victory maintains the dismissal of claims involving securities fraud and breach of contract related to the sale of JRG Reinsurance Company Ltd.
π© Red Flags
- Ongoing litigation involving securities fraud claims (Sections 10(b) and 20(a)) which can lead to significant legal costs or unexpected liabilities if overturned on appeal.
π Key Facts
- On December 2, 2025, the U.S. District Court, Southern District of New York denied Fleming Intermediate Holdings LLC's motion for reconsideration.
- The original motion to dismiss was granted by the Court on July 17, 2025.
- The lawsuit was filed on July 15, 2024, by Fleming against the Company and certain officers.
- Claims in the lawsuit included violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, common law fraud, and breach of contract.
- The dispute stems from a Stock Purchase Agreement dated November 8, 2023, regarding JRG Reinsurance Company Ltd.
- Fleming has until January 2, 2026, to file a notice of appeal.
James River Group Holdings, Inc. is furnishing its third quarter 2025 investor presentation via Item 7.01 of Form 8-K. This filing serves to provide supplemental information for use in meetings with investors and analysts.
π Key Facts
- The company filed the report on November 12, 2025.
- The filing includes a third quarter 2025 investor presentation as Exhibit 99.1.
- Information is provided under Item 7.01 (Regulation FD Disclosure) and is considered 'furnished' rather than 'filed'.
James River Group Holdings, Ltd. has completed a domestication from Bermuda to the State of Delaware and changed its legal name to James River Group Holdings, Inc., effective November 7, 2025.
π Key Facts
- Effective date of domestication: November 7, 2025.
- Jurisdiction change: From Bermuda to the State of Delaware.
- Name change: James River Group Holdings, Ltd. is now James River Group Holdings, Inc.
- The number of outstanding common shares remains unchanged following conversion.
- CUSIP number for Common Stock has changed to 46990A 102.
- The company will continue trading on the NASDAQ Global Select Market under symbol 'JRVR'.
- Terms of the 7% Series A Perpetual Cumulative Convertible Preferred Shares remain unaltered.
James River Group Holdings, Ltd. announced its quarterly financial results for the period ending September 30, 2025, and declared a cash dividend of $0.01 per share.
π Key Facts
- Quarterly earnings press release issued on November 3, 2025 (Exhibit 99.1).
- Board of Directors declared a cash dividend of $0.01 per common share.
- Dividend record date: December 15, 2025.
- Dividend payment date: December 31, 2025.
James River Group Holdings, Ltd. reported the results of its 2025 Annual General Meeting held on October 23, 2025. Shareholders approved amendments to incentive plans and re-appointed Ernst & Young LLP as independent auditors.
π© Red Flags
- Significant 'Against' votes for Proposal 3 (Executive Compensation) and Proposal 5 (Director Incentive Plan), indicating potential shareholder dissatisfaction with governance or pay structures.
π Key Facts
- Annual Meeting held on October 23, 2025.
- Shareholders approved the Fourth Amendment to the 2014 Long-Term Incentive Plan (LTIP), increasing authorized shares by 1,650,000.
- Shareholders approved the Third Amendment to the 2014 Non-Employee Director Incentive Plan, increasing authorized shares by 225,000.
- Eight directors were elected for one-year terms ending at the 2026 Annual Meeting.
- Ernst & Young LLP was re-appointed as independent auditor until the 2026 Annual Meeting.
- Shareholders approved 2024 executive compensation on a non-binding, advisory basis.
William K. Bowman, President and CEO of the Specialty Admitted segment, has announced his intention to retire on September 30, 2025. The company has already named Lisa Binnie as his successor, with an effective date of September 1, 2025, to ensure a smooth transition.
π Key Facts
- William K. Bowman (President and CEO, Specialty Admitted segment) retiring on September 30, 2025.
- Lisa Binnie appointed as successor effective September 1, 2025.
- Transition period scheduled for approximately one month to facilitate orderly handover.
James River Group Holdings, Ltd. announced an amendment to the employment agreement of Richard J. Schmitzer following his transition from CEO of the Excess & Surplus Lines segment. Mr. Schmitzer will serve as Senior Vice President, Underwriting until his formal retirement on October 15, 2025.
π© Red Flags
- None identified; this is a planned leadership transition/succession event.
π Key Facts
- Richard J. Schmitzer stepped down as CEO of the Excess & Surplus Lines segment effective July 31, 2025.
- Effective August 11, 2025, Mr. Schmitzer assumed the title of Senior Vice President, Underwriting to facilitate transition duties.
- Employment is scheduled to terminate upon retirement on October 15, 2025.
- The amendment provides for an annual salary of $300,000 during the interim period.
- Severance terms were modified: in a 'without cause' termination scenario, he would receive severance at the $300,000 per annum rate through October 15, 2025.
James River Group Holdings, Ltd. has filed an 8-K to furnish its second quarter 2025 investor presentation. This is a routine disclosure under Regulation FD.
π Key Facts
- The filing was made on August 12, 2025.
- The company is furnishing its Q2 2025 investor presentation as Exhibit 99.1.
- The presentation is intended for use in meetings with investors and analysts and will be posted on the company's website.
James River Group Holdings, Ltd. announced its quarterly financial results for the period ending June 30, 2025, and declared a cash dividend of $0.01 per common share.
π Key Facts
- Quarterly earnings release issued for the period ended June 30, 2025.
- Board of Directors declared a cash dividend of $0.01 per common share.
- Dividend record date: September 15, 2025.
- Dividend payment date: September 30, 2025.
James River Group Holdings, Ltd. announced the appointment of Joel D. Cavaness to its Board of Directors and his assignment to the Compensation & Human Capital Committee.
π Key Facts
- Joel D. Cavaness appointed as a director on July 21, 2025.
- Mr. Cavaness will serve on the Compensation & Human Capital Committee.
- Compensation for Mr. Cavaness will consist of cash and equity, consistent with other non-employee directors.
- No specific arrangements or understandings were disclosed regarding his appointment.
The Company announced that the U.S. District Court for the Southern District of New York granted its motion to dismiss a lawsuit filed by Fleming Intermediate Holdings LLC. The litigation involved claims of securities fraud and breach of contract related to the sale of JRG Reinsurance Company Ltd.
π© Red Flags
- Ongoing litigation risk: While the motion was granted, the plaintiff has windows open to seek reconsideration (until July 31) or appeal (until August 18).
π Key Facts
- On July 17, 2025, the U.S. District Court (SDNY) granted a motion to dismiss the lawsuit filed by Fleming Intermediate Holdings LLC on July 15, 2024.
- The claims asserted by Fleming included violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, common law fraud, and breach of contract.
- The dispute originated from a Stock Purchase Agreement dated November 8, 2023, regarding JRG Reinsurance Company Ltd.
- Fleming has until July 31, 2025, to file a motion for reconsideration or until August 18, 2025, to file a notice of appeal.
James River Group Holdings, Ltd. entered into a new $212.5 million unsecured revolving credit facility with KeyBank National Association and other lenders. This agreement replaces a previous credit structure following the sale of the company's third-party reinsurance business.
π© Red Flags
- Contains financial covenants including maximum leverage ratio and minimum consolidated net worth/risk-based capital ratios.
π Key Facts
- Entered into a Credit Agreement on June 12, 2025.
- The new $212.5 million unsecured revolving credit facility matures on June 12, 2028.
- Replaces the previous July 7, 2023 agreement which included both secured and unsecured facilities.
- Includes an 'accordion feature' allowing for up to $30 million in additional capacity subject to conditions.
- Interest rates are based on SOFR plus a margin determined by the Companyβs Leverage Ratio.
- The company eliminated its $45 million secured revolving credit facility following the sale of its third-party reinsurance business.
James River Group Holdings, Ltd. filed an 8-K to furnish its Q1 2025 investor presentation. This is a routine disclosure of non-binding information intended for use in meetings with analysts and investors.
π Key Facts
- The filing was made on May 12, 2025.
- The company furnished an investor presentation as Exhibit 99.1 regarding the first quarter of 2025.
- Information is provided under Item 7.01 (Regulation FD Disclosure) and is 'furnished' rather than 'filed'.
James River Group Holdings, Ltd. announced the immediate relinquishment of President title by Richard J. Schmitzer (Excess & Surplus Lines segment) and his subsequent planned retirement in Q4 2025. The company also declared a quarterly cash dividend of $0.01 per share.
π© Red Flags
- Immediate relinquishment of a high-level executive title (President) can sometimes signal internal friction, though here it is framed as part of a retirement transition.
π Key Facts
- Richard J. Schmitzer relinquishes President title effective May 5, 2025.
- Todd Sutherland appointed as President of the Excess & Surplus Lines segment, effective immediately.
- Schmitzer to step down as CEO of the segment on July 31, 2025; retirement expected in Q4 2025.
- Board declared a cash dividend of $0.01 per common share.
- Dividend payable June 30, 2025, to shareholders of record on June 9, 2025.
- Company released quarterly financial results for the period ended March 31, 2025.
The Company announced the final resolution of a price dispute regarding the sale of JRG Reinsurance Company Ltd. to Fleming Intermediate Holdings LLC. An independent accounting firm determined a downward adjustment to the purchase price of $483,625.
π© Red Flags
- The company was involved in a significant dispute ($54.1M) regarding the closing statement of a major asset sale (JRG Re).
π Key Facts
- Disputed amount between Fleming and the Company was $54.1 million.
- Independent Accounting Firm's final determination resulted in a downward adjustment of only $483,625.
- The adjustment will be recorded as an additional loss on sale within discontinued operations in Q1 2025.
- Q1 2025 financial results are expected to be issued on or before May 12, 2025.
The Company is furnishing its fourth quarter 2024 investor presentation as an exhibit to this Form 8-K. This is a routine disclosure under Regulation FD to ensure all investors have access to the same information.
π Key Facts
- Filing date: March 13, 2025
- Subject matter: Q4 2024 Investor Presentation (Exhibit 99.1)
- The presentation is 'furnished' rather than 'filed', meaning it is not subject to the same liability standards as formal SEC filings.
- Information will be used in investor/analyst meetings and posted on the company website.
The Board of Directors approved discretionary increases to 2024 Short-Term Incentive Plan (STI) payouts for key executives. These adjustments were made because performance metrics (Adjusted EBIT and Group Adjusted Combined Ratio) were negatively impacted by strategic activities, including the exploration of strategic alternatives and retroactive reinsurance transactions.
π© Red Flags
- Discretionary compensation increases despite missing performance targets.
- Performance metrics were 'negatively impacted' by the exploration of strategic alternatives, suggesting potential M&A or sale activity.
- Use of retroactive reinsurance transactions to adjust financial metrics used for executive bonuses.
π Key Facts
- Board approved discretionary increases to 2024 STI Plan cash awards on March 3, 2025.
- Adjustments were made to exclude expenses related to exploring 'strategic alternatives'.
- Adjustments excluded reinsurance premiums paid for two retroactive reinsurance transactions in the Excess & Surplus Lines segment (E&S ADCs).
- Employee retention awards related to strategic alternative exploration were also excluded from performance metric calculations.
- CEO Frank N. DβOrazio is set to receive a $745,268 payout (77.1% of target).
- CFO Sarah C. Doran is set to receive a $441,012 payout (77.1% of target).
James River Group Holdings, Ltd. announced its Q4 and FY 2024 financial results, a change in Board leadership, and the declaration of a cash dividend.
π© Red Flags
- None identified in this filing.
π Key Facts
- Ollie L. Sherman, Jr. resigned as Director effective April 30, 2025; resignation was not due to any disagreement with the Company.
- Christine LaSala has been named successor Non-Executive Chairperson of the Board, effective February 20, 2025.
- The Board declared a cash dividend of $0.01 per common share.
- Dividend record date is March 10, 2025; payment date is March 31, 2025.
- Company released financial results for the quarter and fiscal year ended December 31, 2024.
The U.S. District Court for the Southern District of New York has granted a motion to dismiss with prejudice a class action lawsuit filed by Paul Glantz. The lawsuit had alleged securities fraud and improper accounting regarding reinsurance premiums between May and November 2023.
π© Red Flags
- Historical allegation of ineffective internal control over financial reporting (now dismissed).
π Key Facts
- The court granted the Company's motion to dismiss with prejudice on January 23, 2025.
- The lawsuit was originally filed on November 13, 2023, by plaintiff Paul Glantz.
- Allegations included claims under Section 10(b) and 20(a) of the Securities Exchange Act of 1934.
- Claims specifically alleged improper accounting for reinsurance premiums and ineffective internal controls over financial reporting.
- The deadline for the plaintiff to file a notice of appeal is February 24, 2025.
James River Group Holdings, Ltd. furnished its third quarter 2024 investor presentation via this Form 8-K. The filing is a routine disclosure intended for use in meetings with investors and analysts.
π Key Facts
- The company filed under Item 7.01 (Regulation FD Disclosure).
- Exhibit 99.1 contains the Q3 2024 investor presentation.
- Information is 'furnished' rather than 'filed', meaning it is not incorporated by reference in other SEC filings.
James River Group Holdings announced a complex series of transactions including a $12.5 million private placement with Cavello Bay Reinsurance, an Adverse Development Cover (ADC) reinsurance agreement to mitigate legacy losses, and a significant restructuring/exchange of Series A Preferred Shares.
π© Red Flags
- Significant dilution potential: The conversion of Series A shares and the new private placement represent substantial increases in common share count.
- Complexity/Risk Mitigation: Use of Adverse Development Cover (ADC) suggests a need to offload significant legacy tail risk from 2010-2023.
- High Conversion Price: The mandatory conversion trigger is set at $16.64, which is significantly higher than the current private placement price of $6.40.
π Key Facts
- Entered into a Subscription Agreement with Cavello Bay for 1,953,125 common shares at $6.40 per share ($12.5M total).
- Executed an Adverse Development Cover (ADC) agreement with Cavello Bay to reinsure 100% of losses for specific 'Subject Business' (2010-2023 Excess & Surplus Lines), subject to a $75M aggregate limit and $1.18B retention.
- Preferred Investor exchanged 37,500 Series A Preferred Shares for 5,859,375 Common Shares at $6.40 per share.
- Series A Preferred Shares feature a mandatory conversion trigger if the stock price exceeds 200% of the Conversion Price ($16.64) for 20 consecutive trading days.
- The ADC agreement involves a premium payment of approximately $52.8 million by the Ceding Companies.
James River Group Holdings, Ltd. announced its quarterly financial results for the period ending September 30, 2024 and issued a strategic FAQ document. Additionally, the Board declared a cash dividend of $0.01 per common share.
π Key Facts
- Financial results for the quarter ended September 30, 2024 were released on November 11, 2024.
- The Company issued 'Strategic Actions Frequently Asked Questions' to provide further context on company strategy.
- A cash dividend of $0.01 per common share was declared.
- Dividend record date: December 16, 2024; Payment date: December 31, 2024.
James River Group Holdings, Ltd. reported the results of its 2024 Annual General Meeting held on October 24, 2024. Shareholders approved amendments to incentive plans and re-appointed Ernst & Young LLP as independent auditors.
π Key Facts
- Shareholders approved a Third Amendment to the 2014 Long-Term Incentive Plan (LTIP), increasing authorized shares by 525,000.
- Shareholders approved a Second Amendment to the Non-Employee Director Incentive Plan, increasing authorized shares by 100,000 and extending the plan duration to 2034.
- Eight directors were elected to one-year terms ending at the 2025 annual meeting.
- Ernst & Young LLP was re-appointed as independent auditor until the 2025 annual meeting.
- Shareholders approved a yearly frequency for future 'say-on-pay' votes regarding executive compensation.
James River Group Holdings, Ltd. announced its quarterly financial results for the period ending June 30, 2024 and declared a cash dividend of $0.05 per common share.
π Key Facts
- Quarterly earnings release issued for the period ended June 30, 2024.
- Board of Directors declared a cash dividend of $0.05 per common share.
- Dividend record date is September 16, 2024.
- Dividend payment date is September 30, 2024.
James River Group Holdings, Ltd. announced cash retention awards for senior leadership and an amendment to the CEO's employment agreement involving enhanced severance terms in the event of a change in control.
π© Red Flags
- Significant cash outflows for retention awards during what may be a period of transition.
- Enhanced 'change in control' severance provisions for the CEO, which can create misalignment between management and shareholders during M&A activity.
π Key Facts
- Board approved cash retention awards for senior leadership on July 25, 2024.
- Retention awards are payable in two equal installments: December 31, 2024, and June 30, 2025, contingent upon continuous employment.
- Aggregate award amounts for three named executive officers (excluding CEO) total $1,573,455 ($572k to Sarah C. Doran, $669,955 to Richard J. Schmitzer, and $331,500 to Michael J. Hoffmann).
- CEO Frank DβOrazio entered into an amended employment agreement on July 30, 2024.
- The CEO's severance package was modified to include his short-term incentive target in the calculation of severance payments upon termination without cause or due to a change in control.
James River Group Holdings entered into a significant reinsurance transaction (LPT-ADC Agreement) with State National Insurance Company to transfer 85% of losses for its Excess & Surplus Lines segment portfolio from 2010-2023. The company also announced the appointment of Christine LaSala to the Board of Directors.
π© Red Flags
- Large reinsurance premium outflow ($313.2M) indicates significant capital allocation toward risk mitigation for legacy business.
- The transaction specifically targets a large block of historical losses (2010-2023), suggesting a desire to de-risk the balance sheet from long-tail liabilities.
π Key Facts
- Entered into a Combined Loss Portfolio Transfer and Adverse Development Cover Reinsurance Contract (LPT-ADC) with State National Insurance Company, Inc.
- The agreement covers losses from the Excess & Surplus Lines segment for premium earned between 2010 and 2023.
- State National will reinsure 85% of losses paid on/after Jan 1, 2024, in excess of $716.6 million, up to an aggregate limit of $467.1 million.
- The Ceding Companies will pay a reinsurance premium of $313,242,000.
- Ceding Companies are entitled to a profit commission of 50% on favorable development below 104.5% of carried reserves (capped at $87,014,500).
- Christine LaSala appointed as a new director and member of the Compensation & Human Capital and Nominating & Corporate Governance Committees.
- Board size increased from seven to eight directors.
James River Group Holdings, Ltd. announced its Q1 2024 financial results and declared a cash dividend of $0.05 per share. The filing also notes the resignation of director Patricia H. Roberts.
π© Red Flags
- None identified in this filing.
π Key Facts
- Company issued press release for financial results for the quarter ended March 31, 2024 (Item 2.02).
- Board declared a cash dividend of $0.05 per common share (Item 8.01).
- Dividend record date: June 10, 2024; Payment date: June 28, 2024.
- Director Patricia H. Roberts resigned effective May 15, 2024 (Item 5.02).
- The company stated the director's resignation was not due to any disagreement regarding operations, policies, or practices.
James River Group Holdings, Ltd. completed the sale of its wholly-owned subsidiary, JRG Reinsurance Company Ltd., to Fleming Intermediate Holdings LLC for approximately $291.4 million. The transaction involved significant restructuring of existing credit facilities with KeyBank and BMO Bank N.A.
π© Red Flags
- Significant reduction in secured credit facility capacity (from $102.5M down to $45M).
- Increase in interest rates on the BMO Facility.
- Departure of Daniel J. Heinlein, President and CEO of the disposed subsidiary, which may impact transition/operational continuity.
π Key Facts
- Total purchase price: ~$291.4 million ($152.4M in cash; $139M via dividend/distribution from JRG Re).
- Buyer identified as Fleming Intermediate Holdings LLC (Cayman Islands limited liability company).
- KeyBank Secured Facility Commitment decreased from $102.5 million to $45 million.
- BMO Facility saw increased interest rates and elimination of the letter of credit portion.
- The Company will provide IT transition services to the Buyer for up to six months post-closing.
- Pro forma impact: Total assets expected to decrease by ~$783.4M; total liabilities expected to decrease by ~$641.5M.
The Company successfully obtained a preliminary injunction in New York County Supreme Court to compel Fleming Intermediate Holdings LLC to complete its acquisition of JRG Reinsurance Company Ltd. by April 16, 2024. However, the buyer has indicated its intent to appeal the court's decision.
π© Red Flags
- Legal uncertainty regarding the outcome of the appeal by Fleming.
- Potential failure to close the sale if the injunction is overturned or not complied with.
π Key Facts
- The litigation involves a breach of a Stock Purchase Agreement (SPA) dated November 8, 2023.
- The Court granted the Company's motion for preliminary injunction on April 6, 2024.
- Fleming is ordered to complete the transaction on or prior to April 16, 2024.
- Fleming has notified the Company of its intent to appeal the court's decision.
James River Group Holdings, Ltd. has filed a lawsuit in the Supreme Court of New York County against Fleming Intermediate Holdings LLC for breach of contract. The company is seeking specific performance to compel the completion of a previously agreed-upon sale of its subsidiary, JRG Reinsurance Company Ltd.
π© Red Flags
- Litigation involving a major asset sale (JRG Reinsurance Company Ltd.) could impact liquidity or strategic direction.
- Failure of a previously announced acquisition/divestiture indicates significant counterparty risk or deal friction.
- Legal uncertainty regarding the closing of the SPA may lead to prolonged litigation and distraction for management.
π Key Facts
- Filed complaint on March 11, 2024, in the Supreme Court, New York County, Commercial Division.
- The dispute relates to a Stock Purchase Agreement (SPA) dated November 8, 2023.
- The SPA involves Fleming Intermediate Holdings LLC's agreement to purchase all outstanding common shares of JRG Reinsurance Company Ltd. (a wholly-owned subsidiary).
- The company alleges Fleming has breached the SPA by refusing to close the transaction.
- The legal action seeks specific performance of the acquisition obligation.
The Board of Directors approved discretionary increases to 2023 Short-Term Incentive Plan (STI) payouts for several executives, adjusting performance metrics due to strategic activities. These activities include the sale of renewal rights and the pending sale of JRG Reinsurance Company Ltd.
π© Red Flags
- Discretionary modification of performance metrics to ensure executive payouts despite negative impacts on Adjusted EBIT and Combined Ratio.
- Strategic restructuring/sale of core business units (JRG Re and worker's compensation renewal rights) impacting financial reporting metrics used for bonuses.
π Key Facts
- Board exercised discretion to increase cash incentive awards above actual achievement levels for 2023.
- Adjustments were made to Adjusted EBIT to exclude expenses related to strategic actions and losses from the JRG Re sale.
- The group Adjusted Combined Ratio performance goal was adjusted to a threshold of 99.9% due to management's contributions to strategic objectives.
- CEO Frank N. DβOrazio is set to receive an STI payout of $773,300 (80.0% of target).
- CFO Sarah C. Doran is set to receive an STI payout of $457,600 (80.0% of target).
- The Board waived service requirements for unvested RSUs held by Daniel J. Heinlein (CEO of JRG Re) in connection with the JRG Re transaction, allowing cash settlement instead of forfeiture.
James River Group Holdings entered into waiver agreements with KeyBank and BMO to address a technical default caused by an A.M. Best rating downgrade of its subsidiary, JRG Reinsurance Company Ltd. The waivers extend the cure period for this covenant breach until March 1, 2025.
π© Red Flags
- Credit rating downgrade (A- to B++) for a key insurance subsidiary.
- Technical default on existing credit facilities (KeyBank and BMO).
- Requirement to divest/sell JRG Re to cure the debt covenant breach.
π Key Facts
- A.M. Best downgraded JRG Re's financial strength rating from 'A-' to 'B++' on December 20, 2023.
- The downgrade triggered a default under Section 7.01(d)(i) of the KeyBank Facility and Section 6.15 of the BMO Facility.
- Lenders (KeyBank and BMO) have waived the Event of Default until March 1, 2025.
- The company intends to resolve the default via the sale of JRG Re to Fleming Intermediate Holdings LLC.
- Board declared a cash dividend of $0.05 per common share, payable March 29, 2024.