HGTY.NYSEHagerty, INC

SCHEDULE: Markel Group Updates Hagerty Stake to 44.9%

Sentiment:

Beneficial Ownership Update


Markel Group Inc. filed an amendment to its Schedule 13D, updating its beneficial ownership in Hagerty, Inc. to 44.9% of Class A Common Stock and 29.9% of total voting power.

Summary

  • Markel Group Inc. (Reporting Person) filed Amendment No. 4 to its Schedule 13D regarding its holdings in Hagerty, Inc.
  • The amendment updates Markel Group's beneficial ownership and voting power percentages in Hagerty, Inc.
  • The change is solely due to an increase in Hagerty's Class A Common Stock outstanding and a corresponding decrease in Class V Common Stock outstanding, resulting from a conversion by another holder.
  • As of November 4, 2025, Markel Group beneficially owns 79,380,265 shares of Hagerty's Class A Common Stock.
  • This represents approximately 44.9% of Hagerty's Class A Common Stock outstanding.
  • Markel Group controls approximately 29.9% of the total voting power of Hagerty, Inc.
  • Markel Group's beneficial ownership includes 75,000,000 shares of Class V Common Stock and an equal number of OpCo Units, which are exchangeable on a one-for-one basis for a share of Class A Common Stock or, if certain conditions are met, an equivalent value in cash.
  • It also includes 1,590,668 shares of Series A Preferred Stock, exchangeable into 1,272,265 shares of Class A Common Stock.
  • Additionally, Markel Group directly holds 3,108,000 shares of Class A Common Stock.
  • Each share of Class V Common Stock has ten (10) votes per share until the earlier of December 2, 2036, or transfer to a non-qualified transferee, after which it has one (1) vote per share.
  • The Series A Preferred Stock votes together with the Class A Common Stock on an as-converted basis (one vote per share).

Sentiment

Score: 5

Explanation: Neutral. This is an administrative update reflecting a change in beneficial ownership percentage due to a routine conversion, not a strategic shift or performance announcement.

Future Outlook

NA

Industry Context

This filing is an administrative update to Markel Group's existing significant investment in Hagerty, Inc., a company focused on classic car insurance and automotive lifestyle. It confirms Markel's continued strategic alignment and commitment to its stake in the specialty insurance and automotive enthusiast market.

Stakeholder Impact

  • Shareholders of Hagerty, Inc. receive updated transparency regarding Markel Group's current beneficial ownership and voting power.
  • Shareholders of Markel Group Inc. are provided an update on a significant investment holding.

Key Dates

DateDescription
December 10, 2021Original Schedule 13D filing date
June 27, 2023Amendment No. 1 filing date
July 8, 2024Amendment No. 2 filing date
April 18, 2025Amendment No. 3 filing date
October 24, 2025Date Class A Common Stock outstanding was reported by Hagerty, Inc.
November 4, 2025Date of event requiring filing of this statement (change in beneficial ownership percentage); Date Hagerty, Inc. filed its quarterly report on Form 10-Q.
November 5, 2025Date of this Amendment No. 4 filing; Date of Annex A.
December 2, 2036Earliest date Class V Common Stock voting power may reduce to one vote per share.

Recommendation

hold

This filing is an administrative update to Markel Group's beneficial ownership in Hagerty, Inc., reflecting a routine conversion of Class V shares by another holder. It does not present new financial performance data, strategic shifts, or material risks that would warrant a change in investment thesis. The core investment rationale for holding either Markel Group or Hagerty remains unchanged based on this specific filing.

Keywords

Markel Group Inc., Hagerty Inc., Schedule 13D/A, Beneficial Ownership, Class A Common Stock, Class V Common Stock, Series A Preferred Stock, Voting Power, SEC Filing, Investment Stake

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