UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
| For the month of: May 2026 |
|
Commission File Number: 001-31556 |
FAIRFAX FINANCIAL
HOLDINGS LIMITED
(Name of Registrant)
95 Wellington Street West
Suite 800
Toronto, Ontario
Canada M5J 2N7
(Address of Principal Executive Offices)
Indicate by check mark whether
the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
EXHIBIT INDEX
| Exhibit |
|
Description of Exhibit |
| 99.1 |
|
News Release dated May 29, 2026 titled Fairfax Completes Sale of Portion of its Interest in Poseidon Corp. |
SIGNATURES
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
| |
FAIRFAX FINANCIAL HOLDINGS LIMITED |
| |
|
| Date:
May 29, 2026 |
|
By: |
/s/ Derek Bulas |
| |
|
Name:
Title: |
Derek Bulas
Vice President, Chief Legal Officer and Corporate Secretary |
Exhibit 99.1
FAIRFAX News Release
TSX Stock Symbol: FFH and FFH.U
TORONTO, May 29, 2026
FAIRFAX COMPLETES SALE OF PORTION OF ITS INTEREST
IN POSEIDON CORP.
Fairfax Financial Holdings Limited (TSX: FFH and
FFH.U) announced today that it, together with certain of its affiliates (collectively, “Fairfax”), has completed the
previously announced sale of an aggregate of 67,618,981 common shares (the “Shares”) of Poseidon Corp. (“Poseidon”),
the holding company that owns Seaspan Corporation, at a price of US$28.30 per share, for aggregate proceeds of approximately US$1.91 billion
and a pre-tax realized gain of approximately US$837 million.
Following the sale of the Shares, which represent
approximately 23.1% of the total issued and outstanding common shares of Poseidon, Fairfax retains an equity ownership of approximately
22.2% and will continue to account for its remaining investment in the common shares of Poseidon under the equity method of accounting.
About Fairfax
Fairfax Financial
Holdings Limited is a holding company which, through its subsidiaries, is primarily engaged in property and casualty insurance
and reinsurance and the associated investment management.
Fairfax Financial
Holdings Limited’s head and registered office is located at 95 Wellington Street West, Suite 800, Toronto, Ontario,
M5J 2N7.
| For further information, contact: |
John Varnell, Vice President, Corporate Development at (416) 367-4941 |
Certain statements contained herein may constitute
“forward-looking statements” and are made pursuant to the “safe harbour” provisions of applicable Canadian and
U.S. securities laws. Such forward-looking statements are subject to
known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Fairfax to
be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.
Such factors include, but are not limited to: our ability to complete acquisitions and other strategic transactions on the terms and timeframes contemplated, and to achieve
the anticipated benefits therefrom; a reduction in net earnings if our loss reserves are insufficient; underwriting losses on the risks
we insure that are higher than expected; the occurrence of catastrophic events with a frequency or severity exceeding our estimates; changes
in market variables, including unfavourable changes in interest rates, foreign exchange rates, equity prices and credit spreads, which
could negatively affect our operating results and investment portfolio; the cycles of the insurance market and general economic conditions,
which can substantially influence our and our competitors’ premium rates and capacity to write new business; insufficient reserves
for asbestos, environmental and other latent claims; exposure to credit risk in the event our reinsurers fail to make payments to us under
our reinsurance arrangements; exposure to credit risk in the event our insureds, insurance producers or reinsurance intermediaries fail
to remit premiums that are owed to us or failure by our insureds to reimburse us for deductibles that are paid by us on their behalf;
our inability to maintain our long term debt ratings, the inability of our subsidiaries to maintain financial or claims paying ability
ratings and the impact of a downgrade of such ratings on derivative transactions that we or our subsidiaries have entered into; risks
associated with implementing our business strategies; the timing of claims payments being sooner or the receipt of reinsurance recoverables
being later than anticipated by us; risks associated with any use we may make of derivative instruments; the failure of any hedging methods
we may employ to achieve their desired risk management objective; a decrease in the level of demand for insurance or reinsurance products,
or increased competition in the insurance industry; the impact of emerging claim and coverage issues or the failure of any of the loss
limitation methods we employ; our inability to access cash of our subsidiaries; an increase in the amount of capital that we and our subsidiaries
are required to maintain and our inability to obtain required levels of capital on favourable terms, if at all; the loss of key employees;
our inability to obtain reinsurance coverage in sufficient amounts, at reasonable prices or on terms that adequately protect us; the passage
of legislation subjecting our businesses to additional adverse requirements, supervision or regulation, including additional tax regulation,
in the United States, Bermuda, Canada or other jurisdictions in which we operate; risks associated with applicable laws and regulations
relating to sanctions, anti-money laundering and corrupt practices in Canada and in foreign jurisdictions in which we operate; risks associated
with government investigations of, and litigation and negative publicity related to, insurance industry practice or any other conduct;
risks associated with political and other developments in foreign jurisdictions in which we operate; risks associated with legal or regulatory
proceedings or significant litigation; failures or security breaches of our computer and data processing systems; the influence exercisable
by our significant shareholder; adverse fluctuations in foreign currency exchange rates; our dependence on independent brokers over whom
we exercise little control; financial reporting risks relating to deferred taxes associated with amendments to IAS 12 – Income Taxes;
impairment of the carrying value of our goodwill, indefinite-lived intangible assets or investments in associates; our failure to realize
deferred income tax assets; risks associated with Canadian or foreign tax laws, or the interpretation thereof; technological or other
change that adversely impacts demand, or the premiums payable, for the insurance coverages we offer; disruptions of our information technology
systems; assessments and shared market mechanisms that may adversely affect our insurance subsidiaries; risks associated with economic
disruptions from global conflicts and the development of other geopolitical events worldwide; and risks associated with tariffs, trade
restrictions, or other regulatory measures imposed by domestic or foreign governments that may, directly or indirectly, affect our business.
Additional risks and uncertainties are described in our most recently issued Annual Report which is available at www.fairfax.ca and on
SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov, and in our base shelf prospectus (under “Risk Factors”) filed with
the securities regulatory authorities in Canada, which is available on SEDAR+ at www.sedarplus.ca. Fairfax disclaims any intention or
obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except
as required by applicable securities law.
